Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 03, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Trading Symbol | SALM | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | SALEM MEDIA GROUP, INC. /DE/ | |
Entity Central Index Key | 0001050606 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Class A Common Stock, $0.01 par value per share | |
Entity File Number | 000-26497 | |
Entity Tax Identification Number | 77-0121400 | |
Entity Address, Address Line One | 4880 SANTA ROSA ROAD | |
Entity Address, City or Town | CAMARILLO | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 93012 | |
City Area Code | 805 | |
Local Phone Number | 987-0400 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 21,129,667 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,553,696 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 19,048 | $ 6 |
Trade accounts receivable (net of allowances of $10,947 in 2019 and $12,543 in 2020) | 22,513 | 30,824 |
Unbilled revenue | 1,984 | 2,749 |
Other receivables | 1,297 | 1,352 |
Inventories (net of reserves of $1,271 in 2019 and $1,338 in 2020) | 707 | 717 |
Prepaid expenses | 5,793 | 5,890 |
Assets held for sale | 0 | 185 |
Total current assets | 51,342 | 41,723 |
Notes receivable (net of allowance of $954 in 2019 and $618 in 2020) | 753 | 667 |
Property and equipment (net of accumulated depreciation of $173,122 in 2019 and $176,689 in 2020) | 84,380 | 87,673 |
Operating lease right-of-use assets | 51,899 | 54,550 |
Financing lease right-of-use assets | 144 | 180 |
Broadcast licenses | 320,864 | 337,858 |
Goodwill | 23,691 | 23,998 |
Other indefinite-lived intangible assets | 0 | 260 |
Amortizable intangible assets (net of accumulated amortization of $55,617 in 2019 and $57,443 in 2020) | 5,274 | 7,100 |
Deferred financing costs | 198 | 224 |
Other assets | 2,755 | 4,197 |
Total assets | 541,300 | 558,430 |
Current liabilities: | ||
Accounts payable | 4,810 | 3,468 |
Accrued expenses | 8,360 | 9,395 |
Accrued compensation and related expenses | 7,558 | 7,895 |
Accrued interest | 1,232 | 1,262 |
Contract liabilities | 16,567 | 9,493 |
Deferred rent income | 141 | 110 |
Income taxes payable | 686 | 531 |
Current portion of operating lease liabilities | 9,588 | 8,485 |
Current portion of financing (capital) lease liabilities | 61 | 69 |
Current portion of long-term debt | 19,000 | 12,426 |
Total current liabilities | 68,003 | 53,134 |
Long-term debt, less current portion | 213,396 | 216,468 |
Operating lease liabilities, less current portion | 51,356 | 54,050 |
Financing (capital) lease liabilities, less current portion | 98 | 124 |
Deferred income taxes | 69,407 | 38,778 |
Contract liabilities, long-term | 1,937 | 1,744 |
Deferred rent income, less current portion | 3,910 | 3,956 |
Other long-term liabilities | 1,717 | 513 |
Total liabilities | 409,824 | 368,767 |
Commitments and contingencies (Note 16) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 246,879 | 246,680 |
Accumulated deficit | (81,680) | (23,294) |
Treasury stock, at cost (2,317,650 shares at December 31, 2019 and June 30, 2020) | (34,006) | (34,006) |
Total stockholders' equity | 131,476 | 189,663 |
Total liabilities and stockholders' equity | 541,300 | 558,430 |
Common Class A [Member] | ||
Stockholders' Equity: | ||
Common stock | 227 | 227 |
Total stockholders' equity | 227 | 227 |
Common Class B [Member] | ||
Stockholders' Equity: | ||
Common stock | 56 | 56 |
Total stockholders' equity | $ 56 | $ 56 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Trade accounts receivable, allowances | $ 12,543 | $ 10,947 |
Inventories, reserves | 1,338 | 1,271 |
Notes receivable, allowance | 618 | 954 |
Property and equipment, accumulated depreciation | 176,689 | 173,122 |
Amortizable intangible assets, accumulated amortization | $ 57,443 | $ 55,617 |
Treasury stock, shares | 2,317,650 | 2,317,650 |
Common Class A [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 80,000,000 | 80,000,000 |
Common stock, issued | 21,129,667 | 23,447,317 |
Common stock, outstanding | 21,129,667 | 23,447,317 |
Common Class B [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 20,000,000 | 20,000,000 |
Common stock, issued | 5,553,696 | 5,553,696 |
Common stock, outstanding | 5,553,696 | 5,553,696 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Total net revenue | $ 52,871 | $ 64,680 | $ 111,121 | $ 125,149 |
Operating expenses: | ||||
Unallocated corporate expenses exclusive of depreciation and amortization shown below (including $60 and $0 for the three months ended June 30, 2019 and 2020, respectively, and $67 and $180 for the six months ended June 30, 2019 and 2020, respectively, paid to related parties) | 3,850 | 4,332 | 8,060 | 8,203 |
Depreciation | 2,718 | 2,852 | 5,431 | 5,785 |
Amortization | 840 | 1,124 | 1,827 | 2,420 |
Change in the estimated fair value of contingent earn-out consideration | 3 | 0 | (2) | 0 |
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 0 | 17,254 | 0 |
Impairment of goodwill | 0 | 0 | 307 | 0 |
Net (gain) loss on the disposition of assets | 34 | (357) | 113 | 3,667 |
Total operating expenses | 53,759 | 59,079 | 130,019 | 120,532 |
Operating income (loss) | (888) | 5,601 | (18,898) | 4,617 |
Other income (expense): | ||||
Interest income | 0 | 0 | 0 | 1 |
Interest expense | (4,013) | (4,371) | (8,045) | (8,796) |
Gain on early retirement of long-term debt | 0 | 0 | 49 | 426 |
Net miscellaneous income and (expenses) | 6 | 18 | (46) | 19 |
Net income (loss) before income taxes | (4,895) | 1,248 | (26,940) | (3,733) |
Provision for (benefit from) income taxes | (2,380) | 4,892 | 30,779 | (411) |
Net loss | $ (2,515) | $ (3,644) | $ (57,719) | $ (3,322) |
Basic loss per share data: | ||||
Basic loss per share | $ (0.09) | $ (0.14) | $ (2.16) | $ (0.13) |
Diluted loss per share data: | ||||
Diluted loss per share | $ (0.09) | $ (0.14) | $ (2.16) | $ (0.13) |
Basic weighted average shares outstanding | 26,683,363 | 26,525,564 | 26,683,363 | 26,355,838 |
Diluted weighted average shares outstanding | 26,683,363 | 26,525,564 | 26,683,363 | 26,355,838 |
Broadcast [Member] | ||||
Total net revenue | $ 39,470 | $ 49,082 | $ 84,650 | $ 95,175 |
Operating expenses: | ||||
Total operating expenses | 33,094 | 37,707 | 70,421 | 74,156 |
Digital Media [Member] | ||||
Total net revenue | 9,443 | 9,960 | 18,547 | 20,200 |
Operating expenses: | ||||
Total operating expenses | 7,653 | 7,648 | 15,979 | 15,706 |
Publishing [Member] | ||||
Total net revenue | 3,958 | 5,638 | 7,924 | 9,774 |
Operating expenses: | ||||
Total operating expenses | $ 5,567 | $ 5,773 | $ 10,629 | $ 10,595 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Operating expenses | $ 53,759 | $ 59,079 | $ 130,019 | $ 120,532 |
Unallocated corporate expenses exclusive of depreciation and amortization | 3,850 | 4,332 | 8,060 | 8,203 |
Related Party [Member] | ||||
Unallocated corporate expenses exclusive of depreciation and amortization | 0 | 60 | 180 | 67 |
Broadcast [Member] | ||||
Operating expenses | 33,094 | 37,707 | 70,421 | 74,156 |
Broadcast [Member] | Related Party [Member] | ||||
Operating expenses | $ 435 | $ 536 | $ 866 | $ 972 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Common Class A [Member] | Common Class B [Member] |
Balance at Dec. 31, 2018 | $ 221,869 | $ 245,220 | $ 10,372 | $ (34,006) | $ 227 | $ 56 |
Balance (in shares) at Dec. 31, 2018 | 22,950,066 | 5,553,696 | ||||
Stock-based compensation | 176 | 176 | ||||
Cash distributions | (1,702) | (1,702) | ||||
Net income (loss) | 322 | 322 | ||||
Balance at Mar. 31, 2019 | 220,665 | 245,396 | 8,992 | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Mar. 31, 2019 | 22,950,066 | 5,553,696 | ||||
Distributions per share | $ 0.065 | $ 0.065 | ||||
Balance at Dec. 31, 2018 | 221,869 | 245,220 | 10,372 | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Dec. 31, 2018 | 22,950,066 | 5,553,696 | ||||
Stock-based compensation | 1,100 | |||||
Net income (loss) | (3,322) | |||||
Balance at Jun. 30, 2019 | 216,229 | 246,332 | 3,620 | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Jun. 30, 2019 | 23,339,327 | 5,553,696 | ||||
Balance at Mar. 31, 2019 | 220,665 | 245,396 | 8,992 | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Mar. 31, 2019 | 22,950,066 | 5,553,696 | ||||
Stock-based compensation | 936 | 936 | ||||
Lapse of restricted shares (in shares) | 389,061 | |||||
Options exercised (in shares) | 200 | |||||
Cash distributions | (1,728) | (1,728) | ||||
Net income (loss) | (3,644) | (3,644) | ||||
Balance at Jun. 30, 2019 | 216,229 | 246,332 | 3,620 | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Jun. 30, 2019 | 23,339,327 | 5,553,696 | ||||
Distributions per share | $ 0.065 | $ 0.065 | ||||
Balance at Dec. 31, 2019 | 189,663 | 246,680 | (23,294) | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Dec. 31, 2019 | 23,447,317 | 5,553,696 | ||||
Stock-based compensation | 103 | 103 | ||||
Cash distributions | (667) | (667) | ||||
Net income (loss) | (55,204) | (55,204) | ||||
Balance at Mar. 31, 2020 | 133,895 | 246,783 | (79,165) | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Mar. 31, 2020 | 23,447,317 | 5,553,696 | ||||
Distributions per share | $ 0.025 | $ 0.025 | ||||
Balance at Dec. 31, 2019 | 189,663 | 246,680 | (23,294) | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Dec. 31, 2019 | 23,447,317 | 5,553,696 | ||||
Stock-based compensation | 200 | |||||
Net income (loss) | (57,719) | |||||
Balance at Jun. 30, 2020 | 131,476 | 246,879 | (81,680) | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Jun. 30, 2020 | 23,447,317 | 5,553,696 | ||||
Balance at Mar. 31, 2020 | 133,895 | 246,783 | (79,165) | (34,006) | $ 227 | $ 56 |
Balance (in shares) at Mar. 31, 2020 | 23,447,317 | 5,553,696 | ||||
Stock-based compensation | 96 | 96 | ||||
Net income (loss) | (2,515) | (2,515) | ||||
Balance at Jun. 30, 2020 | $ 131,476 | $ 246,879 | $ (81,680) | $ (34,006) | $ 227 | $ 56 |
Balance (in shares) at Jun. 30, 2020 | 23,447,317 | 5,553,696 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
OPERATING ACTIVITIES | ||
Net loss | $ (57,719) | $ (3,322) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Non-cash stock-based compensation | 199 | 1,112 |
Depreciation and amortization | 7,258 | 8,205 |
Amortization of deferred financing costs | 461 | 513 |
Non-cash lease expense | 4,464 | 4,448 |
Accretion of acquisition-related deferred payments and contingent consideration | 0 | 2 |
Provision for bad debts | 3,621 | 737 |
Deferred income taxes | 30,629 | (546) |
Impairment of indefinite-lived long-term assets other than goodwill | 17,254 | 0 |
Impairment of goodwill | 307 | 0 |
Gain on early retirement of long-term debt | (49) | (426) |
Change in the estimated fair value of contingent earn-out consideration | (2) | 0 |
Net (gain) loss on the disposition of assets | 113 | 3,667 |
Changes in operating assets and liabilities: | ||
Accounts receivable and unbilled revenue | 5,530 | 3 |
Inventories | 10 | (353) |
Prepaid expenses and other current assets | 97 | 1,078 |
Accounts payable and accrued expenses | 1,720 | (459) |
Operating lease liabilities | (3,403) | (5,765) |
Contract liabilities | 7,267 | (1,081) |
Deferred rent income | (151) | (84) |
Other liabilities | 1,204 | |
Income taxes payable | 155 | 32 |
Net cash provided by operating activities | 18,965 | 7,761 |
INVESTING ACTIVITIES | ||
Cash paid for capital expenditures net of tenant improvement allowances | (2,525) | (4,697) |
Capital expenditures reimbursable under tenant improvement allowances and trade agreements | (94) | |
Purchases of broadcast assets and radio stations | (650) | |
Purchases of digital media businesses and assets | 0 | |
Proceeds from sale of assets | 188 | 2,872 |
Other | 1,979 | (728) |
Net cash used in investing activities | (452) | (3,203) |
FINANCING ACTIVITIES | ||
Payments to repurchase 6.75% Senior Secured Notes | (3,392) | (6,123) |
Refunds (payments) of debt issuance costs | (66) | (30) |
Payments on financing lease liabilities | (35) | (43) |
Payment of cash distribution on common stock | (667) | (3,430) |
Book overdraft | (1,885) | 2,204 |
Net cash provided by (used in) financing activities | 529 | (4,666) |
Net increase (decrease) in cash and cash equivalents | 19,042 | (108) |
Cash and cash equivalents at beginning of year | 6 | 117 |
CasCash and cash equivalents at end of periodh and cash equivalents at end of year | 19,048 | 9 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest, net of capitalized interest | 7,600 | 8,312 |
Cash paid for interest on finance lease liabilities | 4 | 5 |
Cash paid (received) for income taxes | (5) | 103 |
Other supplemental disclosures of cash flow information: | ||
Barter revenue | 1,705 | 2,730 |
Barter expense | 1,558 | 2,469 |
Non-cash investing and financing activities: | ||
Capital expenditures reimbursable under tenant improvement allowances | 94 | |
Right-of-use assets acquired through operating leases | 2,655 | 1,064 |
Right-of-use assets acquired through financing leases | 0 | 2 |
Non-cash capital expenditures for property & equipment acquired under trade agreements | 4 | |
Abl Facility [Member] | ||
FINANCING ACTIVITIES | ||
Proceeds from borrowings under ABL Facility | 38,349 | 54,295 |
Payments on ABL Facility | $ (31,775) | $ (51,539) |
Business and Basis of Presentat
Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Basis of Presentation | NOTE 1. BUSINESS AND BASIS OF PRESENTATION Business Salem Media Group, Inc. is a domestic multimedia company specializing in Christian and conservative content. Our media properties include radio broadcasting, digital media, and publishing entities. We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which are discussed in Note 19 – Segment Data. Impact of the COVID-19 In March 2020, the World Health Organization declared the outbreak of COVID-19 stay-at-home non-essential While this disruption is currently expected to be temporary, there is considerable uncertainty around the duration. We are actively monitoring the COVID-19 COVID-19 COVID-19’s The maximum amount available under our Asset Based Loan (“ABL”) Facility declined from $26.0 million at March 31, 2020 to $23.2 million at June 30, 2020 of which $19.0 million was outstanding at June 30, 2020 compared to $14.0 million outstanding at March 31,2020. Future availability under our credit facility is contingent upon our eligible receivable balance that is negatively impacted by lower revenues and longer days to collect. Availability under the ABL is subject to a borrowing base consisting of (a) 90% of the eligible accounts receivable plus (b) a calculated amount based on the value of certain real property. In response to these developments, beginning in March and continuing throughout the second quarter of 2020, we have implemented several measures to reduce costs and conserve cash to ensure that we have adequate cash to meet our debt servicing requirements, including: • limiting capital expenditures except for emergency-only requirements; • reducing all discretionary spending, including travel and entertainment; • eliminating open positions and freezing new hires; • reducing staffing levels; • implementing company-wide pay cuts ranging from 5%, 7.5% or 10% depending on salary level; • furloughing certain employees that are non-essential • temporarily suspending the company 401K match; • requesting rent concessions from landlords; • requesting discounts from vendors. • offering early payment discounts to certain customers in exchange for advance cash payments; • offering extended payment terms of up to 90 days to limit cancellations and entice new business; • considering sales-leaseback of owned facilities; and • suspending the payment of distributions on our common stock indefinitely. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law. The CARES Act provides opportunities for additional liquidity, loan guarantees, and other government programs to support companies affected by the COVID-19 • deferral of all employer FICA taxes beginning in April 2020 for the remainder of 2020, with 50 percent payable in December 2021 and the remainder payable in December 2022; and • relaxation of interest expense deduction limitation for income tax purposes. We reforecast our anticipated results extending through August 2021. Our reforecast includes the impact of certain of these cost-cutting measures. We may consider sales-leaseback of owned facilities if the adverse economic impact of the COVID-19 We continue to review and consider any available potential benefit under the CARES Act for which we qualify. We cannot predict the manner in which such benefits or any of the other benefits described herein will be allocated or administered and we cannot assure you that we will be able to access such benefits in a timely manner or at all. If the U.S. government or any other governmental authority agrees to provide such aid under the CARES Act or any other crisis relief assistance it may impose certain requirements on the recipients of the aid, including restrictions on executive officer compensation, dividends, prepayment of debt, limitations on debt and other similar restrictions that will apply for a period of time after the aid is repaid or redeemed in full. Basis of Presentation The accompanying Condensed Consolidated Financial Statements of Salem include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. Information with respect to the three and six months ended June 30, 2020 and 2019 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 S-X. 10-K The balance sheet at December 31, 2019 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. 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 can be materially different from these estimates and assumptions. Significant areas for which management uses estimates include: • revenue recognition; • asset impairments, including broadcasting licenses, goodwill and other indefinite-lived intangible assets; • probabilities associated with the potential for contingent earn-out • fair value measurements; • contingency reserves; • allowance for doubtful accounts; • sales returns and allowances; • barter transactions; • inventory reserves; • reserves for royalty advances; • fair value of equity awards; • self-insurance reserves; • estimated lives for tangible and intangible assets; • assessment of contract-based factors, asset-based factors, entity-based factors and market-based factors to determine the lease term impacting Right-Of-Use • determining the Incremental Borrowing Rate (“IBR”) for calculating ROU assets and lease liabilities; • income tax valuation allowances; • uncertain tax positions; and • estimates used in going concern analysis. These estimates require the use of judgment as future events and the effect of these events cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. The COVID-19 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no changes to our significant accounting policies described in Note 2 to our Annual Report on Form 10-K Recent Accounting Pronouncements Changes to accounting principles are established by the FASB in the form of ASUs to the FASB’s Codification. We consider the applicability and impact of all ASUs on our financial position, results of operations, cash flows, or presentation thereof. Described below are ASUs that are not yet effective, but may be applicable to our financial position, results of operations, cash flows, or presentation thereof. ASUs not listed below were assessed and determined to not be applicable to our financial position, results of operations, cash flows, or presentation thereof. In January 2020, the FASB issued ASU 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) - Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 2016-01 In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses, held-to-maturity available-for-sale 2016-13, 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses 2016-13. 2018-19 2016-13. 2019-04, Codification Improvements to Topic 326, Financial Instruments – Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments 2016-13. 2019-05, Financial Instruments – Credit Losses (Topic 326) 2016-13. |
Recent Transactions
Recent Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Text Block [Abstract] | |
Recent Transactions | NOTE 3. RECENT TRANSACTIONS During the six-month Debt Transactions On April 7, 2020, we amended the Asset Based Loan (“ABL”) Facility to increase the advance rate on eligible accounts receivable from 85% to 90% and to extend the maturity date from May 19, 2022 to March 1, 2024. The April 7, 2020 amendment allows for an alternative benchmark rate that may include the SOFR rate due to the LIBOR rate being scheduled to be discontinued at the end of calendar year 2021. We completed repurchases of $3.5 million of the 6.75% Senior Secured Notes (“Notes”) for $3.4 million in cash, recognizing a net gain of $49,000 after adjusting for bond issuance costs as detailed in Note 13 – Long-Term Debt. Equity Transactions Distributions of $0.7 million ($0.025 per share) were declared and paid in March 2020 based upon our Board of Directors’ (“Board”) then current assessment of our business as detailed in Note 18 – Equity Transactions. Divestitures On April 6, 2020, we sold radio station WBZW-AM pre-tax Pending Transactions On February 5, 2020, we entered an Asset Purchase Agreement (“APA”) with Word Broadcasting to sell radio stations WFIA-AM, WFIA-FM WGTK-AM 4-29 |
Contingent Earn-Out Considerati
Contingent Earn-Out Consideration | 6 Months Ended |
Jun. 30, 2020 | |
Text Block [Abstract] | |
