Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 25, 2022 | Jun. 30, 2021 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Trading Symbol | SALM | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | SALEM MEDIA GROUP, INC. /DE/ | ||
Entity Central Index Key | 0001050606 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
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 | 6400 NORTH BELT LINE ROAD | ||
Entity Address, City or Town | IRVING | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75063 | ||
City Area Code | 469 | ||
Local Phone Number | 586-2280 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Public Float | $ 37,389,107 | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Name | Moss Adams LLP | ||
Auditor Firm ID | 659 | ||
Auditor Location | Los Angeles, California | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 21,605,324 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 5,553,696 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 1,785 | $ 6,325 |
Accounts receivable (net of allowances of $14,069 in 2020 and $13,022 in 2021) | 25,663 | 24,469 |
Unbilled revenue | 3,406 | 3,192 |
Other receivables (net of allowances of $124 in 2020 and $455 in 2021) | 1,377 | 1,122 |
Inventories | 960 | 495 |
Prepaid expenses | 6,772 | 6,847 |
Assets held for sale | 1,551 | 3,346 |
Total current assets | 41,514 | 45,796 |
Notes receivable (net of allowance of $461 in 2020 and $938 in 2021) | 274 | 721 |
Property and equipment (net of accumulated depreciation of $180,336 in 2020 and $186,053 in 2021) | 79,339 | 79,122 |
Operating lease right-of-use assets | 43,560 | 48,203 |
Financing lease right-of-use assets | 105 | 152 |
Broadcast licenses | 320,008 | 319,773 |
Goodwill | 23,986 | 23,757 |
Amortizable intangible assets (net of accumulated amortization of $58,897 in 2020 and $58,110 in 2021) | 2,444 | 4,017 |
Deferred financing costs | 843 | 213 |
Other assets | 4,039 | 2,817 |
Total assets | 516,112 | 524,571 |
Current liabilities: | ||
Accounts payable | 2,661 | 2,006 |
Accrued expenses | 12,006 | 11,002 |
Accrued compensation and related expenses | 13,054 | 10,242 |
Accrued interest | 1,030 | 1,225 |
Contract liabilities | 12,294 | 11,652 |
Deferred rent income | 157 | 147 |
Income taxes payable | 1,544 | 563 |
Current portion of operating lease liabilities | 8,651 | 8,963 |
Current portion of financing lease liabilities | 58 | 60 |
Current portion of long-term debt | 0 | 5,000 |
Total current liabilities | 51,455 | 50,860 |
Long-term debt, less current portion | 170,581 | 213,764 |
Operating lease liabilities, less current portion | 42,208 | 47,740 |
Financing lease liabilities, less current portion | 65 | 107 |
Deferred income taxes | 67,012 | 68,883 |
Contract liabilities, long-term | 2,222 | 1,869 |
Deferred rent income, less current portion | 3,772 | 3,864 |
Other long-term liabilities | 586 | 2,205 |
Total liabilities | 337,901 | 389,292 |
Commitments and contingencies (Note 14) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 248,438 | 247,025 |
Accumulated earnings (deficit) | (36,509) | (78,023) |
Treasury stock, at cost (2,317,650 shares at December 31, 2020 and 2021) | (34,006) | (34,006) |
Total stockholders' equity | 178,211 | 135,279 |
Total liabilities and stockholders' equity | 516,112 | 524,571 |
Common Class A [Member] | ||
Stockholders' Equity: | ||
Common stock | 232 | 227 |
Common Class B [Member] | ||
Stockholders' Equity: | ||
Common stock | $ 56 | $ 56 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Trade accounts receivable, allowances | $ 13,022 | $ 14,069 |
Allowance for Doubtful Other Receivables, Current | 455 | 124 |
Notes receivable, allowance | 938 | 461 |
Property and equipment, accumulated depreciation | 186,053 | 180,336 |
Amortizable intangible assets, accumulated amortization | $ 58,110 | $ 58,897 |
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 | 23,922,974 | 23,447,317 |
Common stock, outstanding | 21,605,324 | 21,129,667 |
Common Class B [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 20,000,000 | 20,000,000 |
Common stock, issued | 5,553,696 | 5,553,696 |
Common stock, outstanding | 5,553,696 | 5,553,696 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Total net revenue | $ 258,247 | $ 236,239 |
Operating expenses: | ||
Unallocated corporate expenses, exclusive of depreciation and amortization shown below (including $135 and $207 for the years ended December 31, 2019 and 2020, respectively, paid to related parties) | 17,483 | 16,194 |
Debt modification costs | 2,526 | 0 |
Depreciation | 10,933 | 10,777 |
Amortization | 1,895 | 3,281 |
Change in the estimated fair value of contingent earn-out consideration | 0 | (12) |
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 17,254 |
Impairment of goodwill | 0 | 307 |
Net (gain) loss on the disposition of assets | (23,575) | 1,575 |
Total operating expenses | 211,999 | 243,993 |
Operating loss | 46,248 | (7,754) |
Other income (expense): | ||
Interest income | 10 | 1 |
Interest expense | (15,799) | (16,075) |
Gain on the forgiveness of PPP loans | 11,212 | 0 |
Gain (loss) on early retirement of long-term debt | (1,026) | 49 |
Net miscellaneous income and (expenses) | 110 | (9) |
Net income (loss) before income taxes | 40,755 | (23,788) |
Provision for (benefit from) income taxes | (759) | 30,274 |
Net income (loss) | $ 41,514 | $ (54,062) |
Basic income (loss) per share data: | ||
Basic income (loss) per share Class A and Class B common stock | $ 1.54 | $ (2.03) |
Diluted income (loss) per share data: | ||
Diluted income (loss) per share Class A and Class B common stock | $ 1.52 | $ (2.03) |
Basic weighted average Class A and Class B shares outstanding | 26,892,540 | 26,683,363 |
Diluted weighted average Class A and Class B shares outstanding | 27,296,618 | 26,683,363 |
Broadcast Revenue [Member] | ||
Total net revenue | $ 191,443 | $ 178,127 |
Operating expenses: | ||
Total operating expenses | 145,720 | 140,942 |
Digital Media [Member] | ||
Total net revenue | 42,164 | 39,593 |
Operating expenses: | ||
Total operating expenses | 33,797 | 31,725 |
Publishing [Member] | ||
Total net revenue | 24,640 | 18,519 |
Operating expenses: | ||
Total operating expenses | $ 23,220 | $ 21,950 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Unallocated corporate expenses exclusive of depreciation and amortization | $ 17,483 | $ 16,194 |
Related Party [Member] | ||
Unallocated corporate expenses exclusive of depreciation and amortization | 38 | 207 |
Broadcast [Member] | Related Party [Member] | ||
Operating expenses | $ 1,822 | $ 1,753 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Treasury Stock [Member] | Common Class A [Member] | Common Class A [Member]Common Stock [Member] | Common Class B [Member] | Common Class B [Member]Common Stock [Member] |
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 | ||||||
Distributions per share | $ 0.22 | $ 0.22 | ||||||
Stock-based compensation | 345 | 345 | ||||||
Cash distributions | (667) | (667) | ||||||
Net income (loss) | (54,062) | (54,062) | ||||||
Balance at Dec. 31, 2020 | 135,279 | 247,025 | (78,023) | (34,006) | $ 227 | $ 56 | ||
Balance (in shares) at Dec. 31, 2020 | 23,447,317 | 5,553,696 | ||||||
Distributions per share | $ 0.25 | $ 0.25 | ||||||
Stock-based compensation | 319 | 319 | ||||||
Options exercised | 1,099 | 1,094 | $ 5 | |||||
Options exercised (in shares) | 475,657 | |||||||
Net income (loss) | 41,514 | 41,514 | ||||||
Balance at Dec. 31, 2021 | $ 178,211 | $ 248,438 | $ (36,509) | $ (34,006) | $ 232 | $ 56 | ||
Balance (in shares) at Dec. 31, 2021 | 23,922,974 | 5,553,696 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING ACTIVITIES | ||
Net income (loss) | $ 41,514 | $ (54,062) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Non-cash stock-based compensation | 319 | 345 |
Depreciation and amortization | 12,828 | 14,058 |
Amortization of deferred financing costs | 1,051 | 889 |
Non-cash lease expense | 8,713 | 8,955 |
Provision for bad debts | (261) | 4,339 |
Deferred income taxes | (1,871) | 30,105 |
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 17,254 |
Impairment of goodwill | 0 | 307 |
Gain on the forgiveness of PPP loans | (11,212) | 0 |
Change in the estimated fair value of contingent earn-out consideration | 0 | (12) |
Net (gain) loss on the disposition of assets | (23,575) | 1,575 |
Gain (loss) on early retirement of debt | 1,026 | (49) |
Changes in operating assets and liabilities: | ||
Accounts receivable and unbilled revenue | (1,101) | 1,516 |
Inventories | (465) | 222 |
Prepaid expenses and other current assets | (20) | (957) |
Accounts payable and accrued expenses | 2,854 | 3,841 |
Operating lease liabilities | (9,780) | (9,154) |
Contract liabilities | 1,656 | 2,263 |
Deferred rent income | (209) | (308) |
Other liabilities | 43 | 1,692 |
Income taxes payable | 981 | 32 |
Net cash provided by operating activities | 22,491 | 22,851 |
INVESTING ACTIVITIES | ||
Cash paid for capital expenditures net of tenant improvement allowances | (10,784) | (4,616) |
Capital expenditures reimbursable under tenant improvement allowances | (130) | (151) |
Deposit on broadcast assets and radio station acquisitions | (160) | |
Purchases of broadcast assets and radio stations | (600) | |
Deferred payments on acquisitions | (700) | |
Proceeds from sale of long-lived assets | 29,278 | 189 |
Proceeds from the cash surrender value of life insurance policies | 0 | 2,363 |
Other | (1,314) | (329) |
Net cash provided by (used in) investing activities | 11,610 | (2,944) |
FINANCING ACTIVITIES | ||
Proceeds from 2028 Notes | 114,731 | |
Payments to repurchase or exchange 2024 Notes | (158,699) | (3,392) |
Proceeds from borrowings under PPP Loans | 11,195 | |
Payments under PPP loans | 17 | |
Payments of debt issuance costs | (1,921) | (141) |
Payments of acquisition-related contingent earn-out consideration | 0 | (7) |
Proceeds from the exercise of stock options | 1,099 | |
Payment of cash distribution on common stock | 0 | (667) |
Payments on financing lease liabilities | (63) | (70) |
Book overdraft | 0 | (1,885) |
Net cash used in financing activities | (38,641) | (13,588) |
Net increase (decrease) in cash and cash equivalents | (4,540) | 6,319 |
Cash and cash equivalents at beginning of year | 6,325 | 6 |
Cash and cash equivalents at end of year | 1,785 | 6,325 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 14,898 | 15,158 |
Cash paid for interest on finance lease liabilities | 7 | 7 |
Cash paid for income taxes, net of refunds | 131 | 137 |
Other supplemental disclosures of cash flow information: | ||
Barter revenue | 2,567 | 2,848 |
Barter expense | 2,633 | 2,953 |
Non-cash investing and financing activities: | ||
Capital expenditures reimbursable under tenant improvement allowances | 130 | 151 |
Non-cash capital expenditures for property & equipment acquired under trade agreements | 27 | 20 |
Deferred payments on acquisitions | 708 | |
Right-of-use assets acquired through operating leases | 6,507 | 4,186 |
Right-of-use assets acquired through financing leases | 17 | 45 |
Net assets and liabilities assumed in a non-cash acquisition | 116 | |
Estimated present value of contingent-earn out consideration | 11 | |
Abl Facility [Member] | ||
FINANCING ACTIVITIES | ||
Proceeds from borrowings under ABL Facility | 16 | 39,894 |
Payments on ABL Facility | (5,016) | (47,320) |
Digital Media [Member] | ||
INVESTING ACTIVITIES | ||
Purchases of digital media businesses and assets | $ (3,980) | $ (400) |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | NOTE 1. BASIS OF PRESENTATION Description of Business Salem Media Group, Inc. (“Salem” “we,” “us,” “our” or the “company”) 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. The accompanying Consolidated Financial Statements of Salem include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. Impact of the COVID-19 The COVID-19 stay-at-home While we see progress being made in revenue returning to pre-pandemic COVID-19 right-of-use assets. During 2020 we implemented several measures to reduce costs and conserve cash to ensure that we had adequate cash to meet our debt servicing requirements, including: • limiting capital expenditures; • reducing discretionary spending, including travel and entertainment; • eliminating open positions and freezing new hires; • reducing staffing levels; • implementing temporary company-wide pay cuts of 5%, 7.5% or 10% depending on salary level; • furloughing certain employees; • temporarily suspending the company 401(k) match; • requesting rent concessions from landlords; • requesting discounts from vendors; • offering early payment discounts to certain customers in exchange for advance cash payments; and • suspending the payment of distributions on our common stock indefinitely. As the economy began to show signs of recovery, we reversed several of these cost reduction initiatives during 2021. We continue to operate with lower staffing levels where appropriate, we have not declared or paid equity distributions on our common stock, and the company 401(k) match was not reinstated until January 2022. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act provided emergency economic assistance for individuals and businesses impacted by the COVID-19 • We deferred $3.3 million of employer FICA taxes from April 2020 through December 2020, of which 50% was paid in December 2021 and the remaining 50% is payable in December 2022; • A relaxation of interest expense deduction limitation for income tax purposes; • W per-location • In July 2021, the SBA forgave all but $20,000 of the PPP loans, with the remaining PPP loan repaid in July 2021. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. See Item 7 – Management Discussion and Analysis within this annual report for a discussion of our Critical Accounting Estimates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents We consider all highly liquid debt instruments, purchased with an initial maturity of three-months or less, to be cash equivalents. The carrying value of our cash and cash equivalents approximated fair value at each balance sheet date. Accounts Receivable and Unbilled Revenue Accounts receivable, net of allowances: Unbilled revenue end-of-flight, Allowance for Doubtful Accounts We maintain an allowance for doubtful accounts to provide for the estimated amount of receivables that may not be collected. The allowance is based on our historical collection experience, the age of the receivables, specific customer information and current economic conditions. Past due balances are generally not written-off Inventory Inventory consists of books published by Regnery ® Property and Equipment We account for property and equipment in accordance with FASB ASC Topic 360-10, Property, Plant and Equipment during the year ended December 31, 2020. No interest was capitalized in 2021 based on the balance outstanding of our variable rate debt. Repair and maintenance costs are charged to expense as incurred. Improvements are capitalized if they extend the life of the asset or enhance the quality or ability of the asset to benefit operations. Depreciation is computed using the straight-line method over estimated useful lives as follo w : Category Estimated Life Buildings 40 years Office furnishings and equipment 5 -10 years Antennae, towers and transmitting equipment 10 – Studio, production, and mobile equipment 5 – Computer software and website development costs 3 years Record and tape libraries 3 years Automobiles 5 years Leasehold improvements Lesser of the useful life or The carrying value of property and equipment is evaluated periodically in relation to the operating performance and anticipated future cash f indicators of When indicators of impairment are present, and the cash flows estimated to be generated from these assets is less than the carrying value, an adjustment to reduce the carrying value to the fair market value of the assets is recorded. See Note 6, Property and Equipment. Internally Developed Software and Website Development Costs We capitalize costs incurred during the application development stage related to the development of internal-use 350-40 Internal-Use internal-use million and $ million during the years ended December 31, 2021, and 2020, respectively, related to internally developed software and website development costs. Depreciation expense of the amounts capitalized was $ million and $ million for each of the years ending December 31, 2021, and 2020, respectively. Indefinite-Lived Intangible Assets We account for broadcast licenses and goodwill in accordance with FASB ASC Topic 350 “ Intangibles—Goodwill and Other Impairment testing requires an estimate of the fair value of our indefinite-lived intangible assets. We believe that these estimates of fair value 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 12, Fair Value Measurements and Disclosures. We perform our annual impairment testing during the fourth quarter of each year as discussed in Note 8, Broadcast Licenses and in Note 9, Goodwill. Amortizable Intangible Assets Intangible assets are recorded at cost less accumulated amortization. Typically, intangible assets are acquired in conjunction with the acquisition of broadcast entities, digital media entities and publishing entities. These intangibles are amortized using the straight-line method over the following Category Estimated Life Customer lists and contracts Lesser of 5 years or the Domain and brand names 5 - 7 Favorable and assigned leases Lease Term Subscriber base and lists 3 – Author relationships 1 – Non-compete 1 to The carrying value of our amortizable intangible assets are evaluated periodically in relation to the operating performance and anticipated future cash flows of the underlying radio stations and businesses for indicators of impairment. In accordance with FASB ASC Topic 360 “ Property, Plant and Equipment ,” when indicators of impairment are present and the undiscounted cash flows estimated to be generated from these assets are less than the carrying amounts of these assets, an adjustment to No adjustments to the carrying amounts of our amortizable intangible assets were necessary during the year ended December 31, 2021. Deferred Financing Costs Deferred financing costs incurred in conjunction with debt obligations are amortized to non-cash Income Tax Valuation Allowances (Deferred Taxes) We account for income taxes in accordance with FASB ASC Topic 740 “ Income Taxes We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to be realized. We consider all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to earnings in the period in which we make such a determination. Likewise, if we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance. For financial reporting purposes, we recorded a valuation allowance of $39.1 million as of December 31, 202 1 , to federal and state net operating loss carryforwards of $20.7 million and $14.4 million respectively, along with $4 million of other financial statement accruals a decrease of $9.0 million during the year, from $48.1 million valuation allowance as of December 31, 20 2 0 We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. Income Taxes and Uncertain Tax Positions We are subject to audit and review by various taxing jurisdictions. We may recognize liabilities on our financial statements for positions taken on uncertain tax positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others may be subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. Such positions are deemed to be unrecognized tax benefits and a corresponding liability is established on the balance sheet. It is inherently difficult and subjective to estimate such amounts, as this requires us to make estimates based on the various possible outcomes. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, we believe it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. We review and reevaluate uncertain tax positions on a quarterly basis. Changes in assumptions may result in the recognition of a tax benefit or an additional charge to the tax provision. During the year ended December 31, 2021, we recognized liabilities associated with uncertain tax positions around our subsidiary Salem Communications Holding Company’s Pennsylvania tax filing. The position taken on the tax returns follows Pennsylvania Notice 2016-01 Effective Tax Rate Our provision for income tax as a percentage of operating income before taxes, or our effective tax rate, may be impacted by: (1) changes in the level of income in any of our taxing jurisdictions; (2) changes in statutes and rules applicable to taxable income in the jurisdictions in which we operate; (3) changes in the expected outcome of income tax audits; (4) changes in the estimate of expenses that are not deductible for tax purposes; (5) income taxes in certain states where the states’ current taxable income is dependent on factors other than consolidated net income; (6) the addition of operations in states that on average have different income tax rates from states in which we currently operate; and (7) the effect of previously reported temporary differences between the and financial reporting bases of assets and liabilities. Our annual effective tax rate may also be materially impacted by tax expense associated with non-amortizable Business Acquisitions We account for business acquisitions in accordance with the acquisition method of accounting as specified in FASB ASC Topic 805 “ Business Combinations earn-out Acquisitions may include contingent consideration, the fair value of which is estimated as of the acquisition date as the present value of the contingent payments. The unobservable inputs used in the determination of the fair value of the contingent earn-out We may retain a third-party appraiser to estimate the fair value of the acquired net assets as of the acquisition date. As part of the valuation and appraisal process, the third-party appraiser prepares a report assigning estimated fair values to the various assets acquired. These fair value estimates are subjective in nature and require careful consideration and judgment. Management reviews the third-party reports for reasonableness of the assigned values. We believe that these valuations and analysis provide appropriate estimates of the fair value for the net assets acquired as of the acquisition date. The initial valuations for business acquisitions are subject to refinement during the measurement period, which may be up to one year from the acquisition date. During this measurement period, we may retroactively record adjustments to the net assets acquired based on additional information obtained for items that existed as of the acquisition date. Upon the conclusion of the measurement period, any adjustments are reflected in our Consolidated Statements of Operations. To date, we have not recorded adjustments to the estimated fair values used in our business acquisition consideration during or after the measurement period. Property and equipment are recorded at the estimated fair value and depreciated on a straight-line basis over their estimated useful lives. Finite-lived intangible assets are recorded at their estimated fair value and amortized on a straight-line basis over their estimated useful lives. Goodwill, which represents the organizational systems and procedures in place to ensure the effective operation of the entity, may also be recorded and tested for impairment. Transactions that do not meet the definition of a business in ASU 2017-01 Business Combinations (Topic 805) Clarifying the Definition of a Business” 2017-01, Partial Self-Insurance on Employee Health Plan We provide health insurance benefits to eligible employees under a self-insured plan whereby we pay actual medical claims subject to certain stop loss limits. We record self-insurance liabilities based on actual claims filed and an estimate of those claims incurred but not reported. Our estimates are based on historical data and probabilities. Any projection of losses concerning our liability is subject to a high degree of variability. Among the causes of this variability are unpredictable external factors such as future inflation rates, changes in severity, benefit level changes, medical costs, and claim settlement patterns. Should the actual amount of claims increase or decrease beyond what was anticipated, we may adjust our future reserves. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. The following table presents the changes in our partial self-insurance reserves: Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period $ 640 $ 543 Self-funded costs 7,477 7,783 Claims paid (7,574 ) (7,809 ) Ending period balance $ 543 $ 517 Derivative Instruments We are exposed to market risk from changes in interest rates. We actively monitor these fluctuations and may use derivative instruments primarily for the purpose of reducing the impact of changing interest rates on our variable rate debt and to reduce the impact of changing fair market values on our fixed rate debt. In accordance with our risk management strategy, we may use derivative instruments only for the purpose of managing risk associated with an asset, liability, committed transaction, or probable forecasted transaction that is identified by management. Our use of derivative instruments may result in short-term gains or losses that may increase the volatility of our earnings. Under FASB ASC Topic 815, “ Derivatives and Hedging,” As of December 31, 2021, we did not have any outstanding derivative instruments. Fair Value Measurements and Disclosures As of December 31, 2021, the carrying value of cash and cash equivalents, accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying value of the ABL Facility approximates fair value as the related interest rates approximate rates currently available to the company. The carrying amount of our long-term debt at December 31, 2021, was $174.9 million, compared to the estimated fair value of $176.2 million based on prevailing interest rates and trading activity for our long-term debt. See Note 12, Fair Value Measurements and Disclosures. Long-term Debt and Debt Covenant Compliance Our classification of outstanding borrowings on our 2024 Notes and 2028 Notes as long-term debt on our balance sheet is based on our assessment that, under the indentures and after considering our projected operating results and cash flows for the coming year, no principal payments are required to be made within the next twelve months. We may redeem the 2024 Notes and 2028 Notes, in whole or in part, 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, up to, but not including, the redemption date. See Note 11, Long-Term Debt. Reserves for Royalty Advances Royalties are paid in advance to book authors and capitalized as prepaid assets. Royalties are expensed as the related book revenue is earned or when we determine that future recovery of the royalty is not likely. We review historical data associated with royalty advances, earnings and recoverability based on actual results of Regnery ® Contingency Reserves In the ordinary course of business, we are involved in various legal proceedings, lawsuits, arbitrations, and other claims which are complex in nature and have outcomes that are difficult to predict. Consequently, we are unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. We record contingency reserves to the extent we conclude that it is probable that a liability has been incurred and the amount of the related loss can be reasonably estimated. The establishment of the reserve is based on a review of all relevant factors, the advice of legal counsel, and the subjective judgment of management. The reserves we have recorded to date have not been material to our consolidated financial position, results of operations, or cash flows. