Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 24, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Entercom Communications Corp. | |
Entity Central Index Key | 1067837 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Well Known Seasoned Issuer | No | |
Trading Symbol | ETM | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock Shares Outstanding | 32,404,168 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock Shares Outstanding | 7,197,532 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Assets Abstract | ||
Cash | $46,580 | $31,540 |
Accounts receivable, net of allowance for doubtful accounts | 58,779 | 70,249 |
Prepaid expenses, deposits and other | 7,423 | 5,937 |
Prepaid and refundable federal and state income taxes | 30 | 30 |
Deferred tax assets | 2,248 | 2,248 |
Total current assets | 115,060 | 110,004 |
Net property and equipment | 44,955 | 44,662 |
Radio broadcasting licenses | 718,992 | 718,992 |
Goodwill | 38,850 | 38,850 |
Assets held for sale | 868 | 868 |
Deferred charges and other assets, net of accumulated amortization | 12,166 | 13,239 |
TOTAL ASSETS | 930,891 | 926,615 |
Liabilities Abstract | ||
Accounts payable | 214 | 324 |
Accrued expenses | 14,213 | 13,938 |
Accrued compensation and other current liabilities | 18,823 | 13,499 |
Financing method lease obligations, current portion | 0 | 0 |
Long-term debt, current portion | 31,260 | 3,000 |
Total current liabilities | 64,510 | 30,761 |
Long-term debt, net of current portion | 448,001 | 476,929 |
Deferred tax liabilities | 63,531 | 63,470 |
Other long-term liabilities | 26,117 | 26,434 |
Total long-term liabilities | 537,649 | 566,833 |
Total liabilities | 602,159 | 597,594 |
CONTINGENCIES AND COMMITMENTS | ||
SHAREHOLDERS' EQUITY: | ||
Preferred stock | 0 | 0 |
Common stock | 396 | 391 |
Additional paid-in capital | 608,314 | 608,515 |
Accumulated deficit | -279,978 | -279,885 |
Accumulated other comprehensive income (loss) | 0 | 0 |
Total shareholders' equity | 328,732 | 329,021 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $930,891 | $926,615 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Class of Stock [Line Items] | ||
Common Stock, Value | $396 | $391 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement Abstract | ||
NET REVENUES | $78,420 | $78,235 |
OPERATING EXPENSE: | ||
Station operating expenses, including non-cash compensation expense | 59,367 | 57,961 |
Depreciation and amortization expense | 1,955 | 1,974 |
Corporate general and administrative expenses, including non-cash compensation expense | 6,279 | 6,416 |
Impairment loss | 0 | 0 |
Merger and acquisition costs | 1,723 | 0 |
Net time brokerage agreement (income) fees | 0 | 0 |
Net (gain) loss on sale or disposal of assets | -157 | -40 |
Total operating expense | 69,167 | 66,311 |
OPERATING INCOME (LOSS) | 9,253 | 11,924 |
OTHER (INCOME) EXPENSE: | ||
Net interest expense | 9,279 | 9,903 |
Net (gain) loss on extinguishment of debt | 0 | 0 |
Net (gain) loss on derivative instruments | 0 | 0 |
Net (gain) loss on investments | 0 | 0 |
Other income | 0 | -55 |
TOTAL OTHER EXPENSE | 9,279 | 9,848 |
INCOME (LOSS) BEFORE INCOME TAXES (BENEFIT) | -26 | 2,076 |
INCOME TAXES (BENEFIT) | 67 | 713 |
NET INCOME (LOSS) | ($93) | $1,363 |
NET INCOME (LOSS) PER SHARE - BASIC | $0 | $0.04 |
NET INCOME (LOSS) PER SHARE - DILUTED | $0 | $0.04 |
WEIGHTED AVERAGE SHARES: | ||
Basic | 38,026,469 | 37,660,123 |
Diluted | 38,026,469 | 38,501,319 |
CONSOLIDATED_STATEMENTS_OF_SHA
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (USD $) | Total | Common Class A [Member] | Common Class B [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] |
In Thousands, except Share data | |||||
Opening Balance VALUE at Dec. 31, 2013 | $298,393 | $313 | $72 | $604,721 | ($306,713) |
Opening Balance SHARES at Dec. 31, 2013 | 31,308,194 | 7,197,532 | |||
Compensation expense related to granting of restricted stock awards SHARES | 638,102 | 0 | |||
Exercise of stock options SHARES | 57,500 | 0 | |||
Purchase of vested employee restricted stock units SHARES | -141,502 | 0 | |||
Net income (loss) | 26,823 | 26,823 | |||