Contingent Earn-Out Consideration | NOTE 4. CONTINGENT EARN-OUT Our acquisitions may include contingent earn-out earn-out earn-out Fair Value Measurements and Disclosures,” We review the probabilities of possible future payments to the estimated fair value of any contingent earn-out earn-out earn-out earn-out earn-out At June 30, 2020, our estimated contingent earn-out earn-out earn-out six-month |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | NOTE 5. REVENUE RECOGNITION We recognize revenue in accordance with ASC 606, “ Revenue from Contracts with Customers” Identification of the contract, or contracts, with a customer A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to these goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. Identification of the performance obligations in the contract Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the goods or service either on its own or together with other resources that are readily available from third parties or from us, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. When a contract includes multiple promised goods or services, we apply judgment to determine whether the promised goods or services are capable of being distinct and are distinct within the context of the contract. If these criteria are not met, the promised goods or services are accounted for as a combined performance obligation. Determination of the transaction price The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods or services to our customer. We estimate any variable consideration included in the transaction price using the expected value method that requires the use of significant estimates for discounts, cancellation periods, refunds and returns. Variable consideration is described in detail below. Allocation of the transaction price to the performance obligations in the contract If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative Stand-Alone Selling Price (“SSP”) basis. We determine SSP based on the price at which the performance obligation would be sold separately. If the SSP is not observable, we estimate the SSP based on available information, including market conditions and any applicable internally approved pricing guidelines. Recognition of revenue when, or as, we satisfy a performance obligation We recognize revenue at the point in time that the related performance obligation is satisfied by transferring the promised goods or services to our customer. A summary of our principal sources of revenue is as follows: Block Programming . 1 2 50-minutes Spot Advertising Network Revenue . Digital Advertising. Broadcast digital advertising revenue consists of local digital advertising, such as the sale of banner advertisements on our owned and operated websites, the sale of advertisements on our own and operated mobile applications, and advertisements in digital newsletters that we produce, as well an national digital advertising, or the sale of custom digital advertising solutions, such as web pages and social media campaigns, that we offer to our customers. Advertising revenue is recorded on a gross basis unless an agency represents the advertiser, in which case, revenue is reported net of the commission retained by the agency. Salem Surround, our national multimedia advertising agency, offers a comprehensive suite of digital marketing services to develop and execute audience-based marketing strategies for clients on both the national and local level. Salem Surround specializes in digital marketing services for each of our radio stations and websites as well as provides a full-service digital marketing strategy for each of our clients. In our role as a digital agency, our sales team provides our customers with integrated digital advertising solutions that optimize the performance of their campaign, which we view as one performance obligation. Our advertising campaigns are designed to be “white label” agreements between Salem and our advertiser, meaning we provide special care and attention to the details of the campaign. We provide custom digital product offerings, including tools for metasearch, retargeting, website design, reputation management, online listing services, and social media marketing. Digital advertising solutions may include third-party websites, such as Google or Facebook, which can be included in a digital advertising social media campaign. We manage all aspects of the digital campaign, including social media placements, review and approval of target audiences, and the monitoring of actual results to make modifications as needed. We may contract directly with a third-party, however, we are responsible for delivering the campaign results to our customer with or without the third-party. We are responsible for any payments due to the third-party regardless of the campaign results and without regard to the status of payment from our customer. We have discretion in setting the price to our customer without input or approval from the third-party. Accordingly, revenue is reported gross, as principal, as the performance obligation is delivered, which represents the point in time that control is transferred to the customer thereby completing our performance obligation. Digital Streaming Digital Downloads and e-books e-books. Subscriptions on-air 30-day pro-rata Book Sales e-Commerce E-Commerce re-saleable Self-Publishing Fees Revenue is recognized upon completion of each performance obligation, which represents the point in time that control of the product is transferred to the author, thereby completing our performance obligation. Revenue is recorded at the net amount due from the author, including discounts based on the service package. Advertising - Print Other Revenues . on-air Trade and Barter Transactions In broadcasting, trade or barter agreements are commonly used to reduce cash expenses by exchanging advertising time for goods or services. We may enter barter agreements to exchange airtime or digital advertising for goods or services that can be used in our business or that can be sold to our audience under Listener Purchase Programs. The terms of these barter agreements permit us to preempt the barter airtime or digital campaign in favor of customers who purchase the airtime or digital campaign for cash. The value of these non-cash Trade and barter revenues and expenses were as follows: Three Months Ended Six Months Ended June 30, 2019 2020 2019 2020 (Dollars in thousands) Net broadcast barter revenue $ 1,415 $ 508 $ 2,714 $ 1,674 Net digital media barter revenue — — — — Net publishing barter revenue 5 5 16 31 Net broadcast barter expense $ 1,112 $ 524 $ 2,468 $ 1,558 Net digital media barter expense — — — — Net publishing barter expense 1 — 1 — Contract Assets Contract Assets - Costs to Obtain a Contract: Contract Liabilities Contract liabilities consist of customer advance payments and billings in excess of revenue recognized. We may receive payments from our customers in advance of completing our performance obligations. Additionally, new customers, existing customers without approved credit terms and authors purchasing specific self-publishing services, are required to make payments in advance of the delivery of the products or performance of the services. We record contract liabilities equal to the amount of payments received in excess of revenue recognized, including payments that are refundable if the customer cancels the contract according to the contract terms. Contract liabilities are reported as current liabilities on our consolidated financial statements when the time to fulfill the performance obligations under terms of our contracts is less than one year. Long-term contract liabilities represent the amount of payments received in excess of revenue earned, including those that are refundable, when the time to fulfill the performance obligation is greater than one year. Our long-term liabilities consist of subscriptions with a term of two-years Significant changes in our contract liabilities balances during the period are as follows: Short-Term Long-Term (Dollars in thousands) Balance, beginning of period January 1, 2020 $ 9,493 $ 1,744 Revenue recognized during the period that was included in the beginning balance of contract liabilities (4,796 ) — Additional amounts recognized during the period 17,105 573 Revenue recognized during the period that was recorded during the period (5,615 ) — Transfers 380 (380 ) Balance, end of period June 30, 2020 $ 16,567 $ 1,937 Amount refundable at beginning of period $ 9,403 $ 1,744 Amount refundable at end of period $ 16,477 $ 1,937 We expect to satisfy these performance obligations as follows: Amount For the Twelve Months Ended June 30, (Dollars in thousands) 2021 $ 16,567 2022 1,004 2023 476 2024 231 2025 109 Thereafter 117 $ 18,504 The following table presents our revenues disaggregated by revenue source for each of our operating segments: Six Months Ended June 30, 2020 Broadcast Digital Media Publishing Consolidated (dollars in thousands) By Source of Revenue: Block Programming - National $ 23,804 $ — $ — $ 23,804 Block Programming - Local 12,440 — — 12,440 Spot Advertising - National 6,544 — — 6,544 Spot Advertising - Local 19,145 — — 19,145 Infomercials 536 — — 536 Network 8,614 — — 8,614 Digital Advertising 6,483 9,260 151 15,894 Digital Streaming 1,229 1,768 — 2,997 Digital Downloads and eBooks — 3,047 504 3,551 Subscriptions 573 4,292 351 5,216 Book Sales and e-commerce, 1,663 55 3,861 5,579 Self-Publishing Fees — — 2,453 2,453 Print Advertising 1 — 193 194 Other Revenues 3,618 125 411 4,154 $ 84,650 $ 18,547 $ 7,924 $ 111,121 Timing of Revenue Recognition Point in Time $ 83,379 $ 18,547 $ 7,924 $ 109,850 Rental Income (1) 1,271 — — 1,271 $ 84,650 $ 18,547 $ 7,924 $ 111,121 Six Months Ended June 30, 2019 Broadcast Digital Media Publishing Consolidated (dollars in thousands) By Source of Revenue: Block Programming - National $ 24,319 $ — $ — $ 24,319 Block Programming - Local 15,320 — — 15,320 Spot Advertising - National 7,988 — — 7,988 Spot Advertising - Local 25,686 — — 25,686 Infomercials 751 — — 751 Network 9,261 — — 9,261 Digital Advertising 5,370 10,316 182 15,868 Digital Streaming 345 1,981 — 2,326 Digital Downloads and eBooks — 2,964 468 3,432 Subscriptions 549 4,071 393 5,013 Book Sales and e-commerce, 232 443 5,171 5,846 Self-Publishing Fees — — 2,725 2,725 Print Advertising 3 — 280 283 Other Revenues 5,351 425 555 6,331 $ 95,175 $ 20,200 $ 9,774 $ 125,149 Timing of Revenue Recognition Point in Time $ 94,045 $ 20,172 $ 9,774 $ 123,991 Rental Income (1) 1,130 28 — 1,158 $ 95,175 $ 20,200 $ 9,774 $ 125,149 (1) Rental income is not applicable to ASC Topic 606, but shown for the purpose of identifying each revenue source presented in total revenue on our Condensed Consolidated Financial Statements within this report on Form 10-Q. Principal versus Agent Considerations When another party is involved in providing goods or services to our customer, we apply the principal versus agent guidance in ASC 606 to determine if we are the principal or an agent to the transaction. When we control the specified goods or services before they are transferred to our customer, we report revenue gross, as principal. If we do not control the goods or services before they are transferred to our customer, revenue is reported net of the fees paid to the other party, as agent. Our evaluation to determine if we control the goods or services within ASC 606 includes the following indicators: We are primarily responsible for fulfilling the promise to provide the specified good or service. When we are primarily responsible for providing the goods and services, such as when the other party is acting on our behalf, we have indication that we are the principal to the transaction. We consider if we may terminate our relationship with the other party at any time without penalty or without permission from our customer. We have inventory risk before the specified good or service has been transferred to a customer or after transfer of control to the customer. We may commit to obtaining the services of another party with or without an existing contract with our customer. In these situations, we have risk of loss as principal for any amount due to the other party regardless of the amount(s) we earn as revenue from our customer. The entity has discretion in establishing the price for the specified good or service. We have discretion in establishing the price our customer pays for the specified goods or services. Significant Financing Component The length of our typical sales agreement is less than 12 months; however, we may sell subscriptions with a two-year Our self-publishing contracts may exceed a one-year Variable Consideration Like former revenue recognition guidance, we continue to make significant estimates related to variable consideration at the point of sale, including estimates for refunds and product returns. Under ASC 606, estimates of variable consideration are to be recognized before contingencies are resolved in certain circumstances, including when it is probable that a significant reversal in the amount of any estimated cumulative revenue will not occur. We enter into agreements under which the amount of revenue we earn is contingent upon the amount of money raised by our customer over the contract term. Our customer is typically a charity or programmer that purchases blocks of programming time or spots to generate revenue from our audience members. Contract terms can range from a few weeks to a few months, depending the charity or programmer. If the campaign does not generate a pre-determined Based on the constraints for using estimates of variable consideration within ASC 606, and our historical experience with these campaigns, we will continue to recognize revenue at the base amount of the campaign with variable consideration recognized when the uncertainty of each campaign is resolved. These constraints include: (1) the amount of consideration received is highly susceptible to factors outside of our influence, specifically the extent to which our audience donates or contributes to our customer or programmer, (2) the length of time in which the uncertainty about the amount of consideration expected is to be resolved, and (3) our experience has shown these contracts have a large number and broad range of possible outcomes. Practical Expedients and Exemptions We elected certain practical expedients and policy elections as follows: • We do not adjust the promised amount of consideration for the effects of a significant financing component if the period between transfer of product and customer payment is expected to be less than one year at the time of contract inception; • We do not assess promised goods or services as performance obligations if they are immaterial in the context of the contract with the customer; • We exclude sales and similar taxes from the transaction price; • We treat shipping and handling costs that occur after control transfers as fulfillment activities instead of assessing such activities as separate performance obligations; and • We do not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 6. INVENTORIES Inventories consist of finished goods including books from Regnery ® First-In First-Out The following table provides details of inventory on hand within our publishing segment: December 31, 2019 June 30, 2020 (Dollars in thousands) Book inventories $ 1,988 $ 2,045 Reserve for obsolescence (1,271 ) (1,338 ) Inventory, net $ 717 $ 707 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 7. PROPERTY AND EQUIPMENT We account for property and equipment in accordance with FASB ASC Topic 360-10, Property, Plant and Equipment The following is a summary of the categories of our property and equipment: As of December 31, 2019 As of June 30, 2020 (Dollars in thousands) Land $ 30,936 $ 30,951 Buildings 30,283 30,283 Office furnishings and equipment 36,855 36,885 Antennae, towers and transmitting equipment 78,312 78,603 Studio, production and mobile equipment 30,164 29,465 Computer software and website development costs 29,595 31,828 Record and tape libraries 17 17 Automobiles 1,509 1,515 Leasehold improvements 18,834 18,960 Construction-in-progress 4,290 2,562 $ 260,795 $ 261,069 Less accumulated depreciation (173,122 ) (176,689 ) $ 87,673 $ 84,380 Depreciation expense was approximately $2.7 million and $2.9 million for the three-month periods ended June 30, 2020 and 2019, respectively and $5.4 million and $5.8 million for the six-month six-month |
Operating and Finance Lease Rig
Operating and Finance Lease Right-of-Use Assets | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Operating and Finance Lease Right-of-Use Assets | NOTE 8. OPERATING AND FINANCE LEASE RIGHT-OF-USE Leases We account for leases in accordance with ASC 842, “ Leases Leasing Transactions Our leased assets include offices and studios, transmitter locations, antenna sites, towers, tower sites, and land. Our lease portfolio has terms remaining from less than one-year Operating leases are reflected on our balance sheet within operating lease ROU assets and the related current and non-current Due to the adverse economic impact of the COVID-19 In some instances, the renegotiations have led to agreements with landlords for rent abatements or rental deferrals. In accordance with the FASB’s recent Staff Q&A regarding rent concessions related to the effects of the COVID-19 For qualifying rent abatement concessions, we recorded negative lease expense for abatement during the period of relief. During the three months ended June 30, 2020, we recognized negative lease expense related to rent abatement concessions of $0.1 million. Additionally, we deferred cash payments of $0.3 million at June 30, 2020 that are included in short term and long-term operating lease liabilities as applicable based on repayment terms that range from August 2020 through December 2024. Balance Sheet Supplemental balance sheet information related to leases is as follows: June 30, 2020 (Dollars in thousands) Operating Leases Related Party Other Total Operating leases ROU assets $ 7,449 $ 44,450 $ 51,899 Operating lease liabilities (current) $ 1,026 $ 8,562 $ 9,588 Operating lease liabilities (non-current) 6,680 44,676 51,356 Total operating lease liabilities $ 7,706 $ 53,238 $ 60,944 Weighted Average Remaining Lease Term Operating leases 8.5 years Finance leases 3.0 years Weighted Average Discount Rate Operating leases 7.74 % Finance leases 4.59 % Lease Expense The components of lease expense were as follows: Six Months Ended (Dollars in thousands) Amortization of finance lease ROU Assets $ 36 Interest on finance lease liabilities 4 Finance lease expense 40 Operating lease expense 7,402 Variable lease expense 400 Short-term lease expense 309 Total lease expense $ 8,151 Supplemental Cash Flow Supplemental cash flow information related to leases was as follows: Six Months Ended June 30, 2020 (Dollars in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 7,354 Operating cash flows from finance leases 3 Financing cash flows from finance leases 35 Leased assets obtained in exchange for new operating lease liabilities 2,080 Leased assets obtained in exchange for new finance lease liabilities — Maturities Future minimum lease payments under leases that had initial or remaining non-cancelable Related Parties Other Operating Total Operating Finance Total (Dollars in thousands) 2021 $ 1,617 $ 11,998 $ 13,615 $ 65 $ 13,680 2022 1,610 11,194 12,804 49 12,853 2023 1,470 10,107 11,577 39 11,616 2024 1,017 8,036 9,053 14 9,067 2025 1,021 6,149 7,170 2 7,172 Thereafter 4,582 28,477 33,059 0 33,059 Undiscounted Cash Flows $ 11,317 $ 75,961 $ 87,278 $ 169 $ 87,447 Less: imputed interest (3,611 ) (22,723 ) (26,334 ) (10 ) (26,344 ) Total $ 7,706 $ 53,238 $ 60,944 $ 159 $ 61,103 Reconciliation to lease liabilities: Lease liabilities - current $ 1,026 $ 8,562 $ 9,588 $ 61 $ 9,649 Lease liabilities - long-term 6,680 44,676 51,356 98 51,454 Total Lease Liabilities $ 7,706 $ 53,238 $ 60,944 $ 159 $ 61,103 |
Broadcast Licenses
Broadcast Licenses | 6 Months Ended |
Jun. 30, 2020 | |
Text Block [Abstract] | |