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. While we believe that the final resolution of any known matters, individually and in the aggregate, will not have a material adverse effect upon our consolidated financial position, results of operations, or cash flows, it is possible that we could incur additional losses. We maintain insurance that may provide coverage for such matters. Future claims against us, whether meritorious or not, could have a material adverse effect upon our consolidated financial position, results of operations or cash flows, including losses due to costly litigation and losses due to matters that require significant amounts of management time that can result in the diversion of significant operational resources. See Note 14, Commitments and Contingencies. Revenue Recognition We recognize revenue in accordance with ASC Topic 606, “ Revenue from Contracts with Customers” Significant management judgments and estimates must be made in connection with determining the amount of revenue to be recognized in any accounting period. We must assess the promises within each sales contract to determine if they are distinct performance obligations. Once the performance obligation(s) are determined, the transaction price is allocated to the performance obligation(s) based on a relative standalone selling price basis. If a sales 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 standalone selling price. If the stand-alone selling price is not determinable, an estimate is used. We make significant estimates related to variable consideration at the point of sale, including estimates for refunds and product returns. Stock-Based Compensation We account for stock-based compensation under the provisions of FASB ASC Topic 718, “ Compensation—Stock Compensation .” We record equity awards with stock-based compensation measured at the fair value of the award as of the grant date. We determine the fair value of our options using the Black-Scholes option-pricing model that requires the input of highly subjective assumptions, including the expected stock price volatility and expected term of the options granted. The exercise price for options is equal to the closing market price of Salem Media Group common stock as of the date of grant. We use the straight-line attribution method to recognize share-based compensation costs over the expected service period of the award. Upon exercise, cancellation, forfeiture, or expiration of stock options, or upon vesting or forfeiture of restricted stock awards, deferred tax assets for options and restricted stock awards with multiple vesting dates are eliminated for each vesting period on a first-in, first-out basis as if each vesting period was a separate award. See Note 15, Stock Incentive Plan. Advertising and Promotional Cost Costs of media advertising and associated production costs are expensed as incurred and amounted to approximately $10.6 million and $7.9 million for each of the years ended December 31, 2021 , Leases We account for leases under the provisions of FASB ASC Topic 842, “ Leases Accounting Policy Elections under ASC 842 Lease Term The lease term can materially impact the value of the Right-of-Use Lease Payments Lease payments consist of the following payments (as applicable) related to the use of the underlying asset during the lease term: • Fixed payments, including in substance fixed payments, less any lease incentives paid or payable to the lessee • Variable lease payments that depend on an index or a rate, such as the Consumer Price Index or a market interest rate, • The exercise price of an option to purchase the underlying asset if the lessee is reasonably certain to exercise that option. • Payments for penalties for terminating the lease if the lease term reflects the lessee exercising an option to terminate the lease. • Fees paid by the lessee to the owners of a special-purpose entity for structuring the transaction • For a lessee only, amounts probable of being owed by the lessee under residual value guarantees Short-Term Lease Exemption We exclude short-term leases, or leases with a term of twelve months or less that do not contain a purchase option that we are reasonably certain to exercise, from our ROU asset and lease liability calculations. We consider the applicability of the short-term exception on month-to-month month-to-month one-month We believe that these month-to-month month-to-month Service Agreements with an Embedded Lease Component We exclude certain service agreements that contain embedded leases for equipment based on the immaterial impact of these agreements. Our analysis includes cable and satellite television service agreements for which our monthly payment may include equipment rentals, coffee and water service at certain facilities that may include equipment rentals (we often meet minimum requirements and just pay for product used), security services that include a monthly fee for cameras or equipment, and other similar arrangements. Based on the insignificant amount of the monthly lease costs, we exclude these agreements from our ROU asset and liability calculations due to the immaterial impact to our financial statements. Incremental Borrowing Rate The ROU asset and related lease liabilities recorded under ASC 842 are calculated based on the present value of the lease payments using (1) the rate implicit in the lease or (2) the lessee’s IBR, defined as the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. As most leases do not provide an implicit rate, we estimate the IBR applicable to Salem using significant judgement and estimates, including the estimated value of the underlying leased asset, and the (a) credit history of Salem Media Group, (b) the credit worthiness of Salem Media Group, (c) the class of the underlying asset and the remaining term of the arrangement, and (d) the debt incurred under the lease liability as compared to amounts that would be borrowed. We developed a matrix to estimate the IBR for each lease class. We review the IBR estimates on a quarterly basis and update as necessary. Our analysis requires the use of significant judgement and estimates, including the estimated value of the underlying leased asset. We have not modified our estimate methodology and we have not recognized significant changes in our estimates. Portfolio Approach We apply a portfolio approach by applying a single IBR to leases with reasonably similar characteristics, including the remaining lease term, the underlying assets, and the economic environment. We believe that applying the portfolio approach is acceptable because the results do not materially differ from the application of the leases model to the individual leases in that portfolio. Sales Taxes and Other Similar Taxes We do not evaluate whether sales taxes or other similar taxes imposed by a governmental authority on a specific lease revenue-producing transaction that are collected by the lessor from the lessee are the primary obligation of the lessor as owner of the underlying leased asset. A lessor that makes this election will exclude these taxes from the measurement of lease revenue and the associated expense. Taxes assessed on a lessor’s total gross receipts or on the lessor as owner of the underlying asset (e.g., property taxes) are excluded from the scope of the policy election. A lessor must apply the election to all taxes in the scope of the policy election and would provide certain disclosures. Separating Consideration between Lease and Non-Lease We include the lease and non-lease non-lease Contracts that include lease and non-lease non-lease Accounting for a lease component of a contract and its associated non-lease Leasehold Improvements We may construct or otherwise invest in leasehold improvements to properties. The costs of these leasehold improvements are capitalized and depreciated over the shorter of the estimated useful life of the improvement or the lease term including anticipated renewal periods. (Gain) Loss on the Disposition of Assets We record gains or losses on the disposition of assets equal to the proceeds, if any, as compared to the net book value. Exchange transactions are accounted for in accordance with FASB ASC Topic 845 “ Non-Monetary Discontinued Operations We regularly review underperforming assets to determine if a sale or disposal might be a better way to monetize the assets. When a station, group of stations, or other asset group is considered for sale or disposal, we review the transaction to determine if or when the entity qualifies as a discontinued operation in accordance with the criteria of FASB ASC Topic 205-20 Discontinued Operations Basic and Diluted Net Earnings Per Share Basic net earnings per share have been computed using the weighted average number of Class A and Class B shares of common stock outstanding during the period. Diluted net earnings per share is computed using the weighted average number of shares of Class A and Class B common stock outstanding during the period plus the dilutive effects of stock options. Options to purchase 1,925,417 and 2,291,020 shares of Class A common stock were outstanding at December 31, 2021, and 2020. Diluted weighted average shares outstanding exclude outstanding stock options whose exercise price is in excess of the average price of the company’s stock price. These options are excluded from the respective computations of diluted net income or loss per share because their effect would be anti-dilutive. The following table sets forth the shares used to compute basic and diluted net earnings per share for the periods indicated: Year Ended December 31, 2020 2021 Weighted average shares 26,683,363 26,892,540 Effect of dilutive securities — stock options — 404,078 Weighted average shares adjusted for dilutive securities 26,683,363 27,296,618 Segments We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which also qualify as reportable segments. Our operating segments reflect how our chief operating decision makers, which we define as a collective group of senior executives, assesses the performance of each operating segment, and determines the appropriate allocations of resources to each segment. We continually review our operating segment classifications to align with operational changes in our business and may make changes as necessary. We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury, which are reported as unallocated corporate expenses in our consolidated statements of operations included in this annual report. We also exclude costs such as amortization, depreciation, taxes, and interest expense. Variable Interest Entities We may enter into agreements or investments with other entities that could qualify as variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810 “ Consolidation” re-evaluate We may enter into lease arrangements with entities controlled by our principal stockholders or other related parties. We believe that the requirements of FASB ASC 810 do not apply to these entities because the lease arrangements do not contain explicit guarantees of the residual value of the real estate, do not contain purchase options or similar provisions and the leases are at terms that do not vary materially from leases that would have been available with unaffiliated parties. Additionally, we do not have an equity interest in the entities controlled by our principal stockholders or other related parties, and we do not guarantee debt of the entities controlled by our principal stockholders or other related parties. We also enter into Local Marketing Agreements (“LMAs”) or Time Brokerage Agreements (“TBAs”) contemporaneously with entering into an Asset Purchase Agreement (“APA”) to acquire or sell a radio station. Typically, both LMAs and TBAs are contractual agreements under which the station owner/licensee makes airtime available to a programmer/licensee in exchange for a fee and reimbursement of certain expenses. LMAs and TBAs are subject to compliance with the antitrust laws and the communications laws, including the requirement that the licensee must maintain independent control over the station and, in particular, its personnel, programming, and finances. The FCC has held that such agreements do not violate the communications laws as long as the licensee of the station receiving programming from another station maintains ultimate responsibility for, and control over, station operations and otherwise ensures compliance with the communications laws. The requirements of FASB ASC 810 may apply to entities under LMAs or TBAs, depending on the facts and circumstances related to each transaction. As of December 31, 2021, we did not have implicit or explicit arrangements that required consolidation under the guidance in FASB ASC 810. Concentrations of Business Risks We derive a substantial part of our total revenue from the sale of advertising. For the years ended December 31, 2021 , Concentrations of Credit Risks Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents; accounts receivable and derivative instruments. We place our cash and cash equivalents with high quality financial institutions. Such balances may be in excess of the Federal Deposit Insurance Corporation insured limits. To manage the related credit exposure, we continually monitor the credit worthiness of the financial institutions where we have deposits. Concentrations of credit risk with respect to accounts receivable are limited due to the wide variety of customers and markets in which we provide services, as well as the dispersion of our operations across many geographic areas. We perform ongoing credit evaluations of our customers, but generally do not require collateral to support customer receivables. We establish an allowance for doubtful accounts based on various factors including the credit risk of specific customers, age of receivables outstanding, historical trends, economic conditions, and other information. Historically, our bad debt expense has been within management’s expectations. These estimates require the use of judgment as future events and the effect of these events cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. Reclassifications Certain reclassifications of amounts previously reported were made within footnote details to conform to the current period presentation. Recent Accounting Pronouncements All new accounting pronouncements that are in effect that may impact our financial statements have been implemented. We do not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on our financial position, results of operations or cash flows. |
Recent Transactions
Recent Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Text Block [Abstract] | |
Recent Transactions | NOTE 3. RECENT TRANSACTIONS During the year ended December 31, 2021 or following Debt Transactions On September 10, 2021 In addition to the exchange on September 10, 2021 , we repurchased an additional $43.3 million in total of the 2024 Notes for $44.0 million in cash, recognizing a net loss of $1.0 million after adjusting for bond issuance costs through multiple transactions during the second half of 2021. These transactions are described in Note 11, Long-Term Debt. We received $11.2 million in aggregate principal amount of PPP loans through the SBA during the first quarter of 2021 based on the eligibility of our radio stations and networks as determined on a per-location pre-tax July Shelf Registration Statement and At-the-Market In April 2021, we filed a prospectus supplement to our shelf registration statement on Form S-3 at-the-market Acquisitions The operating results of our business acquisitions and asset purchases are included in our consolidated results of operations from their respective closing date or the date that we began operating them under a Local Marketing Agreement (“LMA”) or Time Brokerage Agreement (“TBA.”) On July 2, 2021, we acquired the SeniorResource.com domain for $0.1 million in cash. On July 1, 2021, we acquired the ShiftWorship.com domain and digital assets for $2.6 million in cash. The digital content library is operated within Salem Web Network’s church products division. We recognized goodwill of $0.2 million attributable to the expected synergies to be realized when combining the operations of this entity into our existing operations. On June 1, 2021, we acquired radio stations KDIA-AM KDYA-AM cluster. On April 28, 2021, we acquired the Centerline New Media domain and digital assets for $1.3 million in cash. The digital content library is operated within Salem Web Network’s church products division. We recognized goodwill of $24,000 attributable to the expected synergies to be realized when combining the operations of this entity into our existing operations. On March 8, 2021, we acquired the Triple Threat Trader newsletter. We paid no cash at the time of closing and assumed deferred subscription liabilities of $0.1 million. As part of the purchase agreement, we may pay up to an additional $11,000 in contingent earn-out A summary of our business acquisitions and asset purchases during the year ending December 31, 2021, none of which were individually or in the aggregate material to our consolidated financial position as of the respective date of acquisition, is as follows: Acquisition Date Description Total Consideration (Dollars in July 2, 2021 SeniorResource.com (asset acquisition) $80 July 1, 2021 ShiftWorship.com (business acquisition) 2,600 June 1, 2021 KDIA-AM KDYA-AM 600 April 28, 2021 Centerline New Media (business acquisition) 1,300 March 8, 2021 Triple Threat Trader (asset acquisition) 127 $4,707 Under the acquisition method of accounting as specified in FASB ASC Topic 805, “ Business Combinations 2017-01 Business Combinations (Topic 805) Clarifying the Definition of a Business” The total acquisition consideration is equal to the sum of all cash payments, the fair value of any deferred payments and promissory notes, and the present value of any estimated contingent earn-out earn-out The total purchase price consideration for our business acquisitions and asset purchases during the year ending December 31, 2021, is as follows: Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 4,580 Deferred payments 116 Present value of estimated fair value of contingent earn-out 11 Total purchase price consideration $ 4,707 The allocations presented Net Broadcast Net Digital Total (Dollars in thousands) Assets Property and equipment $ 361 $ 3,221 $ 3,582 Broadcast licenses 235 — 235 Goodwill 4 225 229 Customer lists and contracts — 789 789 Domain and brand names — 66 66 $ 600 $ 4,301 $ 4,901 Liabilities Contract liabilities, short-term — (194 ) (194 ) $ 600 $ 4,107 $ 4,707 Divestitures The operating results of business and asset divestitures are excluded from our consolidated results of operations from their respective closing date or the date that a third-party began operating them under an LMA or TBA. On November 30, 2021, we sold WTBN-AM WGUL-AM pre-tax On July 27, 2021, we sold the Hilary Kramer Financial Newsletter and related assets for $0.2 million to be collected in quarterly installments over the two-year pre-tax On July 23, 2021, we sold approximately 34 acres of land in Lewisville, Texas, for $12.1 million in cash. The land was being used for as the transmitter site for company owned radio station KSKY-AM. pre-tax On May 25, 2021, we sold Singing News Magazine and Singing News Radio for $0.1 million in cash. In addition to the assets sold, the buyer assumed deferred subscription liabilities of $0.4 million resulting in a pre-tax On March 18, 2021, we sold radio station WKAT-AM pre-tax write-off pre-tax Pending Transactions On December 6, 2021, we entered into an APA to acquire radio station WLCC-AM WTBN-AM WTBN-AM in December 2021 and closed on the acquisition on February 15, 2022. On November 18, 2021, we entered an agreement to sell 4.5 acres of land in Phoenix, Arizona for KXXT-AM which took place on January 10, 2022. On August 31, 2021, we entered an agreement to sell 9.3 acres of land in the Denver area for $8.2 million. We expect to close this sale early in 2022 and plan to continue broadcasting both KRKS-AM KBJD-AM On June 2, 2021, we entered into an APA to acquire radio station KKOL-AM On February 5, 2020, we entered into an APA with Word Broadcasting to sell radio stations WFIA-AM, WFIA-FM WGTK-AM |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | NOTE 4. REVENUE RECOGNITION We recognize revenue in accordance with ASC 606, “ Revenue from Contracts with Customers” The following table presents our revenues disaggregated by revenue source for each of our operating segments: Year Ended December 31, 2021 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 48,705 $ — $ — $ 48,705 Block Programming – Local 24,759 — — 24,759 Spot Advertising – National 14,294 — — 14,294 Spot Advertising – Local 41,672 — — 41,672 Infomercials 878 — — 878 Network 19,789 — — 19,789 Digital Advertising 25,453 19,648 132 45,233 Digital Streaming 4,730 3,450 — 8,180 Digital Downloads and eBooks 556 6,373 — 6,929 Subscriptions 1,087 12,228 262 13,577 Book Sales and e-commerce, 432 269 17,128 17,829 Self-Publishing fees — — 6,081 6,081 Advertising – Print — — 123 123 Other Revenue 9,088 196 914 10,198 $ 191,443 $ 42,164 $ 24,640 $ 258,247 Timing of Revenue Recognition Point in Time $ 188,998 $ 42,164 $ 24,640 $ 255,802 Rental Income (1) 2,445 — — 2,445 $ 191,443 $ 42,164 $ 24,640 $ 258,247 Year Ended December 31, 2020 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 47,009 $ — $ — $ 47,009 Block Programming – Local 24,267 — — 24,267 Spot Advertising – National 15,288 — — 15,288 Spot Advertising – Local 39,407 — — 39,407 Infomercials 974 — — 974 Network 19,371 — — 19,371 Digital Advertising 15,938 20,644 415 36,997 Digital Streaming 2,774 3,446 — 6,220 Digital Downloads and eBooks 3,211 5,904 1,605 10,720 Subscriptions 1,166 9,208 680 11,054 Book Sales and e-commerce, 1,438 140 9,228 10,806 Self-Publishing fees — — 5,424 5,424 Advertising – Print 1 — 353 354 Other Revenue 7,283 251 814 8,348 $ 178,127 $ 39,593 $ 18,519 $ 236,239 Timing of Revenue Recognition Point in Time $ 175,611 $ 39,593 $ 18,519 $ 233,723 Rental Income (1) 2,516 — — 2,516 $ 178,127 $ 39,593 $ 18,519 $ 236,239 (1) Rental income is not applicable to ASC 606, but shown for the purpose of identifying each revenue source presented in total revenue on our Consolidated Financial Statements within this annual report. A summary of each of our revenue streams under ASC 606 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 as 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 performance obligation. Revenue is reported net of estimated returns, which are based on our experience and historical return rates. Returned products are recorded in inventory if they are unopened and 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. Other Revenue . on-air 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. 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 were historically recorded under the caption “deferred revenue” and 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, 2021 $ 11,652 $ 1,869 Revenue recognized during the period that was included in the beginning balance of contract liabilities (8,587 ) — Additional amounts recognized during the period 27,011 1,043 Revenue recognized during the period that was recorded during the period (18,472 ) — Transfers 690 (690 ) Balance, end of period December 31, 2021 $ 12,294 $ 2,222 Amount refundable at beginning of period $ 11,607 $ 1,869 Amount refundable at end of period $ 12,282 $ 2,222 We expect to satisfy these performance obligations as follows: Amount For the Year Ended December 31, (Dollars in thousands) 20 22 $ 12,294 20 23 1,817 20 24 289 20 23 109 20 26 7 There after — $ 14,516 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 services under self-publishing arrangements are at the discretion of the author and based on future events that are not substantially within our control. We require advance payments to provide us with protection from incurring costs for products that are unique and only sellable to the author. Based on these considerations, we have concluded that our self-publishing contracts do not contain a significant financing component under ASC 606. Variable Consideration We 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 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. 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 retained by the agency. Trade and barter revenue and expenses were as follows: Year Ended December 31, 2020 2021 Net broadcast barter revenue $ 2,810 $ 2,567 Net digital media barter revenue — — Net publishing barter revenue 38 — Net broadcast barter expense $ 2,952 $ 2,638 Net digital media barter expense — — Net publishing barter expense 1 (5 ) |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 5. INVENTORIES Inventories consist of finished books from Regnery ® |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 6. 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, 2020 2021 (Dollars in thousands) Buildings $ 28,922 $ 28,593 Office furnishings and equipment 36,875 36,598 Antennae, towers and transmitting equipment 78,057 77,813 Studio, production, and mobile equipment 29,023 29,498 Computer software and website development costs 33,928 38,271 Record and tape libraries 17 — Automobiles 1,514 1,515 Leasehold improvements 18,187 18,104 $ 226,523 $ 230,392 Less accumulated depreciation (180,336 ) (186,053 ) 46,187 $ 44,339 Land $ 30,254 26,896 Construction-in-progress 2,681 8,104 $ 79,122 $ 79,339 Depreciation expense was approximately $10.9 million and $10.8 million for the years ended December 31, 2021 , respectively. We periodically review long-lived assets for impairment when events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. This review requires us to estimate the fair value of the assets using 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 we used, we are subject to future impairment charges, the amount of which may be material. There were no indications of impairment during the period ended December 31, 2021. |
Operating and Finance Lease Rig
Operating and Finance Lease Right-of-Use Assets | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Operating and Finance Lease Right-of-Use Assets | NOTE 7. OPERATING AND FINANCE LEASE RIGHT-OF-USE 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 five twenty years 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 COVID-19 Balance Sheet Supplemental balance sheet information related to leases was as follows: December 31, 2021 (Dollars in thousands) Operating Leases Related Party Other Total Operating leases ROU assets $ 7,419 $ 36,141 $ 43,560 Operating lease liabilities (current) $ 947 $ 7,704 $ 8,651 Operating lease liabilities (non-current) 6,562 35,646 42,208 Total operating lease liabilities $ 7,509 $ 43,350 $ 50,859 Weighted Average Remaining Lease Term Operating leases 7.8 years Finance leases 2.7 Weighted Average Discount Rate Operating leases 8.02% Finance leases 5.81% Lease Expense The components of lease expense were as follows: Twelve Months Ended (Dollars in thousands) Amortization of finance lease ROU Assets $ 64 Interest on finance lease liabilities 8 Finance lease expense 72 Operating lease expense 12,874 Variable lease expense 699 Short-term lease expense 590 Total lease expense $ 14,235 Supplemental Cash Flow Supplemental cash flow information related to leases was as follows: Twelve Months Ended (Dollars in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 13,953 Operating cash flows from finance leases 5 Financing cash flows from finance leases 63 Leased assets obtained in exchange for new operating lease liabilities $ 6,507 Leased assets obtained in exchange for new finance lease liabilities 17 Maturities Future minimum lease payments under leases that had initial or remaining non-cancelable Operating Leases Related Party Other Total Finance Total (Dollars in thousands) 2022 $ 1,537 $ 10,782 $ 12,319 $ 64 $ 12,383 2023 1,408 10,404 11,812 39 11,851 2024 1,314 8,086 9,400 20 9,420 2025 1,021 6,890 7,911 8 7,919 2026 1,341 6,678 8,019 1 8,020 Thereafter 3,955 20,411 24,366 3 24,369 Undiscounted Cash Flows $ 10,576 $ 63,251 $ 73,827 $ 135 $ 73,962 Less: imputed interest (3,067 ) (19,901 ) (22,968 ) (12 ) (22,980 ) Total $ 7,509 $ 43,350 $ 50,859 $ 123 $ 50,982 Reconciliation to lease liabilities: Lease liabilities – current $ 947 $ 7,704 $ 8,651 $ 58 $ 8,709 Lease liabilities – long-term 6,562 35,646 42,208 65 42,273 Total Lease Liabilities $ 7,509 $ 43,350 $ 50,859 $ 123 $ 50,982 Impairment of ROU Assets ROU assets are reviewed for impairment when indicators of impairment are present. ROU assets from operating and finance leases are subject to the impairment guidance in ASC 360, “ Property, Plant, and Equipment ROU assets are tested for impairment individually or as part of an asset group if the cash flows related to the ROU asset are not independent from the cash flows of other assets and liabilities. An asset group is the unit of accounting for long-lived assets to be held and used, which represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. After a careful analysis of the guidance, we concluded that the appropriate unit of accounting for testing ROU assets for impairment is the broadcast market cluster level for radio station operations and the entity or division level for digital media entities, publishing entities and networks. Corporate ROU assets are tested on a consolidated level with consideration given to all cash flows of the company as corporate functions do not generate cash flows and are funded by revenue-producing activities at lower levels of the entity. ASC 360 requires three steps to identify, recognize and measure the impairment of a long-lived asset (asset group) to be held and used: Step 1 – Consider whether Indicators of Impairment are Present As detailed in ASC 360-10-35-21, • A significant decrease in the market price of a long-lived asset (asset group) • A significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used or in its physical condition • A significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset (asset group), including an adverse action or assessment by a regulator • An accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group) • A current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset (asset group) • A current expectation that, more likely than not, a long-lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The term more likely than not refers to a level of likelihood that is more than 50 percent. Other indicators should be considered if we believe that the carrying amount of an asset (asset group) may not be recoverable. Step 2 – Test for Recoverability If indicators of impairment are present, we are required to perform a recoverability test comparing the sum of the estimated undiscounted cash flows attributable to the long-lived asset or asset group in question to the carrying amount of the long-lived asset or asset group. ASC 360 does not specifically address how operating lease liabilities and future cash outflows for lease payments should be considered in the recoverability test. Under ASC 360, financial liabilities, or long-term debt, generally are excluded from an asset group while operating liabilities, such as accounts payable, generally are included. ASC 842 characterizes operating lease liabilities as operating liabilities. Because operating lease liabilities may be viewed as having attributes of finance liabilities as well as operating liabilities, it is generally acceptable for a lessee to either include or exclude operating lease liabilities from an asset group when testing whether the carrying amount of an asset group is recoverable provided the approach is applied consistently for all operating leases and when performing Steps 2 and 3 of the impairment model in ASC 360. In cases where we have received lease incentives, including operating lease liabilities in an asset group may result in the long-lived asset or asset group having a zero or negative carrying amount because the incentives reduce our ROU assets. We elected to exclude operating lease liabilities from the carrying amount of the asset group such that we test ROU assets for operating leases in the same manner that we test ROU assets for financing leases. Undiscounted Future Cash Flows The undiscounted future cash flows in Step 2 are based on our own assumptions rather than a market participant. If an election is made to exclude operating lease liabilities from the asset or asset group, all future cash lease payments for the lease should also be excluded. The standard requires lessees to exclude certain variable lease payments from lease payments and, therefore, from the measurement of a lessee’s lease liabilities. Because these variable payments do not reduce the lease liability, we include the variable payments we expect to make in our estimate of the undiscounted cash flows in the recoverability test (Step 2) using a probability-weighted approach. Step 3 – Measurement of an Impairment Loss If the undiscounted cash flows used in the recoverability test are less than the carrying amount of the long-lived asset (asset group), we are required to estimate the fair value of the long-lived asset or asset group and recognize an impairment loss when the carrying amount of the long-lived asset or asset group exceeds the estimated fair value. We elected to exclude operating lease liabilities from the estimated fair value, consistent with the recoverability test. Any impairment loss for an asset group must reduce only the carrying amounts of a long-lived asset or assets of the group, including the ROU assets. The loss must be allocated to the long-lived assets of the group on a pro rata basis using the relative carrying amounts of those assets, except that the loss allocated to an individual long-lived asset of the group must not reduce the carrying amount of that asset below its fair value whenever the fair value is determinable without undue cost and effort. ASC 360 prohibits the subsequent reversal of an impairment loss for an asset held and used. Fair Value Considerations When determining the fair value of a ROU asset, we must estimate what market participants would pay to lease the asset or what a market participant would pay up front in one payment for the ROU asset, assuming no additional lease payments would be due. The ROU asset must be valued assuming its highest and best use, in its current form, even if that use differs from the current or intended use. If no market exists for an asset in its current form, but there is a market for a transformed asset, the costs to transform the asset are considered in the fair value estimate. Refer to Note 12, Fair Value Measurements and Disclosures. There were no indications of impairment during the year ended December 31, 2021. |