Compensation expense related to granting of restricted stock awards VALUE | 5,232 | 7 | 0 | 5,225 | 0 |
Purchase of vested employee restricted stock units | -1,514 | -1 | 0 | -1,513 | 0 |
Forfeitures of dividend equivalents VALUE | 5 | 0 | 0 | 0 | 5 |
Realization of tax benefit for dividend equivalent payments VALUE | 82 | 0 | 0 | 82 | 0 |
Ending Balance VALUE at Dec. 31, 2014 | 329,021 | 319 | 72 | 608,515 | -279,885 |
Ending Balance SHARES at Dec. 31, 2014 | 31,862,294 | 7,197,532 | |||
Compensation expense related to granting of stock options SHARES | 0 | ||||
Compensation expense related to granting of restricted stock awards SHARES | 632,102 | 0 | |||
Common stock repurchase SHARES | 8,750 | 0 | |||
Exercise of stock options SHARES | 8,750 | ||||
Purchase of vested employee restricted stock units SHARES | -113,234 | 0 | |||
Net income (loss) | -93 | -93 | |||
Compensation expense related to granting of restricted stock awards VALUE | 1,111 | 6 | 0 | 1,105 | 0 |
Purchase of vested employee restricted stock units | -1,338 | -1 | 0 | -1,337 | 0 |
Realization of tax benefit for dividend equivalent payments VALUE | 31 | 0 | 0 | 31 | 0 |
Ending Balance VALUE at Mar. 31, 2015 | $328,732 | $324 | $72 | $608,314 | ($279,978) |
Ending Balance SHARES at Mar. 31, 2015 | 32,389,912 | 7,197,532 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
OPERATING ACTIVITIES: | ||
Net income (loss) | ($93) | $1,363 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 1,955 | 1,974 |
Amortization of deferred financing costs | 789 | 1,160 |
Net deferred taxes (benefit) and other | 67 | 713 |
Tax benefit on exercise of options | 0 | 0 |
Provision for bad debts | 274 | 299 |
Net (gain) loss on sale or disposal of assets | -157 | -37 |
Non-cash stock-based compensation expense | 1,111 | 1,208 |
Net (gain) loss on investments | 0 | 0 |
Net (gain) loss on derivatives | 0 | 0 |
Deferred rent | 160 | 238 |
Unearned revenue - long-term | 0 | -21 |
Net (gain) loss on extinguishment of debt | 0 | 0 |
Deferred compensation | 480 | 400 |
Tax benefit for vesting of restricted stock unit awards | 0 | 0 |
Impairment loss | 0 | 0 |
Net accretion expense for asset retirement obligations | 4 | 6 |
Other income | 0 | -55 |
Changes in assets and liabilities: | ||
Accounts receivable | 11,196 | 10,751 |
Prepaid expenses and deposits | -1,487 | -2,434 |
Prepaid and refundable income taxes | 0 | 0 |
Accounts payable and accrued liabilities | 78 | 264 |
Accrued interest expense | 5,758 | 5,673 |
Accrued liabilities - long-term | -913 | -661 |
Prepaid expenses - long-term | 116 | 200 |
Net cash provided by (used in) operating activities | 19,338 | 21,041 |
INVESTING ACTIVITIES: | ||
Additions to property and equipment | -1,994 | -1,633 |
Proceeds from sale of property, equipment, intangibles and other assets | 7 | 15 |
Purchases of radio station assets | 0 | 0 |
Deferred charges and other assets | -254 | -415 |
Purchases of investments | 0 | 0 |
Proceeds from investments and capital projects | 0 | 55 |
Proceeds from termination of radio station contract | 0 | 0 |
Proceeds from insurance recovery | 0 | 0 |
Station acquisition deposits and costs | 0 | 0 |
Net cash provided by (used in) investing activities | -2,241 | -1,978 |
FINANCING ACTIVITIES: | ||
Deferred financing expenses related to bank facility amendment | 0 | 0 |
Proceeds from issuance of long-term debt | 0 | 2,500 |
Proceeds from the financing method of lease obligations | 0 | 0 |
Payments of long-term debt | -750 | -27,000 |
Net proceeds from the senior unsecured notes | 0 | 0 |
Retirement of senior subordinated notes | 0 | 0 |
Purchase of the Company's common stock | 0 | 0 |
Proceeds from issuance of employee stock plan | 0 | 0 |
Proceeds from the exercise of stock options | 31 | 26 |
Purchase of vested employee restricted stock units | -1,338 | -890 |
Realization of tax benefits for payment of dividend equivalents | 0 | 0 |
Payment of dividend equivalents on vested restricted stock units | 0 | 0 |
Payment of dividends | 0 | 0 |
Net cash provided by (used in) financing activities | -2,057 | -25,364 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 15,040 | -6,301 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 31,540 | 12,231 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 46,580 | 5,930 |