Broadcast Licenses | NOTE 9. BROADCAST LICENSES We account for broadcast licenses in accordance with FASB ASC Topic 350 Intangibles—Goodwill and Other We performed an interim review of broadcast licenses for certain markets during the first quarter of 2020 due to the COVID-19 stay-at-home start-up During the second quarter of 2020, we re-evaluated Impairment testing requires estimates of the fair value of our indefinite-lived intangible assets. We believe that these fair value estimates are critical accounting estimates as the value is significant in relation to our total assets and the estimates incorporate variables and assumptions based on our experiences and judgment about our future operating performance. Fair value measurements use significant unobservable inputs that reflect our own assumptions about the estimates that market participants would use in measuring fair value, including assumptions about risk. If actual future results are less favorable than the assumptions and estimates used in our estimates, we are subject to future impairment charges, the amount of which may be material. The unobservable inputs are defined in FASB ASC Topic 820 “Fair Value Measurements and Disclosures” as Level 3 inputs discussed in detail in Note 14 – Fair Value Measurements. The estimated fair value of each market cluster was determined using the Greenfield Method, a form of the income approach. The premise of the Greenfield Method is that the value of a broadcast license is equivalent to a hypothetical start-up start-up The primary assumptions used in the Greenfield Method are: (1) gross operating revenue in the station’s designated market area, (2) normalized market share, (3) normalized profit margin, (4) duration of the “ramp-up” (5) estimated start-up (6) ongoing replacement costs of fixed assets and working capital, (7) the calculations of yearly net free cash flows to invested capital; and (8) amortization of the intangible asset, or the broadcast license. The assumptions used reflect those of a hypothetical market participant and not necessarily the actual or projected results of Salem. The key estimates and assumptions used in the start-up Broadcast Licenses December 31, 2019 March 31, 2020 Risk-adjusted discount rate 9.0% 9.5% Operating profit margin ranges 4.0% - 33.8% 4.6% - 33.8% Long-term revenue growth rates 0.7% - 1.1% 0.8% - 1.1% The risk-adjusted discount rate reflects the Weighted Average Cost of Capital (“WACC”) developed based on data from same or similar industry participants and publicly available market data as of the measurement date. Based on our review and analysis, we determined that the carrying value of broadcast licenses in 7 of our market clusters were impaired as of the interim testing period ended March 31, 2020. We recorded an impairment charge of $17.0 million to the value of broadcast licenses in Chicago, Cleveland, Louisville, Philadelphia, Portland, Sacramento and Tampa as of the interim testing period ended March 31, 2020. The impairment charges were driven by decreases in projected revenues due to the current estimated impact of COVID-19 The table below presents the results of our interim impairment testing under the start-up Market Cluster Excess Fair Value Boston, MA 4.8 % Chicago, IL (9.0 %) Cleveland, OH (18.4 %) Dallas, TX 8.5 % Louisville, KY (21.8 %) New York, NY 7.3 % Philadelphia, PA (13.1 %) Portland, OR (14.8 %) Sacramento, CA (9.6 %) San Francisco, CA 1.2 % Tampa, FL (28.0 %) We believe we have made reasonable estimates and assumptions to calculate the estimated fair value of our broadcast licenses, however, these estimates and assumptions are highly judgmental in nature. Actual results can be materially different from estimates and assumptions. Due to the continued impact of the COVID-19 The following table presents the changes in broadcasting licenses that include acquisitions and divestitures of radio stations and FM translators. Broadcast Licenses Twelve Months Ended Six Months Ended June 30, 2020 (Dollars in thousands) Balance before cumulative loss on impairment, beginning of period $ 484,691 $ 441,143 Accumulated loss on impairment, beginning of period (108,375 ) (103,285 ) Balance after cumulative loss on impairment, beginning of period 376,316 337,858 Acquisitions of radio stations 617 — Acquisitions of FM translators and construction permits 35 — Capital projects 300 — Dispositions of radio stations (36,502 ) — Impairments based on the estimated fair value of broadcast licenses (2,908 ) (16,994 ) Balance, end of period after cumulative loss on impairment $ 337,858 $ 320,864 Balance, end of period before cumulative loss on impairment $ 441,143 $ 441,143 Accumulated loss on impairment, end of period (103,285 ) (120,279 ) Balance, end of period after cumulative loss on impairment $ 337,858 $ 320,864 |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | NOTE 10. GOODWILL We account for goodwill in accordance with FASB ASC Topic 350 “ Intangibles—Goodwill and Other We performed an interim review of goodwill during the first quarter of 2020 due to the COVID-19 stay-at-home During the second quarter of 2020, we re-evaluated Impairment testing requires estimates of the fair value of our indefinite-lived intangible assets. We believe that these fair value estimates are critical accounting estimates as the value is significant in relation to our total assets and the estimates incorporate variables and assumptions based on our experiences and judgment about our future operating performance. Fair value measurements use significant unobservable inputs that reflect our own assumptions about the estimates that market participants would use in measuring fair value, including assumptions about risk. If actual future results are less favorable than the assumptions and estimates used in our estimates, we are subject to future impairment charges, the amount of which may be material. The unobservable inputs are defined in FASB ASC Topic 820 “Fair Value Measurements and Disclosures” as Level 3 inputs discussed in detail in Note 14 – Fair Value Measurements. For the interim testing performed in the first quarter of 2020, we engaged Bond & Pecaro, an independent appraisal and valuation firm, to assist us in estimating the enterprise of value Salem Author Services for the purpose of evaluating if goodwill is impaired. The enterprise valuation assumes that the subject assets are installed as part of an operating business rather than as a hypothetical start-up. Publishing Enterprise Valuations December 31, 2019 March 31, 2020 Risk adjusted discount rate 10.0% 10.5% Operating margin ranges 1.5% – 3.9% 0.0% – 3.9% Long-term revenue growth rates 0.5% 0.5% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. Based on our review and analysis, we recorded an impairment charge of $0.3 million, including a $0.1 million charge to the carrying value of goodwill associated with Salem Author Services as of the interim testing period ended March 31, 2020. The impairment charges were driven by a decrease in the operating margins due to the impact of COVID-19 We believe we have made reasonable estimates and assumptions to calculate the estimated fair value of goodwill, however, these estimates and assumptions are highly judgmental in nature. Actual results can be materially different from estimates and assumptions. Due to the continued impact of the COVID-19 The following table presents the changes in goodwill including business acquisitions and dispositions as discussed in Note 3 of our Condensed Consolidated Financial Statements. Goodwill Twelve Months Ended Six Months Ended (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 28,818 $ 28,454 Accumulated loss on impairment (2,029 ) (4,456 ) Balance, beginning of period after cumulative loss on impairment 26,789 23,998 Acquisitions of radio stations — — Acquisitions of digital media entities 6 — Disposition of radio stations (29 ) — Disposition of digital media entities (341 ) — Impairments based on the estimated fair value goodwill (2,427 ) (307 ) Ending period balance $ 23,998 $ 23,691 Balance, end of period before cumulative loss on impairment 28,454 28,454 Accumulated loss on impairment (4,456 ) (4,763 ) Ending period balance $ 23,998 $ 23,691 |
Other Indefinite-Lived Intangib
Other Indefinite-Lived Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Text Block [Abstract] | |
Other Indefinite-Lived Intangible Assets | NOTE 11. OTHER INDEFINITE-LIVED INTANGIBLE ASSETS Other indefinite-lived intangible assets consist of mastheads, or the graphic elements that identify our publications to readers and advertisers. These include customized typeset page headers, section headers, and column graphics as well as other name and identity stylized elements within the body of each publication. We are not aware of any legal, competitive, economic or other factors that materially limit the useful life of our mastheads. We account for mastheads in accordance with FASB ASC Topic 350 Intangibles—Goodwill and Other We performed an interim review of mastheads during the first quarter of 2020 due to the COVID-19 stay-at-home Impairment testing requires estimates of the fair value of our indefinite-lived intangible assets. We believe that these fair value estimates are critical accounting estimates as the value is significant in relation to our total assets and the estimates incorporate variables and assumptions based on our experiences and judgment about our future operating performance. Fair value measurements use significant unobservable inputs that reflect our own assumptions about the estimates that market participants would use in measuring fair value, including assumptions about risk. If actual future results are less favorable than the assumptions and estimates used in our estimates, we are subject to future impairment charges, the amount of which may be material. The unobservable inputs are defined in FASB ASC Topic 820 “Fair Value Measurements and Disclosures” as Level 3 inputs discussed in detail in Note 14 – Fair Value Measurements. For the interim testing performed in the first quarter of 2020, we engaged Bond & Pecaro, an independent appraisal and valuation firm, to assist us in estimating the fair value of mastheads using a Relief from Royalty method, a form of the income approach. The Relief from Royalty method estimates the fair value of mastheads through use of a discounted cash flow model that incorporates a hypothetical “royalty rate” that a third-party owner would be willing to pay in lieu of owning the asset. The royalty rate is based on observed royalty rates for comparable assets as of the measurement date. We adjust the selected royalty rate to account for a percentage of the royalty fee that could be attributed to the use of other intangibles, such as goodwill, time in existence, trade secrets and industry expertise. The adjusted royalty rate represents the royalty fee remaining that could be attributed to the use of the masthead only. Pre-tax 10-year Mastheads December 31, 2019 March 31, 2020 Risk-adjusted discount rate 10.0% 10.5% Long-term revenue growth rates (4.0%) – (1.0%) (1.0%) – (25.0%) Royalty rate 3.00% 3.00% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. Based on our review and analysis, we recorded an impairment charge to mastheads of $0.3 million as of the interim testing period ended March 31, 2020. The impairment charge was driven by decreases in the projected long-term revenue growth rates for the print magazine industry and an increase in the WACC. We believe that these factors are indicative of trends in the industry as a whole and not unique to our company or operations. The impairment charge during the first quarter of 2020 reduced the value of our mastheads to zero eliminating subsequent testing. |
Amortizable Intangible Assets
Amortizable Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortizable Intangible Assets | NOTE 12. AMORTIZABLE INTANGIBLE ASSETS The following tables provide a summary of our significant classes of amortizable intangible assets: As of June 30, 2020 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 23,833 $ (22,223 ) $ 1,610 Domain and brand names 20,332 (18,466 ) 1,866 Favorable and assigned leases 2,188 (1,934 ) 254 Subscriber base and lists 9,886 (8,709 ) 1,177 Author relationships 2,771 (2,687 ) 84 Non-compete 2,041 (1,879 ) 162 Other amortizable intangible assets 1,666 (1,545 ) 121 $ 62,717 $ (57,443 ) $ 5,274 As of December 31, 2019 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 23,833 $ (21,823 ) $ 2,010 Domain and brand names 20,332 (17,727 ) 2,605 Favorable and assigned leases 2,188 (1,920 ) 268 Subscriber base and lists 9,886 (8,251 ) 1,635 Author relationships 2,771 (2,609 ) 162 Non-compete 2,041 (1,798 ) 243 Other amortizable intangible assets 1,666 (1,489 ) 177 $ 62,717 $ (55,617 ) $ 7,100 Amortization expense was approximately $0.8 million and $1.1 million for the three-month periods ended June 30, 2020 and 2019, respectively and $1.8 million and $2.4 million for the six-month Year Ended December 31, Amortization Expense (Dollars in thousands) 2020 (July – Dec) $ 1,438 2021 1,783 2022 1,146 2023 627 2024 78 Thereafter 202 Total $ 5,274 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 13. LONG-TERM DEBT Salem Media Group, Inc. has no independent assets or operations, the subsidiary guarantees relating to certain debt are full and unconditional and joint and several, and any subsidiaries of Salem Media Group, Inc. other than the subsidiary guarantors are minor. 6.75% Senior Secured Notes On May 19, 2017, we issued in a private placement the Notes, which are guaranteed on a senior secured basis by our existing subsidiaries (the “Subsidiary Guarantors”). The Notes bear interest at a rate of 6.75% per year and mature on June 1, 2024, unless they are earlier redeemed or repurchased. Interest initially accrued on the Notes from May 19, 2017 and is payable semi-annually, in cash in arrears, on June 1 and December 1 of each year, commencing December 1, 2017. The Notes are secured by a first-priority lien on substantially all assets of ours and the Subsidiary Guarantors (the “Notes Priority Collateral”). There is no direct lien on our FCC licenses to the extent prohibited by law or regulation (other than the economic value and proceeds thereof). The Notes were redeemable, in whole or in part, at any time on or before June 1, 2020 at a price equal to 100% of the principal amount of the Notes plus a “make-whole” premium as of, and accrued and unpaid interest, if any, to, but not including, the redemption date. At any time on or after June 1, 2020, we may redeem some or all of the Notes at the redemption prices (expressed as percentages of the principal amount to be redeemed) set forth in the Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date. The indenture relating to the Notes (the “Indenture”) contains covenants that, among other things and subject in each case to certain specified exceptions, limit our ability and the ability of our restricted subsidiaries to: (i) incur additional debt; (ii) declare or pay dividends, redeem stock or make other distributions to stockholders; (iii) make investments; (iv) create liens or use assets as security in other transactions; (v) merge or consolidate, or sell, transfer, lease or dispose of substantially all of our assets; (vi) engage in transactions with affiliates; and (vii) sell or transfer assets. The Indenture provides for the following events of default (each, an “Event of Default”): (i) default in payment of principal or premium on the Notes at maturity, upon repurchase, acceleration, optional redemption or otherwise; (ii) default for 30 days in payment of interest on the Notes; (iii) the failure by us or certain restricted subsidiaries to comply with other agreements in the Indenture or the Notes, in certain cases subject to notice and lapse of time; (iv) the failure of any guarantee by certain significant Subsidiary Guarantors to be in full force and effect and enforceable in accordance with its terms, subject to notice and lapse of time; (v) certain accelerations (including failure to pay within any grace period) of other indebtedness of ours or any restricted subsidiary if the amount accelerated (or so unpaid) is at least $15 million; (vi) certain judgments for the payment of money in excess of $15 million; (vii) certain events of bankruptcy or insolvency with respect to us or any significant subsidiary; and (vii) certain defaults with respect to any collateral having a fair market value in excess of $15 million. If an Event of Default occurs and is continuing, the Trustee or the holders of at least 25% in principal amount of the outstanding Notes may declare the principal of the Notes and any accrued interest on the Notes to be due and payable immediately, subject to remedy or cure in certain cases. Certain events of bankruptcy or insolvency are Events of Default which will result in the Notes being due and payable immediately upon the occurrence of such Events of Default. At June 30, 2020, we were, and we remain in compliance with all of the covenants under the Indenture. Based on the balance of the Notes currently outstanding, we are required to pay $14.6 million per year in interest on the Notes. As of June 30, 2020, accrued interest on the Notes was $1.2 million. We incurred debt issuance costs of $6.3 million that were recorded as a reduction of the debt proceeds that are being amortized to non-cash six-month six-month We may from time to time, depending on market conditions and prices, contractual restrictions, our financial liquidity and other factors, seek to repurchase the Notes in open market transactions, privately negotiated transactions, by tender offer or otherwise, as market conditions warrant. Due to the adverse economic conditions resulting from the COVID-19 Based on the then existing market conditions, we completed repurchases of our 6.75% Senior Secured Notes at amounts less than face value as follows: Date Principal Cash Paid % of Face Bond Issue Net (Dollars in thousands) January 30, 2020 $ 2,250 $ 2,194 97.50 % $ 35 $ 22 January 27, 2020 1,245 1,198 96.25 % 19 27 December 27, 2019 3,090 2,874 93.00 % 48 167 November 27, 2019 5,183 4,548 87.75 % 82 553 November 15, 2019 3,791 3,206 84.58 % 61 524 March 28, 2019 2,000 1,830 91.50 % 37 134 March 28, 2019 2,300 2,125 92.38 % 42 133 February 20, 2019 125 114 91.25 % 2 9 February 19, 2019 350 319 91.25 % 7 24 February 12, 2019 1,325 1,209 91.25 % 25 91 January 10, 2019 570 526 92.25 % 9 35 December 21, 2018 2,000 1,835 91.75 % 38 127 December 21, 2018 1,850 1,702 92.00 % 35 113 December 21, 2018 1,080 999 92.50 % 21 60 November 17, 2018 1,500 1,357 90.50 % 29 114 May 4, 2018 4,000 3,770 94.25 % 86 144 April 10, 2018 4,000 3,850 96.25 % 87 63 April 9, 2018 2,000 1,930 96.50 % 43 27 $ 38,659 $ 35,586 $ 706 $ 2,367 Asset-Based Revolving Credit Facility On May 19, 2017, the company entered into the Asset Based Loan (“ABL”) Facility pursuant to a Credit Agreement (the “Credit Agreement”) by and among us and our subsidiaries party thereto as borrowers, Wells Fargo Bank, National Association, as administrative agent and lead arranger, and the lenders that are parties thereto. We used the proceeds of the ABL Facility, together with the net proceeds from the Notes offering, to repay outstanding borrowings under our previously existing senior credit facilities, and related fees and expenses. Current proceeds from the ABL Facility are used to provide ongoing working capital and for other general corporate purposes, including permitted acquisitions. The ABL Facility is a five-year $30.0 million revolving credit facility due March 1, 2024, which includes a $5.0 million subfacility for standby letters of credit and a $7.5 million subfacility for swingline loans. All borrowings under the ABL Facility accrue interest at a rate equal to a base rate or LIBOR rate plus a spread. The spread, which is based on an availability-based measure, ranges from 0.50% to 1.00% for base rate borrowings and 1.50% to 2.00% for LIBOR rate borrowings. If an event of default occurs, the interest rate may increase by 2.00% per annum. Amounts outstanding under the ABL Facility may be paid and then reborrowed at our discretion without penalty or premium. Additionally, we pay a commitment fee on the unused balance from 0.25% to 0.375% per year based on the level of borrowings. We amended the ABL on April 7, 2020 to increase the advance rate on eligible accounts receivable and to extend the maturity date from May 19, 2022 to March 1, 2024. The April 7, 2020 amendment allows for an alternative benchmark rate that may include the SOFR rate due to the LIBOR rate being scheduled to be discontinued at the end of calendar year 2021. Availability under the ABL is subject to a borrowing base consisting of (a) 90% of the eligible accounts receivable plus (b) a calculated amount based on the value of certain real property. As of June 30, 2020, the amount available under the ABL was $23.2 million of which $19.0 million was outstanding. The ABL Facility has a first-priority lien on our and the Subsidiary Guarantors’ accounts receivable, inventory, deposit and securities accounts, certain real estate and related assets (the “ABL Priority Collateral”) and by a second-priority lien on the Notes Priority Collateral. There is no direct lien on the company’s FCC licenses to the extent prohibited by law or regulation (other than the economic value and proceeds thereof). The Credit Agreement includes a springing fixed charge coverage ratio of 1.0 to 1.0, which is tested during the period commencing on the last day of the fiscal month most recently ended prior to the date on which Availability (as defined in the Credit Agreement) is less than the greater of 15% of the Maximum Revolver Amount (as defined in the Credit Agreement) and $4.5 million and continuing for a period of 60 consecutive days after the first day on which Availability exceeds such threshold amount. 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 our ability and the ability of our subsidiaries (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; (vii) to merge or consolidate with, or dispose of all assets to a third party, except as permitted thereby; (viii) to prepay indebtedness; and (ix) to pay dividends. The Credit Agreement provides for the following events of default: (i) default for non-payment We incurred debt issue costs of $0.8 million that were recorded as an asset and are being amortized to non-cash six-month six-month We report outstanding balances on the ABL Facility as short-term regardless of the maturity date based on use of the ABL Facility to fund ordinary and customary operating cash needs with frequent repayments. We believe that our borrowing capacity under the ABL Facility allows us to meet our ongoing operating requirements, fund capital expenditures and satisfy our debt service requirements for at least the next twelve months. Summary of long-term debt obligations Long-term debt consisted of the following: As of As of June 30, 2020 (Dollars in thousands) 6.75% Senior Secured Notes $ 219,836 $ 216,341 Less unamortized debt issuance costs based on imputed interest rate of 7.08% (3,368 ) (2,945 ) 6.75% Senior Secured Notes net carrying value 216,468 213,396 Asset-Based Revolving Credit Facility principal outstanding 12,426 19,000 Long-term debt less unamortized debt issuance costs $ 228,894 $ 232,396 Less current portion (12,426 ) (19,000 ) Long-term debt less unamortized debt issuance costs, net of current portion $ 216,468 $ 213,396 In addition to the outstanding amounts listed above, we also have interest payments related to our long-term debt as follows as of June 30, 2020: • $19.0 million under the ABL Facility, with interest spread ranging from Base Rate plus 0.50% to 1.00% for base rate borrowings and LIBOR plus 1.50% to 2.00% for LIBOR rate borrowings; • $216.3 million aggregate principal amount of Notes with semi-annual interest payments at an annual rate of 6.75%; and • Commitment fee of 0.25% to 0.375% per annum on the unused portion of the ABL Facility. Maturities of Long-Term Debt Principal repayment requirements under all long-term debt agreements outstanding at June 30, 2020 for each of the next five years and thereafter are as follows: Amount For the Year Ended June 30, (Dollars in thousands) 2021 $ 19,000 2022 — 2023 — 2024 216,341 2025 — Thereafter — $ 235,341 |
Fair Value Measurements and Dis