Broadcast Licenses
Broadcast Licenses | 12 Months Ended |
Dec. 31, 2021 | |
Text Block [Abstract] | |
Broadcast Licenses | NOTE 8. BROADCAST LICENSES We account for broadcast licenses in accordance with FASB ASC Topic 350 “ Intangibles—Goodwill and Other We continually monitor our stations’ compliance with the various regulatory requirements that are necessary for the FCC renewal and all of our broadcast licenses have been renewed. We expect all of our broadcast licenses to be renewed in the future and therefore, we consider our broadcast licenses to be indefinite-lived intangible assets. We are not aware of any legal, competitive, economic, or other factors that materially limit the useful life of our broadcast licenses. The weighted-average period before the next renewal of our broadcasting licenses The following table presents the changes in broadcasting licenses that include acquisitions and divestitures of radio stations and FM translators as described in Note 3 — Recent Transactions. Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 435,300 $ 434,209 Accumulated loss on impairment (97,442 ) (114,436 ) Balance, beginning of period after cumulative loss on impairment 337,858 319,773 Acquisitions of radio stations — 235 Disposition of radio stations and FM translators (1,091 ) — Impairments based on the estimated fair value of broadcast licenses (16,994 ) — Balance, end of period after cumulative loss on impairment $ 319,773 $ 320.00 Balance, end of period before cumulative loss on impairment $ 434,209 $ 434,444 Accumulated loss on impairment (114,436 ) (114,436 ) Balance, end of period after cumulative loss on impairment $ 319,773 $ 320,008 Broadcast Licenses Impairment Test We perform our annual impairment testing during the fourth quarter of each year, which coincides with our budget and planning process for the upcoming year. The unit of accounting we use to test broadcast licenses is the cluster level, which we define as a group of radio stations operating in the same geographic market, sharing the same building and equipment, and managed by a single general manager. The cluster level is the lowest level for which discrete financial information and cash flows are available and the level reviewed by management to analyze operating results. The first step of our impairment testing is to perform a qualitative assessment as to whether it is more likely than not that a broadcast license is impaired. This qualitative assessment requires significant judgment when considering the events and circumstances that may affect the estimated fair value of our broadcast licenses. We review the significant assumptions and key estimates applicable to our prior year estimated fair value calculations to assess if events and circumstances have occurred that could affect these assumptions and key estimates. We also review internal benchmarks and the economic performance for each market cluster to assess if it is more likely than not that impairment exists. As part of our qualitative assessment, we calculate the excess fair value, or the amount by which our prior year estimated fair value exceeds the current year carrying value. Based on our analysis and review, including the financial performance of each market, we believe that a 25% excess fair value margin is a reasonable benchmark for our qualitative analysis. Markets with an excess fair value of 25% or more, which have had no significant changes in the prior year assumptions and key estimates, are not likely to be impaired. Markets with an excess fair value that is less than 25% are subject to further testing. The table below presents the percentage within a range by which our prior year start-up Geographic Market Clusters as of December 31, 2021 ≤ 25% >26%-50% >51% to 75% > +than 76% Number of accounting units 12 1 4 7 Broadcast license carrying value (in thousands) 193,396 7,004 52,299 21,785 The second part of our qualitative assessment consists of a review of the financial operating results for each market cluster. Radio stations are often sold on the basis of a multiple of projected cash flow, or Station Operating Income (“SOI”) defined as net broadcast revenue less broadcast operating expenses. See Item 7 – Management Discussion and Analysis within this annual report for information on SOI, a non-GAAP The table below shows the percentage within a range by which our prior year estimated fair value exceeded the carrying value of our broadcasting licenses for these six market clusters: Geographic Market Clusters as of December 31, 2021 ≤ 25% >26%-50% >51% to 75% > +than 76% Number of accounting units — 3 2 1 Broadcast license carrying value (in thousands) — 11,967 27,465 6,092 Based on this assessment, we engaged Bond & Pecaro, an independent third-party appraisal and valuation firm, to assist us with determining the enterprise value of 18 of our market clusters. The estimated fair value of each market cluster was determined using the Greenfield Method, a form of the income approach. The premise of the Greenfield Method is that the value of 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, 2020 December 31, 2021 Risk-adjusted discount rate 8.5% 8.5% Operating profit margin ranges 4.2% 3.9% - 30.9% Long-term revenue growth rates 0.4% - 0.9% 0.4% 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 during our annual testing period, there were no impairment charges recorded during the annual testing period ended December 31, 2021. The table below presents the results of our impairment testing under the start-up Market Cluster Excess Fair Value December 31, Atlanta, GA 99.0 % Boston, MA 22.3 % Chicago, IL 13.9 % Cleveland, OH 29.1 % Col Springs, CO 61.7 % Columbus, OH 3.5 % Dallas, TX 11.4 % Greenville, SC 15.3 % Honolulu, HI 14.3 % Little Rock 4.7 % Louisville, KY 8.5 % Minneapolis, MN 153.5 % Orlando FL 11.5 % Philadelphia, PA 14.7 % Portland, OR 18.7 % Sacramento, CA 6.3 % San Diego, CA 50.9 % San Francisco, C A 28.4 % |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | NOTE 9. GOODWILL We account for goodwill in accordance with FASB ASC Topic 350 “ Intangibles—Goodwill and Other indicate that an asset may be impaired. We perform our annual impairment testing during the fourth quarter of each year, which coincides with our budget and planning process for the upcoming year. The following table presents the changes in goodwill including business acquisitions as described in Note 3—Recent Transactions. Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 28,454 $ 28,520 Accumulated loss on impairment (4,456 ) (4,763 ) Balance, beginning of period after cumulative loss on impairment 23,998 23,757 Acquisitions of digital media entities 66 4 Acquisitions of digital media entities — 225 Impairments based on the estimated fair value goodwill (307 ) — Ending period balance $ 23,757 $ 23,986 Balance, end of period before cumulative loss on impairment 28,520 28,749 Accumulated loss on impairment (4,763 ) (4,763 ) Ending period balance $ 23,757 $ 23,986 Goodwill Impairment Testing When performing our annual impairment testing for goodwill, the fair value of each applicable accounting unit is estimated using a discounted cash flow analysis, which is a form of the income approach. The discounted cash flow analysis utilizes a five to ten-year The first step of our impairment testing is to perform a qualitative assessment to determine if events and circumstances have occurred that indicate it is more likely than not that the fair value of the assets, including goodwill, are less than their carrying values. We review the significant inputs used in our prior year fair value estimates to determine if any changes to those inputs should be made. We estimate the fair value using a market approach and compare the estimated fair value of each entity to its carrying value, including goodwill. Under the market approach, we apply a multiple of four to each entities operating income to estimate the fair value. We believe that a multiple of four is a reasonable indicator of fair value as in Note 8, Broadcast Licenses. If the results of our qualitative assessment indicate that the fair value of a reporting unit may be less than its carrying value, we perform a second quantitative review of the reporting unit. We engage an independent party Goodwill - Broadcast Markets The unit of accounting we use to test goodwill associated with our radio stations is the cluster level, which we define as a group of radio stations operating in the same geographic market, sharing the same building and equipment, and managed by a single general manager. The cluster level is the lowest level for which discrete financial information and cash flows are available and the level reviewed by management to analyze operating results. Five of our 31 market clusters have goodwill associated with them as of our annual testing period ended December 31, 2021. The key estimates and assumptions used for our enterprise valuations were as follows: Broadcast Markets Enterprise Valuations December 31, 2020 December 31, 2021 Risk-adjusted discount rate 8.5% 8.5% Operating profit margin ranges (11.4%) - 41.5% (1.4%) - 15.0% Long-term revenue growth rates 0.5% - 0.4% 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 qualitative review, we tested one market cluster for goodwill impairment. We engaged Bond & Pecaro, an independent appraisal and valuation firm, to assist us in estimating the enterprise of value our market clusters to test goodwill for impairment. The enterprise valuation assumes that the subject assets are installed as part of an operating business rather than as a hypothetical start-up. Based on our review and analysis, we determined that no impairment charges were necessary to the carrying value of our broadcast market goodwill as of the annual testing period ended December 31, 2021. The tables below present the percentage within a range by which the estimated fair value exceeded the carrying value of each of our market clusters, includin g goodwill: Broadcast Market Clusters as of December 31, 2021 < 10% >11% to 20% >21% to 50% > than 51% Number of accounting units — 1 — — Carrying value including goodwill ( in thousands — 8,539 — — Goodwill – Digital Media The unit of accounting we use to test goodwill in our digital media segment is the entity level, which includes SWN, Townhall.com ® ® Two of our digital media entities have goodwill associated with them as of our annual testing period ended December 31, 2021. We tested one of these entities for impairment because it was not tested in the prior year. We engaged Bond & Pecaro, an independent appraisal and valuation firm, to assist us in estimating the enterprise of value of the entity for impairment. The enterprise valuation assumes that the subject assets are installed as part of an operating business rather than as a hypothetical start-up. The key estimates and assumptions used for our enterprise valuations were as follows: Digital Media Enterprise Valuations December 31, 2020 December 31, 2021 Risk adjusted discount rate 9.5% 9.5% Operating profit margin ranges 3.4% - 6.8% 25.3% - Long-term revenue growth rates 1.0% 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 determined that no impairment charges were necessary to the carrying value of goodwill associated with our digital media entities as of the annual testing period ended December 31, 2021. The estimated fair value exceeded the carrying value by 113.2%. The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of the digital media entities, including goodwill. Digital Media Entities as of December 31, 2021 < 10% >10% to 20% >21% to 50% > than 51% Number of accounting units — — — 1 Carrying value including goodwill ( in thousands — — — 26,671 Goodwill - Publishing The unit of accounting we use to test goodwill in our publishing segment is the entity level, which includes Regnery ® ® Two of our publishing entities have goodwill associated with them as of our annual testing period ended December 31, 2021. We tested one of these entities because it had not been tested in the prior year and we tested the other entity based on the amount by which the prior estimated fair value exceeded the carrying value. We engaged Bond & Pecaro, an independent appraisal and valuation firm, to assist us in estimating the enterprise of value this publishing entity to test goodwill for impairment. The enterprise valuation assumes that the subject assets are installed as part of an operating business rather than as a hypothetical start-up. The key estimates and assumptions used for our enterprise valuations were as follows: Publishing Enterprise Valuations December 31, 2020 December 31, 2021 Risk adjusted discount rate 9.5% 9.5% Operating margin ranges 1.5% - 4.4% 2.4% - 5.2% Long-term revenue growth rates 0.5% - 1.0% 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 determined that no impairment charges were necessary to the carrying value of goodwill associated with our publishing entities as of the annual testing period ended December 31, 2021. The estimated fair value exceeded the carrying value by 122.5%. The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of our remaining accounting units, including goodwill. Publishing Entities as of December 31, 2021 Percentage Range by Which Estimated Fair Value Exceeds Carrying Value < 10% >11% to 20% >21% to 50% > than 51% Number of accounting units — — — 1 Carrying value including goodwill ( in thousands — — — 1,854 |
Amortizable Intangible Assets
Amortizable Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortizable Intangible Assets | NOTE 10. AMORTIZABLE INTANGIBLE ASSETS The following tables provide a summary of our significant classes of amortizable intangible assets: As of December 31, 2021 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 23,700 $ (22,198 ) $ 1,502 Domain and brand names 19,875 (19,421 ) 454 Favorable and assigned leases 2,188 (1,960 ) 228 Subscriber base and lists 8,647 (8,387 ) 260 Author relationships 2,771 (2,771 ) — Non-compete 2,041 (2,041 ) — Other amortizable intangible assets 1,332 (1,332 ) — $ 60,554 $ (58,110 ) $ 2,444 As of December 31, 2020 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 24,012 $ (22,533 ) $ 1,479 Domain and brand names 20,350 (19,127 ) 1,223 Favorable and assigned leases 2,188 (1,943 ) 245 Subscriber base and lists 9,886 (8,974 ) 912 Author relationships 2,771 (2,765 ) 6 Non-compete 2,041 (1,954 ) 87 Other amortizable intangible assets 1,666 (1,601 ) 65 $ 62,914 $ (58,897 ) $ 4,017 Amortization expense was approximately $1.9 million and $3.3 million for the years ended December 31, 2021 , follows: Year ended December 31, Amortization Expense (Dollars in thousands) 2022 $ 1,219 2023 796 2024 206 Year ended December 31, Amortization Expense (Dollars in thousands) 2025 $ 21 2026 11 Thereafter 191 Total $ 2,444 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 11. 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. Long-term debt consists of the following: December 31, 2020 December 31, 2021 (Dollars in thousands) 7.125% Senior Secured Notes $ — $ 114,731 Less unamortized discount and debt issuance costs based on imputed interest rate of 7.64% — (3,844 ) 7.125% Senior Secured Notes net carrying value — 110,887 6.75% Senior Secured Notes 216,341 60,174 Less unamortized debt issuance costs based on imputed interest rate of 7.10% (2,577 ) (480 ) 6.75% Senior Secured Notes net carrying value 213,764 59,694 Asset-Based Revolving Credit Facility principal outstanding (1) 5,000 — Long-term debt less unamortized discount and debt issuance costs $ 218,764 $ 170,581 Less current portion (5,000 ) — Long-term debt less unamortized discount and debt issuance costs, net of current portion $ 213,764 $ 170,581 ( 1 As of December 31, 2021, the Asset-Based Revolving Credit Facility (“ABL”), had a borrowing base of $25.0 million, no outstanding borrowings, and $0.3 million of outstanding letters of credit, resulting in a $23.3 million borrowing base availability. Our weighted average interest rate was 6.65% and 6.99% at December 31, 2020 , In addition to the outstanding amounts listed above, we also have interest obligations • $114.7 million aggregate principal amount of 2028 Notes with semi-annual interest payments at an annual rate of 7.125%; • $60.2 million aggregate principal amount of 2024 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. 7.125% Senior Secured Notes On September 10, 2021, we exchanged $112.8 million of the 2024 Notes for $114.7 million (reflecting a call premium of 1.688%) of newly issued 7.125% Senior Secured Notes due 2028 (“2028 Notes.”) Contemporaneously with the refinancing, we obtained commitments from the holders of the 2028 Notes to purchase up to $50 million in additional 2028 Notes (“Delayed Draw 2028 Notes,”) contingent upon satisfying certain performance benchmarks, the proceeds of which are to be used exclusively to repurchase or repay the remaining balance outstanding of the 2024 Notes. The 2028 Notes and the related guarantees were exchanged and sold to certain holders of the 2024 Notes, whom we believe to be qualified institutional buyers, in a private placement. The 2028 Notes and the related guarantees have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act or any state securities laws. The transaction was assessed on a lender-specific level and was accounted for as a debt modification in accordance with FASB ASC Topic 470. The 2028 Notes are guaranteed on a senior secured basis. We may redeem the 2028 Notes, in whole or in part, at any time prior to June 1, 2024 , i , The 2028 Notes mature on June 1, 2028, unless earlier redeemed or repurchased. Interest accrues on the 2028 Notes from September 10, 2021, and is payable semi-annually, in cash in arrears, on June 1 and December 1 of each year, commencing December 1, 2021. Based on the balance of the 2028 Notes outstanding, we are required to pay $8.2 million per year in interest. As of December 31, 2021 , The indenture to the 2028 Notes e i We record ed expense. SBA PPP Loans We received $11.2 million in aggregate principal amount of PPP loans through the SBA during the first quarter of 2021 based on the eligibility of our radio stations and networks as determined on a per-location pre-tax 6.75% Senior Secured Notes On May 19, 2017, we issued 6.75% Senior Secured Notes (“2024 Notes”) in a private placement. The 2024 Notes are guaranteed on a senior secured basis by our existing subsidiaries (“Subsidiary Guarantors”). The 2024 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 is payable semi-annually, in cash in arrears, on June 1 and December 1 of each year. The 2024 Notes are secured by a first-priority lien on substantially all assets of ours and the Subsidiary Guarantors other than the ABL Facility Priority Collateral as described below. 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 indenture relating to the 2024 Notes 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. At December 31, 2021, we were, and we remain, in compliance with all of the covenants under the indenture. We recorded debt issuance costs of $6.3 million that were recorded as a reduction of the debt proceeds that are being amortized to non-cash Based on the balance of the 2024 Notes outstanding of $60.2 million, we are required to pay $4.1 million per year in interest on the 2024 Notes. As of December 31, 2021, accrued interest on the 2024 Notes was $0.3 million. We may from time to time, depending on market conditions and prices, contractual restrictions, our financial liquidity, and other factors, seek to repurchase the 2024 Notes in open market transactions, privately negotiated transactions, by tender offer or otherwise, as market conditions warrant. As described above, on September 10, 2021, we exchanged $112.8 million of the 2024 Notes for $114.7 million of newly issued 2028 Notes, reflecting a call premium of 1.688%. Bond issuance costs of $1.1 million associated with the $112.8 million of the 2024 Notes are being amortized as part of the effective yield on the 2028 Notes. In addition to the exchange on Sep tember 10, 2021 in total million through multiple transactions 2021. 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 % of Face Bond Issue Net Gain (Dollars in thousands) December 10, 2021 $ 35,000 $ 35,591 101.69 % $ 321 $ (911 ) October 25, 2021 2,000 2,020 101.00 % 19 (39 ) October 12, 2021 250 251 100.38 % 2 (3 ) October 5, 2021 763 766 100.38 % 7 (10 ) October 4, 2021 628 629 100.13 % 6 (7 ) September 24, 2021 4,700 4,712 100.25 % 44 (56 ) January 30, 2020 2,250 2,194 97.50 % 34 22 January 27, 2020 1,245 1,198 96.25 % 20 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 $ 82,000 $ 79,555 $ 1,105 $ 1,340 Asset-Based Revolving Credit Facility On May 19, 2017, the company entered into the ABL Facility pursuant to a Credit Agreement (“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. On October 20, 2020, we entered into a fourth amendment to our ABL Facility that provides a one-time On April 7, 2020, we entered into a third amendment to ABL Facility that increased the advance rate on eligible accounts receivable from 85% to 90% and extended the maturity date from May 19, 2022 to March 1, 2024. The April 7, 2020 amendment also allows for an alternative benchmark rate that may include SOFR due to LIBOR being scheduled to be discontinued at the end of calendar year 2021. Availability under the ABL Facility 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 December 31, 2021, the amount available under the ABL Facility was $23.3 million of which none 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, and by a second-priority lien on 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 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 recorded non-cash , 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. At December 31, 2021, we were, and we remain, in compliance with all of the covenants under the Credit Agreement. Maturities of Long-Term Debt and Capital Lease Obligations Principal repayment requirements under all long-term debt agreements outstanding at December 31, 2021 for each of the next five years and thereafter are as follows: Amount For the Year Ended December 31, (Dollars in thousands) 2022 $ — 2023 — 2024 60,174 2025 — 2026 — Thereafter 114,731 $ 174,905 |
Fair Value Measurements and Dis
Fair Value Measurements and Disclosures | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Disclosures | NOTE 12. FAIR VALUE MEASUREMENTS AND DISCLOSURES 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,” 1. Level 1 Inputs 2. Level 2 Inputs 3. 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 December 31, 2021, the carrying value of cash and cash equivalents, accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying amount of the Notes at December 31, 2021 , 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: December 31, 2021 Carrying Fair Value Measurement Level 1 Level 2 Level 3 (Dollars in thousands) Liabilities: Estimated fair value of contingent earn-out $ 11 — — $ 11 Long-term debt less unamortized discount and debt issuance costs 174,905 — 176,217 — |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 13. INCOME TAXES We recognize deferred tax assets and liabilities for future tax consequences attributable to differences between our consolidated financial statement carrying amount of assets and liabilities and their respective tax bases. We measure these deferred tax assets and liabilities using enacted tax rates expected to apply in the years in which these temporary differences are expected to reverse. We recognize the effect on deferred tax assets and liabilities resulting from a change in tax rates in income in the period that includes the date of the change. For financial reporting purposes, we recorded a valuation allowance of $39.1 million as of December 31, 202 1 , and and $14.4 million respectively, along with $4 million of s . de 2 0 The consolidated provision for income taxes is as follows: Year Ended December 31, 2020 2021 (Dollars in thousands) Current: Federal $ — $ — State 169 1,112 169 1,112 Deferred: Federal 17,283 (1,277 ) State 12,822 (594 ) 30,105 (1,871 ) Provision for income taxes $ 30,274 $ (759 ) Consolidated deferred tax assets and liabilities consist of the following: As of December 31, 2020 2021 (Dollars in thousands) Deferred tax assets: Financial statement accruals not currently deductible $ 2,908 $ 2,738 Allowance for bad debt reserve 3,672 3,399 Net operating loss, AMT credit and other carryforwards 44,154 35,290 State taxes 35 216 Operating lease liabilities under ASC 842 14,909 13,596 Other 2,440 3,965 Total deferred tax assets 68,118 59,204 Valuation allowance for deferred tax assets (48,073 ) (39,135 ) Net deferred tax assets $ 20,045 $ 20,069 Deferred tax liabilities: Excess of net book value of property and equipment and software for financial reporting purposes over tax basis $ 1,066 $ 145 Excess of net book value of intangible assets for financial reporting purposes over tax basis 75,380 75,747 Operating lease right-of-use 12,482 11,189 Total deferred tax liabilities 88,928 87,081 Net deferred tax liabilitie s $ (68,883 ) $ (67,012 ) The following table reconciles the above net deferred tax liabilities to the financial statements: As of December 31, 2020 2021 (Dollars in thousands) Deferred income tax asset per balance sheet $ — $ — Deferred income tax liability per balance sheet (68,883 ) (67,012 ) $ (68,883 ) $ (67,012 ) A reconciliation of the statutory federal income tax rate to the provision for income tax is as follows: Year Ended December 31, 2020 2021 (Dollars in thousands) Statutory federal income tax (statutory tax rate) $ (4,995 ) $ 8,559 Effect of state taxes, net of federal 10,468 643 Permanent items 379 172 PPP loan forgiveness — (2,351 ) State rate change 63 531 Valuation allowance 24,302 (8,903 ) Stock based compensation cancellation 196 181 Other, net (139 ) 409 Provision for (benefit from) income taxes $ 30,274 $ (759 ) At December 31, 202 1 and for state income tax purposes of approximately $607.7 million that expire in years 2022 through 2041. As a result of our adjusted cumulative three-year pre-tax book loss as of December 31, 2020, we performed an assessment of positive and negative evidence with respect to the realization of our net deferred tax assets. This assessment included the evaluation of scheduled reversals of deferred tax liabilities, the availability of carryforwards and estimates of projected future taxable income. The economic uncertainty from the COVID-19 pandemic provided additional negative evidence that outweighed positive evidence which resulted in recognition of a $ valuation allowance for the year ended December 31, 2020, the carry forwards. During 2021, through operational activity of the company primarily through various land sales throughout the year, we utilized our operating loss carryforwards and adjusted the related valuation allowance by bringing the total valuation allowance to $ million for the year ended December 31, 2021. 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. We utilized certain benefits of the CAA through receipt of PPP loans in the amount of $11.2 million. We used the PPP loan proceeds according to the terms and filed timely applications for forgiveness. During pre-tax |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 14. COMMITMENTS AND CONTINGENCIES We enter 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. We may record contingent earn-out earn-out earn-out earn-out earn-out earn-out earn-out We and our subsidiaries, incident to our business activities, are parties to a number of legal proceedings, lawsuits, arbitration and other claims. Such matters are subject to many uncertainties and outcomes that are not predictable with assurance. We evaluate claims based on what we believe to be both probable and reasonably estimable. We maintain insurance that may provide coverage for such matters. Consequently, we are unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. We believe, at this time, that the final resolution of these matters, individually and in the aggregate, will not have a material adverse effect upon our consolidated financial position, results of operations or cash flows. |