Cash paid during the period for: | ||
Interest | 2,861 | 3,070 |
Income taxes | 16 | 1 |
Dividends | $0 | $0 |
BASIS_OF_PRESENTATION_AND_ORGA
BASIS OF PRESENTATION AND ORGANIZATION (Block) | 3 Months Ended |
Mar. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements Abstract | |
Business Description And Basis Of Presentation Text Block | 1. BASIS OF PRESENTATION AND SIGNIFICANT POLICIES |
The condensed consolidated interim unaudited financial statements included herein have been prepared by Entercom Communications Corp. and its subsidiaries (collectively, the “Company”) in accordance with: (i) generally accepted accounting principles (“U.S. GAAP”) for interim financial information; and (ii) the instructions of the Securities and Exchange Commission (the “SEC”) for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, the financial statements reflect all adjustments considered necessary for a fair statement of the results of operations and financial position for the interim periods presented. All such adjustments are of a normal and recurring nature. The Company’s results are subject to seasonal fluctuations and, therefore, the results shown on an interim basis are not necessarily indicative of results for a full year. | |
This Form 10-Q should be read in conjunction with the financial statements and related notes included in the Company’s audited financial statements as of and for the year ended December 31, 2014 and filed with the SEC on March 2, 2015, as part of the Company’s Annual Report on Form 10-K. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. | |
There have been no material changes from Note 2, Significant Accounting Policies, as described in the notes to the Company’s financial statements contained in its Form 10-K for the year ended December 31, 2014 that was filed with the SEC on March 2, 2015. | |
Recent Accounting Pronouncements | |
All new accounting pronouncements that are in effect that may impact the Company’s financial statements have been implemented. The Company does not believe that there are any other new accounting pronouncements that have been issued, other than a few of those listed below or those included in the notes to the Company’s financial statements contained in its Form 10-K for the year ended December 31, 2014 that was filed with the SEC on March 2, 2015, that might have a material impact on the Company’s financial position, results of operations or cash flows. | |
Fees Paid In A Cloud Computing Arrangement | |
In April 2015, the accounting guidance was revised to identify when a cloud computing service includes a software license that is to be capitalized and treated consistently with the acquisition of other software licenses. This guidance is effective for the Company as of January 1, 2016. The Company is currently evaluating this guidance, but does not anticipate it will have a material impact on its financial statements. | |
Debt Issuance Costs | |
In April 2015, the accounting guidance was amended to modify the presentation of debt issuance costs on the balance sheet by requiring that all costs, including incremental third party costs, be reflected as an offset to the associated debt liability rather than as a deferred charge. This guidance is effective for the Company as of January 1, 2016. The impact of this guidance to the Company will be for balance sheet presentation purposes only and will have no impact on the Company’s results of operations, cash flows or financial condition. | |
Consolidation | |
In February 2015, the accounting guidance for consolidation was amended that revises the analysis and reduces the need to consolidate certain entities. This guidance is effective for the Company as of January 1, 2016. The Company does not anticipate that this accounting guidance will have any material effect on the Company’s results of operations, cash flows or financial condition. |
INTANGIBLE_ASSETS_AND_GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Block) | 3 Months Ended |
Mar. 31, 2015 | |