Fair Value Measurements and Disclosures | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Disclosures | NOTE 14. FAIR VALUE MEASUREMENTS Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” FASB ASC Topic 820 “ Fair Value Measurements and Disclosures,” • Level 1 Inputs • Level 2 Inputs • Level 3 Inputs Under ASC 820, a fair value measurement of a nonfinancial asset considers a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. Therefore, fair value is a market-based measurement and not an entity-specific measurement. It is determined based on assumptions that market participants would use in pricing the asset or liability. The exit price objective of a fair value measurement applies regardless of the reporting entity’s intent and/or ability to sell the asset or transfer the liability at the measurement date. As of June 30, 2020, the carrying value of cash and cash equivalents, trade accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying amount of the Notes at June 30, 2020 was $216.3 million compared to the estimated fair value of $179.6 million, based on the prevailing interest rates and trading activity of our Notes. We have certain assets that are measured at fair value on a non-recurring The following table summarizes the fair value of our financial assets and liabilities that are measured at fair value: June 30, 2020 Carrying Value on Fair Value Measurement Category Level 1 Level 2 Level 3 (Dollars in thousands) Assets Estimated fair value of other indefinite-lived intangible assets $ — — — $ — Liabilities: Estimated fair value of contingent earn-out 17 — — 17 Long-term debt less unamortized debt issuance costs 232,396 — 192,889 — |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 15. INCOME TAXES We recognize deferred tax assets and liabilities for future tax consequences attributable to differences between our consolidated financial statement carrying amount of assets and liabilities and their respective tax bases. We measure these deferred tax assets and liabilities using enacted tax rates expected to apply in the years in which these temporary differences are expected to reverse. We recognize the effect on deferred tax assets and liabilities resulting from a change in tax rates in income in the period that includes the date of the change. We continue to evaluate the impact of the CARES Act, including the modifications on the limitation of business interest for tax years beginning in 2019 and 2020 that we have considered in our analysis. The amortization of our indefinite-lived intangible assets for tax purposes, but not for book purposes, creates deferred tax liabilities. A reversal of deferred tax liabilities may occur when indefinite-lived intangibles: (1) become impaired; or (2) are sold, which would typically only occur in connection with the sale of the assets of a station or groups of stations or the entire company in a taxable transaction. Due to the amortization for tax purposes and not book purposes of our indefinite-lived intangible assets, we expect to continue to generate deferred tax liabilities in future periods exclusive of any impairment losses in future periods. These deferred tax liabilities and net operating loss carryforwards result in differences between our provision for income tax and cash paid for taxes. At December 31, 2019, we had net operating loss carryforwards for federal income tax purposes of approximately $136.1 million that expire in years 2021 through 2038 and for state income tax purposes of approximately $793.7 million that expire in years 2020 through 2039. For financial reporting purposes at December 31, 2019, we had a valuation allowance of $8.9 million, net of federal benefit, to offset the deferred tax assets related to the state net operating loss carryforwards along with a valuation allowance of $4.1 million to offset the deferred tax assets related to the federal net operating loss carryforwards. As a result of our adjusted cumulative three-year pre-tax COVID-19 We recognized a benefit from income taxes of $2.4 million for the three months ended June 30, 2020 compared to a tax provision of $4.9 million for the same period of the prior year. For the six months ended June 30, 2020, we recognized a tax provision of $30.8 million compared to a benefit of $0.4 million for the same period of the prior year. The provision for (benefit from) income taxes as a percentage of income before income taxes, or the effective tax rate, was 48.6% for the three months ended June 30, 2020 compared to 392.0% for the same period of the prior year. The provision for (benefit from) income taxes as a percentage of income before income taxes, or the effective tax rate was (114.3)% for the six months ended June 30, 2020 compared to 11.0% for the same period of the prior year. The effective tax rate for each period differs from the federal statutory income rate of 21.0% due to the effect of the sale of business assets in various states, state income taxes, certain expenses that are not deductible for tax purposes, and changes in the valuation allowance. The effective tax rate of (114.3%) is driven by increases in the valuation allowance of $24.5 million recorded against federal deferred tax assets relating to federal net operating loss carryforwards and $12.3 million of additional valuation allowance relating to state net operating loss carryforwards. We recorded an out-of-period Valuation Allowance (Deferred Taxes) For financial reporting purposes a valuation allowance of $49.8 million offsets deferred tax assets at June 30, 2020. We regularly review our financial forecasts to determine our ability to utilize the net operating loss carryforwards for tax purposes. Accordingly, the valuation allowance is adjusted periodically based on our estimate of the benefit the company will receive from such carryforwards. As a result of our adjusted cumulative three-year pre-tax COVID-19 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 16. COMMITMENTS AND CONTINGENCIES The company enters into various agreements in the normal course of business that contain minimum guarantees. Minimum guarantees are typically tied to future events, such as future revenue earned in excess of the contractual level. Accordingly, the fair value of these arrangements is zero. The company also records contingent earn-out earn-out earn-out earn-out earn-out earn-out earn-out 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 evaluates claims based on what we believe to be both probable and reasonably estimable. 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. The company believes, at this time, that the final resolution of these matters, individually and in the aggregate, will not have a material adverse effect upon the company’s condensed consolidated financial position, results of operations or cash flows. |
Stock Incentive Plan
Stock Incentive Plan | 6 Months Ended |
Jun. 30, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plan | NOTE 17. STOCK INCENTIVE PLAN Our Amended and Restated 1999 Stock Incentive Plan (the “Plan”) provides for grants of equity-based awards to employees, non-employee A maximum of 8,000,000 shares are authorized under the Plan. All awards have restriction periods tied primarily to employment and/or service. The Plan allows for accelerated or continued vesting in certain circumstances as defined in the Plan including death, disability, a change in control, and termination or retirement. Our Board, or a committee appointed by our Board, has discretion subject to limits defined in the Plan, to modify the terms of any outstanding award. Awards granted to non-employee 505-50 Equity Based Payments to Non-Employees Under the Plan, our Board, or a committee appointed by our Board, may impose restrictions on the exercise of awards during pre-defined 10b5-1 pre-established We recognize non-cash Compensation—Stock Compensation six-month Three Months Six Months Ended 2019 2020 2019 2020 (Dollars in thousands) (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 79 $ 43 $ 186 $ 93 Restricted stock shares compensation expense included in unallocated corporate expenses 423 — 423 — Stock option compensation expense included in broadcast operating expenses 29 37 68 74 Restricted stock shares compensation expense included in broadcast operating expenses 383 — 383 — Stock option compensation expense included in digital media operating expenses 20 16 46 31 Stock option compensation expense included in publishing operating expenses 2 — 6 1 Total stock-based compensation expense, pre-tax $ 936 $ 96 $ 1,112 $ 199 Tax expense for stock-based compensation expense (243 ) (25 ) (289 ) (52 ) Total stock-based compensation expense, net of tax $ 693 $ 71 $ 823 $ 147 Stock Option and Restricted Stock Grants Eligible employees may receive stock option awards annually with the number of shares and type of instrument generally determined by the employee’s salary grade and performance level. Incentive and non-qualified The Plan also allows for awards of restricted stock that contain transfer restrictions under which they cannot be sold, pledged, transferred or assigned until the period specified in the award, generally from one to five years. Restricted stock awards are independent of option grants and are granted at no cost to the recipient other than applicable taxes owed by the recipient. The awards are considered issued and outstanding from the date of grant. The fair value of each award is estimated as of the date of the grant using the Black-Scholes valuation model. The expected volatility reflects the consideration of the historical volatility of our common stock as determined by the closing price over a six to ten-year The weighted-average assumptions used to estimate the fair value of the stock options using the Black-Scholes valuation model were as follows for the three and six-month Three Months Ended Six Months Ended Three Months Ended Six Months Ended Expected volatility n/a 47.54 % n/a 53.96 % Expected dividends n/a 9.22 % n/a 7.30 % Expected term (in years) n/a 7.5 n/a 7.6 Risk-free interest rate n/a 2.61 % n/a 1.14 % Activity with respect to the company’s option awards during the six-month Options Shares Weighted Weighted Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted average Outstanding at January 1, 2020 1,860,722 $ 4.63 $ 2.61 4.1 years $ — Granted 743,000 1.37 0.35 — Exercised — — — — Forfeited or expired (221,425 ) 6.46 4.35 $ — Outstanding at June 30, 2020 2,382,297 $ 3.26 $ 1.56 4.7 years $ — Exercisable at June 30, 2020 1,262,547 $ 4.47 $ 2.32 2.7 years $ — Expected to Vest 1,063,203 $ 3.29 $ 1.58 4.6 years $ — Activity with respect to the company’s restricted stock awards during the six-month Restricted Stock Awards Shares Weighted Average Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted average grant Outstanding at January 1, 2020 107,990 $ 1.85 1.67 years $ 156 Granted — — — — Lapsed — — — — Forfeited — — — — Outstanding at June 30, 2020 107,990 $ 1.85 1.12 years $ 122 The aggregate intrinsic value represents the difference between the company’s closing price of common stock on June 30, 2020 of $1.13 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 periods ended June 30, 2020 and 2019 was $0.4 million and $0.7 million, respectively. As of June 30, 2020, there was $52,000 of total unrecognized compensation cost related to non-vested |
Equity Transactions
Equity Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Federal Home Loan Banks [Abstract] | |
Equity Transactions | NOTE 18. EQUITY TRANSACTIONS We account for stock-based compensation expense in accordance with FASB ASC Topic 718, Compensation-Stock Compensation non-cash paid-in non-cash paid-in The declaration of any future distributions and the establishment of the per share amount, record dates, and payment dates are subject to final determination by our Board and dependent upon future earnings, cash flows, financial and legal requirements, and other factors. On May 6, 2020 our Board voted to discontinue distributions on our common stock indefinitely due to the adverse economic impact of the COVID-19 The following table shows distributions that have been declared and paid since January 1, 2019: Announcement Date Payment Date Amount Per Share Cash Distributed ( in thousands ) March 10, 2020 March 31, 2020 $ 0.0250 $ 667 December 10, 2019 December 30, 2019 $ 0.0250 667 September 11, 2019 September 30, 2019 $ 0.0650 1,730 May 14, 2019 June 28, 2019 $ 0.0650 1,728 March 7, 2019 March 29, 2019 $ 0.0650 1,702 |
Segment Data
Segment Data | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Data | NOTE 19. SEGMENT DATA FASB ASC Topic 280, “ Segment Reporting We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury, which are reported as unallocated corporate expenses in our condensed consolidated statements of operations included in this quarterly report on Form 10-Q. Segment performance, as defined by Salem, is not necessarily comparable to other similarly titled captions of other companies. Broadcast Our foundational business is radio broadcasting, which includes the ownership and operation of radio stations in large metropolitan markets. Our broadcasting segment includes our national networks and national sales firms. National companies often prefer to advertise across the United States as an efficient and cost-effective way to reach their target audiences. Our national platform under which we offer radio airtime, digital campaigns and print advertisements can benefit national companies by reaching audiences throughout the United States. Salem Radio Network TM TM TM TM TM TM TM TM ® Salem Media Representatives (“SMR”) is our national advertising sales firm with offices in 12 U.S. cities. SMR specializes in placing national advertising on Christian and talk formatted radio stations as well as other commercial radio station formats. SMR sells commercial airtime to national advertisers on our radio stations and through our networks, as well as for independent radio station affiliates. SMR also contracts with independent radio stations to create custom advertising campaigns for national advertisers to reach multiple markets. Salem Surround, our national multimedia advertising agency with locations in 34 markets across the United States, offers a comprehensive suite of digital marketing services to develop and execute audience-based marketing strategies for clients on both the national and local level. Salem Surround specializes in digital marketing services for each of our radio stations and websites as well as provides a full-service digital marketing strategy for each of our clients. Digital Media Our digital media based businesses provide Christian, conservative, investing and health-themed content, e-commerce, ® ® ™ ™ ® ® ™ ® ® non-individualized Our church e-commerce ™ ™ Our web content is accessible through all of our radio station websites that feature content of interest to local audiences throughout the United States. Publishing Our publishing operating segment includes three businesses: (1) Regnery ® Singing News ® , The table below presents financial information for each operating segment as of June 30, 2020 and 2019 based on the composition of our operating segments: Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Three Months Ended June 30, 2020 Net revenue $ 39,470 $ 9,443 $ 3,958 $ — $ 52,871 Operating expenses 33,094 7,653 5,567 3,850 50,164 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 6,376 $ 1,790 $ (1,609 ) $ (3,850 ) $ 2,707 Depreciation 1,641 767 73 237 2,718 Amortization 5 623 211 1 840 Change in the estimated fair value of contingent earn-out — 3 — — 3 Net (gain) loss on the disposition of assets 30 — — 4 34 Net operating income (loss) $ 4,700 $ 397 $ (1,893 ) $ (4,092 ) $ (888 ) Three Months Ended June 30, 2019 Net revenue $ 49,082 $ 9,960 $ 5,638 $ — $ 64,680 Operating expenses 37,707 7,648 5,773 4,332 55,460 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 11,375 $ 2,312 $ (135 ) $ (4,332 ) $ 9,220 Depreciation 1,819 764 93 176 2,852 Amortization 9 903 211 1 1,124 Net (gain) loss on the disposition of assets (371 ) 15 1 (2 ) (357 ) Net operating income (loss) $ 9,918 $ 630 $ (440 ) $ (4,507 ) $ 5,601 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Six Months Ended June 30, 2020 Net revenue $ 84,650 $ 18,547 $ 7,924 $ — $ 111,121 Operating expenses 70,421 15,979 10,629 8,060 105,089 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 14,229 $ 2,568 $ (2,705 ) $ (8,060 ) $ 6,032 Depreciation 3,286 1,538 142 465 5,431 Amortization 14 1,391 421 1 1,827 Change in the estimated fair value of contingent earn-out — (2 ) — — (2 ) Impairment of indefinite-lived long-term assets other than goodwill 16,994 — 260 — 17,254 Impairment of goodwill 184 10 105 8 307 Net (gain) loss on the disposition of assets 109 — — 4 113 Net operating income (loss) $ (6,358 ) $ (369 ) $ (3,633 ) $ (8,538 ) $ (18,898 ) Six Months Ended June 30, 2019 Net revenue $ 95,175 $ 20,200 $ 9,774 $ — $ 125,149 Operating expenses 74,156 15,706 10,595 8,203 108,660 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 21,019 $ 4,494 $ (821 ) $ (8,203 ) $ 16,489 Depreciation 3,679 1,538 209 359 5,785 Amortization 18 1,978 423 1 2,420 Net (gain) loss on the disposition of assets 3,412 254 1 — 3,667 Net operating income (loss) $ 13,910 $ 724 $ (1,454 ) $ (8,563 ) $ 4,617 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) As of June 30, 2020 Inventories, net $ — $ — $ 707 $ — $ 707 Property and equipment, net 69,754 5,847 789 7,990 84,380 Broadcast licenses 320,864 — — — 320,864 Goodwill 2,746 19,499 1,446 — 23,691 Other indefinite-lived intangible assets — — — — — Amortizable intangible assets, net 254 4,262 757 1 5,274 As of December 31, 2019 Inventories, net $ — $ — $ 717 $ — $ 717 Property and equipment, net 72,816 6,127 801 7,929 87,673 Broadcast licenses 337,858 — — — 337,858 Goodwill 2,930 19,509 1,551 8 23,998 Other indefinite-lived intangible assets — — 260 — 260 Amortizable intangible assets, net 268 5,653 1,178 1 7,100 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 20. SUBSEQUENT EVENTS Subsequent events reflect all applicable transactions through the date of the filing. |
Business and Basis of Present_2
Business and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Business | Business Salem Media Group, Inc. is a domestic multimedia company specializing in Christian and conservative content. Our media properties include radio broadcasting, digital media, and publishing entities. We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which are discussed in Note 19 – Segment Data. |
Impact Of The COVID19 Pandemic | Impact of the COVID-19 In March 2020, the World Health Organization declared the outbreak of COVID-19 stay-at-home non-essential While this disruption is currently expected to be temporary, there is considerable uncertainty around the duration. We are actively monitoring the COVID-19 COVID-19 COVID-19’s The maximum amount available under our Asset Based Loan (“ABL”) Facility declined from $26.0 million at March 31, 2020 to $23.2 million at June 30, 2020 of which $19.0 million was outstanding at June 30, 2020 compared to $14.0 million outstanding at March 31,2020. Future availability under our credit facility is contingent upon our eligible receivable balance that is negatively impacted by lower revenues and longer days to collect. Availability under the ABL is subject to a borrowing base consisting of (a) 90% of the eligible accounts receivable plus (b) a calculated amount based on the value of certain real property. In response to these developments, beginning in March and continuing throughout the second quarter of 2020, we have implemented several measures to reduce costs and conserve cash to ensure that we have adequate cash to meet our debt servicing requirements, including: • limiting capital expenditures except for emergency-only requirements; • reducing all discretionary spending, including travel and entertainment; • eliminating open positions and freezing new hires; • reducing staffing levels; • implementing company-wide pay cuts ranging from 5%, 7.5% or 10% depending on salary level; • furloughing certain employees that are non-essential • temporarily suspending the company 401K match; • requesting rent concessions from landlords; • requesting discounts from vendors. • offering early payment discounts to certain customers in exchange for advance cash payments; • offering extended payment terms of up to 90 days to limit cancellations and entice new business; • considering sales-leaseback of owned facilities; and • suspending the payment of distributions on our common stock indefinitely. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law. The CARES Act provides opportunities for additional liquidity, loan guarantees, and other government programs to support companies affected by the COVID-19 • deferral of all employer FICA taxes beginning in April 2020 for the remainder of 2020, with 50 percent payable in December 2021 and the remainder payable in December 2022; and • relaxation of interest expense deduction limitation for income tax purposes. We reforecast our anticipated results extending through August 2021. Our reforecast includes the impact of certain of these cost-cutting measures. We may consider sales-leaseback of owned facilities if the adverse economic impact of the COVID-19 We continue to review and consider any available potential benefit under the CARES Act for which we qualify. We cannot predict the manner in which such benefits or any of the other benefits described herein will be allocated or administered and we cannot assure you that we will be able to access such benefits in a timely manner or at all. If the U.S. government or any other governmental authority agrees to provide such aid under the CARES Act or any other crisis relief assistance it may impose certain requirements on the recipients of the aid, including restrictions on executive officer compensation, dividends, prepayment of debt, limitations on debt and other similar restrictions that will apply for a period of time after the aid is repaid or redeemed in full. |
Basis Of Presentation | Basis of Presentation The accompanying Condensed Consolidated Financial Statements of Salem include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. Information with respect to the three and six months ended June 30, 2020 and 2019 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 S-X. 10-K The balance sheet at December 31, 2019 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. |
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 can be materially different from these estimates and assumptions. Significant areas for which management uses estimates include: • revenue recognition; • asset impairments, including broadcasting licenses, goodwill and other indefinite-lived intangible assets; • probabilities associated with the potential for contingent earn-out • fair value measurements; • contingency reserves; • allowance for doubtful accounts; • sales returns and allowances; • barter transactions; • inventory reserves; • reserves for royalty advances; • fair value of equity awards; • self-insurance reserves; • estimated lives for tangible and intangible assets; • assessment of contract-based factors, asset-based factors, entity-based factors and market-based factors to determine the lease term impacting Right-Of-Use • determining the Incremental Borrowing Rate (“IBR”) for calculating ROU assets and lease liabilities; • income tax valuation allowances; • uncertain tax positions; and • estimates used in going concern analysis. These estimates require the use of judgment as future events and the effect of these events cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. The COVID-19 |