Stock Incentive Plan
Stock Incentive Plan | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plan | NOTE 15. STOCK INCENTIVE PLAN Our Amended and Restated 1999 Stock Incentive Plan (“Plan”) provides for grants of equity-based awards to employees, non-employee shares are authorized under the Plan of which 2,379,001 were available for issuance at December 31, 2021. Insiders may participate in plans established pursuant to Rule 10b5-1 pre-established We recognize non-cash stock-based compensation expense based on the estimated fair value of awards in accordance with FASB ASC Topic 718 Compensation—Stock Compensation. Year Ended December 31, 2020 2021 (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 152 $ 99 Stock option compensation expense included in broadcast operating expenses 136 123 Stock option compensation expense included in digital media operating expenses 56 97 Stock option compensation expense included in publishing operating expenses 1 — Total stock-based compensation expense, pre-tax $ 345 $ 319 Tax expense from stock-based compensation expense (90 ) (83 ) Total stock-based compensation expense, net of tax $ 255 $ 236 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 , one 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 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 years ended December 31, 2021, and 2020: Year Ended Year Ended Expected volatility 53.96 % 75.98 % Expected dividends 7.30 % — % Expected term (in years) 7.6 7.8 Risk-free interest rate 1.14 % 1.03 % Activity with respect to the company’s option awards during the two years ended December 31, 2021, is as follows (Dollars in thousands, except weighted average exercise price and weighted average grant date fair value): Options Shares Weighted Weighted Weighted Aggregate Outstanding at January 1, 2020 1,860,722 $ 4.39 $ 2.37 3.6 years $ — Granted 743,000 1.37 0.35 — Exercised — — — — Forfeited or expired (312,702 ) 5.71 3.80 — Outstanding at December 31, 2020 2,291,020 3.23 1.52 4.3 years $ — Exercisable at December 31, 2020 1,229,770 4.37 2.22 2.4 years — Expected to Vest 1,007,657 3.26 1.54 4.2 years $ — Outstanding at January 1, 2021 2,291,020 $ 3.23 $ 1.52 4.3 years $ — Granted 270,000 2.14 1.55 — Exercised (475,657 ) 2.31 1.08 728 Forfeited or expired (159,946 ) 6.71 4.70 — Outstanding at December 31, 2021 1,925,417 3.01 1.37 4.4 years $ 1,310 Exercisable at December 31, 2021 924,292 4.25 1.93 2.4 years 83 Expected to Vest 950,568 3.05 1.38 4.4 years $ 1,248 Activity with respect to the company’s restricted stock awards during the year ended December 31, 2021, is as follows: Restricted Stock Awards Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Non-Vested 107,990 $ 1.85 1.67 years $ 156 Granted — — — — Lapse of restrictions — — — — Forfeited or expired — — — — Outstanding at December 31, 2020 107,990 $ 1.85 0.7 years $ 112 Non-Vested 107,990 $ 1.85 0.7 years $ 112 Granted — — — — Lapse of restrictions (107,990 ) 1.85 — 200 Forfeited or expired — — — — Outstanding at December 31, 2021 — $ — — $ — Additional information regarding options outstanding as of December 31, 2021, is as follows: Range of Options Weighted Average Weighted Exercisable Weighted $ 1.00 - $3.00 906,000 6.4 $ 1.61 50,250 $ 1.41 $ 3.01 - $3.28 471,500 3.9 3.25 342,000 3.25 $ 3.29 - $4.63 63,500 3.7 3.77 47,625 3.77 $ 4.64 - $4.85 383,542 1.7 4.85 383,542 4.85 $ 4.86 - $6.65 1,000 0.3 6.38 1,000 6.38 $ 6.66 - $8.76 99,875 0.2 7.05 99,875 7.05 1,925,417 4.4 $ 3.01 924,292 $ 4.25 The aggregate intrinsic value represents the difference between the company’s closing stock price on December 31, 2021 of $3.06 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 years ended December 31, 2021 , As of December 31, 2021, there was $0.1 million of total unrecognized compensation cost related to non-vested |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 16. RELATED PARTY TRANSACTIONS Our Board has adopted a written policy for review, approval and monitoring of transactions between Salem and its related parties. The policy applies to any transaction or series of transactions in which Salem is a participant, the amount involved exceeds $120,000 and a Related Party (as defined in Item 404(a) of SEC Regulation S-K) Under the Policy, related party transactions must be reported to our general counsel and be reviewed and approved or ratified by the Board in accordance with the terms of the Policy, prior to the effectiveness or consummation of the transaction, whenever practicable. The Board will review all relevant information available about the potential related party transaction and may, in its sole discretion, impose such conditions as it deems appropriate on Salem or the Related Party in connection with the approval of the related party transaction. We also poll our directors and executive officers on an annual Other than compensation arrangements for our directors and executive officers, the following is a summary of transactions for the years ended December 31, 2021 and December 31, 2020 to which we have been a party in which the amount involved exceeds $120,000 annually and in which any of our then directors, executive officers or holders of more than 5% of any class of our stock at the time of such transaction, or any members of their immediate family, or is a general partner or principal or in which the person has a 10% or greater beneficial ownership interest, had or will have a direct or indirect material interest. Leases with Principal Stockholders A trust controlled by the Executive Chairman of the company, Edward G. Atsinger III, owns real estate on which assets of one radio station are located. Salem has entered into a lease agreement with this trust. Rental expense related to this lease included in operating expense for each of the year’s ending December 31, 2021, and 2020 amounted to $0.2 million. Mr. Ted Atsinger, son of the Executive Chairman is the beneficiary and/or successor trustee. Land and buildings occupied by various Salem radio stations are leased from entities owned by the company’s Executive Chairman and its Chairman Emeritus. Rental expense under these leases included in operating expense for each of the years ending December 31, 2021, and 2020 was $1.6 million and $1.5 million, respectively. Know the Truth – Mr. Riddle Know the Truth is a non-profit , Split-Dollar Life Insurance Salem maintained split-dollar life insurance policies for its Chairman Emeritus and Executive Chairman since 1997. Since 2003, the company has been the owner of the split-dollar life insurance policies and was entitled to recover all of the premiums paid on the policies. The premiums were $0.2 million for the year ended December 31, 2020. The policies were surrendered during 2020 with net proceeds of $2.4 million paid to the company. The company paid $0.3 million of the proceeds to the Chairman Emeritus of the proceeds to the Executive Chairman in exchange for surrendering the policies. Transportation Services Supplied by Sun Air Jets From time to time, the company rents aircraft from a company owned by Edward G. Atsinger III, Executive Chairman and director of Salem. As approved by the independent members of the company’s board of directors, the company rents these aircraft on an hourly basis for general corporate needs. Total rental expense for these aircraft for the years ended December 31, 2021, and 2020 was approximately $26,000 and $298,000, respectively. At December 31, 2020, $100,000 of the $298,000 paid to Sun Air Jets during 2020 was applied as an advance to secure future flights at discounted rates of which $26,000 was utilized during 2021. |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2021 | |
Text Block [Abstract] | |
Defined Contribution Plan | NOTE 17. DEFINED CONTRIBUTION PLAN We maintain a 401(k) defined contribution plan (“401(k) Plan”), which covers eligible employees as defined in the 401(k) Plan. Participants are allowed to make non-forfeitable COVID-19 |
Equity Transactions
Equity Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Federal Home Loan Banks [Abstract] | |
Equity Transactions | NOTE 18. EQUITY TRANSACTIONS In April 2021, we filed a prospectus supplement to our shelf registration statement on Form S-3 at-the-market facility. We account for stock-based compensation expense in accordance with FASB ASC Topic 718, “ Compensation-Stock Compensation non-cash million to additional paid-in Our dividend policy is based upon our Board of Directors’ current assessment of our business and the environment in which we operate. On May 6, 2020, our Board of Directors voted to discontinue equity distributions until further notice due to the adverse economic impact of the COVID-19 |
Segment Data
Segment Data | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Data | NOTE 19. SEGMENT DATA FASB ASC Topic 280, “ Segment Reporting operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which also qualify as reportable segments. Our operating segments reflect how our chief operating decision makers, which we define as a collective group of senior executives, assess the performance of each operating segment, and determine the appropriate allocations of resources to each segment. We continually review our operating segment classifications to align with operational changes in our business and may make changes as necessary. We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury, which are reported as unallocated corporate expenses in our condensed consolidated statements of operations included in this annual report. We also exclude costs such as amortization, depreciation, taxes, and interest expense. 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 multimedia advertising agency with locations in 33 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 content, e-commerce, ® ® ™ ™ ® websites; collectively known as Townhall Media, include Townhall.com ® ™ ® ® 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 two ® The table below presents financial information for each operating segment as of December 31, 2021, and 2020 based on the composition of our operating segments: Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Year Ended December 31, 2021 Net revenue $ 191,443 $ 42,164 $ 24,640 $ — $ 258,247 Operating expenses 145,720 33,797 23,220 17,483 220,220 Net operating income (loss) before depreciation, amortization, debt modification costs and net (gain) loss on the disposition of assets $ 45,723 $ 8,367 $ 1,420 $ (17,483 ) $ 38,027 Debt modification costs — — — 2,526 2,526 Depreciation 6,186 3,557 210 980 10,933 Amortization 17 1,541 337 — 1,895 Net (gain) loss on the disposition of assets (23,212 ) (83 ) (306 ) 26 (23,575 ) Operating income (loss) $ 62,732 $ 3,352 $ 1,179 $ (21,015 ) $ 46,248 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Year Ended December 31, 2020 Net revenue $ 178,127 $ 39,593 $ 18,519 $ — $ 236,239 Operating expenses 140,942 31,725 21,950 16,194 210,811 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out $ 37,185 $ 7,868 $ (3,431 ) $ (16,194 ) $ 25,428 Depreciation 6,464 3,096 281 936 10,777 Amortization 23 2,416 841 1 3,281 Impairment of indefinite-lived long-term assets other than goodwill — (12 ) — — (12 ) Impairment of goodwill 16,994 — 260 — 17,254 Change in estimated fair value of contingent earn-out 184 10 105 8 307 Net (gain) loss on the disposition of assets 1,554 — 2 19 1,575 Operating income (loss) $ 11,966 $ 2,358 $ (4,920 ) $ (17,158 ) $ (7,754 ) Broadcast Digital Publishing Corporate Consolidated (Dollars in thousands) As of December 31, 2021 Inventories, net $ — $ — $ 960 $ — $ 960 Property and equipment, net 61,694 8,447 746 8,452 79,339 Broadcast licenses 320,008 — — — 320,008 Goodwill 2,750 19,790 1,446 — 23,986 Amortizable intangible assets, net 229 2,215 — — 2,444 Broadcast Digital Publishing Corporate Consolidated (Dollars in thousands) As of December 31, 2020 Inventories, net $ — $ — $ 495 $ — $ 495 Property and equipment, net 64,231 6,221 741 7,929 79,122 Broadcast licenses 319,773 — — — 319,773 Goodwill 2,746 19,565 1,446 — 23,757 Amortizable intangible assets, net 246 3,434 337 — 4,017 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 20. SUBSEQUENT EVENTS On February 15, 2022, we closed on the acquisition of WLCC-AM On January 12, 2022, we repurchased $2.5 million of the 2024 Notes at 101.25% of face value recognizing a loss of $53,000. On January 10, 2022, we closed on the sale of 4.5 acres of land in Phoenix, Arizona for pre-tax 90-days KXXT-AM. Subsequent events reflect all applicable transactions through the date of the filing. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business Salem Media Group, Inc. (“Salem” “we,” “us,” “our” or the “company”) 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. The accompanying Consolidated Financial Statements of Salem include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Impact Of The COVID19 Pandemic | Impact of the COVID-19 The COVID-19 stay-at-home While we see progress being made in revenue returning to pre-pandemic COVID-19 right-of-use assets. During 2020 we implemented several measures to reduce costs and conserve cash to ensure that we had adequate cash to meet our debt servicing requirements, including: • limiting capital expenditures; • reducing discretionary spending, including travel and entertainment; • eliminating open positions and freezing new hires; • reducing staffing levels; • implementing temporary company-wide pay cuts of 5%, 7.5% or 10% depending on salary level; • furloughing certain employees; • temporarily suspending the company 401(k) match; • requesting rent concessions from landlords; • requesting discounts from vendors; • offering early payment discounts to certain customers in exchange for advance cash payments; and • suspending the payment of distributions on our common stock indefinitely. As the economy began to show signs of recovery, we reversed several of these cost reduction initiatives during 2021. We continue to operate with lower staffing levels where appropriate, we have not declared or paid equity distributions on our common stock, and the company 401(k) match was not reinstated until January 2022. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act provided emergency economic assistance for individuals and businesses impacted by the COVID-19 • We deferred $3.3 million of employer FICA taxes from April 2020 through December 2020, of which 50% was paid in December 2021 and the remaining 50% is payable in December 2022; • A relaxation of interest expense deduction limitation for income tax purposes; • W per-location • In July 2021, the SBA forgave all but $20,000 of the PPP loans, with the remaining PPP loan repaid in July 2021. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. See Item 7 – Management Discussion and Analysis within this annual report for a discussion of our Critical Accounting Estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid debt instruments, purchased with an initial maturity of three-months or less, to be cash equivalents. The carrying value of our cash and cash equivalents approximated fair value at each balance sheet date. |
Accounts Receivable and Unbilled Revenue | Accounts Receivable and Unbilled Revenue Accounts receivable, net of allowances: Unbilled revenue end-of-flight, |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts We maintain an allowance for doubtful accounts to provide for the estimated amount of receivables that may not be collected. The allowance is based on our historical collection experience, the age of the receivables, specific customer information and current economic conditions. Past due balances are generally not written-off |
Inventory | Inventory Inventory consists of books published by Regnery ® |
Property and Equipment | Property and Equipment We account for property and equipment in accordance with FASB ASC Topic 360-10, Property, Plant and Equipment during the year ended December 31, 2020. No interest was capitalized in 2021 based on the balance outstanding of our variable rate debt. Repair and maintenance costs are charged to expense as incurred. Improvements are capitalized if they extend the life of the asset or enhance the quality or ability of the asset to benefit operations. Depreciation is computed using the straight-line method over estimated useful lives as follo w : Category Estimated Life Buildings 40 years Office furnishings and equipment 5 -10 years Antennae, towers and transmitting equipment 10 – Studio, production, and mobile equipment 5 – Computer software and website development costs 3 years Record and tape libraries 3 years Automobiles 5 years Leasehold improvements Lesser of the useful life or The carrying value of property and equipment is evaluated periodically in relation to the operating performance and anticipated future cash f indicators of Equipment. |
Internally Developed Software and Website Development Costs | Internally Developed Software and Website Development Costs We capitalize costs incurred during the application development stage related to the development of internal-use 350-40 Internal-Use internal-use million and $ million during the years ended December 31, 2021, and 2020, respectively, related to internally developed software and website development costs. Depreciation expense of the amounts capitalized was $ million and $ million for each of the years ending December 31, 2021, and 2020, respectively. |
Indefinite-Lived Intangible Assets | Indefinite-Lived Intangible Assets We account for broadcast licenses and goodwill in accordance with FASB ASC Topic 350 “ Intangibles—Goodwill and Other Impairment testing requires an estimate of the fair value of our indefinite-lived intangible assets. We believe that these estimates of fair value 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 12, Fair Value Measurements and Disclosures. We perform our annual impairment testing during the fourth quarter of each year as discussed in Note 8, Broadcast Licenses and in Note 9, Goodwill. |
Amortizable Intangible Assets | Amortizable Intangible Assets Intangible assets are recorded at cost less accumulated amortization. Typically, intangible assets are acquired in conjunction with the acquisition of broadcast entities, digital media entities and publishing entities. These intangibles are amortized using the straight-line method over the following Category Estimated Life Customer lists and contracts Lesser of 5 years or the Domain and brand names 5 - 7 Favorable and assigned leases Lease Term Subscriber base and lists 3 – Author relationships 1 – Non-compete 1 to The carrying value of our amortizable intangible assets are evaluated periodically in relation to the operating performance and anticipated future cash flows of the underlying radio stations and businesses for indicators of impairment. In accordance with FASB ASC Topic 360 “ Property, Plant and Equipment ,” when indicators of impairment are present and the undiscounted cash flows estimated to be generated from these assets are less than the carrying amounts of these assets, an adjustment to No adjustments to the carrying amounts of our amortizable intangible assets were necessary during the year ended December 31, 2021. |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs incurred in conjunction with debt obligations are amortized to non-cash |
Income Tax Valuation Allowances (Deferred Taxes) | Income Tax Valuation Allowances (Deferred Taxes) We account for income taxes in accordance with FASB ASC Topic 740 “ Income Taxes We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to be realized. We consider all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to earnings in the period in which we make such a determination. Likewise, if we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance. For financial reporting purposes, we recorded a valuation allowance of $39.1 million as of December 31, 202 1 , to federal and state net operating loss carryforwards of $20.7 million and $14.4 million respectively, along with $4 million of other financial statement accruals a decrease of $9.0 million during the year, from $48.1 million valuation allowance as of December 31, 20 2 0 We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. |
Income Taxes and Uncertain Tax Positions | Income Taxes and Uncertain Tax Positions We are subject to audit and review by various taxing jurisdictions. We may recognize liabilities on our financial statements for positions taken on uncertain tax positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others may be subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. Such positions are deemed to be unrecognized tax benefits and a corresponding liability is established on the balance sheet. It is inherently difficult and subjective to estimate such amounts, as this requires us to make estimates based on the various possible outcomes. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, we believe it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. We review and reevaluate uncertain tax positions on a quarterly basis. Changes in assumptions may result in the recognition of a tax benefit or an additional charge to the tax provision. During the year ended December 31, 2021, we recognized liabilities associated with uncertain tax positions around our subsidiary Salem Communications Holding Company’s Pennsylvania tax filing. The position taken on the tax returns follows Pennsylvania Notice 2016-01 |
Effective Tax Rate | Effective Tax Rate Our provision for income tax as a percentage of operating income before taxes, or our effective tax rate, may be impacted by: (1) changes in the level of income in any of our taxing jurisdictions; (2) changes in statutes and rules applicable to taxable income in the jurisdictions in which we operate; (3) changes in the expected outcome of income tax audits; (4) changes in the estimate of expenses that are not deductible for tax purposes; (5) income taxes in certain states where the states’ current taxable income is dependent on factors other than consolidated net income; (6) the addition of operations in states that on average have different income tax rates from states in which we currently operate; and (7) the effect of previously reported temporary differences between the and financial reporting bases of assets and liabilities. Our annual effective tax rate may also be materially impacted by tax expense associated with non-amortizable |
Business Acquisitions | Business Acquisitions We account for business acquisitions in accordance with the acquisition method of accounting as specified in FASB ASC Topic 805 “ Business Combinations earn-out Acquisitions may include contingent consideration, the fair value of which is estimated as of the acquisition date as the present value of the contingent payments. The unobservable inputs used in the determination of the fair value of the contingent earn-out We may retain a third-party appraiser to estimate the fair value of the acquired net assets as of the acquisition date. As part of the valuation and appraisal process, the third-party appraiser prepares a report assigning estimated fair values to the various assets acquired. These fair value estimates are subjective in nature and require careful consideration and judgment. Management reviews the third-party reports for reasonableness of the assigned values. We believe that these valuations and analysis provide appropriate estimates of the fair value for the net assets acquired as of the acquisition date. The initial valuations for business acquisitions are subject to refinement during the measurement period, which may be up to one year from the acquisition date. During this measurement period, we may retroactively record adjustments to the net assets acquired based on additional information obtained for items that existed as of the acquisition date. Upon the conclusion of the measurement period, any adjustments are reflected in our Consolidated Statements of Operations. To date, we have not recorded adjustments to the estimated fair values used in our business acquisition consideration during or after the measurement period. Property and equipment are recorded at the estimated fair value and depreciated on a straight-line basis over their estimated useful lives. Finite-lived intangible assets are recorded at their estimated fair value and amortized on a straight-line basis over their estimated useful lives. Goodwill, which represents the organizational systems and procedures in place to ensure the effective operation of the entity, may also be recorded and tested for impairment. Transactions that do not meet the definition of a business in ASU 2017-01 Business Combinations (Topic 805) Clarifying the Definition of a Business” 2017-01, |
Partial Self-Insurance on Employee Health Plan | Partial Self-Insurance on Employee Health Plan We provide health insurance benefits to eligible employees under a self-insured plan whereby we pay actual medical claims subject to certain stop loss limits. We record self-insurance liabilities based on actual claims filed and an estimate of those claims incurred but not reported. Our estimates are based on historical data and probabilities. Any projection of losses concerning our liability is subject to a high degree of variability. Among the causes of this variability are unpredictable external factors such as future inflation rates, changes in severity, benefit level changes, medical costs, and claim settlement patterns. Should the actual amount of claims increase or decrease beyond what was anticipated, we may adjust our future reserves. We have not modified our estimate methodology and we have not historically recognized significant losses from changes in our estimates. The following table presents the changes in our partial self-insurance reserves: Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period $ 640 $ 543 Self-funded costs 7,477 7,783 Claims paid (7,574 ) (7,809 ) Ending period balance $ 543 $ 517 |
Derivative Instruments | Derivative Instruments We are exposed to market risk from changes in interest rates. We actively monitor these fluctuations and may use derivative instruments primarily for the purpose of reducing the impact of changing interest rates on our variable rate debt and to reduce the impact of changing fair market values on our fixed rate debt. In accordance with our risk management strategy, we may use derivative instruments only for the purpose of managing risk associated with an asset, liability, committed transaction, or probable forecasted transaction that is identified by management. Our use of derivative instruments may result in short-term gains or losses that may increase the volatility of our earnings. Under FASB ASC Topic 815, “ Derivatives and Hedging,” As of December 31, 2021, we did not have any outstanding derivative instruments. |
Fair Value Measurements and Disclosures | Fair Value Measurements and Disclosures As of December 31, 2021, the carrying value of cash and cash equivalents, accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying value of the ABL Facility approximates fair value as the related interest rates approximate rates currently available to the company. The carrying amount of our long-term debt at December 31, 2021, was $174.9 million, compared to the estimated fair value of $176.2 million based on prevailing interest rates and trading activity for our long-term debt. See Note 12, Fair Value Measurements and Disclosures. |
Long-term Debt and Debt Covenant Compliance | Long-term Debt and Debt Covenant Compliance Our classification of outstanding borrowings on our 2024 Notes and 2028 Notes as long-term debt on our balance sheet is based on our assessment that, under the indentures and after considering our projected operating results and cash flows for the coming year, no principal payments are required to be made within the next twelve months. We may redeem the 2024 Notes and 2028 Notes, in whole or in part, 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, up to, but not including, the redemption date. See Note 11, Long-Term Debt. |
Reserves for Royalty Advances | Reserves for Royalty Advances Royalties are paid in advance to book authors and capitalized as prepaid assets. Royalties are expensed as the related book revenue is earned or when we determine that future recovery of the royalty is not likely. We review historical data associated with royalty advances, earnings and recoverability based on actual results of Regnery ® |