Goodwil And Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets Disclosure Text Block | 2. INTANGIBLE ASSETS AND GOODWILL |
Goodwill and certain intangible assets are not amortized for book purposes, however, they may be amortized for tax purposes. The Company accounts for its acquired broadcasting licenses as indefinite-lived intangible assets and, similar to goodwill, these assets are reviewed at least annually for impairment. At the time of each review, if the fair value is less than the carrying value of goodwill and certain intangibles (such as broadcasting licenses), then a charge is recorded to the results of operations. | |
There was no change in the carrying value of broadcasting licenses or goodwill since the year ended December 31, 2014. | |
Broadcasting Licenses Impairment Test | |
The Company performs its annual broadcasting license impairment test during the second quarter of each year by evaluating its broadcasting licenses for impairment at the market level using the direct method. | |
There were no events or circumstances since the Company’s prior year second quarter annual broadcasting licenses test that required the Company to re-test the carrying value of its broadcasting licenses. | |
Goodwill Impairment Test | |
The Company performs its annual goodwill impairment test during the second quarter of each year by assessing goodwill in each of the Company’s markets after determining that a radio market is a reporting unit. | |
There were no events or circumstances since the Company’s prior year second quarter annual goodwill test that required the Company to re-test the carrying value of its goodwill. | |
Interim Testing | |
If actual market conditions are less favorable than those projected by the industry or the Company, or if events occur or circumstances change that would reduce the fair value of the Company’s intangibles below the amount reflected in the balance sheet, then the Company may be required to conduct an interim test and possibly recognize impairment charges, which could be material, in future periods. |
OTHER_CURRENT_LIABILITIES_Bloc
OTHER CURRENT LIABILITIES (Block) | 3 Months Ended | |||||
Mar. 31, 2015 | ||||||
Other Liabilities Current Abstract | ||||||
Accounts Payable Accrued Liabilities And Other Liabilities Disclosure Current Text Block | 3. OTHER CURRENT LIABILITIES | |||||
Other current liabilities consist of the following as of the periods indicated: | ||||||
Other Current Liabilities | ||||||
March 31, | December 31, | |||||
2015 | 2014 | |||||
(amounts in thousands) | ||||||
Accrued compensation | $ | 4,852 | $ | 5,783 | ||
Accounts receivable credits | 2,997 | 2,398 | ||||
Advertiser obligations | 1,090 | 928 | ||||
Accrued interest payable | 8,535 | 2,777 | ||||
Other | 1,349 | 1,613 | ||||
Total other current liabilities | $ | 18,823 | $ | 13,499 |
LONGTERM_DEBT_Block
LONG-TERM DEBT (Block) | 3 Months Ended | ||||||
Mar. 31, 2015 | |||||||
Debt Disclosure [Abstract] | |||||||
Debt Disclosure Text Block | 4. LONG-TERM DEBT | ||||||
(A) Senior Debt | |||||||
The Credit Facility | |||||||
As of March 31, 2015, the amount outstanding under the term loan component (the “Term B Loan”) of the Company’s senior secured credit facility (the “Credit Facility”) was $261.3 million and no amount was outstanding under the revolving credit facility component (the “Revolver”) of the Credit Facility. The maximum available amount under the Revolver, which includes the impact of outstanding letters of credit, was $49.4 million as of March 31, 2015. The amount of the Revolver actually available to the Company is a function of covenant compliance at the time of borrowing. | |||||||
On November 23, 2011, the Company entered into a credit agreement with a syndicate of lenders for a $425 million Credit Facility that was initially comprised of: (a) a $50 million Revolver that matures on November 23, 2016; and (b) a $375 million Term B Loan that matures on November 23, 2018. | |||||||