Revenue Recognition | We recognize revenue in accordance with ASC 606, “ Revenue from Contracts with Customers” Identification of the contract, or contracts, with a customer A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to these goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. Identification of the performance obligations in the contract Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the goods or service either on its own or together with other resources that are readily available from third parties or from us, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. When a contract includes multiple promised goods or services, we apply judgment to determine whether the promised goods or services are capable of being distinct and are distinct within the context of the contract. If these criteria are not met, the promised goods or services are accounted for as a combined performance obligation. Determination of the transaction price The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods or services to our customer. We estimate any variable consideration included in the transaction price using the expected value method that requires the use of significant estimates for discounts, cancellation periods, refunds and returns. Variable consideration is described in detail below. Allocation of the transaction price to the performance obligations in the contract If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative Stand-Alone Selling Price (“SSP”) basis. We determine SSP based on the price at which the performance obligation would be sold separately. If the SSP is not observable, we estimate the SSP based on available information, including market conditions and any applicable internally approved pricing guidelines. Recognition of revenue when, or as, we satisfy a performance obligation We recognize revenue at the point in time that the related performance obligation is satisfied by transferring the promised goods or services to our customer. A summary of our principal sources of revenue is as follows: Block Programming . 1 2 50-minutes Spot Advertising Network Revenue . Digital Advertising. Broadcast digital advertising revenue consists of local digital advertising, such as the sale of banner advertisements on our owned and operated websites, the sale of advertisements on our own and operated mobile applications, and advertisements in digital newsletters that we produce, as well an national digital advertising, or the sale of custom digital advertising solutions, such as web pages and social media campaigns, that we offer to our customers. Advertising revenue is recorded on a gross basis unless an agency represents the advertiser, in which case, revenue is reported net of the commission retained by the agency. Salem Surround, our national multimedia advertising agency, offers a comprehensive suite of digital marketing services to develop and execute audience-based marketing strategies for clients on both the national and local level. Salem Surround specializes in digital marketing services for each of our radio stations and websites as well as provides a full-service digital marketing strategy for each of our clients. In our role as a digital agency, our sales team provides our customers with integrated digital advertising solutions that optimize the performance of their campaign, which we view as one performance obligation. Our advertising campaigns are designed to be “white label” agreements between Salem and our advertiser, meaning we provide special care and attention to the details of the campaign. We provide custom digital product offerings, including tools for metasearch, retargeting, website design, reputation management, online listing services, and social media marketing. Digital advertising solutions may include third-party websites, such as Google or Facebook, which can be included in a digital advertising social media campaign. We manage all aspects of the digital campaign, including social media placements, review and approval of target audiences, and the monitoring of actual results to make modifications as needed. We may contract directly with a third-party, however, we are responsible for delivering the campaign results to our customer with or without the third-party. We are responsible for any payments due to the third-party regardless of the campaign results and without regard to the status of payment from our customer. We have discretion in setting the price to our customer without input or approval from the third-party. Accordingly, revenue is reported gross, as principal, as the performance obligation is delivered, which represents the point in time that control is transferred to the customer thereby completing our performance obligation. Digital Streaming Digital Downloads and e-books e-books. Subscriptions on-air 30-day pro-rata Book Sales e-Commerce E-Commerce re-saleable Self-Publishing Fees Revenue is recognized upon completion of each performance obligation, which represents the point in time that control of the product is transferred to the author, thereby completing our performance obligation. Revenue is recorded at the net amount due from the author, including discounts based on the service package. Advertising - Print Other Revenues . on-air Trade and Barter Transactions In broadcasting, trade or barter agreements are commonly used to reduce cash expenses by exchanging advertising time for goods or services. We may enter barter agreements to exchange airtime or digital advertising for goods or services that can be used in our business or that can be sold to our audience under Listener Purchase Programs. The terms of these barter agreements permit us to preempt the barter airtime or digital campaign in favor of customers who purchase the airtime or digital campaign for cash. The value of these non-cash Trade and barter revenues and expenses were as follows: Three Months Ended Six Months Ended June 30, 2019 2020 2019 2020 (Dollars in thousands) Net broadcast barter revenue $ 1,415 $ 508 $ 2,714 $ 1,674 Net digital media barter revenue — — — — Net publishing barter revenue 5 5 16 31 Net broadcast barter expense $ 1,112 $ 524 $ 2,468 $ 1,558 Net digital media barter expense — — — — Net publishing barter expense 1 — 1 — Contract Assets Contract Assets - Costs to Obtain a Contract: Contract Liabilities Contract liabilities consist of customer advance payments and billings in excess of revenue recognized. We may receive payments from our customers in advance of completing our performance obligations. Additionally, new customers, existing customers without approved credit terms and authors purchasing specific self-publishing services, are required to make payments in advance of the delivery of the products or performance of the services. We record contract liabilities equal to the amount of payments received in excess of revenue recognized, including payments that are refundable if the customer cancels the contract according to the contract terms. Contract liabilities are reported as current liabilities on our consolidated financial statements when the time to fulfill the performance obligations under terms of our contracts is less than one year. Long-term contract liabilities represent the amount of payments received in excess of revenue earned, including those that are refundable, when the time to fulfill the performance obligation is greater than one year. Our long-term liabilities consist of subscriptions with a term of two-years Significant changes in our contract liabilities balances during the period are as follows: Short-Term Long-Term (Dollars in thousands) Balance, beginning of period January 1, 2020 $ 9,493 $ 1,744 Revenue recognized during the period that was included in the beginning balance of contract liabilities (4,796 ) — Additional amounts recognized during the period 17,105 573 Revenue recognized during the period that was recorded during the period (5,615 ) — Transfers 380 (380 ) Balance, end of period June 30, 2020 $ 16,567 $ 1,937 Amount refundable at beginning of period $ 9,403 $ 1,744 Amount refundable at end of period $ 16,477 $ 1,937 We expect to satisfy these performance obligations as follows: Amount For the Twelve Months Ended June 30, (Dollars in thousands) 2021 $ 16,567 2022 1,004 2023 476 2024 231 2025 109 Thereafter 117 $ 18,504 The following table presents our revenues disaggregated by revenue source for each of our operating segments: Six Months Ended June 30, 2020 Broadcast Digital Media Publishing Consolidated (dollars in thousands) By Source of Revenue: Block Programming - National $ 23,804 $ — $ — $ 23,804 Block Programming - Local 12,440 — — 12,440 Spot Advertising - National 6,544 — — 6,544 Spot Advertising - Local 19,145 — — 19,145 Infomercials 536 — — 536 Network 8,614 — — 8,614 Digital Advertising 6,483 9,260 151 15,894 Digital Streaming 1,229 1,768 — 2,997 Digital Downloads and eBooks — 3,047 504 3,551 Subscriptions 573 4,292 351 5,216 Book Sales and e-commerce, 1,663 55 3,861 5,579 Self-Publishing Fees — — 2,453 2,453 Print Advertising 1 — 193 194 Other Revenues 3,618 125 411 4,154 $ 84,650 $ 18,547 $ 7,924 $ 111,121 Timing of Revenue Recognition Point in Time $ 83,379 $ 18,547 $ 7,924 $ 109,850 Rental Income (1) 1,271 — — 1,271 $ 84,650 $ 18,547 $ 7,924 $ 111,121 Six Months Ended June 30, 2019 Broadcast Digital Media Publishing Consolidated (dollars in thousands) By Source of Revenue: Block Programming - National $ 24,319 $ — $ — $ 24,319 Block Programming - Local 15,320 — — 15,320 Spot Advertising - National 7,988 — — 7,988 Spot Advertising - Local 25,686 — — 25,686 Infomercials 751 — — 751 Network 9,261 — — 9,261 Digital Advertising 5,370 10,316 182 15,868 Digital Streaming 345 1,981 — 2,326 Digital Downloads and eBooks — 2,964 468 3,432 Subscriptions 549 4,071 393 5,013 Book Sales and e-commerce, 232 443 5,171 5,846 Self-Publishing Fees — — 2,725 2,725 Print Advertising 3 — 280 283 Other Revenues 5,351 425 555 6,331 $ 95,175 $ 20,200 $ 9,774 $ 125,149 Timing of Revenue Recognition Point in Time $ 94,045 $ 20,172 $ 9,774 $ 123,991 Rental Income (1) 1,130 28 — 1,158 $ 95,175 $ 20,200 $ 9,774 $ 125,149 (1) Rental income is not applicable to ASC Topic 606, but shown for the purpose of identifying each revenue source presented in total revenue on our Condensed Consolidated Financial Statements within this report on Form 10-Q. Principal versus Agent Considerations When another party is involved in providing goods or services to our customer, we apply the principal versus agent guidance in ASC 606 to determine if we are the principal or an agent to the transaction. When we control the specified goods or services before they are transferred to our customer, we report revenue gross, as principal. If we do not control the goods or services before they are transferred to our customer, revenue is reported net of the fees paid to the other party, as agent. Our evaluation to determine if we control the goods or services within ASC 606 includes the following indicators: We are primarily responsible for fulfilling the promise to provide the specified good or service. When we are primarily responsible for providing the goods and services, such as when the other party is acting on our behalf, we have indication that we are the principal to the transaction. We consider if we may terminate our relationship with the other party at any time without penalty or without permission from our customer. We have inventory risk before the specified good or service has been transferred to a customer or after transfer of control to the customer. We may commit to obtaining the services of another party with or without an existing contract with our customer. In these situations, we have risk of loss as principal for any amount due to the other party regardless of the amount(s) we earn as revenue from our customer. The entity has discretion in establishing the price for the specified good or service. We have discretion in establishing the price our customer pays for the specified goods or services. Significant Financing Component The length of our typical sales agreement is less than 12 months; however, we may sell subscriptions with a two-year Our self-publishing contracts may exceed a one-year Variable Consideration Like former revenue recognition guidance, we continue to make significant estimates related to variable consideration at the point of sale, including estimates for refunds and product returns. Under ASC 606, estimates of variable consideration are to be recognized before contingencies are resolved in certain circumstances, including when it is probable that a significant reversal in the amount of any estimated cumulative revenue will not occur. We enter into agreements under which the amount of revenue we earn is contingent upon the amount of money raised by our customer over the contract term. Our customer is typically a charity or programmer that purchases blocks of programming time or spots to generate revenue from our audience members. Contract terms can range from a few weeks to a few months, depending the charity or programmer. If the campaign does not generate a pre-determined Based on the constraints for using estimates of variable consideration within ASC 606, and our historical experience with these campaigns, we will continue to recognize revenue at the base amount of the campaign with variable consideration recognized when the uncertainty of each campaign is resolved. These constraints include: (1) the amount of consideration received is highly susceptible to factors outside of our influence, specifically the extent to which our audience donates or contributes to our customer or programmer, (2) the length of time in which the uncertainty about the amount of consideration expected is to be resolved, and (3) our experience has shown these contracts have a large number and broad range of possible outcomes. Practical Expedients and Exemptions We elected certain practical expedients and policy elections as follows: • We do not adjust the promised amount of consideration for the effects of a significant financing component if the period between transfer of product and customer payment is expected to be less than one year at the time of contract inception; • We do not assess promised goods or services as performance obligations if they are immaterial in the context of the contract with the customer; • We exclude sales and similar taxes from the transaction price; • We treat shipping and handling costs that occur after control transfers as fulfillment activities instead of assessing such activities as separate performance obligations; and • We do not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to accounting principles are established by the FASB in the form of ASUs to the FASB’s Codification. We consider the applicability and impact of all ASUs on our financial position, results of operations, cash flows, or presentation thereof. Described below are ASUs that are not yet effective, but may be applicable to our financial position, results of operations, cash flows, or presentation thereof. ASUs not listed below were assessed and determined to not be applicable to our financial position, results of operations, cash flows, or presentation thereof. In January 2020, the FASB issued ASU 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) - Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 2016-01 In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses, held-to-maturity available-for-sale 2016-13, 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses 2016-13. 2018-19 2016-13. 2019-04, Codification Improvements to Topic 326, Financial Instruments – Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments 2016-13. 2019-05, Financial Instruments – Credit Losses (Topic 326) 2016-13. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Trade and Barter Transactions Expenses | Trade and barter revenues and expenses were as follows: Three Months Ended Six Months Ended June 30, 2019 2020 2019 2020 (Dollars in thousands) Net broadcast barter revenue $ 1,415 $ 508 $ 2,714 $ 1,674 Net digital media barter revenue — — — — Net publishing barter revenue 5 5 16 31 Net broadcast barter expense $ 1,112 $ 524 $ 2,468 $ 1,558 Net digital media barter expense — — — — Net publishing barter expense 1 — 1 — |
Significant Changes in Our Contract Liabilities | Significant changes in our contract liabilities balances during the period are as follows: Short-Term Long-Term (Dollars in thousands) Balance, beginning of period January 1, 2020 $ 9,493 $ 1,744 Revenue recognized during the period that was included in the beginning balance of contract liabilities (4,796 ) — Additional amounts recognized during the period 17,105 573 Revenue recognized during the period that was recorded during the period (5,615 ) — Transfers 380 (380 ) Balance, end of period June 30, 2020 $ 16,567 $ 1,937 Amount refundable at beginning of period $ 9,403 $ 1,744 Amount refundable at end of period $ 16,477 $ 1,937 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | We expect to satisfy these performance obligations as follows: Amount For the Twelve Months Ended June 30, (Dollars in thousands) 2021 $ 16,567 2022 1,004 2023 476 2024 231 2025 109 Thereafter 117 $ 18,504 |
Reconciliation of Revenue from Segments to Consolidated | The following table presents our revenues disaggregated by revenue source for each of our operating segments: Six Months Ended June 30, 2020 Broadcast Digital Media Publishing Consolidated (dollars in thousands) By Source of Revenue: Block Programming - National $ 23,804 $ — $ — $ 23,804 Block Programming - Local 12,440 — — 12,440 Spot Advertising - National 6,544 — — 6,544 Spot Advertising - Local 19,145 — — 19,145 Infomercials 536 — — 536 Network 8,614 — — 8,614 Digital Advertising 6,483 9,260 151 15,894 Digital Streaming 1,229 1,768 — 2,997 Digital Downloads and eBooks — 3,047 504 3,551 Subscriptions 573 4,292 351 5,216 Book Sales and e-commerce, 1,663 55 3,861 5,579 Self-Publishing Fees — — 2,453 2,453 Print Advertising 1 — 193 194 Other Revenues 3,618 125 411 4,154 $ 84,650 $ 18,547 $ 7,924 $ 111,121 Timing of Revenue Recognition Point in Time $ 83,379 $ 18,547 $ 7,924 $ 109,850 Rental Income (1) 1,271 — — 1,271 $ 84,650 $ 18,547 $ 7,924 $ 111,121 Six Months Ended June 30, 2019 Broadcast Digital Media Publishing Consolidated (dollars in thousands) By Source of Revenue: Block Programming - National $ 24,319 $ — $ — $ 24,319 Block Programming - Local 15,320 — — 15,320 Spot Advertising - National 7,988 — — 7,988 Spot Advertising - Local 25,686 — — 25,686 Infomercials 751 — — 751 Network 9,261 — — 9,261 Digital Advertising 5,370 10,316 182 15,868 Digital Streaming 345 1,981 — 2,326 Digital Downloads and eBooks — 2,964 468 3,432 Subscriptions 549 4,071 393 5,013 Book Sales and e-commerce, 232 443 5,171 5,846 Self-Publishing Fees — — 2,725 2,725 Print Advertising 3 — 280 283 Other Revenues 5,351 425 555 6,331 $ 95,175 $ 20,200 $ 9,774 $ 125,149 Timing of Revenue Recognition Point in Time $ 94,045 $ 20,172 $ 9,774 $ 123,991 Rental Income (1) 1,130 28 — 1,158 $ 95,175 $ 20,200 $ 9,774 $ 125,149 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory on Hand by Segment | The following table provides details of inventory on hand within our publishing segment: December 31, 2019 June 30, 2020 (Dollars in thousands) Book inventories $ 1,988 $ 2,045 Reserve for obsolescence (1,271 ) (1,338 ) Inventory, net $ 717 $ 707 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Summary of Categories of Property and Equipment | The following is a summary of the categories of our property and equipment: As of December 31, 2019 As of June 30, 2020 (Dollars in thousands) Land $ 30,936 $ 30,951 Buildings 30,283 30,283 Office furnishings and equipment 36,855 36,885 Antennae, towers and transmitting equipment 78,312 78,603 Studio, production and mobile equipment 30,164 29,465 Computer software and website development costs 29,595 31,828 Record and tape libraries 17 17 Automobiles 1,509 1,515 Leasehold improvements 18,834 18,960 Construction-in-progress 4,290 2,562 $ 260,795 $ 261,069 Less accumulated depreciation (173,122 ) (176,689 ) $ 87,673 $ 84,380 |
Operating and Finance Lease R_2
Operating and Finance Lease Right-of-Use Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases is as follows: June 30, 2020 (Dollars in thousands) Operating Leases Related Party Other Total Operating leases ROU assets $ 7,449 $ 44,450 $ 51,899 Operating lease liabilities (current) $ 1,026 $ 8,562 $ 9,588 Operating lease liabilities (non-current) 6,680 44,676 51,356 Total operating lease liabilities $ 7,706 $ 53,238 $ 60,944 Weighted Average Remaining Lease Term Operating leases 8.5 years Finance leases 3.0 years Weighted Average Discount Rate Operating leases 7.74 % Finance leases 4.59 % |
Components of Lease Expense | The components of lease expense were as follows: Six Months Ended (Dollars in thousands) Amortization of finance lease ROU Assets $ 36 Interest on finance lease liabilities 4 Finance lease expense 40 Operating lease expense 7,402 Variable lease expense 400 Short-term lease expense 309 Total lease expense $ 8,151 |
Schedule of other information related to leases | Supplemental cash flow information related to leases was as follows: Six Months Ended June 30, 2020 (Dollars in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 7,354 Operating cash flows from finance leases 3 Financing cash flows from finance leases 35 Leased assets obtained in exchange for new operating lease liabilities 2,080 Leased assets obtained in exchange for new finance lease liabilities — |
Schedule of Future Minimum Lease Payments Based on Former Accounting Guidance | Future minimum lease payments under leases that had initial or remaining non-cancelable Related Parties Other Operating Total Operating Finance Total (Dollars in thousands) 2021 $ 1,617 $ 11,998 $ 13,615 $ 65 $ 13,680 2022 1,610 11,194 12,804 49 12,853 2023 1,470 10,107 11,577 39 11,616 2024 1,017 8,036 9,053 14 9,067 2025 1,021 6,149 7,170 2 7,172 Thereafter 4,582 28,477 33,059 0 33,059 Undiscounted Cash Flows $ 11,317 $ 75,961 $ 87,278 $ 169 $ 87,447 Less: imputed interest (3,611 ) (22,723 ) (26,334 ) (10 ) (26,344 ) Total $ 7,706 $ 53,238 $ 60,944 $ 159 $ 61,103 Reconciliation to lease liabilities: Lease liabilities - current $ 1,026 $ 8,562 $ 9,588 $ 61 $ 9,649 Lease liabilities - long-term 6,680 44,676 51,356 98 51,454 Total Lease Liabilities $ 7,706 $ 53,238 $ 60,944 $ 159 $ 61,103 |