Contingency Reserves | Contingency Reserves In the ordinary course of business, we are involved in various legal proceedings, lawsuits, arbitrations, and other claims which are complex in nature and have outcomes that are difficult to predict. Consequently, we are unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. We record contingency reserves to the extent we conclude that it is probable that a liability has been incurred and the amount of the related loss can be reasonably estimated. The establishment of the reserve is based on a review of all relevant factors, the advice of legal counsel, and the subjective judgment of management. The reserves we have recorded to date have not been material to our consolidated financial position, results of operations, or cash flows. We believe that our estimates and assumptions are reasonable and that our reserves are accurately reflected. While we believe that the final resolution of any known matters, individually and in the aggregate, will not have a material adverse effect upon our consolidated financial position, results of operations, or cash flows, it is possible that we could incur additional losses. We maintain insurance that may provide coverage for such matters. Future claims against us, whether meritorious or not, could have a material adverse effect upon our consolidated financial position, results of operations or cash flows, including losses due to costly litigation and losses due to matters that require significant amounts of management time that can result in the diversion of significant operational resources. See Note 14, Commitments and Contingencies. |
Revenue Recognition | Revenue Recognition We recognize revenue in accordance with ASC Topic 606, “ Revenue from Contracts with Customers” Significant management judgments and estimates must be made in connection with determining the amount of revenue to be recognized in any accounting period. We must assess the promises within each sales contract to determine if they are distinct performance obligations. Once the performance obligation(s) are determined, the transaction price is allocated to the performance obligation(s) based on a relative standalone selling price basis. If a sales 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 standalone selling price. If the stand-alone selling price is not determinable, an estimate is used. We make significant estimates related to variable consideration at the point of sale, including estimates for refunds and product returns. |
Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation under the provisions of FASB ASC Topic 718, “ Compensation—Stock Compensation .” We record equity awards with stock-based compensation measured at the fair value of the award as of the grant date. We determine the fair value of our options using the Black-Scholes option-pricing model that requires the input of highly subjective assumptions, including the expected stock price volatility and expected term of the options granted. The exercise price for options is equal to the closing market price of Salem Media Group common stock as of the date of grant. We use the straight-line attribution method to recognize share-based compensation costs over the expected service period of the award. Upon exercise, cancellation, forfeiture, or expiration of stock options, or upon vesting or forfeiture of restricted stock awards, deferred tax assets for options and restricted stock awards with multiple vesting dates are eliminated for each vesting period on a first-in, first-out basis as if each vesting period was a separate award. See Note 15, Stock Incentive Plan. |
Advertising and Promotional Cost | Advertising and Promotional Cost Costs of media advertising and associated production costs are expensed as incurred and amounted to approximately $10.6 million and $7.9 million for each of the years ended December 31, 2021 , |
Leases | Leases We account for leases under the provisions of FASB ASC Topic 842, “ Leases Accounting Policy Elections under ASC 842 Lease Term The lease term can materially impact the value of the Right-of-Use Lease Payments Lease payments consist of the following payments (as applicable) related to the use of the underlying asset during the lease term: • Fixed payments, including in substance fixed payments, less any lease incentives paid or payable to the lessee • Variable lease payments that depend on an index or a rate, such as the Consumer Price Index or a market interest rate, • The exercise price of an option to purchase the underlying asset if the lessee is reasonably certain to exercise that option. • Payments for penalties for terminating the lease if the lease term reflects the lessee exercising an option to terminate the lease. • Fees paid by the lessee to the owners of a special-purpose entity for structuring the transaction • For a lessee only, amounts probable of being owed by the lessee under residual value guarantees Short-Term Lease Exemption We exclude short-term leases, or leases with a term of twelve months or less that do not contain a purchase option that we are reasonably certain to exercise, from our ROU asset and lease liability calculations. We consider the applicability of the short-term exception on month-to-month month-to-month one-month We believe that these month-to-month month-to-month Service Agreements with an Embedded Lease Component We exclude certain service agreements that contain embedded leases for equipment based on the immaterial impact of these agreements. Our analysis includes cable and satellite television service agreements for which our monthly payment may include equipment rentals, coffee and water service at certain facilities that may include equipment rentals (we often meet minimum requirements and just pay for product used), security services that include a monthly fee for cameras or equipment, and other similar arrangements. Based on the insignificant amount of the monthly lease costs, we exclude these agreements from our ROU asset and liability calculations due to the immaterial impact to our financial statements. Incremental Borrowing Rate The ROU asset and related lease liabilities recorded under ASC 842 are calculated based on the present value of the lease payments using (1) the rate implicit in the lease or (2) the lessee’s IBR, defined as the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. As most leases do not provide an implicit rate, we estimate the IBR applicable to Salem using significant judgement and estimates, including the estimated value of the underlying leased asset, and the (a) credit history of Salem Media Group, (b) the credit worthiness of Salem Media Group, (c) the class of the underlying asset and the remaining term of the arrangement, and (d) the debt incurred under the lease liability as compared to amounts that would be borrowed. We developed a matrix to estimate the IBR for each lease class. We review the IBR estimates on a quarterly basis and update as necessary. Our analysis requires the use of significant judgement and estimates, including the estimated value of the underlying leased asset. We have not modified our estimate methodology and we have not recognized significant changes in our estimates. Portfolio Approach We apply a portfolio approach by applying a single IBR to leases with reasonably similar characteristics, including the remaining lease term, the underlying assets, and the economic environment. We believe that applying the portfolio approach is acceptable because the results do not materially differ from the application of the leases model to the individual leases in that portfolio. Sales Taxes and Other Similar Taxes We do not evaluate whether sales taxes or other similar taxes imposed by a governmental authority on a specific lease revenue-producing transaction that are collected by the lessor from the lessee are the primary obligation of the lessor as owner of the underlying leased asset. A lessor that makes this election will exclude these taxes from the measurement of lease revenue and the associated expense. Taxes assessed on a lessor’s total gross receipts or on the lessor as owner of the underlying asset (e.g., property taxes) are excluded from the scope of the policy election. A lessor must apply the election to all taxes in the scope of the policy election and would provide certain disclosures. Separating Consideration between Lease and Non-Lease We include the lease and non-lease non-lease Contracts that include lease and non-lease non-lease Accounting for a lease component of a contract and its associated non-lease |
Leasehold Improvements | Leasehold Improvements We may construct or otherwise invest in leasehold improvements to properties. The costs of these leasehold improvements are capitalized and depreciated over the shorter of the estimated useful life of the improvement or the lease term including anticipated renewal periods. |
(Gain) Loss on the Disposition of Assets | (Gain) Loss on the Disposition of Assets We record gains or losses on the disposition of assets equal to the proceeds, if any, as compared to the net book value. Exchange transactions are accounted for in accordance with FASB ASC Topic 845 “ Non-Monetary |
Discontinued Operations | Discontinued Operations We regularly review underperforming assets to determine if a sale or disposal might be a better way to monetize the assets. When a station, group of stations, or other asset group is considered for sale or disposal, we review the transaction to determine if or when the entity qualifies as a discontinued operation in accordance with the criteria of FASB ASC Topic 205-20 Discontinued Operations |
Basic and Diluted Net Earnings Per Share | Basic and Diluted Net Earnings Per Share Basic net earnings per share have been computed using the weighted average number of Class A and Class B shares of common stock outstanding during the period. Diluted net earnings per share is computed using the weighted average number of shares of Class A and Class B common stock outstanding during the period plus the dilutive effects of stock options. Options to purchase 1,925,417 and 2,291,020 shares of Class A common stock were outstanding at December 31, 2021, and 2020. Diluted weighted average shares outstanding exclude outstanding stock options whose exercise price is in excess of the average price of the company’s stock price. These options are excluded from the respective computations of diluted net income or loss per share because their effect would be anti-dilutive. The following table sets forth the shares used to compute basic and diluted net earnings per share for the periods indicated: Year Ended December 31, 2020 2021 Weighted average shares 26,683,363 26,892,540 Effect of dilutive securities — stock options — 404,078 Weighted average shares adjusted for dilutive securities 26,683,363 27,296,618 |
Segments | Segments We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which also qualify as reportable segments. Our operating segments reflect how our chief operating decision makers, which we define as a collective group of senior executives, assesses the performance of each operating segment, and determines the appropriate allocations of resources to each segment. We continually review our operating segment classifications to align with operational changes in our business and may make changes as necessary. We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax and treasury, which are reported as unallocated corporate expenses in our consolidated statements of operations included in this annual report. We also exclude costs such as amortization, depreciation, taxes, and interest expense. |
Variable Interest Entities | Variable Interest Entities We may enter into agreements or investments with other entities that could qualify as variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810 “ Consolidation” re-evaluate We may enter into lease arrangements with entities controlled by our principal stockholders or other related parties. We believe that the requirements of FASB ASC 810 do not apply to these entities because the lease arrangements do not contain explicit guarantees of the residual value of the real estate, do not contain purchase options or similar provisions and the leases are at terms that do not vary materially from leases that would have been available with unaffiliated parties. Additionally, we do not have an equity interest in the entities controlled by our principal stockholders or other related parties, and we do not guarantee debt of the entities controlled by our principal stockholders or other related parties. We also enter into Local Marketing Agreements (“LMAs”) or Time Brokerage Agreements (“TBAs”) contemporaneously with entering into an Asset Purchase Agreement (“APA”) to acquire or sell a radio station. Typically, both LMAs and TBAs are contractual agreements under which the station owner/licensee makes airtime available to a programmer/licensee in exchange for a fee and reimbursement of certain expenses. LMAs and TBAs are subject to compliance with the antitrust laws and the communications laws, including the requirement that the licensee must maintain independent control over the station and, in particular, its personnel, programming, and finances. The FCC has held that such agreements do not violate the communications laws as long as the licensee of the station receiving programming from another station maintains ultimate responsibility for, and control over, station operations and otherwise ensures compliance with the communications laws. The requirements of FASB ASC 810 may apply to entities under LMAs or TBAs, depending on the facts and circumstances related to each transaction. As of December 31, 2021, we did not have implicit or explicit arrangements that required consolidation under the guidance in FASB ASC 810. |
Concentrations of Business Risks | Concentrations of Business Risks We derive a substantial part of our total revenue from the sale of advertising. For the years ended December 31, 2021 , |
Concentrations of Credit Risks | Concentrations of Credit Risks Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents; accounts receivable and derivative instruments. We place our cash and cash equivalents with high quality financial institutions. Such balances may be in excess of the Federal Deposit Insurance Corporation insured limits. To manage the related credit exposure, we continually monitor the credit worthiness of the financial institutions where we have deposits. Concentrations of credit risk with respect to accounts receivable are limited due to the wide variety of customers and markets in which we provide services, as well as the dispersion of our operations across many geographic areas. We perform ongoing credit evaluations of our customers, but generally do not require collateral to support customer receivables. We establish an allowance for doubtful accounts based on various factors including the credit risk of specific customers, age of receivables outstanding, historical trends, economic conditions, and other information. Historically, our bad debt expense has been within management’s expectations. These estimates require the use of judgment as future events and the effect of these events cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. |
Reclassifications | Reclassifications Certain reclassifications of amounts previously reported were made within footnote details to conform to the current period presentation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements All new accounting pronouncements that are in effect that may impact our financial statements have been implemented. We do not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on our financial position, results of operations or cash flows. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Depreciation Using the Straight-line Method over Estimated Useful Lives | Category Estimated Life Buildings 40 years Office furnishings and equipment 5 -10 years Antennae, towers and transmitting equipment 10 – Studio, production, and mobile equipment 5 – Computer software and website development costs 3 years Record and tape libraries 3 years Automobiles 5 years Leasehold improvements Lesser of the useful life or |
Summary of Intangibles are Amortized Using the Straight-line Method over Estimated Useful Lives | These intangibles are amortized using the straight-line method over the following Category Estimated Life Customer lists and contracts Lesser of 5 years or the Domain and brand names 5 - 7 Favorable and assigned leases Lease Term Subscriber base and lists 3 – Author relationships 1 – Non-compete 1 to |
Schedule of Partial Self Insurance Reserve | The following table presents the changes in our partial self-insurance reserves: Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period $ 640 $ 543 Self-funded costs 7,477 7,783 Claims paid (7,574 ) (7,809 ) Ending period balance $ 543 $ 517 |
Shares Used to Compute Basic and Diluted Net Earning Per Share | The following table sets forth the shares used to compute basic and diluted net earnings per share for the periods indicated: Year Ended December 31, 2020 2021 Weighted average shares 26,683,363 26,892,540 Effect of dilutive securities — stock options — 404,078 Weighted average shares adjusted for dilutive securities 26,683,363 27,296,618 |
Recent Transactions (Tables)
Recent Transactions (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule of Business Acquisitions | A summary of our business acquisitions and asset purchases during the year ending December 31, 2021, none of which were individually or in the aggregate material to our consolidated financial position as of the respective date of acquisition, is as follows: Acquisition Date Description Total Consideration (Dollars in July 2, 2021 SeniorResource.com (asset acquisition) $80 July 1, 2021 ShiftWorship.com (business acquisition) 2,600 June 1, 2021 KDIA-AM KDYA-AM 600 April 28, 2021 Centerline New Media (business acquisition) 1,300 March 8, 2021 Triple Threat Trader (asset acquisition) 127 $4,707 |
Summary of Total Acquisition Consideration | The total purchase price consideration for our business acquisitions and asset purchases during the year ending December 31, 2021, is as follows: Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 4,580 Deferred payments 116 Present value of estimated fair value of contingent earn-out 11 Total purchase price consideration $ 4,707 |
Total Acquisition Consideration Allocated | Net Broadcast Net Digital Total (Dollars in thousands) Assets Property and equipment $ 361 $ 3,221 $ 3,582 Broadcast licenses 235 — 235 Goodwill 4 225 229 Customer lists and contracts — 789 789 Domain and brand names — 66 66 $ 600 $ 4,301 $ 4,901 Liabilities Contract liabilities, short-term — (194 ) (194 ) $ 600 $ 4,107 $ 4,707 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | The following table presents our revenues disaggregated by revenue source for each of our operating segments: Year Ended December 31, 2021 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 48,705 $ — $ — $ 48,705 Block Programming – Local 24,759 — — 24,759 Spot Advertising – National 14,294 — — 14,294 Spot Advertising – Local 41,672 — — 41,672 Infomercials 878 — — 878 Network 19,789 — — 19,789 Digital Advertising 25,453 19,648 132 45,233 Digital Streaming 4,730 3,450 — 8,180 Digital Downloads and eBooks 556 6,373 — 6,929 Subscriptions 1,087 12,228 262 13,577 Book Sales and e-commerce, 432 269 17,128 17,829 Self-Publishing fees — — 6,081 6,081 Advertising – Print — — 123 123 Other Revenue 9,088 196 914 10,198 $ 191,443 $ 42,164 $ 24,640 $ 258,247 Timing of Revenue Recognition Point in Time $ 188,998 $ 42,164 $ 24,640 $ 255,802 Rental Income (1) 2,445 — — 2,445 $ 191,443 $ 42,164 $ 24,640 $ 258,247 Year Ended December 31, 2020 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 47,009 $ — $ — $ 47,009 Block Programming – Local 24,267 — — 24,267 Spot Advertising – National 15,288 — — 15,288 Spot Advertising – Local 39,407 — — 39,407 Infomercials 974 — — 974 Network 19,371 — — 19,371 Digital Advertising 15,938 20,644 415 36,997 Digital Streaming 2,774 3,446 — 6,220 Digital Downloads and eBooks 3,211 5,904 1,605 10,720 Subscriptions 1,166 9,208 680 11,054 Book Sales and e-commerce, 1,438 140 9,228 10,806 Self-Publishing fees — — 5,424 5,424 Advertising – Print 1 — 353 354 Other Revenue 7,283 251 814 8,348 $ 178,127 $ 39,593 $ 18,519 $ 236,239 Timing of Revenue Recognition Point in Time $ 175,611 $ 39,593 $ 18,519 $ 233,723 Rental Income (1) 2,516 — — 2,516 $ 178,127 $ 39,593 $ 18,519 $ 236,239 (1) Rental income is not applicable to ASC 606, but shown for the purpose of identifying each revenue source presented in total revenue on our Consolidated Financial Statements within this annual report. |
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, 2021 $ 11,652 $ 1,869 Revenue recognized during the period that was included in the beginning balance of contract liabilities (8,587 ) — Additional amounts recognized during the period 27,011 1,043 Revenue recognized during the period that was recorded during the period (18,472 ) — Transfers 690 (690 ) Balance, end of period December 31, 2021 $ 12,294 $ 2,222 Amount refundable at beginning of period $ 11,607 $ 1,869 Amount refundable at end of period $ 12,282 $ 2,222 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | We expect to satisfy these performance obligations as follows: Amount For the Year Ended December 31, (Dollars in thousands) 20 22 $ 12,294 20 23 1,817 20 24 289 20 23 109 20 26 7 There after — $ 14,516 |
Trade and Barter Transactions Expenses | Trade and barter revenue and expenses were as follows: Year Ended December 31, 2020 2021 Net broadcast barter revenue $ 2,810 $ 2,567 Net digital media barter revenue — — Net publishing barter revenue 38 — Net broadcast barter expense $ 2,952 $ 2,638 Net digital media barter expense — — Net publishing barter expense 1 (5 ) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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, 2020 2021 (Dollars in thousands) Buildings $ 28,922 $ 28,593 Office furnishings and equipment 36,875 36,598 Antennae, towers and transmitting equipment 78,057 77,813 Studio, production, and mobile equipment 29,023 29,498 Computer software and website development costs 33,928 38,271 Record and tape libraries 17 — Automobiles 1,514 1,515 Leasehold improvements 18,187 18,104 $ 226,523 $ 230,392 Less accumulated depreciation (180,336 ) (186,053 ) 46,187 $ 44,339 Land $ 30,254 26,896 Construction-in-progress 2,681 8,104 $ 79,122 $ 79,339 |
Operating and Finance Lease R_2
Operating and Finance Lease Right-of-Use Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: Twelve Months Ended (Dollars in thousands) Amortization of finance lease ROU Assets $ 64 Interest on finance lease liabilities 8 Finance lease expense 72 Operating lease expense 12,874 Variable lease expense 699 Short-term lease expense 590 Total lease expense $ 14,235 |
Schedule of other information related to leases | Supplemental cash flow information related to leases was as follows: Twelve Months Ended (Dollars in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 13,953 Operating cash flows from finance leases 5 Financing cash flows from finance leases 63 Leased assets obtained in exchange for new operating lease liabilities $ 6,507 Leased assets obtained in exchange for new finance lease liabilities 17 |
Schedule of Future Minimum Lease Payments | Future minimum lease payments under leases that had initial or remaining non-cancelable Operating Leases Related Party Other Total Finance Total (Dollars in thousands) 2022 $ 1,537 $ 10,782 $ 12,319 $ 64 $ 12,383 2023 1,408 10,404 11,812 39 11,851 2024 1,314 8,086 9,400 20 9,420 2025 1,021 6,890 7,911 8 7,919 2026 1,341 6,678 8,019 1 8,020 Thereafter 3,955 20,411 24,366 3 24,369 Undiscounted Cash Flows $ 10,576 $ 63,251 $ 73,827 $ 135 $ 73,962 Less: imputed interest (3,067 ) (19,901 ) (22,968 ) (12 ) (22,980 ) Total $ 7,509 $ 43,350 $ 50,859 $ 123 $ 50,982 Reconciliation to lease liabilities: Lease liabilities – current $ 947 $ 7,704 $ 8,651 $ 58 $ 8,709 Lease liabilities – long-term 6,562 35,646 42,208 65 42,273 Total Lease Liabilities $ 7,509 $ 43,350 $ 50,859 $ 123 $ 50,982 |
Broadcast Licenses (Tables)
Broadcast Licenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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 as described in Note 3 — Recent Transactions. Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 435,300 $ 434,209 Accumulated loss on impairment (97,442 ) (114,436 ) Balance, beginning of period after cumulative loss on impairment 337,858 319,773 Acquisitions of radio stations — 235 Disposition of radio stations and FM translators (1,091 ) — Impairments based on the estimated fair value of broadcast licenses (16,994 ) — Balance, end of period after cumulative loss on impairment $ 319,773 $ 320.00 Balance, end of period before cumulative loss on impairment $ 434,209 $ 434,444 Accumulated loss on impairment (114,436 ) (114,436 ) Balance, end of period after cumulative loss on impairment $ 319,773 $ 320,008 |
Schedule Of Carrying Value and Fair Value of Broadcast Licenses | The table below presents the percentage within a range by which our prior year start-up Geographic Market Clusters as of December 31, 2021 ≤ 25% >26%-50% >51% to 75% > +than 76% Number of accounting units 12 1 4 7 Broadcast license carrying value (in thousands) 193,396 7,004 52,299 21,785 The table below shows the percentage within a range by which our prior year estimated fair value exceeded the carrying value of our broadcasting licenses for these six market clusters: Geographic Market Clusters as of December 31, 2021 ≤ 25% >26%-50% >51% to 75% > +than 76% Number of accounting units — 3 2 1 Broadcast license carrying value (in thousands) — 11,967 27,465 6,092 |
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, 2020 December 31, 2021 Risk-adjusted discount rate 8.5% 8.5% Operating profit margin ranges 4.2% 3.9% - 30.9% Long-term revenue growth rates 0.4% - 0.9% 0.4% |
Schedule of Interim Impairment Testing Under Start-Up Income Approach | The table below presents the results of our impairment testing under the start-up Market Cluster Excess Fair Value December 31, Atlanta, GA 99.0 % Boston, MA 22.3 % Chicago, IL 13.9 % Cleveland, OH 29.1 % Col Springs, CO 61.7 % Columbus, OH 3.5 % Dallas, TX 11.4 % Greenville, SC 15.3 % Honolulu, HI 14.3 % Little Rock 4.7 % Louisville, KY 8.5 % Minneapolis, MN 153.5 % Orlando FL 11.5 % Philadelphia, PA 14.7 % Portland, OR 18.7 % Sacramento, CA 6.3 % San Diego, CA 50.9 % San Francisco, C A 28.4 % |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule of Changes in Goodwill | The following table presents the changes in goodwill including business acquisitions as described in Note 3—Recent Transactions. Year Ended December 31, 2020 2021 (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment, $ 28,454 $ 28,520 Accumulated loss on impairment (4,456 ) (4,763 ) Balance, beginning of period after cumulative loss on impairment 23,998 23,757 Acquisitions of digital media entities 66 4 Acquisitions of digital media entities — 225 Impairments based on the estimated fair value goodwill (307 ) — Ending period balance $ 23,757 $ 23,986 Balance, end of period before cumulative loss on impairment 28,520 28,749 Accumulated loss on impairment (4,763 ) (4,763 ) Ending period balance $ 23,757 $ 23,986 |
Broadcast Markets Enterprise Valuations [Member] | |
Carrying Value and Fair Value of Financial Instrument Disclosure | The tables below present the percentage within a range by which the estimated fair value exceeded the carrying value of each of our market clusters, includin g goodwill: Broadcast Market Clusters as of December 31, 2021 < 10% >11% to 20% >21% to 50% > than 51% Number of accounting units — 1 — — Carrying value including goodwill ( in thousands — 8,539 — — |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations were as follows: Broadcast Markets Enterprise Valuations December 31, 2020 December 31, 2021 Risk-adjusted discount rate 8.5% 8.5% Operating profit margin ranges (11.4%) - 41.5% (1.4%) - 15.0% Long-term revenue growth rates 0.5% - 0.4% |
Digital Media [Member] | |
Carrying Value and Fair Value of Financial Instrument Disclosure | The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of the digital media entities, including goodwill. Digital Media Entities as of December 31, 2021 < 10% >10% to 20% >21% to 50% > than 51% Number of accounting units — — — 1 Carrying value including goodwill ( in thousands — — — 26,671 |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations were as follows: Digital Media Enterprise Valuations December 31, 2020 December 31, 2021 Risk adjusted discount rate 9.5% 9.5% Operating profit margin ranges 3.4% - 6.8% 25.3% - Long-term revenue growth rates 1.0% 0.5% |
Publishing [Member] | |
Carrying Value and Fair Value of Financial Instrument Disclosure | The table below presents the percentage within a range by which the estimated fair value exceeded the carrying value of our remaining accounting units, including goodwill. Publishing Entities as of December 31, 2021 Percentage Range by Which Estimated Fair Value Exceeds Carrying Value < 10% >11% to 20% >21% to 50% > than 51% Number of accounting units — — — 1 Carrying value including goodwill ( in thousands — — — 1,854 |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations were as follows: Publishing Enterprise Valuations December 31, 2020 December 31, 2021 Risk adjusted discount rate 9.5% 9.5% Operating margin ranges 1.5% - 4.4% 2.4% - 5.2% Long-term revenue growth rates 0.5% - 1.0% 0.5% |
Amortizable Intangible Assets (
Amortizable Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Significant Classes of Amortizable Intangible Assets | As of December 31, 2021 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 23,700 $ (22,198 ) $ 1,502 Domain and brand names 19,875 (19,421 ) 454 Favorable and assigned leases 2,188 (1,960 ) 228 Subscriber base and lists 8,647 (8,387 ) 260 Author relationships 2,771 (2,771 ) — Non-compete 2,041 (2,041 ) — Other amortizable intangible assets 1,332 (1,332 ) — $ 60,554 $ (58,110 ) $ 2,444 As of December 31, 2020 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 24,012 $ (22,533 ) $ 1,479 Domain and brand names 20,350 (19,127 ) 1,223 Favorable and assigned leases 2,188 (1,943 ) 245 Subscriber base and lists 9,886 (8,974 ) 912 Author relationships 2,771 (2,765 ) 6 Non-compete 2,041 (1,954 ) 87 Other amortizable intangible assets 1,666 (1,601 ) 65 $ 62,914 $ (58,897 ) $ 4,017 |