The Term B Loan requires mandatory prepayments equal to 50% of Excess Cash Flow, as defined within the agreement, subject to incremental step-downs depending on the Consolidated Leverage Ratio. The Excess Cash Flow payment is due in the first quarter of each year for the prior year. An estimate of this payment that is due next year, net of any prepayments made through March 31, 2015, is included under the current portion of long-term debt. The Company expects to fund the payment using cash from operating activities. | |||||||
As of March 31, 2015, the Company is in compliance with all financial covenants and all other terms of the Credit Facility in all material respects. The Company’s ability to maintain compliance with its covenants is highly dependent on its results of operations. Management believes that over the next 12 months the Company can continue to maintain compliance. The Company’s operating cash flow is positive, and management believes that it is adequate to fund the Company’s operating needs. The Company has not been required to rely upon, and the Company does not anticipate being required to rely upon, the Revolver to fund its operations. Management believes that cash on hand and cash from operating activities, together with available borrowings under the Revolver, will be sufficient to permit the Company to meet its liquidity requirements over the next 12 months, including its debt repayments. | |||||||
Failure to comply with the Company’s financial covenants or other terms of its Credit Facility and any subsequent failure to negotiate and obtain any required relief from its lenders could result in a default under the Company’s Credit Facility. Any event of default could have a material adverse effect on the Company’s business and financial condition. In addition, a default under either the Company’s Credit Facility or the indenture governing the Company’s 10.5% senior unsecured notes (the “Senior Notes”) could cause a cross default in the other and result in the acceleration of the maturity of all outstanding debt. The acceleration of the Company’s debt could have a material adverse effect on its business. The Company may seek from time to time to amend its Credit Facility or obtain other funding or additional funding, which may result in higher interest rates on its debt. | |||||||
As of March 31, 2015, the Company’s Consolidated Leverage Ratio was 4.5 times versus a covenant limit of 5.25 times and the Consolidated Interest Coverage Ratio was 2.9 times versus a covenant minimum of 1.75 times. These covenants become more restrictive over time. | |||||||
(B) Senior Unsecured Debt | |||||||
The Senior Notes | |||||||
Simultaneously with entering into the Credit Facility on November 23, 2011, the Company issued $220.0 million of 10.5% unsecured Senior Notes which mature on December 1, 2019. The Company received net proceeds of $212.7 million, which included a discount of $2.9 million, and incurred deferred financing costs of $6.1 million. These amounts are amortized over the term under the effective interest rate method. Interest on the Senior Notes is payable semi-annually in arrears on June 1 and December 1 of each year. | |||||||
(C) Net Interest Expense | |||||||
The components of net interest expense are as follows: | |||||||
Net Interest Expense | |||||||
Three Months Ended | |||||||
March 31, | |||||||
2015 | 2014 | ||||||
(amounts in thousands) | |||||||
Interest expense | $ | 8,490 | $ | 8,743 | |||
Amortization of deferred financing costs | 707 | 1,087 | |||||
Amortization of original issue discount of senior notes | 82 | 73 | |||||
Total net interest expense | $ | 9,279 | $ | 9,903 |
SHAREBASED_COMPENSATION_Block
SHARE-BASED COMPENSATION (Block) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments Abstract | |||||||||||||||||
Disclosure Of Compensation Related Costs Share Based Payments Text Block | 5. SHARE-BASED COMPENSATION | ||||||||||||||||
Under the Entercom Equity Compensation Plan (the “Plan”), the Company is authorized to issue share-based compensation awards to key employees, directors and consultants. | |||||||||||||||||
Restricted Stock Units (“RSUs”) Activity | |||||||||||||||||
The following is a summary of the changes in RSUs under the Plan during the current period: | |||||||||||||||||
Number | Weighted | Aggregate | |||||||||||||||