Broadcast Licenses (Tables)
Broadcast Licenses (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Indefinite-lived Intangible Assets [Line Items] | |
Schedule of Changes in Broadcasting Licenses | The following table presents the changes in broadcasting licenses that include acquisitions and divestitures of radio stations and FM translators. Broadcast Licenses Twelve Months Ended Six Months Ended June 30, 2020 (Dollars in thousands) Balance before cumulative loss on impairment, beginning of period $ 484,691 $ 441,143 Accumulated loss on impairment, beginning of period (108,375 ) (103,285 ) Balance after cumulative loss on impairment, beginning of period 376,316 337,858 Acquisitions of radio stations 617 — Acquisitions of FM translators and construction permits 35 — Capital projects 300 — Dispositions of radio stations (36,502 ) — Impairments based on the estimated fair value of broadcast licenses (2,908 ) (16,994 ) Balance, end of period after cumulative loss on impairment $ 337,858 $ 320,864 Balance, end of period before cumulative loss on impairment $ 441,143 $ 441,143 Accumulated loss on impairment, end of period (103,285 ) (120,279 ) Balance, end of period after cumulative loss on impairment $ 337,858 $ 320,864 |
Schedule of Interim Impairment Testing Under Start-Up Income Approach | The table below presents the results of our interim impairment testing under the start-up Market Cluster Excess Fair Value Boston, MA 4.8 % Chicago, IL (9.0 %) Cleveland, OH (18.4 %) Dallas, TX 8.5 % Louisville, KY (21.8 %) New York, NY 7.3 % Philadelphia, PA (13.1 %) Portland, OR (14.8 %) Sacramento, CA (9.6 %) San Francisco, CA 1.2 % Tampa, FL (28.0 %) |
Broadcast Licenses [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Schedule of Estimates and Assumptions Used in the Start - Up Income Valuation for Broadcast Licenses | The assumptions used reflect those of a hypothetical market participant and not necessarily the actual or projected results of Salem. The key estimates and assumptions used in the start-up Broadcast Licenses December 31, 2019 March 31, 2020 Risk-adjusted discount rate 9.0% 9.5% Operating profit margin ranges 4.0% - 33.8% 4.6% - 33.8% Long-term revenue growth rates 0.7% - 1.1% 0.8% - 1.1% |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Schedule of Changes in Goodwill | The following table presents the changes in goodwill including business acquisitions and dispositions as discussed in Note 3 of our Condensed Consolidated Financial Statements. Goodwill Twelve Months Ended Six Months Ended (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 28,818 $ 28,454 Accumulated loss on impairment (2,029 ) (4,456 ) Balance, beginning of period after cumulative loss on impairment 26,789 23,998 Acquisitions of radio stations — — Acquisitions of digital media entities 6 — Disposition of radio stations (29 ) — Disposition of digital media entities (341 ) — Impairments based on the estimated fair value goodwill (2,427 ) (307 ) Ending period balance $ 23,998 $ 23,691 Balance, end of period before cumulative loss on impairment 28,454 28,454 Accumulated loss on impairment (4,456 ) (4,763 ) Ending period balance $ 23,998 $ 23,691 |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations for the reporting units subject to testing are as follows: Publishing Enterprise Valuations December 31, 2019 March 31, 2020 Risk adjusted discount rate 10.0% 10.5% Operating margin ranges 1.5% – 3.9% 0.0% – 3.9% Long-term revenue growth rates 0.5% 0.5% |
Other Indefinite-Lived Intang_2
Other Indefinite-Lived Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Text Block [Abstract] | |
Key Estimates and Assumptions | The key estimates and assumptions are as follows: Mastheads December 31, 2019 March 31, 2020 Risk-adjusted discount rate 10.0% 10.5% Long-term revenue growth rates (4.0%) – (1.0%) (1.0%) – (25.0%) Royalty rate 3.00% 3.00% |
Amortizable Intangible Assets (
Amortizable Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Significant Classes of Amortizable Intangible Assets | The following tables provide a summary of our significant classes of amortizable intangible assets: As of June 30, 2020 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 23,833 $ (22,223 ) $ 1,610 Domain and brand names 20,332 (18,466 ) 1,866 Favorable and assigned leases 2,188 (1,934 ) 254 Subscriber base and lists 9,886 (8,709 ) 1,177 Author relationships 2,771 (2,687 ) 84 Non-compete 2,041 (1,879 ) 162 Other amortizable intangible assets 1,666 (1,545 ) 121 $ 62,717 $ (57,443 ) $ 5,274 As of December 31, 2019 Accumulated Cost Amortization Net (Dollars in thousands) Customer lists and contracts $ 23,833 $ (21,823 ) $ 2,010 Domain and brand names 20,332 (17,727 ) 2,605 Favorable and assigned leases 2,188 (1,920 ) 268 Subscriber base and lists 9,886 (8,251 ) 1,635 Author relationships 2,771 (2,609 ) 162 Non-compete 2,041 (1,798 ) 243 Other amortizable intangible assets 1,666 (1,489 ) 177 $ 62,717 $ (55,617 ) $ 7,100 |
Amortizable Intangible Assets, Estimate Amortization Expense | Based on the amortizable intangible assets as of June 30, 2020, we estimate amortization expense for the next five years to be as follows: Year Ended December 31, Amortization Expense (Dollars in thousands) 2020 (July – Dec) $ 1,438 2021 1,783 2022 1,146 2023 627 2024 78 Thereafter 202 Total $ 5,274 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments Senior Secured Note | Based on the then existing market conditions, we completed repurchases of our 6.75% Senior Secured Notes at amounts less than face value as follows: Date Principal Cash Paid % of Face Bond Issue Net (Dollars in thousands) January 30, 2020 $ 2,250 $ 2,194 97.50 % $ 35 $ 22 January 27, 2020 1,245 1,198 96.25 % 19 27 December 27, 2019 3,090 2,874 93.00 % 48 167 November 27, 2019 5,183 4,548 87.75 % 82 553 November 15, 2019 3,791 3,206 84.58 % 61 524 March 28, 2019 2,000 1,830 91.50 % 37 134 March 28, 2019 2,300 2,125 92.38 % 42 133 February 20, 2019 125 114 91.25 % 2 9 February 19, 2019 350 319 91.25 % 7 24 February 12, 2019 1,325 1,209 91.25 % 25 91 January 10, 2019 570 526 92.25 % 9 35 December 21, 2018 2,000 1,835 91.75 % 38 127 December 21, 2018 1,850 1,702 92.00 % 35 113 December 21, 2018 1,080 999 92.50 % 21 60 November 17, 2018 1,500 1,357 90.50 % 29 114 May 4, 2018 4,000 3,770 94.25 % 86 144 April 10, 2018 4,000 3,850 96.25 % 87 63 April 9, 2018 2,000 1,930 96.50 % 43 27 $ 38,659 $ 35,586 $ 706 $ 2,367 |
Long-Term Debt | Long-term debt consisted of the following: As of As of June 30, 2020 (Dollars in thousands) 6.75% Senior Secured Notes $ 219,836 $ 216,341 Less unamortized debt issuance costs based on imputed interest rate of 7.08% (3,368 ) (2,945 ) 6.75% Senior Secured Notes net carrying value 216,468 213,396 Asset-Based Revolving Credit Facility principal outstanding 12,426 19,000 Long-term debt less unamortized debt issuance costs $ 228,894 $ 232,396 Less current portion (12,426 ) (19,000 ) Long-term debt less unamortized debt issuance costs, net of current portion $ 216,468 $ 213,396 |
Principle Repayment Requirements Under Long Term Agreements Outstanding | Principal repayment requirements under all long-term debt agreements outstanding at June 30, 2020 for each of the next five years and thereafter are as follows: Amount For the Year Ended June 30, (Dollars in thousands) 2021 $ 19,000 2022 — 2023 — 2024 216,341 2025 — Thereafter — $ 235,341 |
Fair Value Measurements and D_2
Fair Value Measurements and Disclosures (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured at Fair Value | The following table summarizes the fair value of our financial assets and liabilities that are measured at fair value: June 30, 2020 Carrying Value on Fair Value Measurement Category Level 1 Level 2 Level 3 (Dollars in thousands) Assets Estimated fair value of other indefinite-lived intangible assets $ — — — $ — Liabilities: Estimated fair value of contingent earn-out 17 — — 17 Long-term debt less unamortized debt issuance costs 232,396 — 192,889 — |
Stock Incentive Plan (Tables)
Stock Incentive Plan (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Expense Recognized | The following table reflects the components of stock-based compensation expense recognized in the Condensed Consolidated Statements of Operations for the three and six-month Three Months Six Months Ended 2019 2020 2019 2020 (Dollars in thousands) (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 79 $ 43 $ 186 $ 93 Restricted stock shares compensation expense included in unallocated corporate expenses 423 — 423 — Stock option compensation expense included in broadcast operating expenses 29 37 68 74 Restricted stock shares compensation expense included in broadcast operating expenses 383 — 383 — Stock option compensation expense included in digital media operating expenses 20 16 46 31 Stock option compensation expense included in publishing operating expenses 2 — 6 1 Total stock-based compensation expense, pre-tax $ 936 $ 96 $ 1,112 $ 199 Tax expense for stock-based compensation expense (243 ) (25 ) (289 ) (52 ) Total stock-based compensation expense, net of tax $ 693 $ 71 $ 823 $ 147 |
Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model | The weighted-average assumptions used to estimate the fair value of the stock options using the Black-Scholes valuation model were as follows for the three and six-month Three Months Ended Six Months Ended Three Months Ended Six Months Ended Expected volatility n/a 47.54 % n/a 53.96 % Expected dividends n/a 9.22 % n/a 7.30 % Expected term (in years) n/a 7.5 n/a 7.6 Risk-free interest rate n/a 2.61 % n/a 1.14 % |
Schedule of Stock Option Activity | Activity with respect to the company’s option awards during the six-month Options Shares Weighted Weighted Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted average Outstanding at January 1, 2020 1,860,722 $ 4.63 $ 2.61 4.1 years $ — Granted 743,000 1.37 0.35 — Exercised — — — — Forfeited or expired (221,425 ) 6.46 4.35 $ — Outstanding at June 30, 2020 2,382,297 $ 3.26 $ 1.56 4.7 years $ — Exercisable at June 30, 2020 1,262,547 $ 4.47 $ 2.32 2.7 years $ — Expected to Vest 1,063,203 $ 3.29 $ 1.58 4.6 years $ — |
Schedule of Information Regarding Restricted Stock Activity | Activity with respect to the company’s restricted stock awards during the six-month Restricted Stock Awards Shares Weighted Average Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted average grant Outstanding at January 1, 2020 107,990 $ 1.85 1.67 years $ 156 Granted — — — — Lapsed — — — — Forfeited — — — — Outstanding at June 30, 2020 107,990 $ 1.85 1.12 years $ 122 |
Equity Transactions (Tables)
Equity Transactions (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Schedule Of Equity [Line Items] | |
Schedule of Cash Distributions Declared and Paid | The following table shows distributions that have been declared and paid since January 1, 2019: Announcement Date Payment Date Amount Per Share Cash Distributed ( in thousands ) March 10, 2020 March 31, 2020 $ 0.0250 $ 667 December 10, 2019 December 30, 2019 $ 0.0250 667 September 11, 2019 September 30, 2019 $ 0.0650 1,730 May 14, 2019 June 28, 2019 $ 0.0650 1,728 March 7, 2019 March 29, 2019 $ 0.0650 1,702 |
Segment Data (Tables)
Segment Data (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Data | The table below presents financial information for each operating segment as of June 30, 2020 and 2019 based on the composition of our operating segments: Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Three Months Ended June 30, 2020 Net revenue $ 39,470 $ 9,443 $ 3,958 $ — $ 52,871 Operating expenses 33,094 7,653 5,567 3,850 50,164 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 6,376 $ 1,790 $ (1,609 ) $ (3,850 ) $ 2,707 Depreciation 1,641 767 73 237 2,718 Amortization 5 623 211 1 840 Change in the estimated fair value of contingent earn-out — 3 — — 3 Net (gain) loss on the disposition of assets 30 — — 4 34 Net operating income (loss) $ 4,700 $ 397 $ (1,893 ) $ (4,092 ) $ (888 ) Three Months Ended June 30, 2019 Net revenue $ 49,082 $ 9,960 $ 5,638 $ — $ 64,680 Operating expenses 37,707 7,648 5,773 4,332 55,460 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 11,375 $ 2,312 $ (135 ) $ (4,332 ) $ 9,220 Depreciation 1,819 764 93 176 2,852 Amortization 9 903 211 1 1,124 Net (gain) loss on the disposition of assets (371 ) 15 1 (2 ) (357 ) Net operating income (loss) $ 9,918 $ 630 $ (440 ) $ (4,507 ) $ 5,601 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Six Months Ended June 30, 2020 Net revenue $ 84,650 $ 18,547 $ 7,924 $ — $ 111,121 Operating expenses 70,421 15,979 10,629 8,060 105,089 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 14,229 $ 2,568 $ (2,705 ) $ (8,060 ) $ 6,032 Depreciation 3,286 1,538 142 465 5,431 Amortization 14 1,391 421 1 1,827 Change in the estimated fair value of contingent earn-out — (2 ) — — (2 ) Impairment of indefinite-lived long-term assets other than goodwill 16,994 — 260 — 17,254 Impairment of goodwill 184 10 105 8 307 Net (gain) loss on the disposition of assets 109 — — 4 113 Net operating income (loss) $ (6,358 ) $ (369 ) $ (3,633 ) $ (8,538 ) $ (18,898 ) Six Months Ended June 30, 2019 Net revenue $ 95,175 $ 20,200 $ 9,774 $ — $ 125,149 Operating expenses 74,156 15,706 10,595 8,203 108,660 Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out $ 21,019 $ 4,494 $ (821 ) $ (8,203 ) $ 16,489 Depreciation 3,679 1,538 209 359 5,785 Amortization 18 1,978 423 1 2,420 Net (gain) loss on the disposition of assets 3,412 254 1 — 3,667 Net operating income (loss) $ 13,910 $ 724 $ (1,454 ) $ (8,563 ) $ 4,617 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) As of June 30, 2020 Inventories, net $ — $ — $ 707 $ — $ 707 Property and equipment, net 69,754 5,847 789 7,990 84,380 Broadcast licenses 320,864 — — — 320,864 Goodwill 2,746 19,499 1,446 — 23,691 Other indefinite-lived intangible assets — — — — — Amortizable intangible assets, net 254 4,262 757 1 5,274 As of December 31, 2019 Inventories, net $ — $ — $ 717 $ — $ 717 Property and equipment, net 72,816 6,127 801 7,929 87,673 Broadcast licenses 337,858 — — — 337,858 Goodwill 2,930 19,509 1,551 8 23,998 Other indefinite-lived intangible assets — — 260 — 260 Amortizable intangible assets, net 268 5,653 1,178 1 7,100 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) $ in Millions | 6 Months Ended | |
Jun. 30, 2020USD ($)Segments | Mar. 31, 2020USD ($) | |
Number of operating segments | Segments | 3 | |
Revolving Credit Facility [Member] | ||
Debt instrument maximum borrowing capacity | $ 23.2 | $ 26 |
Debt instrument outstanding | $ 19 | $ 14 |
Recent Transactions - Debt Tran
Recent Transactions - Debt Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Apr. 07, 2020 | |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||
Principal repurchased | $ 3,500 | |
Cash paid | 3,400 | |
Net gain | $ 49,000 | |
Debt instrument, interest rate | 6.75% | |
Asset Based Loan [Member] | Maximum [Member] | ||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||
Debt instrument, basis spread on variable rate | 90.00% | |
Asset Based Loan [Member] | Minimum [Member] | ||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||
Debt instrument, basis spread on variable rate | 85.00% |
Recent Transactions - Equity Tr
Recent Transactions - Equity Transactions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Payments of equity distributions, common stock | $ 700 | $ 667 | $ 3,430 |
Dividend Paid [Member] | |||
Amount Per Share | $ 0.025 |
Recent Transactions - Divestitu
Recent Transactions - Divestitures - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 06, 2020 | Feb. 05, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||
Proceeds from sale of intangible assets | $ 188 | $ 2,872 | |||
Radio Stations [Member] | |||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||
Proceeds from sale of intangible assets | $ 200 | $ 4,000 | |||
Pretax loss on sale of assets | $ 1,500 |
Recent Transactions - Pending T
Recent Transactions - Pending Transactions -Additional Information (Detail) - USD ($) $ in Thousands | Apr. 06, 2020 | Feb. 05, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||
Agreement to sell business | $ 188 | $ 2,872 | |||
Additional Term Of Time Brokerage Agreement | 30 months | ||||
Radio Stations [Member] | |||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||
Agreement to sell business | $ 200 | $ 4,000 | |||
Credit applied to the sale price | $ 250,000 | ||||
Time brokerage agreement fees | $ 2,000 | ||||
Line of credit facility, option payment | 450,000 | ||||
Loss on sales | 500 | ||||
Loss on sale of Loans met taxes | $ 300 |
Contingent Earn-Out Considera_2
Contingent Earn-Out Consideration - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Business Acquisition, Contingent Consideration [Line Items] | ||
Estimated contingent earn-out | $ 17,000 | $ 19,000 |
Cash payments for contingent earn-out consideration | $ 0 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($)Segments | |
Disaggregation of Revenue [Line Items] | |
Prepaid commission expense | $ | $ 0.6 |
Number of operating segments | Segments | 3 |
Minimum [Member] | |
Disaggregation of Revenue [Line Items] | |
Sale of subscription revenue term | 3 months |
Maximum [Member] | |
Disaggregation of Revenue [Line Items] | |
Sale of subscription revenue term | 2 years |
Revenue Recognition - Trade and
Revenue Recognition - Trade and Barter Transactions Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue Recognition [Line Items] | ||||
Total net revenue | $ 52,871 | $ 64,680 | $ 111,121 | $ 125,149 |
Broadcast [Member] | Advertising Barter Transactions [Member] | ||||
Revenue Recognition [Line Items] | ||||
Total net revenue | 508 | 1,415 | 1,674 | 2,714 |
Cost | 524 | 1,112 | 1,558 | 2,468 |
Publishing [Member] | ||||
Revenue Recognition [Line Items] | ||||
Total net revenue | 7,924 | 9,774 | ||
Publishing [Member] | Advertising Barter Transactions [Member] | ||||
Revenue Recognition [Line Items] | ||||
Total net revenue | $ 5 | 5 | $ 31 | 16 |
Cost | $ 1 | $ 1 |
Revenue Recognition - Significa
Revenue Recognition - Significant Changes in Our Contract Liabilities (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Change in Contract with Customer, Liability [Abstract] | ||
Short Term, Balance, beginning of period | $ 9,493 | |
Short Term, Revenue recognized during the period that was included in the beginning balance of contract liabilities | (4,796) | |
Short Term, Additional amounts recognized during the period | 17,105 | |
Short Term, Revenue recognized during the period that was recorded during the period | (5,615) | |
Short Term, Transfers | 380 | |
Short Term, Balance, end of period | 16,567 | |
Short Term, Amount refundable | 16,477 | $ 9,403 |
Long-Term, Balance, beginning of period | 1,744 | |
Long-Term, Additional amounts recognized during the period | 573 | |
Long-Term, Transfers | (380) | |
Long-Term, Balance, end of period | 1,937 | |
Long-Term, Amount refundable | $ 1,937 | $ 1,744 |
Revenue Recognition - Revenue,
Revenue Recognition - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction (Detail) $ in Thousands | Jun. 30, 2020USD ($) |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 11,370 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 16,567 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 month |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 1,004 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 month |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 476 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 month |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 231 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 month |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 109 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 month |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 117 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 month |
Revenue Recognition - Reconcili
Revenue Recognition - Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | $ 52,871 | $ 64,680 | $ 111,121 | $ 125,149 |
Block Programming National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 23,804 | 24,319 | ||
Block Programming Local [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 12,440 | 15,320 | ||
Spot Advertising - National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 6,544 | 7,988 | ||
Spot Advertising - Local [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 19,145 | 25,686 | ||
Infomercials [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 536 | 751 | ||
Network [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,614 | 9,261 | ||
Digital Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 15,894 | 15,868 | ||
Digital Streaming [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 2,997 | 2,326 | ||
Digital Downloads and eBooks [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 3,551 | 3,432 | ||
Subscriptions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 5,216 | 5,013 | ||
Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 5,579 | 5,846 | ||
Self-Publishing Fees [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 2,453 | 2,725 | ||
Print Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 194 | 283 | ||
Other Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 4,154 | 6,331 | ||
Transferred at Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 109,850 | 123,991 | ||
Rental Income [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,271 | 1,158 | ||
Broadcast [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 84,650 | 95,175 | ||
Broadcast [Member] | Block Programming National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 23,804 | 24,319 | ||
Broadcast [Member] | Block Programming Local [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 12,440 | 15,320 | ||
Broadcast [Member] | Spot Advertising - National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 6,544 | 7,988 | ||
Broadcast [Member] | Spot Advertising - Local [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 19,145 | 25,686 | ||