Amortizable Intangible Assets, Estimate Amortization Expense | Year ended December 31, Amortization Expense (Dollars in thousands) 2022 $ 1,219 2023 796 2024 206 Year ended December 31, Amortization Expense (Dollars in thousands) 2025 $ 21 2026 11 Thereafter 191 Total $ 2,444 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consists of the following: December 31, 2020 December 31, 2021 (Dollars in thousands) 7.125% Senior Secured Notes $ — $ 114,731 Less unamortized discount and debt issuance costs based on imputed interest rate of 7.64% — (3,844 ) 7.125% Senior Secured Notes net carrying value — 110,887 6.75% Senior Secured Notes 216,341 60,174 Less unamortized debt issuance costs based on imputed interest rate of 7.10% (2,577 ) (480 ) 6.75% Senior Secured Notes net carrying value 213,764 59,694 Asset-Based Revolving Credit Facility principal outstanding (1) 5,000 — Long-term debt less unamortized discount and debt issuance costs $ 218,764 $ 170,581 Less current portion (5,000 ) — Long-term debt less unamortized discount and debt issuance costs, net of current portion $ 213,764 $ 170,581 |
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 % of Face Bond Issue Net Gain (Dollars in thousands) December 10, 2021 $ 35,000 $ 35,591 101.69 % $ 321 $ (911 ) October 25, 2021 2,000 2,020 101.00 % 19 (39 ) October 12, 2021 250 251 100.38 % 2 (3 ) October 5, 2021 763 766 100.38 % 7 (10 ) October 4, 2021 628 629 100.13 % 6 (7 ) September 24, 2021 4,700 4,712 100.25 % 44 (56 ) January 30, 2020 2,250 2,194 97.50 % 34 22 January 27, 2020 1,245 1,198 96.25 % 20 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 $ 82,000 $ 79,555 $ 1,105 $ 1,340 |
Fair Value Measurements and D_2
Fair Value Measurements and Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured at Fair Value | The following table summarizes the fair value of our financial assets and liabilities that are measured at fair value: December 31, 2021 Carrying Fair Value Measurement Level 1 Level 2 Level 3 (Dollars in thousands) Liabilities: Estimated fair value of contingent earn-out $ 11 — — $ 11 Long-term debt less unamortized discount and debt issuance costs 174,905 — 176,217 — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Consolidated Provision for Income Taxes | The consolidated provision for income taxes is as follows: Year Ended December 31, 2020 2021 (Dollars in thousands) Current: Federal $ — $ — State 169 1,112 169 1,112 Deferred: Federal 17,283 (1,277 ) State 12,822 (594 ) 30,105 (1,871 ) Provision for income taxes $ 30,274 $ (759 ) |
Schedule of Consolidated Deferred Tax Asset and Liability | Consolidated deferred tax assets and liabilities consist of the following: As of December 31, 2020 2021 (Dollars in thousands) Deferred tax assets: Financial statement accruals not currently deductible $ 2,908 $ 2,738 Allowance for bad debt reserve 3,672 3,399 Net operating loss, AMT credit and other carryforwards 44,154 35,290 State taxes 35 216 Operating lease liabilities under ASC 842 14,909 13,596 Other 2,440 3,965 Total deferred tax assets 68,118 59,204 Valuation allowance for deferred tax assets (48,073 ) (39,135 ) Net deferred tax assets $ 20,045 $ 20,069 Deferred tax liabilities: Excess of net book value of property and equipment and software for financial reporting purposes over tax basis $ 1,066 $ 145 Excess of net book value of intangible assets for financial reporting purposes over tax basis 75,380 75,747 Operating lease right-of-use 12,482 11,189 Total deferred tax liabilities 88,928 87,081 Net deferred tax liabilitie s $ (68,883 ) $ (67,012 ) |
Schedule of Reconciliation of Net Deferred Tax Liabilities to Financial Instrument | The following table reconciles the above net deferred tax liabilities to the financial statements: As of December 31, 2020 2021 (Dollars in thousands) Deferred income tax asset per balance sheet $ — $ — Deferred income tax liability per balance sheet (68,883 ) (67,012 ) $ (68,883 ) $ (67,012 ) |
Schedule of Reconciliation of Statutory Federal Income Tax Rate to Provision for Income Tax | A reconciliation of the statutory federal income tax rate to the provision for income tax is as follows: Year Ended December 31, 2020 2021 (Dollars in thousands) Statutory federal income tax (statutory tax rate) $ (4,995 ) $ 8,559 Effect of state taxes, net of federal 10,468 643 Permanent items 379 172 PPP loan forgiveness — (2,351 ) State rate change 63 531 Valuation allowance 24,302 (8,903 ) Stock based compensation cancellation 196 181 Other, net (139 ) 409 Provision for (benefit from) income taxes $ 30,274 $ (759 ) |
Stock Incentive Plan (Tables)
Stock Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Expense Recognized | The following table reflects the components of stock-based compensation expense recognized in the Consolidated Statements of Operations for the years ended December 31, 2021, and 2020: Year Ended December 31, 2020 2021 (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 152 $ 99 Stock option compensation expense included in broadcast operating expenses 136 123 Stock option compensation expense included in digital media operating expenses 56 97 Stock option compensation expense included in publishing operating expenses 1 — Total stock-based compensation expense, pre-tax $ 345 $ 319 Tax expense from stock-based compensation expense (90 ) (83 ) Total stock-based compensation expense, net of tax $ 255 $ 236 |
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 years ended December 31, 2021, and 2020: Year Ended Year Ended Expected volatility 53.96 % 75.98 % Expected dividends 7.30 % — % Expected term (in years) 7.6 7.8 Risk-free interest rate 1.14 % 1.03 % |
Schedule of Stock Option Activity | Activity with respect to the company’s option awards during the two years ended December 31, 2021, is as follows (Dollars in thousands, except weighted average exercise price and weighted average grant date fair value): Options Shares Weighted Weighted Weighted Aggregate Outstanding at January 1, 2020 1,860,722 $ 4.39 $ 2.37 3.6 years $ — Granted 743,000 1.37 0.35 — Exercised — — — — Forfeited or expired (312,702 ) 5.71 3.80 — Outstanding at December 31, 2020 2,291,020 3.23 1.52 4.3 years $ — Exercisable at December 31, 2020 1,229,770 4.37 2.22 2.4 years — Expected to Vest 1,007,657 3.26 1.54 4.2 years $ — Outstanding at January 1, 2021 2,291,020 $ 3.23 $ 1.52 4.3 years $ — Granted 270,000 2.14 1.55 — Exercised (475,657 ) 2.31 1.08 728 Forfeited or expired (159,946 ) 6.71 4.70 — Outstanding at December 31, 2021 1,925,417 3.01 1.37 4.4 years $ 1,310 Exercisable at December 31, 2021 924,292 4.25 1.93 2.4 years 83 Expected to Vest 950,568 3.05 1.38 4.4 years $ 1,248 |
Schedule of Information Regarding Restricted Stock Activity | Activity with respect to the company’s restricted stock awards during the year ended December 31, 2021, is as follows: Restricted Stock Awards Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Non-Vested 107,990 $ 1.85 1.67 years $ 156 Granted — — — — Lapse of restrictions — — — — Forfeited or expired — — — — Outstanding at December 31, 2020 107,990 $ 1.85 0.7 years $ 112 Non-Vested 107,990 $ 1.85 0.7 years $ 112 Granted — — — — Lapse of restrictions (107,990 ) 1.85 — 200 Forfeited or expired — — — — Outstanding at December 31, 2021 — $ — — $ — |
Stock Options Outstanding Additional Information | Additional information regarding options outstanding as of December 31, 2021, is as follows: Range of Options Weighted Average Weighted Exercisable Weighted $ 1.00 - $3.00 906,000 6.4 $ 1.61 50,250 $ 1.41 $ 3.01 - $3.28 471,500 3.9 3.25 342,000 3.25 $ 3.29 - $4.63 63,500 3.7 3.77 47,625 3.77 $ 4.64 - $4.85 383,542 1.7 4.85 383,542 4.85 $ 4.86 - $6.65 1,000 0.3 6.38 1,000 6.38 $ 6.66 - $8.76 99,875 0.2 7.05 99,875 7.05 1,925,417 4.4 $ 3.01 924,292 $ 4.25 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Data | The table below presents financial information for each operating segment as of December 31, 2021, and 2020 based on the composition of our operating segments: Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Year Ended December 31, 2021 Net revenue $ 191,443 $ 42,164 $ 24,640 $ — $ 258,247 Operating expenses 145,720 33,797 23,220 17,483 220,220 Net operating income (loss) before depreciation, amortization, debt modification costs and net (gain) loss on the disposition of assets $ 45,723 $ 8,367 $ 1,420 $ (17,483 ) $ 38,027 Debt modification costs — — — 2,526 2,526 Depreciation 6,186 3,557 210 980 10,933 Amortization 17 1,541 337 — 1,895 Net (gain) loss on the disposition of assets (23,212 ) (83 ) (306 ) 26 (23,575 ) Operating income (loss) $ 62,732 $ 3,352 $ 1,179 $ (21,015 ) $ 46,248 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Year Ended December 31, 2020 Net revenue $ 178,127 $ 39,593 $ 18,519 $ — $ 236,239 Operating expenses 140,942 31,725 21,950 16,194 210,811 Net operating income (loss) before depreciation, amortization, impairments, change in estimated fair value of contingent earn-out $ 37,185 $ 7,868 $ (3,431 ) $ (16,194 ) $ 25,428 Depreciation 6,464 3,096 281 936 10,777 Amortization 23 2,416 841 1 3,281 Impairment of indefinite-lived long-term assets other than goodwill — (12 ) — — (12 ) Impairment of goodwill 16,994 — 260 — 17,254 Change in estimated fair value of contingent earn-out 184 10 105 8 307 Net (gain) loss on the disposition of assets 1,554 — 2 19 1,575 Operating income (loss) $ 11,966 $ 2,358 $ (4,920 ) $ (17,158 ) $ (7,754 ) Broadcast Digital Publishing Corporate Consolidated (Dollars in thousands) As of December 31, 2021 Inventories, net $ — $ — $ 960 $ — $ 960 Property and equipment, net 61,694 8,447 746 8,452 79,339 Broadcast licenses 320,008 — — — 320,008 Goodwill 2,750 19,790 1,446 — 23,986 Amortizable intangible assets, net 229 2,215 — — 2,444 Broadcast Digital Publishing Corporate Consolidated (Dollars in thousands) As of December 31, 2020 Inventories, net $ — $ — $ 495 $ — $ 495 Property and equipment, net 64,231 6,221 741 7,929 79,122 Broadcast licenses 319,773 — — — 319,773 Goodwill 2,746 19,565 1,446 — 23,757 Amortizable intangible assets, net 246 3,434 337 — 4,017 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)Segments | Jul. 31, 2021USD ($) | Mar. 31, 2021USD ($) | |
Number of operating segments | Segments | 3 | ||
Payroll taxes, specifically employer | $ 3,300 | ||
Payroll Protection Plans [Member] | |||
Long-term Debt, Gross | $ 11,200 | ||
Unforgiven loans payable | $ 20,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 06, 2021 | Dec. 31, 2019 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Interest Costs Capitalized | $ 27,000,000 | |||
Capitalized computer software, additions | $ 2,100 | 3,400 | ||
Capitalized computer software, amortization | 2,600 | 2,800 | ||
Carrying value of long term debt | 174,900 | |||
Increase in Valuation Allowance Deferred Tax Asset | 9,000 | |||
Deferred Tax Assets Valuation Allowance | $ 39,135 | 48,073 | ||
Debt instrument, estimated fair value | $ 176,200 | $ 176,200 | ||
Option to purchase shares of common stock outstanding | 1,925,417 | 2,291,020 | ||
Percentage of total revenue | 29.20% | 30.70% | ||
Deferred tax assets operating loss carry forwards domestic | $ 39,100 | $ 39,100 | ||
Deferred tax assets, operating loss carryforwards, state and local | 20,700 | 20,700 | ||
Deferred tax assets other financial statement accrual assets | 4,000 | 4,000 | ||
Acquisition related costs | 100 | 100 | ||
Valuation allowance | 39,100 | 39,100 | ||
Domestic Tax Authority [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Valuation allowance | 39,100 | |||
State and Local Jurisdiction [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Valuation allowance | 14,400 | 14,400 | ||
Accounting Standards Update 2016-01 [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Liability recognised for Tax Position | $ 300 | |||
Production Costs [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Marketing and advertising expense | $ 10,600 | $ 7,900 | ||
Dallas TX [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of total revenue | 21.10% | 22.10% | ||
Los Angeles CA [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of total revenue | 13.60% | 14.10% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Depreciation Using the Straight-line Method over Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 40 years |
Computer Software and Website Development Costs [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 3 years |
Record and Tape Libraries [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 3 years |
Automobiles [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 5 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment, description | Lesser of the useful life or remaining lease term |
Minimum [Member] | Office Furnishings and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 5 years |
Minimum [Member] | Antennae, Towers and Transmitting Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 10 years |
Minimum [Member] | Studio, Production and Mobile Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 5 years |
Maximum [Member] | Office Furnishings and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 10 years |
Maximum [Member] | Antennae, Towers and Transmitting Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 20 years |
Maximum [Member] | Studio, Production and Mobile Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of property and equipment | 7 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Intangibles are Amortized Using the Straight-line Method over Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Favorable and Assigned Leases [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets, description | Lease Term |
Minimum [Member] | Domain and Brand Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 5 years |
Minimum [Member] | Subscriber Base and Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 3 years |
Minimum [Member] | Author Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 1 year |
Minimum [Member] | Non-Compete Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 1 year |
Maximum [Member] | Domain and Brand Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 7 years |
Maximum [Member] | Subscriber Base and Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 7 years |
Maximum [Member] | Author Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 7 years |
Maximum [Member] | Non-Compete Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of intangible assets | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Partial Self Insurance Reserve (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Self Insurance [Abstract] | ||
Balance, beginning of period | $ 543 | $ 640 |
Self-funded costs | 7,783 | 7,477 |
Claims paid | (7,809) | (7,574) |
Ending period balance | $ 517 | $ 543 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Shares Used to Compute Basic and Diluted Net Earning Per Share (Detail) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Weighted average shares | 26,892,540 | 26,683,363 |
Effect of dilutive securities — stock options | 404,078 | |
Weighted average shares adjusted for dilutive securities | 27,296,618 | 26,683,363 |
Recent Transactions - Shelf Reg
Recent Transactions - Shelf Registration Statement and At-the-Market Facility - Additional Information (Detail) $ in Millions | Apr. 30, 2021USD ($) |
Common Class A [Member] | |
Shares authorized for sales and issuance | $ 15 |
Recent Transactions - Debt Tran
Recent Transactions - Debt Transactions - Additional Information (Detail) - USD ($) | Sep. 24, 2021 | Sep. 10, 2021 | Jul. 31, 2021 | Jul. 01, 2021 | Feb. 05, 2020 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Principal repurchased | $ 43,300,000 | ||||||||
Cash paid | $ 44,000,000 | ||||||||
Net gain | 1,000,000 | ||||||||
Proceeds from Sale of Productive Assets | $ 29,278,000 | $ 189,000 | |||||||
Debt Instrument, Face Amount | 174,900,000 | 174,900,000 | |||||||
Gain (loss) on the early retirement of long-term debt | $ 11,200,000 | $ 11,200,000 | (1,026,000) | $ 49,000 | |||||
Ppp Loan [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Debt Instrument, Maturity Date | Jul. 30, 2021 | ||||||||
Payroll Protection Plans [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Long-term Debt, Gross | $ 11,200,000 | ||||||||
Unforgiven loans payable | 20,000,000 | ||||||||
Local Marketing Agreement [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Debt Instrument, Face Amount | 300,000 | 300,000 | |||||||
Small Business Association [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Long-term Debt, Gross | $ 11,200,000 | 11,200,000 | 11,200,000 | $ 11,200,000 | |||||
2024 Notes [member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Principal repurchased | 43,300,000 | ||||||||
Cash paid | $ 44,000,000 | ||||||||
Net gain | $ 1,000 | ||||||||
Long-term Debt, Gross | $ 60,200,000 | 60,200,000 | |||||||
Debt Instrument, Face Amount | 112,800,000 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 112,800,000 | ||||||||
2028 Notes [member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Debt Instrument, Maturity Date | Jun. 1, 2028 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 114,700,000 | ||||||||
Debt Conversion, Converted Instrument, Rate | 7.125% | ||||||||
Purchase Obligation | $ 50,000,000 | ||||||||
Percentage of call premium | 1.688% | ||||||||
Radio stations [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from Sale of Productive Assets | $ 4,000,000 | $ 3,200,000 |
Recent Transactions - Acquisiti
Recent Transactions - Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 02, 2021 | Jul. 01, 2021 | Jun. 01, 2021 | Apr. 28, 2021 | Dec. 31, 2021 | Mar. 08, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 200 | $ 23,986 | $ 23,757 | $ 23,998 | ||||
Asset Acquisition, contingent earnout consideration | $ 11,000 | |||||||
Business combination, recognized identifiable assets acquired and liabilities assumed, contingent liability | $ 100 | |||||||
Senior Resource.com [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Productive Assets | $ 100 | |||||||
Centerline New Media Domain And Digital Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses | $ 1,300 | |||||||
Goodwill | $ 24,000 | |||||||
SALMKdia Am And Kdya Am Sanfrancisco California [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses | $ 600 | |||||||
Goodwill | $ 4,000 | |||||||
Shift Worship.com [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 2,600 |
Recent Transactions - Summary o
Recent Transactions - Summary of Fair Value of the Net Assets Acquired (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Assets | |
Property and equipment | $ 3,582 |
Broadcast licenses | 235 |
Goodwill | 229 |
Customer lists and contracts | 789 |
Domain and brand names | 66 |
Net assets acquired | 4,901 |
Liabilities | |
Contract liabilities | (194) |
Total purchase price consideration | 4,707 |
Net Broadcast [Member] | |
Assets | |
Property and equipment | 361 |
Broadcast licenses | 235 |
Goodwill | 4 |
Customer lists and contracts | 0 |
Domain and brand names | 0 |
Net assets acquired | 600 |
Liabilities | |
Contract liabilities | 0 |
Total purchase price consideration | 600 |
Net digital media assets acquired [Member] | |
Assets | |
Property and equipment | 3,221 |
Broadcast licenses | 0 |
Goodwill | 225 |
Customer lists and contracts | 789 |
Domain and brand names | 66 |
Net assets acquired | 4,301 |
Liabilities | |
Contract liabilities | (194) |
Total purchase price consideration | $ 4,107 |
Recent Transactions - Divestitu
Recent Transactions - Divestitures - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 30, 2021 | Jul. 27, 2021 | Jul. 23, 2021 | May 25, 2021 | Mar. 18, 2021 | Feb. 05, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from sale of productive assets | $ 29,278 | $ 189 | |||||||
Gain (loss) on disposition of assets | $ 500 | ||||||||
Deferred income taxes | 400 | $ 67,012 | $ 68,883 | ||||||
Local Marketing Agreement [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Debt Instrument, Maturity Date, Description | one year | ||||||||
Hilary Kramer Financial Newsletter [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from sale of property, plant, and equipment | $ 200 | ||||||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 100 | ||||||||
Thirty Four Acres land [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from sale of property, plant, and equipment | $ 12,100 | ||||||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 10,500 | ||||||||
Radio Stations [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from sale of productive assets | $ 4,000 | $ 3,200 | |||||||
Pretax loss on sale of assets | $ 1,400 | $ 400 | |||||||
Radio Stations [Member] | FM Translators [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from sale of productive assets | $ 3,500 | ||||||||
Singing News Magazine And Singing News Radio [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Proceeds from sale of productive assets | $ 100 | ||||||||
FLORIDA | Agreement Seventy Seven Acres Of Land [Member] | |||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 12,900 | ||||||||
Proceeds from Sale of Real Estate | $ 13,500 |
Recent Transactions - Pending T
Recent Transactions - Pending Transactions -Additional Information (Detail) $ in Millions | Dec. 06, 2021USD ($) | Aug. 31, 2021USD ($) | Jun. 02, 2021USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2021USD ($) | Nov. 18, 2021USD ($)a | Jul. 07, 2021USD ($) |
Radio StationWLCCAMand FM translator [Member] | |||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||
Payable for asset acquistion | $ 0.6 | ||||||
Escrow Deposits Related to Property Sales | $ 0.1 | ||||||
Denver [Member] | Agreement Sell Nine Point Three Acres Of Land [Member] | |||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||
Proceeds from sale of real estate | $ 8.2 | ||||||
Land [Member] | Phoenix Arizona [Member] | |||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||
Assets held for sale | $ 2 | ||||||
Area of land | a | 4.5 | ||||||
Radio Stations [Member] | |||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||
Pretax loss on sale of assets | $ 1.4 | $ 0.4 | |||||
Radio Stations [Member] | Maximum [Member] | |||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||
Pretax loss on sale of assets | $ 1.8 | ||||||
Radio Station KKOL In Seattle [Member] | |||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | |||||||
Escrow Deposit | $ 0.1 | ||||||
Proceeds from sale of real estate | $ 0.5 |
Recent Transactions - Disclosur
Recent Transactions - Disclosure Details of Business Acquistion (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Business Acquisition [Line Items] | |
Business Combination, Consideration Transferred | $ 4,707 |
Senior Resource Dot Com [Member] | |
Business Acquisition [Line Items] | |
Business acquisition, effective date of acquisition | Jul. 2, 2021 |
Business acquisition, description of acquired entity | SeniorResource.com (asset acquisition) |
Business Combination, Consideration Transferred | $ 80 |
Shift Worship Dot Com [Member] | |
Business Acquisition [Line Items] | |
Business acquisition, effective date of acquisition | Jul. 1, 2021 |
Business acquisition, description of acquired entity | ShiftWorship.com (business acquisition) |
Business Combination, Consideration Transferred | $ 2,600 |
KDIA AM AND KDYA AM Sanfrancisco California [Member] | |
Business Acquisition [Line Items] | |
Business acquisition, effective date of acquisition | Jun. 1, 2021 |
Business acquisition, description of acquired entity | KDIA-AM and KDYA-AM San Francisco, California (business acquisition) |
Business Combination, Consideration Transferred | $ 600 |
Centerline New Media Domain And Digital Assets [Member] | |
Business Acquisition [Line Items] | |
Business acquisition, effective date of acquisition | Apr. 28, 2021 |
Business acquisition, description of acquired entity | Centerline New Media (business acquisition) |
Business Combination, Consideration Transferred | $ 1,300 |
Triple Threat Trader [Member] | |
Business Acquisition [Line Items] | |
Business acquisition, effective date of acquisition | Mar. 8, 2021 |
Business acquisition, description of acquired entity | Triple Threat Trader (asset acquisition) |
Business Combination, Consideration Transferred | $ 127 |
Recent Transactions - Summary
Recent Transactions - Summary of Purchase Consideration Business Combination (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Business Acquisition [Line Items] | |
Total purchase price consideration | $ 4,707 |
Two Thousand And Twenty One Acquistions [Member] | |
Business Acquisition [Line Items] | |
Cash payments made upon closing | 4,580 |
Deferred payments | 116 |
Present value of estimated fair value of contingent earn-out consideration | 11 |
Total purchase price consideration | $ 4,707 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($)Segments | |
Disaggregation of Revenue [Line Items] | |
Prepaid commission expense | $ | $ 0.7 |
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 - Reconcili
Revenue Recognition - Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | $ 258,247 | $ 236,239 |
Block Programming – National [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 48,705 | 47,009 |
Block Programming – Local [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 24,759 | 24,267 |
Spot Advertising – National [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 14,294 | 15,288 |
Spot Advertising – Local [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 41,672 | 39,407 |
Infomercials [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 878 | 974 |
Network [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 19,789 | 19,371 |
Digital Advertising [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 45,233 | 36,997 |
Digital Streaming [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 8,180 | 6,220 |
Digital Downloads and eBooks [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 6,929 | 10,720 |
Subscriptions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 13,577 | 11,054 |
Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 17,829 | 10,806 |
Self-Publishing fees [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 6,081 | 5,424 |
Advertising – Print [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 123 | 354 |
Other Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 10,198 | 8,348 |
Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 255,802 | 233,723 |
Rental Income [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 2,445 | 2,516 |
Broadcast Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 191,443 | 178,127 |
Broadcast Revenue [Member] | Block Programming – National [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 48,705 | 47,009 |
Broadcast Revenue [Member] | Block Programming – Local [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 24,759 | 24,267 |
Broadcast Revenue [Member] | Spot Advertising – National [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 14,294 | 15,288 |
Broadcast Revenue [Member] | Spot Advertising – Local [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 41,672 | 39,407 |
Broadcast Revenue [Member] | Infomercials [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 878 | 974 |
Broadcast Revenue [Member] | Network [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 19,789 | 19,371 |
Broadcast Revenue [Member] | Digital Advertising [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 25,453 | 15,938 |
Broadcast Revenue [Member] | Digital Streaming [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 4,730 | 2,774 |
Broadcast Revenue [Member] | Digital Downloads and eBooks [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 556 | 3,211 |
Broadcast Revenue [Member] | Subscriptions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 1,087 | 1,166 |
Broadcast Revenue [Member] | Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 432 | 1,438 |
Broadcast Revenue [Member] | Advertising – Print [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 1 | |
Broadcast Revenue [Member] | Other Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 9,088 | 7,283 |
Broadcast Revenue [Member] | Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 188,998 | 175,611 |
Broadcast Revenue [Member] | Rental Income [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 2,445 | 2,516 |
Digital [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 42,164 | 39,593 |
Digital [Member] | Digital Advertising [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 19,648 | 20,644 |
Digital [Member] | Digital Streaming [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 3,450 | 3,446 |
Digital [Member] | Digital Downloads and eBooks [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 6,373 | 5,904 |
Digital [Member] | Subscriptions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 12,228 | 9,208 |
Digital [Member] | Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 269 | 140 |
Digital [Member] | Other Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 196 | 251 |
Digital [Member] | Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 42,164 | 39,593 |
Publishing [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 24,640 | 18,519 |
Publishing [Member] | Digital Advertising [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 132 | 415 |
Publishing [Member] | Digital Downloads and eBooks [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 1,605 | |
Publishing [Member] | Subscriptions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 262 | 680 |
Publishing [Member] | Book Sales and e-commerce, net of estimated sales returns and allowances [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 17,128 | 9,228 |
Publishing [Member] | Self-Publishing fees [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 6,081 | 5,424 |
Publishing [Member] | Advertising – Print [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 123 | 353 |
Publishing [Member] | Other Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | 914 | 814 |
Publishing [Member] | Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, Net | $ 24,640 | $ 18,519 |
Revenue Recognition - Significa