Of | Weighted | Average | Intrinsic | ||||||||||||||
Restricted | Average | Remaining | Value As Of | ||||||||||||||
Stock | Purchase | Contractual | March 31, | ||||||||||||||
Period Ended | Units | Price | Term (Years) | 2015 | |||||||||||||
RSUs outstanding as of: | 31-Dec-14 | 1,258,685 | |||||||||||||||
RSUs awarded | 645,601 | ||||||||||||||||
RSUs released | -336,229 | ||||||||||||||||
RSUs forfeited | -13,499 | ||||||||||||||||
RSUs outstanding as of: | 31-Mar-15 | 1,554,558 | $ | - | 1.7 | $ | 18,887,880 | ||||||||||
RSUs vested and expected | |||||||||||||||||
to vest as of: | 31-Mar-15 | 1,414,787 | $ | - | 1.6 | $ | 16,161,731 | ||||||||||
RSUs exercisable (vested and | |||||||||||||||||
deferred) as of: | 31-Mar-15 | 84,603 | $ | - | - | $ | 1,027,926 | ||||||||||
Weighted average remaining | |||||||||||||||||
recognition period in years | 2.4 | ||||||||||||||||
Unamortized compensation | |||||||||||||||||
expense, net of estimated | |||||||||||||||||
forfeitures | $ | 10,435,775 | |||||||||||||||
RSUs With Service And Market Conditions | |||||||||||||||||
During the first quarters of 2015 and 2014, the Company issued RSUs with service and market conditions that are included in the above table. These shares vest if: (1) the Company’s stock achieves certain shareholder performance targets over a defined measurement period; and (2) the employee fulfills a minimum service period. The compensation expense is recognized even if the market conditions are not satisfied and are only reversed in the event the service period is not met, as all of the conditions need to be satisfied. These RSUs, which are included in the RSU activity table, are amortized over the longest of the explicit, implicit or derived service periods, which is one to two years. | |||||||||||||||||
The following table presents the changes in outstanding RSUs with market conditions: | |||||||||||||||||
Three Months | Year | ||||||||||||||||
Ended | Ended | ||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
(amounts in thousands, except per share data) | |||||||||||||||||
Reconciliation Of RSUs With Market Conditions | |||||||||||||||||
Beginning of period balance | 290 | - | |||||||||||||||
Number of RSUs granted | 165 | 290 | |||||||||||||||
Number of RSUs forfeited | - | - | |||||||||||||||
Number of RSUs vested | -193 | - | |||||||||||||||
End of period balance | 262 | 290 | |||||||||||||||
Average fair value of RSUs issued with market | |||||||||||||||||
conditions | $ | 8.39 | $ | 6.9 | |||||||||||||
The fair value of RSUs with service conditions is estimated using the Company’s stock price on the date of the grant. To determine the fair value of RSUs with service and market conditions, the Company used the Monte Carlo simulation lattice model. The Company’s determination of the fair value was based on the number of shares granted, the Company’s stock price on the date of grant and certain assumptions regarding a number of highly complex and subjective variables. If other reasonable assumptions were used, the results could differ. | |||||||||||||||||
The specific assumptions used for this valuation are as follows: | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Expected Volatility Structure (1) | 34% to 39% | 39% to 51% | |||||||||||||||
Risk Free Interest Rate (2) | 0.1% to 1.1% | 0.1% to 0.4% | |||||||||||||||
Dividend Yield (3) | 0.00% | 0.00% | |||||||||||||||
Expected Volatility Term Structure - The Company estimated the volatility term structure using: (1) the historical volatility of its stock; and (2) the implied volatility provided by its traded options from a trailing month’s average of the closing bid-ask price quotes. | |||||||||||||||||
Risk-Free Interest Rate - The Company estimated the risk-free interest rate based upon the implied yield available on U.S. Treasury issues using the Treasury bond rate as of the date of grant. | |||||||||||||||||
Dividend Yield - The Company calculated the dividend yield at the time of grant based upon the Company’s most recent history of not paying a dividend on its common stock. | |||||||||||||||||
RSUs With Performance Conditions | |||||||||||||||||