Broadcast [Member] | Infomercials [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 536 | 751 | ||
Broadcast [Member] | Network [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,614 | 9,261 | ||
Broadcast [Member] | Digital Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 6,483 | 5,370 | ||
Broadcast [Member] | Digital Streaming [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,229 | 345 | ||
Broadcast [Member] | Subscriptions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 573 | 549 | ||
Broadcast [Member] | Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,663 | 232 | ||
Broadcast [Member] | Print Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1 | 3 | ||
Broadcast [Member] | Other Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 3,618 | 5,351 | ||
Broadcast [Member] | Transferred at Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 83,379 | 94,045 | ||
Broadcast [Member] | Rental Income [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,271 | 1,130 | ||
Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 18,547 | 20,200 | ||
Digital [Member] | Digital Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 9,260 | 10,316 | ||
Digital [Member] | Digital Streaming [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,768 | 1,981 | ||
Digital [Member] | Digital Downloads and eBooks [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 3,047 | 2,964 | ||
Digital [Member] | Subscriptions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 4,292 | 4,071 | ||
Digital [Member] | Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 55 | 443 | ||
Digital [Member] | Other Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 125 | 425 | ||
Digital [Member] | Transferred at Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 18,547 | 20,172 | ||
Digital [Member] | Rental Income [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 28 | |||
Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 7,924 | 9,774 | ||
Publishing [Member] | Digital Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 151 | 182 | ||
Publishing [Member] | Digital Downloads and eBooks [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 504 | 468 | ||
Publishing [Member] | Subscriptions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 351 | 393 | ||
Publishing [Member] | Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 3,861 | 5,171 | ||
Publishing [Member] | Self-Publishing Fees [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 2,453 | 2,725 | ||
Publishing [Member] | Print Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 193 | 280 | ||
Publishing [Member] | Other Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 411 | 555 | ||
Publishing [Member] | Transferred at Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | $ 7,924 | $ 9,774 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory on Hand by Segment (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Inventory [Line Items] | ||
Reserve for obsolescence | $ (1,338) | $ (1,271) |
Inventories, net | 707 | 717 |
Book Inventories [Member] | ||
Inventory [Line Items] | ||
Inventories, gross | 2,045 | 1,988 |
Reserve for obsolescence | (1,338) | (1,271) |
Inventories, net | $ 707 | $ 717 |
Property and Equipment - Summar
Property and Equipment - Summary of Categories of Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 261,069 | $ 260,795 |
Less accumulated depreciation | (176,689) | (173,122) |
Property, Plant and Equipment, Net, Total | 84,380 | 87,673 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 30,951 | 30,936 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 30,283 | 30,283 |
Office Furnishings and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 36,885 | 36,855 |
Antennae, Towers and Transmitting Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 78,603 | 78,312 |
Studio, Production and Mobile Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 29,465 | 30,164 |
Computer Software and Website Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 31,828 | 29,595 |
Record and Tape Libraries [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 17 | 17 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 1,515 | 1,509 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 18,960 | 18,834 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 2,562 | $ 4,290 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 2.7 | $ 2.9 | $ 5.4 | $ 5.8 |
Operating and Finance Lease R_3
Operating and Finance Lease Right-of-Use Assets - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020USD ($) | Jun. 30, 2020USD ($) | |
Operating lease, existence of option to extend | true | |
Operating lease, option to extend | Many of these leases contain options under which we can extend the term from five to twenty years | |
Finance lease, existence of option to extend | true | |
Finance lease, option to extend | Many of these leases contain options under which we can extend the term from five to twenty years. | |
Lease payments withheld | $ 0.6 | $ 0.6 |
Operating lease, rent abatement concessions | 0.1 | |
Deferred Cash Payments For Leases | $ 0.3 | $ 0.3 |
Minimum [Member] | ||
Operating lease, remaining lease term | 1 year | |
Operating lease, extension term | 5 years | 5 years |
Finance lease, extension term | 5 years | 5 years |
Maximum [Member] | ||
Operating lease, remaining lease term | 20 years | |
Operating lease, extension term | 20 years | 20 years |
Finance lease, extension term | 20 years | 20 years |
Operating and Finance Lease R_4
Operating and Finance Lease Right-of-Use Assets - Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | $ 51,899 | $ 54,550 |
Operating lease liabilities (current) | 9,588 | 8,485 |
Operating lease liabilities (non-current) | 51,356 | $ 54,050 |
Total operating lease liabilities | $ 60,944 | |
Weighted Average Remaining Lease Term, Operating leases | 8 years 6 months | |
Weighted Average Remaining Lease Term, Finance leases | 3 years | |
Weighted Average Discount Rate, Operating leases | 7.74% | |
Weighted Average Discount Rate, Finance leases | 4.59% | |
Related Party Lease [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | $ 7,449 | |
Operating lease liabilities (current) | 1,026 | |
Operating lease liabilities (non-current) | 6,680 | |
Total operating lease liabilities | 7,706 | |
Other Operating Leases [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | 44,450 | |
Operating lease liabilities (current) | 8,562 | |
Operating lease liabilities (non-current) | 44,676 | |
Total operating lease liabilities | $ 53,238 |
Operating and Finance Lease R_5
Operating and Finance Lease Right-of-Use Assets - Components of Lease Expense (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Leases [Abstract] | |
Amortization of finance lease ROU Assets | $ 36 |
Interest on finance lease liabilities | 4 |
Finance lease expense | 40 |
Operating lease expense | 7,402 |
Variable lease expense | 400 |
Short-term lease expense | 309 |
Total lease expense | $ 8,151 |
Operating and Finance Lease R_6
Operating and Finance Lease Right-of-Use Assets - Schedule of Impact to Financial Statements of the Adoption of ASU 842 (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 7,354 | |
Operating cash flows from finance leases | 3 | |
Financing cash flows from finance leases | 35 | |
Leased assets obtained in exchange for new operating lease liabilities | 2,080 | |
Leased assets obtained in exchange for new finance lease liabilities | $ 0 | $ 2 |
Operating and Finance Lease R_7
Operating and Finance Lease Right-of-Use Assets - Summary of Future Lease Payments (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2021 | $ 13,615 | |
Operating Leases, 2022 | 12,804 | |
Operating Leases, 2023 | 11,577 | |
Operating Leases, 2024 | 9,053 | |
Operating Leases, 2025 | 7,170 | |
Operating Leases, Thereafter | 33,059 | |
Undiscounted Cash Flows | 87,278 | |
Less: imputed interest | (26,334) | |
Reconciliation to lease liabilities: | ||
Lease liabilities - current | 9,588 | $ 8,485 |
Lease liabilities - long-term | 51,356 | 54,050 |
Total operating lease liabilities | 60,944 | |
Finance Leases, 2021 | 65 | |
Finance Leases, 2022 | 49 | |
Finance Leases, 2023 | 39 | |
Finance Leases, 2024 | 14 | |
Finance Leases, 2025 | 2 | |
Finance Leases, Thereafter | 0 | |
Finance Leases, Undiscounted Cash Flows | 169 | |
Less: Finance Leases, imputed interest | (10) | |
Finance Leases, Reconciliation to lease liabilities: | ||
Finance Leases, Lease liabilities - current | 61 | 69 |
Finance Leases, Lease liabilities - long-term | 98 | $ 124 |
Total Finance Lease Liabilities | 159 | |
Contractual Obligations, 2021 | 13,680 | |
Contractual Obligations, 2022 | 12,853 | |
Contractual Obligations, 2023 | 11,616 | |
Contractual Obligations, 2024 | 9,067 | |
Contractual Obligations, 2025 | 7,172 | |
Contractual Obligations, Thereafter | 33,059 | |
Contractual Obligations, Undiscounted Cash Flows | 87,447 | |
Less: Contractual Obligations, imputed interest | (26,344) | |
Contractual Obligations, Reconciliation to lease liabilities: | ||
Contractual Obligations, Lease liabilities - current | 9,649 | |
Contractual Obligations, Lease liabilities - long-term | 51,454 | |
Total Contractual Obligations, Lease Liabilities | 61,103 | |
Related Party Lease [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2021 | 1,617 | |
Operating Leases, 2022 | 1,610 | |
Operating Leases, 2023 | 1,470 | |
Operating Leases, 2024 | 1,017 | |
Operating Leases, 2025 | 1,021 | |
Operating Leases, Thereafter | 4,582 | |
Undiscounted Cash Flows | 11,317 | |
Less: imputed interest | (3,611) | |
Reconciliation to lease liabilities: | ||
Lease liabilities - current | 1,026 | |
Lease liabilities - long-term | 6,680 | |
Total operating lease liabilities | 7,706 | |
Other Operating Leases [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2021 | 11,998 | |
Operating Leases, 2022 | 11,194 | |
Operating Leases, 2023 | 10,107 | |
Operating Leases, 2024 | 8,036 | |
Operating Leases, 2025 | 6,149 | |
Operating Leases, Thereafter | 28,477 | |
Undiscounted Cash Flows | 75,961 | |
Less: imputed interest | (22,723) | |
Reconciliation to lease liabilities: | ||
Lease liabilities - current | 8,562 | |
Lease liabilities - long-term | 44,676 | |
Total operating lease liabilities | $ 53,238 |
Broadcast Licenses - Additional
Broadcast Licenses - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Indefinite-lived Intangible Assets [Line Items] | |||||
Impairment charge | $ 0 | $ 0 | $ 17,254 | $ 0 | |
Broadcast Licenses [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
License renewable term | 8 years | ||||
Impairment charge | $ 17,000 |
Broadcast Licenses - Fair Value
Broadcast Licenses - Fair Value Measurement Inputs and Valuation Techniques for Broadcast Licenses (Detail) - Broadcast Licenses [Member] | Mar. 31, 2020 | Dec. 31, 2019 |
Measurement Input, Risk-adjusted Discount Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 9.5 | 9 |
Minimum [Member] | Measurement Input, Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 4.6 | 4 |
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.8 | 0.7 |
Maximum [Member] | Measurement Input, Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 33.8 | 33.8 |
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 1.1 | 1.1 |
Broadcast Licenses - Results of
Broadcast Licenses - Results of Impairment Testing of Broadcast Licenses Under Income Approach (Detail) | 3 Months Ended |
Mar. 31, 2020 | |
Boston MA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 4.80% |
Chicago IL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (9.00%) |
Cleveland OH [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (18.40%) |
Louisville KY [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (21.80%) |
Philadelphia PA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (13.10%) |
Portland OR [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (14.80%) |
Sacramento CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (9.60%) |
San Francisco Ca [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 1.20% |
Tampa FL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | (28.00%) |
Dallas TX [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 8.50% |
New York NY [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 7.30% |
Broadcast Licenses - Schedule o
Broadcast Licenses - Schedule of Changes in Broadcasting Licenses (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Balance before cumulative loss on impairment, beginning of period | $ 441,143 | $ 484,691 |
Accumulated loss on impairment, beginning of period | (103,285) | (108,375) |
Balance after cumulative loss on impairment, beginning of period | 337,858 | 376,316 |
Impairments based on the estimated fair value of broadcast licenses | (16,994) | (2,908) |
Balance, end of period before cumulative loss on impairment | 441,143 | 441,143 |
Accumulated loss on impairment, end of period | (120,279) | (103,285) |
Balance, end of period after cumulative loss on impairment | $ 320,864 | 337,858 |
Radio Stations [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions of FM translators and construction permits | 617 | |
Dispositions of radio stations | (36,502) | |
FM Translators [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions of FM translators and construction permits | 35 | |
Capital Projects [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions of FM translators and construction permits | $ 300 |
Goodwill - Fair Value Measureme
Goodwill - Fair Value Measurement Inputs and Valuation Techniques For Goodwill (Detail) - Publishing [Member] | Mar. 31, 2020 | Dec. 31, 2019 |
Measurement Input Risk Adjusted Discount Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 10.5 | 10 |
Measurement Input, Long-term Revenue Growth Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.5 | 0.5 |
Minimum [Member] | Measurement Input Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0 | 1.5 |
Maximum [Member] | Measurement Input Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 3.9 | 3.9 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Goodwill [Line Items] | |||||
Balance, beginning of period before cumulative loss on impairment | $ 28,454 | $ 28,818 | $ 28,818 | ||
Accumulated loss on impairment | (4,456) | (2,029) | (2,029) | ||
Balance, beginning of period after cumulative loss on impairment | 23,998 | 26,789 | 26,789 | ||
Impairments based on the estimated fair value goodwill | $ 0 | $ 0 | (307) | $ 0 | (2,427) |
Balance, end of period before cumulative loss on impairment | 28,454 | 28,454 | 28,454 | ||
Accumulated loss on impairment | (4,763) | (4,763) | (4,456) | ||
Ending period balance | $ 23,691 | $ 23,691 | 23,998 | ||
Radio Stations [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill, Written off Related to Sale of Business Unit | (29) | ||||
Digital Media [Member] | |||||
Goodwill [Line Items] | |||||
Acquisitions | 6 | ||||
Goodwill, Written off Related to Sale of Business Unit | $ (341) |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Impairment of goodwill | $ 0 | $ 0 | $ 307 | $ 0 | $ 2,427 |
Broad Cast Markets Due to Cost/Benefit [Member] | |||||
Impairment of goodwill | 300 | ||||
Publishing [Member] | |||||
Impairment of goodwill | $ 100 |
Other Indefinite-Lived Intang_3
Other Indefinite-Lived Intangible Assets - Fair Value Measurement Inputs and Valuation Techniques For Mastheads (Detail) - Mastheads [Member] | Mar. 31, 2020 | Dec. 31, 2019 |
Measurement Input, Risk-adjusted Discount Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 10.5 | 10 |
Measurement Input, Long-term Revenue Growth Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 3 | 3 |
Minimum [Member] | Measurement Input, Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | (1) | (4) |
Maximum [Member] | Measurement Input, Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | (25) | (1) |
Other Indefinite-Lived Intang_4
Other Indefinite-Lived Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill And Other Intangible Assets [Line Items] | |||||
Impairment of intangible assets, indefinite-lived (excluding goodwill) | $ 0 | $ 0 | $ 17,254 | $ 0 | |
Goodwill and Mastheads [Member] | |||||
Goodwill And Other Intangible Assets [Line Items] | |||||
Impairment of intangible assets, indefinite-lived (excluding goodwill) | $ 300 |
Amortizable Intangible Assets -
Amortizable Intangible Assets - Summary of Significant Classes of Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 62,717 | $ 62,717 |
Accumulated Amortization | (57,443) | (55,617) |
Net | 5,274 | 7,100 |
Customer Lists and Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 23,833 | 23,833 |
Accumulated Amortization | (22,223) | (21,823) |
Net | 1,610 | 2,010 |
Domain and Brand Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 20,332 | 20,332 |
Accumulated Amortization | (18,466) | (17,727) |
Net | 1,866 | 2,605 |
Favorable and Assigned Leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,188 | 2,188 |
Accumulated Amortization | (1,934) | (1,920) |
Net | 254 | 268 |
Subscriber Base and Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 9,886 | 9,886 |
Accumulated Amortization | (8,709) | (8,251) |
Net | 1,177 | 1,635 |
Author Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,771 | 2,771 |
Accumulated Amortization | (2,687) | (2,609) |
Net | 84 | 162 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,041 | 2,041 |
Accumulated Amortization | (1,879) | (1,798) |
Net | 162 | 243 |
Other Amortizable Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,666 | 1,666 |
Accumulated Amortization | (1,545) | (1,489) |
Net | $ 121 | $ 177 |
Amortizable Intangible Assets_2
Amortizable Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 0.8 | $ 1.1 | $ 1.8 | $ 2.4 |
Amortizable Intangible Assets_3
Amortizable Intangible Assets - Amortizable Intangible Assets, Estimate Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 (July – Dec) | $ 1,438 | |
2021 | 1,783 | |
2022 | 1,146 | |
2023 | 627 | |
2024 | 78 | |
Thereafter | 202 | |
Net | $ 5,274 | $ 7,100 |
Long-Term Debt - 6.75% Senior S
Long-Term Debt - 6.75% Senior Secured Notes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | May 19, 2017 | |
Debt Instrument [Line Items] | ||||||
Interest payable, current | $ 1,232 | $ 1,262 | ||||
Debt related commitment fees and debt issuance costs | $ 200 | $ 6,300 | $ 400 | |||
Debt Instrument Redemption Period One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage of principal amount redeemed | 100.00% | |||||
6.75% Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 6.75% | 6.75% | ||||
Debt instrument, debt default, description of violation or event of default | The Indenture provides for the following events of default (each, an “Event of Default”): (i) default in payment of principal or premium on the Notes at maturity, upon repurchase, acceleration, optional redemption or otherwise; (ii) default for 30 days in payment of interest on the Notes; (iii) the failure by us or certain restricted subsidiaries to comply with other agreements in the Indenture or the Notes, in certain cases subject to notice and lapse of time; (iv) the failure of any guarantee by certain significant Subsidiary Guarantors to be in full force and effect and enforceable in accordance with its terms, subject to notice and lapse of time; (v) certain accelerations (including failure to pay within any grace period) of other indebtedness of ours or any restricted subsidiary if the amount accelerated (or so unpaid) is at least $15 million; (vi) certain judgments for the payment of money in excess of $15 million; (vii) certain events of bankruptcy or insolvency with respect to us or any significant subsidiary; and (vii) certain defaults with respect to any collateral having a fair market value in excess of $15 million. | |||||
Debt instrument debt default percentage | 25.00% | |||||
Interest expense, debt | $ 14,600 | |||||
Interest payable, current | 1,200 | |||||
Debt related commitment fees and debt issuance costs | $ 200 | $ 400 |
Long - term Debt - Summary of R
Long - term Debt - Summary of Repurchase of Senior Secured Note (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Debt Instrument [Line Items] | |
Principal Repurchased | $ 3,500 |
Cash Paid | 3,400 |
Net Gain | 49,000 |
Senior Secured Note [Member] | |
Debt Instrument [Line Items] | |
Principal Repurchased | 38,659 |
Cash Paid | 35,586 |
Bond Issue Costs | 706 |
Net Gain | $ 2,367 |
Senior Secured Note [Member] | Senior Secured Note Period One [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 30, 2020 |
Principal Repurchased | $ 2,250 |
Cash Paid | $ 2,194 |
Percent face value | 97.50% |
Bond Issue Costs | $ 35 |
Net Gain | $ 22 |
Senior Secured Note [Member] | Senior Secured Note Period Two [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 27, 2020 |
Principal Repurchased | $ 1,245 |
Cash Paid | $ 1,198 |
Percent face value | 96.25% |
Bond Issue Costs | $ 19 |
Net Gain | $ 27 |
Senior Secured Note [Member] | Senior Secured Note Period Three [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 27, 2019 |
Principal Repurchased | $ 3,090 |
Cash Paid | $ 2,874 |
Percent face value | 93.00% |
Bond Issue Costs | $ 48 |
Net Gain | $ 167 |
Senior Secured Note [Member] | Senior Secured Note Period Four [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Nov. 27, 2019 |
Principal Repurchased | $ 5,183 |
Cash Paid | $ 4,548 |
Percent face value | 87.75% |
Bond Issue Costs | $ 82 |
Net Gain | $ 553 |
Senior Secured Note [Member] | Senior Secured Note Period Five [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Nov. 15, 2019 |
Principal Repurchased | $ 3,791 |
Cash Paid | $ 3,206 |
Percent face value | 84.58% |
Bond Issue Costs | $ 61 |
Net Gain | $ 524 |
Senior Secured Note [Member] | Senior Secured Note Period Six [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Mar. 28, 2019 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 1,830 |
Percent face value | 91.50% |
Bond Issue Costs | $ 37 |
Net Gain | $ 134 |
Senior Secured Note [Member] | Senior Secured Note Period Seven [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Mar. 28, 2019 |
Principal Repurchased | $ 2,300 |
Cash Paid | $ 2,125 |
Percent face value | 92.38% |
Bond Issue Costs | $ 42 |
Net Gain | $ 133 |
Senior Secured Note [Member] | Senior Secured Note Period Eight [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Feb. 20, 2019 |