Revenue Recognition - Significant Changes in Our Contract Liabilities (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Change in Contract with Customer, Liability [Abstract] | |
Short Term, Balance, beginning of period | $ 11,652 |
Short Term, Revenue recognized during the period that was included in the beginning balance of contract liabilities | (8,587) |
Short Term, Additional amounts recognized during the period | 27,011 |
Short Term, Revenue recognized during the period that was recorded during the period | (18,472) |
Short Term, Transfers | 690 |
Short Term, Balance, end of period | 12,294 |
Short Term, Amount refundable at beginning of period | 11,607 |
Short Term, Amount refundable at end of period | 12,282 |
Long-Term, Balance, beginning of period | 1,869 |
Long-Term, Additional amounts recognized during the period | 1,043 |
Long-Term, Transfers | (690) |
Long-Term, Balance, end of period | 2,222 |
Long-Term, Amount refundable at beginning of period | 1,869 |
Long-Term, Amount refundable at end of period | $ 2,222 |
Revenue Recognition - Revenue,
Revenue Recognition - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 14,516 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 12,294 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 1,817 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 289 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
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 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 7 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue Recognition - Trade and
Revenue Recognition - Trade and Barter Transactions Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue Recognition [Line Items] | ||
Total net revenue | $ 258,247 | $ 236,239 |
Broadcast [Member] | Advertising Barter Transactions [Member] | ||
Revenue Recognition [Line Items] | ||
Total net revenue | 2,567 | 2,810 |
Cost | 2,638 | 2,952 |
Digital Media [Member] | ||
Revenue Recognition [Line Items] | ||
Total net revenue | 42,164 | 39,593 |
Digital Media [Member] | Advertising Barter Transactions [Member] | ||
Revenue Recognition [Line Items] | ||
Total net revenue | 0 | 0 |
Cost | ||
Publishing [Member] | ||
Revenue Recognition [Line Items] | ||
Total net revenue | 24,640 | 18,519 |
Publishing [Member] | Advertising Barter Transactions [Member] | ||
Revenue Recognition [Line Items] | ||
Total net revenue | 0 | 38 |
Cost | $ (5) | $ 1 |
Property and Equipment - Summar
Property and Equipment - Summary of Categories of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 230,392 | $ 226,523 |
Less accumulated depreciation | (186,053) | (180,336) |
Property, Plant and Equipment Net | 44,339 | 46,187 |
Property, Plant and Equipment, Net, Total | 79,339 | 79,122 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 26,896 | 30,254 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 28,593 | 28,922 |
Office Furnishings and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 36,598 | 36,875 |
Antennae, Towers and Transmitting Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 77,813 | 78,057 |
Studio, Production and Mobile Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 29,498 | 29,023 |
Computer Software and Website Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 38,271 | 33,928 |
Record and Tape Libraries [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 0 | 17 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 1,515 | 1,514 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 18,104 | 18,187 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 8,104 | $ 2,681 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 10.9 | $ 10.8 |
Operating and Finance Lease R_3
Operating and Finance Lease Right-of-Use Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
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, the exercise of which is at our sole discretion. | |
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, the exercise of which is at our sole discretion. | |
Operating lease, rent abatement concessions | $ 300 | |
Deferred Cash Payments For Leases | $ 200 | $ 700 |
Deferred Cash Payments For Leases to be payable in 2022 | 28,000 | |
Deferred Cash Payments For Leases to be payable in 2023 | $ 26,000 | |
Minimum [Member] | ||
Operating lease, remaining lease term | 1 year | |
Operating lease, extension term | 5 years | |
Finance lease, extension term | 5 years | |
Maximum [Member] | ||
Operating lease, remaining lease term | 20 years | |
Operating lease, extension term | 20 years | |
Finance lease, extension term | 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 | Dec. 31, 2021 | Dec. 31, 2020 |
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | $ 43,560 | $ 48,203 |
Operating lease liabilities (current) | 8,651 | 8,963 |
Operating lease liabilities (non-current) | 42,208 | $ 47,740 |
Total operating lease liabilities | $ 50,859 | |
Weighted Average Remaining Lease Term, Operating leases | 7 years 9 months 18 days | |
Weighted Average Remaining Lease Term, Finance leases | 2 years 8 months 12 days | |
Weighted Average Discount Rate, Operating leases | 8.02% | |
Weighted Average Discount Rate, Finance leases | 5.81% | |
Related Party Lease [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | $ 7,419 | |
Operating lease liabilities (current) | 947 | |
Operating lease liabilities (non-current) | 6,562 | |
Total operating lease liabilities | 7,509 | |
Other Operating Leases [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | 36,141 | |
Operating lease liabilities (current) | 7,704 | |
Operating lease liabilities (non-current) | 35,646 | |
Total operating lease liabilities | $ 43,350 |
Operating and Finance Lease R_5
Operating and Finance Lease Right-of-Use Assets - Components of Lease Expense (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Leases [Abstract] | |
Amortization of finance lease ROU Assets | $ 64 |
Interest on finance lease liabilities | 8 |
Finance lease expense | 72 |
Operating lease expense | 12,874 |
Variable lease expense | 699 |
Short-term lease expense | 590 |
Total lease expense | $ 14,235 |
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 | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 13,953 | |
Operating cash flows from finance leases | 5 | |
Financing cash flows from finance leases | 63 | |
Leased assets obtained in exchange for new operating lease liabilities | 6,507 | |
Leased assets obtained in exchange for new finance lease liabilities | $ 17 | $ 45 |
Operating and Finance Lease R_7
Operating and Finance Lease Right-of-Use Assets - Summary of Future Lease Payments (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2022 | $ 12,319 | |
Operating Leases, 2023 | 11,812 | |
Operating Leases, 2024 | 9,400 | |
Operating Leases, 2025 | 7,911 | |
Operating Leases, 2026 | 8,019 | |
Operating Leases, Thereafter | 24,366 | |
Undiscounted Cash Flows | 73,827 | |
Less: imputed interest | (22,968) | |
Reconciliation to lease liabilities: | ||
Lease liabilities - current | 8,651 | $ 8,963 |
Lease liabilities - long-term | 42,208 | 47,740 |
Total operating lease liabilities | 50,859 | |
Finance Leases, 2022 | 64 | |
Finance Leases, 2023 | 39 | |
Finance Leases, 2024 | 20 | |
Finance Leases, 2025 | 8 | |
Finance Leases, 2026 | 1 | |
Finance Leases, Thereafter | 3 | |
Finance Leases, Undiscounted Cash Flows | 135 | |
Less: Finance Leases, imputed interest | (12) | |
Finance Leases, Reconciliation to lease liabilities: | ||
Finance Leases, Lease liabilities - current | 58 | 60 |
Finance Leases, Lease liabilities - long-term | 65 | $ 107 |
Total Finance Lease Liabilities | 123 | |
Contractual Obligations, 2022 | 12,383 | |
Contractual Obligations, 2023 | 11,851 | |
Contractual Obligations, 2024 | 9,420 | |
Contractual Obligations, 2025 | 7,919 | |
Contractual Obligations, 2026 | 8,020 | |
Contractual Obligations, Thereafter | 24,369 | |
Contractual Obligations, Undiscounted Cash Flows | 73,962 | |
Less: Contractual Obligations, imputed interest | (22,980) | |
Contractual Obligations, Reconciliation to lease liabilities: | ||
Contractual Obligations, Lease liabilities - current | 8,709 | |
Contractual Obligations, Lease liabilities - long-term | 42,273 | |
Total Contractual Obligations, Lease Liabilities | 50,982 | |
Related Party Lease [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2022 | 1,537 | |
Operating Leases, 2023 | 1,408 | |
Operating Leases, 2024 | 1,314 | |
Operating Leases, 2025 | 1,021 | |
Operating Leases, 2026 | 1,341 | |
Operating Leases, Thereafter | 3,955 | |
Undiscounted Cash Flows | 10,576 | |
Less: imputed interest | (3,067) | |
Reconciliation to lease liabilities: | ||
Lease liabilities - current | 947 | |
Lease liabilities - long-term | 6,562 | |
Total operating lease liabilities | 7,509 | |
Other Operating Leases [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2022 | 10,782 | |
Operating Leases, 2023 | 10,404 | |
Operating Leases, 2024 | 8,086 | |
Operating Leases, 2025 | 6,890 | |
Operating Leases, 2026 | 6,678 | |
Operating Leases, Thereafter | 20,411 | |
Undiscounted Cash Flows | 63,251 | |
Less: imputed interest | (19,901) | |
Reconciliation to lease liabilities: | ||
Lease liabilities - current | 7,704 | |
Lease liabilities - long-term | 35,646 | |
Total operating lease liabilities | $ 43,350 |
Broadcast Licenses - Additional
Broadcast Licenses - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Broadcast Licenses [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
License renewable term | 8 years |
Percentage of fair value over carrying value benchmark for qualitative impairment analysis | 25.00% |
Licensing Agreements [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Weighted Average Period before Next Renewal or Extension | 7 years 3 months 18 days |
Broadcast Licenses - Schedule o
Broadcast Licenses - Schedule of Changes in Broadcasting Licenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Balance, beginning of period before cumulative loss on impairment | $ 434,209 | $ 435,300 |
Accumulated loss on impairment, Beginning Balance | (114,436) | (97,442) |
Balance, beginning of period after cumulative loss on impairment | 319,773 | 337,858 |
Impairments based on the estimated fair value of broadcast licenses | (16,994) | |
Balance, end of period before cumulative loss on impairment | 434,444 | 434,209 |
Accumulated loss on impairment, Ending Balance | (114,436) | (114,436) |
Balance, end of period after cumulative loss on impairment | 320,008 | 319,773 |
Radio Stations [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions of FM translators and construction permits | $ 235 | |
Disposition of radio stations and FM translators | $ (1,091) |
Broadcast Licenses - Carrying V
Broadcast Licenses - Carrying Value and Fair Value of Broadcast Licenses (Detail) - Broadcast Licenses [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)Accounting | |
Less than or equal to 25% [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 12 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 193,396 |
>26%-50% [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 1 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 7,004 |
>26%-50% [Member] | Station Operating Income [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 3 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 11,967 |
>51% to 75% [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 4 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 52,299 |
>51% to 75% [Member] | Station Operating Income [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 2 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 27,465 |
> than 76% [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 7 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 21,785 |
> than 76% [Member] | Station Operating Income [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Number Of Business Reporting Units For Market Based Services | Accounting | 1 |
Excess Of Estimated Undiscounted Cash Flows Over Carrying Value | $ | $ 6,092 |
Broadcast Licenses - Results of
Broadcast Licenses - Results of Impairment Testing of Broadcast Licenses Under Income Approach (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Atlanta GA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 99.00% |
Col Springs, CO [Memeber] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 61.70% |
Columbus OH [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 3.50% |
Little Rock [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 4.70% |
Minneapolis MN [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 153.50% |
Orlando FL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 11.50% |
Boston MA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 22.30% |
Chicago IL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 13.90% |
Cleveland OH [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 29.10% |
Dallas TX [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 11.40% |
GreenvilleSC [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 15.30% |
HonoluluHI [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 14.30% |
Louisville KY [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 8.50% |
Philadelphia PA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 14.70% |
Portland OR [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 18.70% |
Sacramento CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 6.30% |
San Diego CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 50.90% |
San Francisco CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 28.40% |
Broadcast Licenses - Fair Value
Broadcast Licenses - Fair Value Measurement Inputs and Valuation Techniques for Broadcast Licenses (Detail) - Broadcast Licenses [Member] - Accounting | Dec. 31, 2021 | Dec. 31, 2020 |
Measurement Input, Risk-adjusted Discount Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 8.5 | 8.5 |
Minimum [Member] | Measurement Input, Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 3.9 | 4.2 |
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.4 | 0.4 |
Maximum [Member] | Measurement Input, Operating Profit Margin [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 30.9 | 31 |
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.7 | 0.9 |
Goodwill - Fair Value Measureme
Goodwill - Fair Value Measurement Inputs and Valuation Techniques For Goodwill (Detail) | Dec. 31, 2021 | Dec. 31, 2020 |
Measurement Input Risk Adjusted Discount Rate [Member] | Digital [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.095 | 0.095 |
Measurement Input Risk Adjusted Discount Rate [Member] | Publishing [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.095 | 0.095 |
Measurement Input Risk Adjusted Discount Rate [Member] | Radio Clusters [Member] | Broadcast Networks Enterprise Valuations [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.085 | 0.085 |
Measurement Input, Long-term Revenue Growth Rate [Member] | Digital [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.005 | 0.010 |
Measurement Input, Long-term Revenue Growth Rate [Member] | Publishing [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.005 | |
Measurement Input, Long-term Revenue Growth Rate [Member] | Radio Clusters [Member] | Broadcast Networks Enterprise Valuations [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.004 | |
Minimum [Member] | Measurement Input Operating Profit Margin [Member] | Digital [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.253 | 0.034 |
Minimum [Member] | Measurement Input Operating Profit Margin [Member] | Publishing [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.024 | 0.015 |
Minimum [Member] | Measurement Input Operating Profit Margin [Member] | Radio Clusters [Member] | Broadcast Networks Enterprise Valuations [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.014 | 0.114 |
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | Publishing [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.005 | |
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | Radio Clusters [Member] | Broadcast Networks Enterprise Valuations [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.005 | |
Maximum [Member] | Measurement Input Operating Profit Margin [Member] | Digital [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.285 | 0.068 |
Maximum [Member] | Measurement Input Operating Profit Margin [Member] | Publishing [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.052 | 0.044 |
Maximum [Member] | Measurement Input Operating Profit Margin [Member] | Radio Clusters [Member] | Broadcast Networks Enterprise Valuations [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.150 | 0.415 |
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | Publishing [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.010 | |
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | Radio Clusters [Member] | Broadcast Networks Enterprise Valuations [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Intangible asset measurement input percentage | 0.008 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill [Line Items] | ||
Balance, beginning of period before cumulative loss on impairment | $ 28,520 | $ 28,454 |
Accumulated loss on impairment | (4,763) | (4,456) |
Balance, beginning of period after cumulative loss on impairment | 23,757 | 23,998 |
Impairments based on the estimated fair value goodwill | 0 | (307) |
Balance, end of period before cumulative loss on impairment | 28,749 | 28,520 |
Accumulated loss on impairment | (4,763) | (4,763) |
Ending period balance | 23,986 | 23,757 |
Radio Stations [Member] | ||
Goodwill [Line Items] | ||
Acquisitions | 4 | $ 66 |
Digital Media [Member] | ||
Goodwill [Line Items] | ||
Acquisitions | $ 225 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Impairment of goodwill | $ 0 | $ 307 |
Digital Media [Member] | ||
Impairment of goodwill | $ 0 | |
Goodwill [Member] | ||
Percentage Increase Decrease In Fair Value Of Goodwill | 113.20% | |
Goodwill [Member] | Publishing [Member] | ||
Percentage Increase Decrease In Fair Value Of Goodwill | 122.50% |
Goodwill - Carrying Value and F
Goodwill - Carrying Value and Fair Value of Goodwill (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)Accounting | |
Greater Than11% to 20% [Member] | Radio Clusters [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | Accounting | 1 |
Carrying value including goodwill | $ | $ 8,539 |
Greater Than 51% [Member] | Digital Media [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | Accounting | 1 |
Carrying value including goodwill | $ | $ 26,671 |
Greater Than 51% [Member] | Publishing [Member] | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |
Number of accounting units | Accounting | 1 |
Carrying value including goodwill | $ | $ 1,854 |
Amortizable Intangible Assets -
Amortizable Intangible Assets - Summary of Significant Classes of Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 60,554 | $ 62,914 |
Accumulated Amortization | (58,110) | (58,897) |
Net | 2,444 | 4,017 |
Customer Lists and Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 23,700 | 24,012 |
Accumulated Amortization | (22,198) | (22,533) |
Net | 1,502 | 1,479 |
Domain and Brand Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 19,875 | 20,350 |
Accumulated Amortization | (19,421) | (19,127) |
Net | 454 | 1,223 |
Favorable and Assigned Leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,188 | 2,188 |
Accumulated Amortization | (1,960) | (1,943) |
Net | 228 | 245 |
Subscriber Base and Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 8,647 | 9,886 |
Accumulated Amortization | (8,387) | (8,974) |
Net | 260 | 912 |
Author Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,771 | 2,771 |
Accumulated Amortization | (2,771) | (2,765) |
Net | 0 | 6 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,041 | 2,041 |
Accumulated Amortization | (2,041) | (1,954) |
Net | 0 | 87 |
Other Amortizable Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,332 | 1,666 |
Accumulated Amortization | (1,332) | (1,601) |
Net | $ 0 | $ 65 |
Amortizable Intangible Assets_2
Amortizable Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Amortization of intangible assets | $ 1.9 | $ 3.3 |
Amortizable Intangible Assets_3
Amortizable Intangible Assets - Amortizable Intangible Assets, Estimate Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 | $ 1,219 | |
2023 | 796 | |
2024 | 206 | |
2025 | 21 | |
2026 | 11 | |
Thereafter | 191 | |
Net | $ 2,444 | $ 4,017 |
Long-Term Debt - 7.125% Senior
Long-Term Debt - 7.125% Senior Secured Notes - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 10, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Line of Credit Facility [Line Items] | |||
Accrued interest | $ 1,030 | $ 1,225 | |
Debt related commitment fees and debt issuance costs | 6,300 | ||
Debt Issuance Costs, Net | 300 | ||
2024 Notes [member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Debt Default, Amount | $ 112,800 | ||
Debt Conversion, Converted Instrument, Amount | 112,800 | ||
Interest expense, debt | 4,100 | ||
Accrued interest | 300 | ||
2028 Notes [member] | |||
Line of Credit Facility [Line Items] | |||
Debt Conversion, Converted Instrument, Amount | $ 114,700 | ||
Debt Conversion, Converted Instrument, Rate | 7.125% | ||
Debt Instrument, Maturity Date | Jun. 1, 2028 | ||
Debt Instrument, Payment Terms | Interest accrues on the 2028 Notes from September 10, 2021, and is payable semi-annually, in cash in arrears, on June 1 and December 1 of each year, commencing December 1, 2021. | ||
Interest expense, debt | $ 8,200 | ||
Accrued interest | $ 700 | ||
Purchase Obligation | $ 50,000 | ||
Percentage Of Call Premium | 1.688% | ||
Deferred Withdrawn Amount | $ 800 | ||
2028 Notes [member] | Debt Instrument Redemption Period Two [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 100.00% | ||
2028 Notes [member] | Debt Instrument Redemption Period Three [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 107.125% | ||
Debt Instrument, Redemption , Percentage | 35.00% | ||
2028 Notes [member] | Debt Instrument, Redemption, Period Four [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 101.00% | ||
Debt Instrument, Redemption , Percentage | 10.00% | ||
7.125% Senior Secured Notes [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt related commitment fees and debt issuance costs | $ 1,100 | ||
Debt Issuance Costs, Net | 4,200 | ||
7.125% Senior Secured Notes [Member] | 2024 Notes [member] | |||
Line of Credit Facility [Line Items] | |||
Debt related commitment fees and debt issuance costs | 3,000 | ||
7.125% Senior Secured Notes [Member] | 2028 Notes [member] | Operating Expense [Member] | |||
Line of Credit Facility [Line Items] | |||
Third party debt modification costs | $ 2,300 |
Long-Term Debt - 6.75% Senior S
Long-Term Debt - 6.75% Senior Secured Notes - Additional Information (Detail) - USD ($) | Sep. 24, 2021 | Sep. 10, 2021 | Jul. 31, 2021 | Jul. 01, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | May 19, 2017 |
Debt Instrument [Line Items] | |||||||||
Interest payable, current | $ 1,030,000 | $ 1,030,000 | $ 1,225,000 | ||||||
Debt related commitment fees and debt issuance costs | 6,300,000 | ||||||||
Principal Repurchased | $ 43,300,000 | ||||||||
Repayments of Secured Debt | 44,000,000 | ||||||||
Net gain | 1,000,000 | ||||||||
Gain (Loss) on Extinguishment of Debt | $ 11,200,000 | $ 11,200,000 | (1,026,000) | 49,000 | |||||
Debt Instrument, Face Amount | 174,900,000 | 174,900,000 | |||||||
Ppp Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument Repayment date description | July 2021 | ||||||||
Small Business Association [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | $ 11,200,000 | $ 11,200,000 | $ 11,200,000 | $ 11,200,000 | |||||
6.75% Senior Secured Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, interest rate, stated percentage | 6.75% | 6.75% | 6.75% | ||||||
Debt instrument, debt default, description of violation or event of default | The indenture relating to the 2024 Notes 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. | ||||||||
Debt related commitment fees and debt issuance costs | $ 600,000 | $ 700,000 | |||||||
Debt Instrument, Face Amount | $ 60,200,000 | 60,200,000 | |||||||
Payroll Protection Plans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | $ 11,200,000 | ||||||||
Unforgiven loans payable | $ 20,000,000 | ||||||||
2024 Notes [member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest expense, debt | 4,100,000 | ||||||||
Interest payable, current | 300,000 | 300,000 | |||||||
Debt Conversion, Converted Instrument, Amount | 112,800,000 | ||||||||
Long-term Debt, Gross | 60,200,000 | 60,200,000 | |||||||
Principal Repurchased | 43,300,000 | ||||||||
Repayments of Secured Debt | $ 44,000,000 | ||||||||
Net gain | $ 1,000 | ||||||||
Bond Issuance Cost | 1,100,000 | ||||||||
Debt Instrument, Face Amount | 112,800,000 | ||||||||
2028 Notes [member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest expense, debt | 8,200,000 | ||||||||
Interest payable, current | $ 700,000 | $ 700,000 | |||||||
Debt Conversion, Converted Instrument, Amount | $ 114,700,000 | ||||||||
Percentage of call premium | 1.688% |
Long - term Debt - Summary of R
Long - term Debt - Summary of Repurchase of Senior Secured Note (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2021 | Sep. 10, 2021 | |
Debt Instrument [Line Items] | |||
Principal Repurchased | $ 43,300 | ||
Cash Paid | $ 44,000 | ||
Net Gain (Loss) | 1,000 | ||
Senior Secured Note [Member] | |||
Debt Instrument [Line Items] | |||
Principal Repurchased | 82,000 | $ 82,000 | |
Cash Paid | 79,555 | ||
Bond Issue Costs | 1,105 | 1,105 | |
Net Gain (Loss) | $ 1,340 | ||
Senior Secured Note [Member] | Senior Secured Note Period One [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Dec. 10, 2021 | ||
Principal Repurchased | $ 35,000 | $ 35,000 | |
Cash Paid | $ 35,591 | ||
Percent face value | 101.69% | 101.69% | |
Bond Issue Costs | $ 321 | $ 321 | |
Net Gain (Loss) | $ (911) | ||
Senior Secured Note [Member] | Senior Secured Note Period Two [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Oct. 25, 2021 | ||
Principal Repurchased | $ 2,000 | $ 2,000 | |
Cash Paid | $ 2,020 | ||
Percent face value | 101.00% | 101.00% | |
Bond Issue Costs | $ 19 | $ 19 | |
Net Gain (Loss) | $ (39) | ||
Senior Secured Note [Member] | Senior Secured Note Period Three [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Oct. 12, 2021 | ||
Principal Repurchased | $ 250 | $ 250 | |
Cash Paid | $ 251 | ||
Percent face value | 100.38% | 100.38% | |
Bond Issue Costs | $ 2 | $ 2 | |
Net Gain (Loss) | $ (3) | ||
Senior Secured Note [Member] | Senior Secured Note Period Four [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Oct. 5, 2021 | ||
Principal Repurchased | $ 763 | $ 763 | |
Cash Paid | $ 766 | ||
Percent face value | 100.38% | 100.38% | |
Bond Issue Costs | $ 7 | $ 7 | |
Net Gain (Loss) | $ (10) | ||
Senior Secured Note [Member] | Senior Secured Note Period Five [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Oct. 4, 2021 | ||
Principal Repurchased | $ 628 | $ 628 | |
Cash Paid | $ 629 | ||
Percent face value | 100.13% | 100.13% | |
Bond Issue Costs | $ 6 | $ 6 | |
Net Gain (Loss) | $ (7) | ||
Senior Secured Note [Member] | Senior Secured Note Period Six [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Sep. 24, 2021 | ||
Principal Repurchased | $ 4,700 | $ 4,700 | |
Cash Paid | $ 4,712 | ||
Percent face value | 100.25% | 100.25% | |
Bond Issue Costs | $ 44 | $ 44 | |
Net Gain (Loss) | $ (56) | ||
Senior Secured Note [Member] | Senior Secured Note Period Seven [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Jan. 30, 2020 | ||
Principal Repurchased | $ 2,250 | $ 2,250 | |
Cash Paid | $ 2,194 | ||
Percent face value | 97.50% | 97.50% | |
Bond Issue Costs | $ 34 | $ 34 | |
Net Gain (Loss) | $ 22 | ||
Senior Secured Note [Member] | Senior Secured Note Period Eight [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Jan. 27, 2020 | ||
Principal Repurchased | $ 1,245 | $ 1,245 | |
Cash Paid | $ 1,198 | ||
Percent face value | 96.25% | 96.25% | |
Bond Issue Costs | $ 20 | $ 20 | |
Net Gain (Loss) | $ 27 | ||
Senior Secured Note [Member] | Senior Secured Note Period Nine [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Dec. 27, 2019 | ||
Principal Repurchased | $ 3,090 | $ 3,090 | |
Cash Paid | $ 2,874 | ||
Percent face value | 93.00% | 93.00% | |
Bond Issue Costs | $ 48 | $ 48 | |
Net Gain (Loss) | $ 167 | ||
Senior Secured Note [Member] | Senior Secured Note Period Ten [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Nov. 27, 2019 | ||
Principal Repurchased | $ 5,183 | $ 5,183 | |
Cash Paid | $ 4,548 | ||
Percent face value | 87.75% | 87.75% | |
Bond Issue Costs | $ 82 | $ 82 | |
Net Gain (Loss) | $ 553 | ||
Senior Secured Note [Member] | Senior Secured Note Period Eleven [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Nov. 15, 2019 | ||
Principal Repurchased | $ 3,791 | $ 3,791 | |
Cash Paid | $ 3,206 | ||
Percent face value | 84.58% | 84.58% | |
Bond Issue Costs | $ 61 | $ 61 | |
Net Gain (Loss) | $ 524 | ||
Senior Secured Note [Member] | Senior Secured Note Period Twelve [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Mar. 28, 2019 | ||
Principal Repurchased | $ 2,000 | $ 2,000 | |
Cash Paid | $ 1,830 | ||
Percent face value | 91.50% | 91.50% | |
Bond Issue Costs | $ 37 | $ 37 | |
Net Gain (Loss) | $ 134 | ||
Senior Secured Note [Member] | Senior Secured Note Period Thirteen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Mar. 28, 2019 | ||
Principal Repurchased | $ 2,300 | $ 2,300 | |
Cash Paid | $ 2,125 | ||
Percent face value | 92.38% | 92.38% | |
Bond Issue Costs | $ 42 | $ 42 | |
Net Gain (Loss) | $ 133 | ||
Senior Secured Note [Member] | Senior Secured Note Period Fourteen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Feb. 20, 2019 | ||
Principal Repurchased | $ 125 | $ 125 | |
Cash Paid | $ 114 | ||
Percent face value | 91.25% | 91.25% | |
Bond Issue Costs | $ 2 | $ 2 | |
Net Gain (Loss) | $ 9 | ||
Senior Secured Note [Member] | Senior Secured Note Period Fifteen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Feb. 19, 2019 | ||
Principal Repurchased | $ 350 | $ 350 | |
Cash Paid | $ 319 | ||
Percent face value | 91.25% | 91.25% | |
Bond Issue Costs | $ 7 | $ 7 | |
Net Gain (Loss) | $ 24 | ||
Senior Secured Note [Member] | Senior Secured Note Period Sixteen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Feb. 12, 2019 | ||
Principal Repurchased | $ 1,325 | $ 1,325 | |
Cash Paid | $ 1,209 | ||
Percent face value | 91.25% | 91.25% | |
Bond Issue Costs | $ 25 | $ 25 | |
Net Gain (Loss) | $ 91 | ||
Senior Secured Note [Member] | Senior Secured Note Period Seventeen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Jan. 10, 2019 | ||
Principal Repurchased | $ 570 | $ 570 | |
Cash Paid | $ 526 | ||
Percent face value | 92.25% | 92.25% | |
Bond Issue Costs | $ 9 | $ 9 | |
Net Gain (Loss) | $ 35 | ||
Senior Secured Note [Member] | Senior Secured Note Period Eighteen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Dec. 21, 2018 | ||
Principal Repurchased | $ 2,000 | $ 2,000 | |
Cash Paid | $ 1,835 | ||
Percent face value | 91.75% | 91.75% | |
Bond Issue Costs | $ 38 | $ 38 | |
Net Gain (Loss) | $ 127 | ||
Senior Secured Note [Member] | Senior Secured Note Period Nineteen [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Dec. 21, 2018 | ||
Principal Repurchased | $ 1,850 | $ 1,850 | |
Cash Paid | $ 1,702 | ||
Percent face value | 92.00% | 92.00% | |
Bond Issue Costs | $ 35 | $ 35 | |
Net Gain (Loss) | $ 113 | ||
Senior Secured Note [Member] | Senior Secured Note Period Twenty [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Dec. 21, 2018 | ||
Principal Repurchased | $ 1,080 | $ 1,080 | |
Cash Paid | $ 999 | ||
Percent face value | 92.50% | 92.50% | |
Bond Issue Costs | $ 21 | $ 21 | |
Net Gain (Loss) | $ 60 | ||
Senior Secured Note [Member] | Senior Secured Note Period Twenty One [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Nov. 17, 2018 | ||
Principal Repurchased | $ 1,500 | $ 1,500 | |
Cash Paid | $ 1,357 | ||
Percent face value | 90.50% | 90.50% | |
Bond Issue Costs | $ 29 | $ 29 | |
Net Gain (Loss) | $ 114 | ||
Senior Secured Note [Member] | Senior Secured Note Period Twenty Two [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | May 4, 2018 | ||
Principal Repurchased | $ 4,000 | $ 4,000 | |
Cash Paid | $ 3,770 | ||
Percent face value | 94.25% | 94.25% | |
Bond Issue Costs | $ 86 | $ 86 | |
Net Gain (Loss) | $ 144 | ||
Senior Secured Note [Member] | Senior Secured Note Period Twenty Three [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Apr. 10, 2018 | ||
Principal Repurchased | $ 4,000 | $ 4,000 | |
Cash Paid | $ 3,850 | ||
Percent face value | 96.25% | 96.25% | |
Bond Issue Costs | $ 87 | $ 87 | |
Net Gain (Loss) | $ 63 | ||
Senior Secured Note [Member] | Senior Secured Note Period Twenty Four [Member] | |||
Debt Instrument [Line Items] | |||
Repurchase date | Apr. 9, 2018 | ||
Principal Repurchased | $ 2,000 | $ 2,000 | |
Cash Paid | $ 1,930 | ||
Percent face value | 96.50% | 96.50% | |
Bond Issue Costs | $ 43 | $ 43 | |
Net Gain (Loss) | $ 27 |
Long-Term Debt - Asset-Based Re
Long-Term Debt - Asset-Based Revolving Credit Facility - Additional Information (Detail) - USD ($) | Oct. 20, 2020 | May 19, 2017 | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||
Debt instrument, debt default, description of violation or event of default | $ 174,900,000 | |||
Amortization of financing costs | 1,051,000 | $ 889,000 | ||
Debt related commitment fees and debt issuance costs | $ 6,300,000 | |||
Line of credit facility covenant compliance | we entered into a fourth amendment to our ABL Facility that provides a one-time waiver with respect to the current covenant testing period allowing the covenant trigger event date be the first day after the availability on the ABL Facility had equaled or exceeded (1) 15% of the maximum revolver amount and (2) $4.5 million and a waiver permitting | |||
Asset-Based Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, debt default, description of violation or event of default | $ 30,000,000 | |||
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. | |||
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 | |||
Amortization of financing costs | $ 900,000 | |||
Debt instrument blended interest rate | 0.00% | |||
ABL Borrowings descriptions | Availability under the ABL Facility 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. | |||
Asset-Based Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate, increase (decrease) | 2.00% | |||
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 | $ 100,000 | $ 200,000 | ||
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] | ||||
Debt Instrument [Line Items] | ||||
Percentage of advance rate on eligible accounts receivable | 85.00% | |||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 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% | |||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | |||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | |||
Percentage of advance rate on eligible accounts receivable | 90.00% | |||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 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% |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt less unamortized debt issuance costs | $ 170,581 | $ 218,764 |
Less current portion | 0 | (5,000) |
Long-term Debt | 170,581 | 213,764 |
Asset-Based Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 0 | 5,000 |
7.125% Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt and capital lease obligations current and noncurrent | 114,731 | |
Less unamortized debt issuance costs based on imputed interest rate of 7.08% | (3,844) | |
Long-term Debt | 110,887 | |
6.75% Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt and capital lease obligations current and noncurrent | 60,174 | 216,341 |
Less unamortized debt issuance costs based on imputed interest rate of 7.08% | (480) | (2,577) |
Long-term Debt | $ 59,694 | $ 213,764 |
Long-Term Debt - Long-Term De_2
Long-Term Debt - Long-Term Debt (Parenthetical) (Detail) $ in Millions | Dec. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
Debt instrument, face amount | $ 174.9 |
Asset Based Revolving Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | 25 |
Long-term Debt, Gross | 0 |
Line of Credit Facility, Current Borrowing Capacity | 23.3 |
7.125% Senior Secured Notes [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | $ 114.7 |
7.125% Senior Secured Notes [Member] | Debt Issuance Costs [Member] | |
Debt Instrument [Line Items] | |
Imputed interest rate percentage | 7.64% |
6.75% Senior Secured Notes [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, face amount | $ 60.2 |
6.75% Senior Secured Notes [Member] | Debt Issuance Costs [Member] | |
Debt Instrument [Line Items] | |
Imputed interest rate percentage | 7.10% |
Letter of Credit [Member] | Asset Based Revolving Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Long-term Debt, Gross | $ 0.3 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt Obligations - Additional Information (Detail) - USD ($) | May 19, 2017 | Dec. 31, 2021 | Dec. 31, 2020 |
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, face amount | $ 174,900,000 | ||
Weighted average interest rate | 6.99% | 6.65% | |
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% | ||
6.75% Senior Secured Notes [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, face amount | $ 60,200,000 | ||
Debt instrument, interest rate, stated percentage | 6.75% | 6.75% | |
7.125% Senior Secured Notes [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, face amount | $ 114,700,000 | ||
Debt instrument, interest rate, stated percentage | 7.125% |
Long-Term Debt - Principle Repa
Long-Term Debt - Principle Repayment Requirements Under Long Term Agreements Outstanding (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Maturities of Long-term Debt [Abstract] | |
2022 | $ 0 |
2023 | 0 |
2024 | 60,174 |
2025 | 0 |
2026 | 0 |
Thereafter | 114,731 |
Total | $ 174,905 |
Fair Value Measurements and D_3
Fair Value Measurements and Disclosures - Additional Information (Detail) - USD ($) $ in Millions | Dec. 06, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Carrying value of notes | $ 174.9 | |
Debt instrument, estimated fair value | $ 176.2 | $ 176.2 |
Fair Value Measurements and D_4
Fair Value Measurements and Disclosures - Summary of Fair Value of Financial Assets and Liabilities (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | $ 11 |
Long-term debt less unamortized discount and debt issuance costs | 174,905 |
Fair Value, Inputs, Level 1 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 0 |
Fair Value, Inputs, Level 1 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Long-term debt less unamortized discount and debt issuance costs | 0 |
Fair Value, Inputs, Level 2 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 0 |
Fair Value, Inputs, Level 2 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Long-term debt less unamortized discount and debt issuance costs | 176,217 |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 11 |
Fair Value, Inputs, Level 3 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Long-term debt less unamortized discount and debt issuance costs | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Jul. 31, 2021 | Jul. 01, 2021 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 |
Income Tax Contingency [Line Items] | |||||||
Valuation allowance | $ 39,100 | $ 39,100 | $ 39,100 | ||||
Deferred tax assets, valuation allowance | 39,135 | 39,135 | 48,073 | ||||
Cumulative adjusted pre-tax book loss | (36,509) | (36,509) | (78,023) | ||||
Deferred tax assets operating loss carry forwards domestic | 39,100 | 39,100 | 39,100 | ||||
Deferred tax assets, operating loss carryforwards, state and local | 20,700 | 20,700 | 20,700 | ||||
Deferred tax assets, valuation allowance provided | 9,000 | ||||||
Deferred tax assets other financial statement accrual assets | 4,000 | 4,000 | 4,000 | ||||
Gain (Loss) on Extinguishment of Debt | $ 11,200 | $ 11,200 | (1,026) | 49 | |||
Favorable Permanent Tax Effected Adjustment Amount | 2,400 | ||||||
Paycheck Protection Program [Member] | |||||||
Income Tax Contingency [Line Items] | |||||||
Loans Payable | 20,000 | ||||||
Gain (Loss) on Extinguishment of Debt | 11,200 | ||||||
Small Business Association [Member] | |||||||
Income Tax Contingency [Line Items] | |||||||
Long-term Debt, Gross | 11,200 | $ 11,200 | 11,200 | $ 11,200 | |||
Revision of Prior Period, Adjustment [Member] | |||||||
Income Tax Contingency [Line Items] | |||||||
Deferred tax assets, valuation allowance provided | $ 9,000 | ||||||
Cumulative Effect, Period of Adoption, Adjustment [Member] | Revision of Prior Period, Adjustment [Member] | |||||||
Income Tax Contingency [Line Items] | |||||||
Cumulative adjusted pre-tax book loss | 48,100 | ||||||
Domestic Tax Authority [Member] | |||||||
Income Tax Contingency [Line Items] | |||||||
Valuation allowance | 39,100 | 39,100 | |||||
Net operating loss carryforwards for federal income tax purpose | $ 98,400 | ||||||
Beginning year of expiry for net operating loss carry forwards | 2024 | ||||||
Ending year of expiry for net operating loss carryforwards | 2038 | ||||||
State and Local Jurisdiction [Member] | |||||||
Income Tax Contingency [Line Items] | |||||||
Valuation allowance | 14,400 | 14,400 | $ 14,400 | ||||
Net operating loss carryforwards for federal income tax purpose | $ 607,700 | $ 607,700 |
Income Tax - Schedule of Consol
Income Tax - Schedule of Consolidated Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | ||
Federal | ||
State | 1,112 | $ 169 |
Current Income Tax Expense (Benefit), Total | 1,112 | 169 |
Deferred: | ||
Federal | (1,277) | 17,283 |
State | (594) | 12,822 |
Deferred Income Taxes and Tax Credits, Total | (1,871) | 30,105 |
Provision for income taxes | $ (759) | $ 30,274 |
Income Tax - Schedule of Cons_2
Income Tax - Schedule of Consolidated Deferred Tax Asset and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Financial statement accruals not currently deductible | $ 2,738 | $ 2,908 |
Allowance for bad debt reserve | 3,399 | 3,672 |
Net operating loss, AMT credit and other carryforwards | 35,290 | 44,154 |
State taxes | 216 | 35 |
Operating lease liabilities under ASC 842 | 13,596 | 14,909 |
Other | 3,965 | 2,440 |
Total deferred tax assets | 59,204 | 68,118 |
Valuation allowance for deferred tax assets | (39,135) | (48,073) |
Net deferred tax assets | 20,069 | 20,045 |
Deferred tax liabilities: | ||
Excess of net book value of property and equipment and software for financial reporting purposes over tax basis | 145 | 1,066 |
Excess of net book value of intangible assets for financial reporting purposes over tax basis | 75,747 | 75,380 |
Operating lease right-of-use assets under ASC 842 | 11,189 | 12,482 |
Total deferred tax liabilities | 87,081 | 88,928 |
Net deferred tax liabilities | $ (67,012) | $ (68,883) |
Income Tax - Schedule of Reconc
Income Tax - Schedule of Reconciliation of Net Deferred Tax Liabilities to Financial Instrument (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Deferred income tax liability per balance sheet | $ (67,012) | $ (68,883) |
Net deferred tax liabilities | $ (67,012) | $ (68,883) |
Income Tax - Reconciliation of
Income Tax - Reconciliation of Statutory Federal Income Tax Rate to Provision for Income Tax (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Statutory federal income tax rate (statutory tax rate) | $ 8,559 | $ (4,995) |
Effect of state taxes, net of federal | 643 | 10,468 |
Permanent items | 172 | 379 |
PPP loan forgiveness | (2,351) | |
State rate change | 531 | 63 |
Valuation allowance | (8,903) | 24,302 |
Stock based compensation cancellation | 181 | 196 |
Other, net | 409 | (139) |
Provision for income taxes | $ (759) | $ 30,274 |
Stock Incentive Plan - Addition
Stock Incentive Plan - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, stock options | $ 0.1 | |
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years 2 months 12 days | |
Expected term of award | 7 years 9 months 18 days | 7 years 7 months 6 days |
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 | $ 3.06 | |
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value | $ 0.3 | $ 0.4 |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 2,379,001 | |
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 | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense, pre-tax | $ 319 | $ 345 |
Tax expense from stock-based compensation expense | (83) | (90) |
Total stock-based compensation expense, net of tax | 236 | 255 |
Unallocated Corporate [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock option compensation expense | 99 | 152 |
Broadcast [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock option compensation expense | 123 | 136 |
Digital Media [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock option compensation expense | $ 97 | 56 |
Publishing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock option compensation expense | $ 1 |
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) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Expected volatility | 75.98% | 53.96% |
Expected dividends | 7.30% | |
Expected term (in years) | 7 years 9 months 18 days | 7 years 7 months 6 days |
Risk-free interest rate | 1.03% | 1.14% |
Stock Incentive Plan - Schedu_3
Stock Incentive Plan - Schedule of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Shares | |||
Beginning Balance | 2,291,020 | ||
Ending Balance | 1,925,417 | 2,291,020 | |
Exercisable at end of period | 924,292 | ||
Weighted Average Exercise Price | |||
Ending Balance | $ 3.01 | ||
Weighted Average Remaining Contractual Term | |||
Contractual term | 4 years 4 months 24 days | ||
Employee Stock Option [Member] | |||
Shares | |||
Beginning Balance | 2,291,020 | 1,860,722 | |
Granted | 270,000 | 743,000 | |
Exercised | (475,657) | ||
Forfeited or expired | (159,946) | (312,702) | |
Ending Balance | 1,925,417 | 2,291,020 | 1,860,722 |
Exercisable at end of period | 924,292 | 1,229,770 | |
Expected to Vest | 950,568 | 1,007,657 | |
Weighted Average Exercise Price | |||
Beginning Balance | $ 3.23 | $ 4.39 | |
Granted | 2.14 | 1.37 | |
Exercised | 2.31 | ||
Forfeited or expired | 6.71 | 5.71 | |
Ending Balance | 3.01 | 3.23 | $ 4.39 |
Exercisable at end of period | 4.25 | 4.37 | |
Expected to Vest | 3.05 | 3.26 | |
Weighted Average Grant Date Fair value | |||
Beginning Balance | 1.52 | 2.37 | |
Granted | 1.55 | 0.35 | |
Exercised | 1.08 | ||
Forfeited or expired | 4.70 | 3.80 | |
Ending Balance | 1.37 | 1.52 | $ 2.37 |
Exercisable at end of period | 1.93 | 2.22 | |
Expected to Vest | $ 1.38 | $ 1.54 | |
Weighted Average Remaining Contractual Term | |||
Contractual term | 4 years 4 months 24 days | 4 years 3 months 18 days | 3 years 7 months 6 days |
Exercisable at end of period | 2 years 4 months 24 days | 2 years 4 months 24 days | |
Expected to Vest | 4 years 4 months 24 days | 4 years 2 months 12 days | |
Aggregate Intrinsic Value | |||
Exercised | $ 728 | ||
Ending Balance | 1,310 | ||
Exercisable at end of period | 83 | ||
Expected to Vest | $ 1,248 |
Stock Incentive Plan - Schedu_4
Stock Incentive Plan - Schedule of Information Regarding Restricted Stock Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Outstanding Shares, Beginning Balance | 107,990 | 107,990 | |
Outstanding Shares, Lapse of restrictions | (107,990) | ||
Outstanding Shares, Ending Balance | 107,990 | 107,990 | |
Weighted Average Grant Date Fair Value, Beginning Balance | $ 1.85 | $ 1.85 | |
Weighted Average Grant Date Fair Value, Lapse of restrictions | $ 1.85 | ||
Weighted Average Grant Date Fair Value, Ending Balance | $ 1.85 | $ 1.85 | |
Weighted Average Contractual Life Remaining | 8 months 12 days | 8 months 12 days | 1 year 8 months 1 day |
Aggregate Intrinsic Value, Beginning Balance | $ 112 | $ 156 | |
Aggregate Intrinsic Value, Lapse of restrictions | 200 | ||
Aggregate Intrinsic Value, Ending Balance | $ 112 | $ 112 | $ 156 |
Stock Incentive Plan - Stock Op
Stock Incentive Plan - Stock Options Outstanding Additional Information (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options | 1,925,417 | 2,291,020 |
Weighted Average Contractual Life Remaining | 4 years 4 months 24 days | |
Weighted Average Exercise Price | $ 3.01 | |
Exercisable Options | 924,292 | |
Weighted Average Grant Date Fair Value | $ 4.25 | |
Range of Exercise Prices From $1.00 to $3.00 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Limit | 1 | |
Range of Exercise Prices, Upper Limit | $ 3 | |
Options | 906,000 | |
Weighted Average Contractual Life Remaining | 6 years 4 months 24 days | |
Weighted Average Exercise Price | $ 1.61 | |
Exercisable Options | 50,250 | |
Weighted Average Grant Date Fair Value | $ 1.41 | |
Range of Exercise Prices From $3.01 to $3.28 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Limit | 3.01 | |
Range of Exercise Prices, Upper Limit | $ 3.28 | |
Options | 471,500 | |
Weighted Average Contractual Life Remaining | 3 years 10 months 24 days | |
Weighted Average Exercise Price | $ 3.25 | |
Exercisable Options | 342,000 | |
Weighted Average Grant Date Fair Value | $ 3.25 | |
Range of Exercise Prices From $3.29 to $4.63 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Limit | 3.29 | |
Range of Exercise Prices, Upper Limit | $ 4.63 | |
Options | 63,500 | |
Weighted Average Contractual Life Remaining | 3 years 8 months 12 days | |
Weighted Average Exercise Price | $ 3.77 | |
Exercisable Options | 47,625 | |
Weighted Average Grant Date Fair Value | $ 3.77 | |
Range of Exercise Prices From $4.64 to $4.85 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Limit | 4.64 | |
Range of Exercise Prices, Upper Limit | $ 4.85 | |
Options | 383,542 | |
Weighted Average Contractual Life Remaining | 1 year 8 months 12 days | |
Weighted Average Exercise Price | $ 4.85 | |
Exercisable Options | 383,542 | |
Weighted Average Grant Date Fair Value | $ 4.85 | |
Range of Exercise Prices From $4.86 to $6.65 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Limit | 4.86 | |
Range of Exercise Prices, Upper Limit | $ 6.65 | |
Options | 1,000 | |
Weighted Average Contractual Life Remaining | 3 months 18 days | |
Weighted Average Exercise Price | $ 6.38 | |
Exercisable Options | 1,000 | |
Weighted Average Grant Date Fair Value | $ 6.38 | |
Range of Exercise Prices From $6.66 to $8.76 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Limit | 6.66 | |
Range of Exercise Prices, Upper Limit | $ 8.76 | |
Options | 99,875 | |
Weighted Average Contractual Life Remaining | 2 months 12 days | |
Weighted Average Exercise Price | $ 7.05 | |
Exercisable Options | 99,875 | |
Weighted Average Grant Date Fair Value | $ 7.05 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Description of related party transaction | The policy applies to any transaction or series of transactions in which Salem is a participant, the amount involved exceeds $120,000 and a Related Party (as defined in Item 404(a) of SEC Regulation S-K) has a direct or indirect material interest, excluding, among other things, compensation arrangements with respect to employment and Board membership. Related Parties includes our directors, executive officers, nominees to become a director, any person beneficially owning more than 5% of any class of our stock, immediate family members of any of the foregoing, and any entity in which any of the foregoing persons is employed or is a general partner or principal or in which the person has a 10% or greater beneficial ownership interest. | |
Net proceeds from life insurance policies to Salem | $ 0 | $ 2,363,000 |
Related party annual payments for insurance premiums | 200,000 | |
Edward G Atsinger III Chief Executive Officer And Director [Member] | ||
Rental payments for aircraft | 26,000 | 298,000 |
Related party transaction, amounts of transaction | 26,000 | |
Related party prepaid deposit | 100,000 | |
Chairman And Chief Executive Officer [Member] | Land and Building [Member] | ||
Operating leases, rent expense | 1,600,000 | 1,500,000 |
Know the Truth [Member] | ||
Related party transaction, other revenues from transactions with related party | 400,000 | 600,000 |
Accounts receivable, related parties | $ 800,000 | 1,000,000 |
Other Than Compensation Arrangements [Member] | ||
Description of related party transaction | we have been a party in which the amount involved exceeds $120,000 annually and in which any of our then directors, executive officers or holders of more than 5% of any class of our stock at the time of such transaction, or any members of their immediate family, or is a general partner or principal or in which the person has a 10% or greater beneficial ownership interest, had or will have a direct or indirect material interest. | |
Chairman Emeritus [Member] | Trust [Member] | ||
Operating leases, rent expense | $ 200,000 | 200,000 |
Split Dollar Life Insurance [Member] | ||
Net proceeds from life insurance policies to Salem | 2,400,000 | |
Split Dollar Life Insurance [Member] | Executive Chairman [Member] | ||
Related party transaction, amounts of transaction | 300,000 | |
Split Dollar Life Insurance [Member] | Chairman Emeritus [Member] | ||
Related party transaction, amounts of transaction | $ 300,000 |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Defined Contribution Benefit Plans [Line Items] | |
Defined contribution plan maximum employee contribution as percentage of base salary | 60.00% |
Defined benefit plan, contributions by employer | $ 0.8 |
First Five Percent Of Each Participants Contributions [Member] | |
Defined Contribution Benefit Plans [Line Items] | |
Defined contribution plan employer matching contribution to employee contribution | 50.00% |
Defined contribution plan employee contributions percentage of eligible compensation | 5.00% |
Equity Transactions - Additiona
Equity Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Apr. 30, 2021 | |
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 | $ 319 | $ 345 | |
Common Class A [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Shares authorized for sales and issuance | $ 15,000 |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2021Segments | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Segment Data - Schedule of Segm
Segment Data - Schedule of Segment Data (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Jul. 01, 2021 | Dec. 31, 2019 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Operating expenses | $ 211,999 | $ 243,993 | ||
Depreciation | 10,933 | 10,777 | ||
Amortization | 1,895 | 3,281 | ||
Change in the estimated fair value of contingent earn-out consideration | 0 | (12) | ||
Impairment of indefinite-lived long-term assets other than goodwill | 0 | 17,254 | ||
Impairment of goodwill | 0 | 307 | ||
Net (gain) loss on the disposition of assets | 23,575 | (1,575) | ||
Net operating income (loss) | 46,248 | (7,754) | ||
Inventories, net | 960 | 495 | ||
Property and equipment, net | 79,339 | 79,122 | ||
Broadcast licenses | 320,008 | 319,773 | $ 337,858 | |
Goodwill | 23,986 | 23,757 | $ 200 | $ 23,998 |
Operating Segments [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net revenue | 258,247 | 236,239 | ||
Operating expenses | 220,220 | 210,811 | ||
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 | 38,027 | 25,428 | ||
Debt modification costs | 2,526 | |||
Depreciation | 10,933 | 10,777 | ||
Amortization | 1,895 | 3,281 | ||
Change in the estimated fair value of contingent earn-out consideration | 307 | |||
Impairment of indefinite-lived long-term assets other than goodwill | (12) | |||
Impairment of goodwill | 17,254 | |||
Net (gain) loss on the disposition of assets | (23,575) | 1,575 | ||
Net operating income (loss) | 46,248 | (7,754) | ||
Inventories, net | 960 | 495 | ||
Property and equipment, net | 79,339 | 79,122 | ||
Broadcast licenses | 320,008 | 319,773 | ||
Goodwill | 23,986 | 23,757 | ||
Amortizable intangible assets, net | 2,444 | 4,017 | ||
Operating Segments [Member] | Broadcast [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net revenue | 191,443 | 178,127 | ||
Operating expenses | 145,720 | 140,942 | ||
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 | 45,723 | 37,185 | ||
Depreciation | 6,186 | 6,464 | ||
Amortization | 17 | 23 | ||
Change in the estimated fair value of contingent earn-out consideration | 184 | |||
Impairment of goodwill | 16,994 | |||
Net (gain) loss on the disposition of assets | (23,212) | 1,554 | ||
Net operating income (loss) | 62,732 | 11,966 | ||
Property and equipment, net | 61,694 | 64,231 | ||
Broadcast licenses | 320,008 | 319,773 | ||
Goodwill | 2,750 | 2,746 | ||
Amortizable intangible assets, net | 229 | 246 | ||
Operating Segments [Member] | Digital Media [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net revenue | 42,164 | 39,593 | ||
Operating expenses | 33,797 | 31,725 | ||
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 | 8,367 | 7,868 | ||
Depreciation | 3,557 | 3,096 | ||
Amortization | 1,541 | 2,416 | ||
Change in the estimated fair value of contingent earn-out consideration | 10 | |||
Impairment of indefinite-lived long-term assets other than goodwill | (12) | |||
Net (gain) loss on the disposition of assets | (83) | |||
Net operating income (loss) | 3,352 | 2,358 | ||
Property and equipment, net | 8,447 | 6,221 | ||
Goodwill | 19,790 | 19,565 | ||
Amortizable intangible assets, net | 2,215 | 3,434 | ||
Operating Segments [Member] | Publishing [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net revenue | 24,640 | 18,519 | ||
Operating expenses | 23,220 | 21,950 | ||
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 | 1,420 | (3,431) | ||
Depreciation | 210 | 281 | ||
Amortization | 337 | 841 | ||
Change in the estimated fair value of contingent earn-out consideration | 105 | |||
Impairment of goodwill | 260 | |||
Net (gain) loss on the disposition of assets | (306) | 2 | ||
Net operating income (loss) | 1,179 | (4,920) | ||
Inventories, net | 960 | 495 | ||
Property and equipment, net | 746 | 741 | ||
Goodwill | 1,446 | 1,446 | ||
Amortizable intangible assets, net | 337 | |||
Operating Segments [Member] | Corporate [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Operating expenses | 17,483 | 16,194 | ||
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 | (17,483) | (16,194) | ||
Debt modification costs | 2,526 | |||
Depreciation | 980 | 936 | ||
Amortization | 1 | |||
Change in the estimated fair value of contingent earn-out consideration | 8 | |||
Net (gain) loss on the disposition of assets | 26 | 19 | ||
Net operating income (loss) | (21,015) | (17,158) | ||
Property and equipment, net | $ 8,452 | $ 7,929 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | Feb. 15, 2022USD ($) | Jan. 12, 2022USD ($) | Jan. 10, 2022USD ($) | Jul. 31, 2021USD ($) | Jul. 01, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Feb. 10, 2022a | Nov. 18, 2021a | Sep. 10, 2021USD ($) |
Subsequent Event [Line Items] | ||||||||||
Debt Instrument, Repurchase Amount | $ 43,300,000 | |||||||||
Gain (Loss) on Extinguishment of Debt | $ 11,200,000 | $ 11,200,000 | $ (1,026,000) | $ 49,000 | ||||||
Phoenix Arizona [Member] | Land [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Area of Land | a | 4.5 | |||||||||
2024 Notes [member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Debt Instrument, Repurchase Amount | $ 43,300,000 | |||||||||
Subsequent Event [Member] | Phoenix Arizona [Member] | Land [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Proceeds from Sale of Land Held-for-use | $ 2,000,000 | |||||||||
Area of Land | a | 4.5 | |||||||||
Gain (loss) on disposition of intangible assets | $ 1,800,000 | |||||||||
Subsequent Event [Member] | FL | WLCCAM [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Payments to acquired asset | $ 600,000 | |||||||||
Subsequent Event [Member] | 2024 Notes [member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Debt Instrument, Repurchase Amount | $ 2,500,000 | |||||||||
Debt Instrument, Redemption Price, Percentage | 101.25% | |||||||||
Gain (Loss) on Extinguishment of Debt | $ 53,000 |