Principal Repurchased | $ 125 |
Cash Paid | $ 114 |
Percent face value | 91.25% |
Bond Issue Costs | $ 2 |
Net Gain | $ 9 |
Senior Secured Note [Member] | Senior Secured Note Period Nine [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Feb. 19, 2019 |
Principal Repurchased | $ 350 |
Cash Paid | $ 319 |
Percent face value | 91.25% |
Bond Issue Costs | $ 7 |
Net Gain | $ 24 |
Senior Secured Note [Member] | Senior Secured Note Period Ten [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Feb. 12, 2019 |
Principal Repurchased | $ 1,325 |
Cash Paid | $ 1,209 |
Percent face value | 91.25% |
Bond Issue Costs | $ 25 |
Net Gain | $ 91 |
Senior Secured Note [Member] | Senior Secured Note Period Eleven [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 10, 2019 |
Principal Repurchased | $ 570 |
Cash Paid | $ 526 |
Percent face value | 92.25% |
Bond Issue Costs | $ 9 |
Net Gain | $ 35 |
Senior Secured Note [Member] | Senior Secured Note Period Twelve [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 21, 2018 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 1,835 |
Percent face value | 91.75% |
Bond Issue Costs | $ 38 |
Net Gain | $ 127 |
Senior Secured Note [Member] | Senior Secured Note Period Thirteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 21, 2018 |
Principal Repurchased | $ 1,850 |
Cash Paid | $ 1,702 |
Percent face value | 92.00% |
Bond Issue Costs | $ 35 |
Net Gain | $ 113 |
Senior Secured Note [Member] | Senior Secured Note Period Fourteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 21, 2018 |
Principal Repurchased | $ 1,080 |
Cash Paid | $ 999 |
Percent face value | 92.50% |
Bond Issue Costs | $ 21 |
Net Gain | $ 60 |
Senior Secured Note [Member] | Senior Secured Note Period Fifteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Nov. 17, 2018 |
Principal Repurchased | $ 1,500 |
Cash Paid | $ 1,357 |
Percent face value | 90.50% |
Bond Issue Costs | $ 29 |
Net Gain | $ 114 |
Senior Secured Note [Member] | Senior Secured Note Period Sixteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | May 4, 2018 |
Principal Repurchased | $ 4,000 |
Cash Paid | $ 3,770 |
Percent face value | 94.25% |
Bond Issue Costs | $ 86 |
Net Gain | $ 144 |
Senior Secured Note [Member] | Senior Secured Note Period Seventeen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Apr. 10, 2018 |
Principal Repurchased | $ 4,000 |
Cash Paid | $ 3,850 |
Percent face value | 96.25% |
Bond Issue Costs | $ 87 |
Net Gain | $ 63 |
Senior Secured Note [Member] | Senior Secured Note Period Eighteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Apr. 9, 2018 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 1,930 |
Percent face value | 96.50% |
Bond Issue Costs | $ 43 |
Net Gain | $ 27 |
Long-Term Debt - Asset-Based Re
Long-Term Debt - Asset-Based Revolving Credit Facility - Additional Information (Detail) - USD ($) | May 19, 2017 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 |
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 216,300,000 | $ 216,300,000 | ||||
Amortization of financing costs | 461,000 | $ 513,000 | ||||
Debt related commitment fees and debt issuance costs | $ 200,000 | $ 6,300,000 | 400,000 | |||
Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 30,000,000 | |||||
Fixed charge coverage ratio | 100.00% | |||||
Debt instrument, debt default, description of violation or event of default | The Credit Agreement provides for the following events of default: (i) default for non-payment of any principal or letter of credit reimbursement when due or any interest, fees or other amounts within five days of the due date; (ii) the failure by any borrower or any subsidiary to comply with any covenant or agreement contained in the Credit Agreement or any other loan document, in certain cases subject to applicable notice and lapse of time; (iii) any representation or warranty made pursuant to the Credit Agreement or any other loan document is incorrect in any material respect when made; (iv) certain defaults of other indebtedness of any borrower or any subsidiary of indebtedness of at least $10 million; (v) certain events of bankruptcy or insolvency with respect to any borrower or any subsidiary; (vi) certain judgments for the payment of money of $10 million or more; (vii) a change of control; and (viii) certain defaults relating to the loss of FCC licenses, cessation of broadcasting and termination of material station contracts. | |||||
Aggregate indebtedness | 10,000,000 | $ 10,000,000 | ||||
Amortization of financing costs | 800,000 | |||||
Debt instrument blended interest rate | 2.25% | |||||
Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | 19,000,000 | $ 19,000,000 | ||||
Debt instrument, interest rate, increase (decrease) | 2.00% | |||||
Maturity date | Mar. 1, 2024 | |||||
Line of credit facility, covenant terms | The Credit Agreement includes a springing fixed charge coverage ratio of 1.0 to 1.0, which is tested during the period commencing on the last day of the fiscal month most recently ended prior to the date on which Availability (as defined in the Credit Agreement) is less than the greater of 15% of the Maximum Revolver Amount (as defined in the Credit Agreement) and $4.5 million and continuing for a period of 60 consecutive days after the first day on which Availability exceeds such threshold amount. | |||||
ABL Borrowings descriptions | Availability under the ABL is subject to a borrowing base consisting of (a) 90% of the eligible accounts receivable plus (b) a calculated amount based on the value of certain real property. | |||||
Debt instrument current borrowing capacity | 23,200,000 | $ 23,200,000 | ||||
Asset-Based Revolving Credit Facility [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 5,000,000 | |||||
Asset-Based Revolving Credit Facility [Member] | Swingline Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 7,500,000 | |||||
Abl Facility [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt related commitment fees and debt issuance costs | $ 50,000,000,000 | $ 51,000,000,000 | $ 100,000 | $ 100,000 | ||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | 0.25% | ||||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.50% | 0.50% | ||||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.50% | 1.50% | ||||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | 0.375% | ||||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.00% | 1.00% | ||||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.00% | 2.00% |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Long-term debt less unamortized debt issuance costs | $ 232,396 | $ 228,894 |
Less current portion | 19,000 | 12,426 |
Long-term Debt | 213,396 | 216,468 |
Asset-Based Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Less current portion | 19,000 | 12,426 |
6.75% Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt and capital lease obligations current and noncurrent | 216,341 | 219,836 |
Less unamortized debt issuance costs based on imputed interest rate of 7.08% | (2,945) | (3,368) |
Long-term Debt | $ 213,396 | $ 216,468 |
Long-Term Debt - Long-Term De_2
Long-Term Debt - Long-Term Debt (Parenthetical) (Detail) | Jun. 30, 2020 |
6.75% Senior Secured Notes [Member] | Debt Issuance Costs [Member] | |
Debt Instrument [Line Items] | |
Imputed interest rate percentage | 7.08% |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt Obligations - Additional Information (Detail) - USD ($) | May 19, 2017 | Jun. 30, 2020 |
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, face amount | $ 216,300,000 | |
Asset-Based Revolving Credit Facility [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, face amount | $ 19,000,000 | |
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, basis spread on variable rate | 0.50% | 0.50% |
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, basis spread on variable rate | 1.50% | 1.50% |
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, basis spread on variable rate | 1.00% | 1.00% |
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, basis spread on variable rate | 2.00% | 2.00% |
Asset-Based Revolving Credit Facility [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, face amount | $ 30,000,000 | |
Asset-Based Revolving Credit Facility [Member] | Minimum [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | 0.25% |
Asset-Based Revolving Credit Facility [Member] | Maximum [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | 0.375% |
6.75% Senior Secured Notes [Member] | ||
Shares Issued And Outstanding [Line Items] | ||
Debt instrument, interest rate, stated percentage | 6.75% | 6.75% |
Long-Term Debt - Principle Repa
Long-Term Debt - Principle Repayment Requirements Under Long Term Agreements Outstanding (Detail) $ in Thousands | Jun. 30, 2020USD ($) |
Maturities of Long-term Debt [Abstract] | |
2021 | $ 19,000 |
2024 | 216,341 |
Total | $ 235,341 |
Fair Value Measurements and D_3
Fair Value Measurements and Disclosures - Additional Information (Detail) | Jun. 30, 2020USD ($) |
Fair Value Disclosures [Abstract] | |
Carrying value of notes | $ 216,300,000 |
Debt instrument, estimated fair value | $ 179,600,000 |
Fair Value Measurements and D_4
Fair Value Measurements and Disclosures - Summary of Fair Value of Financial Assets and Liabilities (Detail) - Other Indefinite Lived Intangible Assets [Member] $ in Thousands | Jun. 30, 2020USD ($) |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | $ 17 |
Long-term debt less unamortized debt issuance costs | 232,396 |
Fair Value, Inputs, Level 2 [Member] | |
Liabilities: | |
Long-term debt less unamortized debt issuance costs | 192,889 |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | $ 17 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Income Tax Contingency [Line Items] | ||||||
Valuation allowance | $ 49,800 | $ 49,800 | $ 4,100 | |||
Effective corporate income tax rate | 21.00% | |||||
Deferred tax assets, valuation allowance | $ 49,800 | 49,800 | 8,900 | |||
Cumulative adjusted pre-tax book loss | (81,680) | (81,680) | (23,294) | |||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 37,100 | |||||
Provision (benefit) for income taxes | 1,500 | |||||
Provision for (benefit from) income taxes | $ (2,380) | $ 4,892 | $ 30,779 | $ (411) | ||
Income Tax Rate Continuing Operations | 48.60% | 392.00% | 114.30% | 11.00% | ||
Revision of Prior Period, Adjustment [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 37,100 | $ 300 | ||||
Cumulative Effect, Period of Adoption, Adjustment [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 300 | |||||
Cumulative Effect, Period of Adoption, Adjustment [Member] | Revision of Prior Period, Adjustment [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Cumulative adjusted pre-tax book loss | $ 36,800 | 36,800 | ||||
Domestic Tax Authority [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Net operating loss carryforwards for federal income tax purpose | $ 136,100 | |||||
Beginning year of expiry for net operating loss carry forwards | 2021 | |||||
Ending year of expiry for net operating loss carryforwards | 2038 | |||||
Provision (benefit) for income taxes | 24,500 | |||||
State and Local Jurisdiction [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Net operating loss carryforwards for federal income tax purpose | $ 793,700 | |||||
Beginning year of expiry for net operating loss carry forwards | 2020 | |||||
Ending year of expiry for net operating loss carryforwards | 2039 | |||||
Provision (benefit) for income taxes | $ 12,300 |
Stock Incentive Plan - Addition
Stock Incentive Plan - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | May 08, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, stock options | $ 52,000 | ||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 1 year 10 months 24 days | ||
Expected term of award | 7 years 7 months 6 days | 7 years 6 months | |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term of award | 10 years | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term of award | 6 years | ||
Restricted Stock [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
Restricted Stock [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year | ||
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 8,000,000 | ||
Share price | $ 1.13 | ||
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value | $ 0.4 | $ 0.7 | |
Employee Stock Option [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
Employee Stock Option [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years |
Stock Incentive Plan - Schedule
Stock Incentive Plan - Schedule of Stock-Based Compensation Expense Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock-based compensation expense, pre-tax | $ 96 | $ 936 | $ 199 | $ 1,112 |
Tax expense from stock-based compensation expense | (25) | (243) | (52) | (289) |
Total stock-based compensation expense, net of tax | 71 | 693 | 147 | 823 |
Unallocated Corporate [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense | 43 | 79 | 93 | 186 |
Restricted stock shares compensation expenses | 0 | 423 | 0 | 423 |
Broadcast [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense | 37 | 29 | 74 | 68 |
Restricted stock shares compensation expenses | 0 | 383 | 0 | 383 |
Digital Media [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense | 16 | 20 | 31 | 46 |
Publishing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense | $ 0 | $ 2 | $ 1 | $ 6 |
Stock Incentive Plan - Schedu_2
Stock Incentive Plan - Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model (Detail) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Expected volatility | 53.96% | 47.54% |
Expected dividends | 7.30% | 9.22% |
Expected term (in years) | 7 years 7 months 6 days | 7 years 6 months |
Risk-free interest rate | 1.14% | 2.61% |
Stock Incentive Plan - Schedu_3
Stock Incentive Plan - Schedule of Stock Option Activity (Detail) - Employee Stock Option [Member] - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Shares | ||
Beginning Balance | 1,860,722 | |
Granted | 743,000 | |
Forfeited or expired | (221,425) | |
Ending Balance | 2,382,297 | 1,860,722 |
Exercisable at end of period | 1,262,547 | |
Expected to Vest | 1,063,203 | |
Weighted Average Exercise Price | ||
Beginning Balance | $ 4.63 | |
Granted | 1.37 | |
Forfeited or expired | 6.46 | |
Ending Balance | 3.26 | $ 4.63 |
Exercisable at end of period | 4.47 | |
Expected to Vest | 3.29 | |
Weighted Average Grant Date Fair value | ||
Beginning Balance | 2.61 | |
Granted | 0.35 | |
Forfeited or expired | 4.35 | |
Ending Balance | 1.56 | $ 2.61 |
Exercisable at end of period | 2.32 | |
Expected to Vest | $ 1.58 | |
Weighted Average Remaining Contractual Term | ||
Contractual term | 4 years 8 months 12 days | 4 years 1 month 6 days |
Exercisable at end of period | 2 years 8 months 12 days | |
Expected to Vest | 4 years 7 months 6 days | |
Aggregate Intrinsic Value | ||
Forfeited or expired |
Stock Incentive Plan - Schedu_4
Stock Incentive Plan - Schedule of Information Regarding Restricted Stock Activity (Detail) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Outstanding Shares, Beginning Balance | 107,990 | |
Outstanding Shares, Ending Balance | 107,990 | 107,990 |
Weighted Average Grant Date Fair Value, Beginning Balance | $ 1.85 | |
Weighted Average Grant Date Fair Value, Ending Balance | $ 1.85 | $ 1.85 |
Weighted Average Contractual Life Remaining | 1 year 1 month 13 days | 1 year 8 months 1 day |
Aggregate Intrinsic Value, Beginning Balance | $ 156 | |
Aggregate Intrinsic Value, Ending Balance | $ 122 | $ 156 |
Equity Transactions - Additiona
Equity Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Non-cash stock-based compensation expense related to additional paid-in capital | $ 96 | $ 103 | $ 936 | $ 176 | $ 200 | $ 1,100 |
Equity Transactions - Schedule
Equity Transactions - Schedule of Cash Distributions Declared and Paid (Detail) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($)$ / shares | |
Dividend Payment One [Member] | |
Dividends Payable [Line Items] | |
Announcement Date | Mar. 10, 2020 |
Payment Date | Mar. 31, 2020 |
Amount Per Share | $ / shares | $ 0.0250 |
Cash Distributed | $ | $ 667 |
Dividend Payment Two [Member] | |
Dividends Payable [Line Items] | |
Announcement Date | Dec. 10, 2019 |
Payment Date | Dec. 30, 2019 |
Amount Per Share | $ / shares | $ 0.0250 |
Cash Distributed | $ | $ 667 |
Dividend Payment Three [Member] | |
Dividends Payable [Line Items] | |
Announcement Date | Sep. 11, 2019 |
Payment Date | Sep. 30, 2019 |
Amount Per Share | $ / shares | $ 0.0650 |
Cash Distributed | $ | $ 1,730 |
Dividend Payment Four [Member] | |
Dividends Payable [Line Items] | |
Announcement Date | May 14, 2019 |
Payment Date | Jun. 28, 2019 |
Amount Per Share | $ / shares | $ 0.0650 |
Cash Distributed | $ | $ 1,728 |
Dividend Payment Five [Member] | |
Dividends Payable [Line Items] | |
Announcement Date | Mar. 7, 2019 |
Payment Date | Mar. 29, 2019 |
Amount Per Share | $ / shares | $ 0.0650 |
Cash Distributed | $ | $ 1,702 |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2020Segments | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Segment Data - Schedule of Segm
Segment Data - Schedule of Segment Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Depreciation | $ 2,718 | $ 2,852 | $ 5,431 | $ 5,785 | ||
Amortization | 840 | 1,124 | 1,827 | 2,420 | ||
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 0 | 17,254 | 0 | ||
Impairment of goodwill | 0 | 0 | 307 | 0 | $ 2,427 | |
Change in the estimated fair value of contingent earn-out consideration | 3 | 0 | (2) | 0 | ||
Net (gain) loss on the disposition of assets | (34) | 357 | (113) | (3,667) | ||
Net operating income (loss) | (888) | 5,601 | (18,898) | 4,617 | ||
Inventories, net | 707 | 707 | 717 | |||
Property and equipment, net | 84,380 | 84,380 | 87,673 | |||
Broadcast licenses | 320,864 | 320,864 | 337,858 | $ 376,316 | ||
Goodwill | 23,691 | 23,691 | 23,998 | $ 26,789 | ||
Other indefinite-lived intangible assets | 0 | 0 | 260 | |||
Operating Segments [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 52,871 | 64,680 | 111,121 | 125,149 | ||
Operating expenses | 50,164 | 55,460 | 105,089 | 108,660 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration and net (gain) loss on the disposition of assets | 2,707 | 9,220 | 6,032 | 16,489 | ||
Depreciation | 2,718 | 2,852 | 5,431 | 5,785 | ||
Amortization | 840 | 1,124 | 1,827 | 2,420 | ||
Impairment of indefinite-lived long-term assets other than goodwill | 17,254 | |||||
Impairment of goodwill | 307 | |||||
Change in the estimated fair value of contingent earn-out consideration | 3 | (2) | ||||
Net (gain) loss on the disposition of assets | 34 | (357) | 113 | 3,667 | ||
Net operating income (loss) | (888) | 5,601 | (18,898) | 4,617 | ||
Inventories, net | 707 | 707 | 717 | |||
Property and equipment, net | 84,380 | 84,380 | 87,673 | |||
Broadcast licenses | 320,864 | 320,864 | 337,858 | |||
Goodwill | 23,691 | 23,691 | 23,998 | |||
Other indefinite-lived intangible assets | 260 | |||||
Amortizable intangible assets, net | 5,274 | 5,274 | 7,100 | |||
Operating Segments [Member] | Broadcast [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 39,470 | 49,082 | 84,650 | 95,175 | ||
Operating expenses | 33,094 | 37,707 | 70,421 | 74,156 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration and net (gain) loss on the disposition of assets | 6,376 | 11,375 | 14,229 | 21,019 | ||
Depreciation | 1,641 | 1,819 | 3,286 | 3,679 | ||
Amortization | 5 | 9 | 14 | 18 | ||
Impairment of indefinite-lived long-term assets other than goodwill | 16,994 | |||||
Impairment of goodwill | 184 | |||||
Net (gain) loss on the disposition of assets | 30 | (371) | 109 | 3,412 | ||
Net operating income (loss) | 4,700 | 9,918 | (6,358) | 13,910 | ||
Property and equipment, net | 69,754 | 69,754 | 72,816 | |||
Broadcast licenses | 320,864 | 320,864 | 337,858 | |||
Goodwill | 2,746 | 2,746 | 2,930 | |||
Amortizable intangible assets, net | 254 | 254 | 268 | |||
Operating Segments [Member] | Digital Media [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 9,443 | 9,960 | 18,547 | 20,200 | ||
Operating expenses | 7,653 | 7,648 | 15,979 | 15,706 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration and net (gain) loss on the disposition of assets | 1,790 | 2,312 | 2,568 | 4,494 | ||
Depreciation | 767 | 764 | 1,538 | 1,538 | ||
Amortization | 623 | 903 | 1,391 | 1,978 | ||
Impairment of goodwill | 10 | |||||
Change in the estimated fair value of contingent earn-out consideration | 3 | (2) | ||||
Net (gain) loss on the disposition of assets | 15 | 254 | ||||
Net operating income (loss) | 397 | 630 | (369) | 724 | ||
Property and equipment, net | 5,847 | 5,847 | 6,127 | |||
Goodwill | 19,499 | 19,499 | 19,509 | |||
Amortizable intangible assets, net | 4,262 | 4,262 | 5,653 | |||
Operating Segments [Member] | Publishing [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 3,958 | 5,638 | 7,924 | 9,774 | ||
Operating expenses | 5,567 | 5,773 | 10,629 | 10,595 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration and net (gain) loss on the disposition of assets | (1,609) | (135) | (2,705) | (821) | ||
Depreciation | 73 | 93 | 142 | 209 | ||
Amortization | 211 | 211 | 421 | 423 | ||
Impairment of indefinite-lived long-term assets other than goodwill | 260 | |||||
Impairment of goodwill | 105 | |||||
Net (gain) loss on the disposition of assets | 1 | 1 | ||||
Net operating income (loss) | (1,893) | (440) | (3,633) | (1,454) | ||
Inventories, net | 707 | 707 | 717 | |||
Property and equipment, net | 789 | 789 | 801 | |||
Goodwill | 1,446 | 1,446 | 1,551 | |||
Other indefinite-lived intangible assets | 260 | |||||
Amortizable intangible assets, net | 757 | 757 | 1,178 | |||
Operating Segments [Member] | Unallocated Corporate [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Operating expenses | 3,850 | 4,332 | 8,060 | 8,203 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration and net (gain) loss on the disposition of assets | (3,850) | (4,332) | (8,060) | (8,203) | ||
Depreciation | 237 | 176 | 465 | 359 | ||
Amortization | 1 | 1 | 1 | 1 | ||
Impairment of goodwill | 8 | |||||
Net (gain) loss on the disposition of assets | 4 | (2) | 4 | |||
Net operating income (loss) | (4,092) | $ (4,507) | (8,538) | $ (8,563) | ||
Property and equipment, net | 7,990 | 7,990 | 7,929 | |||
Goodwill | 8 | |||||
Amortizable intangible assets, net | $ 1 | $ 1 | $ 1 |