In addition to the RSUs included in the table above summarizing the changes in RSUs under the Plan, the Company issued eleven thousand RSUs during 2014 with performance conditions at an average fair market value of $9.60 per share. As of March 31, 2015, three thousand RSUs expired unvested. | |||||||||||||||||
Vesting of performance-based awards, if any, will be dependent upon the achievement of certain performance targets. If the performance standards are not achieved, all unvested shares will expire and any accrued expense will be reversed. The Company determines the requisite service period on a case-by-case basis to determine the expense recognition period for non-vested performance based RSUs. The fair value is determined based upon the closing price of the Company’s common stock on the date of grant. | |||||||||||||||||
The Company applies a quarterly probability assessment in computing its non-cash compensation expense and any change in the estimate is reflected as a cumulative adjustment to expense in the quarter of the change. | |||||||||||||||||
As of March 31, 2015, no non-cash compensation expense was accrued and no performance RSUs vested. | |||||||||||||||||
Option Activity | |||||||||||||||||
The following table provides summary information related to the exercise of stock options: | |||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||
Option Exercise Data | 2015 | 2014 | |||||||||||||||
(amounts in thousands) | |||||||||||||||||
Intrinsic value of options exercised | $ | 72 | $ | 135 | |||||||||||||
Tax benefit from options exercised (1) | $ | 27 | $ | 51 | |||||||||||||
Cash received from exercise price of options exercised | $ | 31 | $ | 26 | |||||||||||||
Amount excludes impact from suspended income tax benefits and/or valuation allowances. | |||||||||||||||||
Amount excludes impact from suspended income tax benefits and/or valuation allowances. | |||||||||||||||||
The following table presents the option activity during the current period under the Plan: | |||||||||||||||||
Weighted | Intrinsic | ||||||||||||||||
Weighted | Average | Value | |||||||||||||||
Average | Remaining | As Of | |||||||||||||||
Number Of | Exercise | Contractual | March 31, | ||||||||||||||
Period Ended | Options | Price | Term (Years) | 2015 | |||||||||||||
Options outstanding as of: | 31-Dec-14 | 486,675 | $ | 2.11 | |||||||||||||
Options granted | - | - | |||||||||||||||
Options exercised | -8,750 | 3.6 | |||||||||||||||
Options forfeited | - | - | |||||||||||||||
Options expired | -1,000 | 33.9 | |||||||||||||||
Options outstanding as of: | 31-Mar-15 | 476,925 | $ | 2.02 | 3.9 | $ | 4,830,724 | ||||||||||
Options vested and expected to vest as of: | 31-Mar-15 | 476,670 | $ | 2.02 | 3.9 | $ | 4,829,850 | ||||||||||
Options vested and exercisable as of: | 31-Mar-15 | 473,175 | $ | 1.97 | 3.9 | $ | 4,817,862 | ||||||||||
Weighted average remaining | |||||||||||||||||
recognition period in years | 2.4 | ||||||||||||||||
Unamortized compensation expense, | |||||||||||||||||
net of estimated forfeitures | $ | 15,338 | |||||||||||||||
The following table summarizes significant ranges of outstanding and exercisable options as of the current period: | |||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Number Of | Weighted | Number Of | |||||||||||||||
Options | Average | Weighted | Options | Weighted | |||||||||||||
Range Of | Outstanding | Remaining | Average | Exercisable | Average | ||||||||||||
Exercise Prices | March 31, | Contractual | Exercise | March 31, | Exercise | ||||||||||||
From | To | 2015 | Life | Price | 2015 | Price | |||||||||||
$ | 1.34 | $ | 1.34 | 436,925 | 3.9 | $ | 1.34 | 436,925 | $ | 1.34 | |||||||
$ | 2.02 | $ | 11.78 | 40,000 | 4 | $ | 9.46 | 36,250 | $ | 9.54 | |||||||
$ | 1.34 | $ | 11.78 | 476,925 | 3.9 | $ | 2.02 | 473,175 | $ | 1.97 | |||||||
Recognized Non-Cash Stock-Based Compensation Expense | |||||||||||||||||
The following non-cash stock-based compensation expense, which is comprised primarily of RSUs, is included in each of the respective line items in our statement of operations: | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
(amounts in thousands) | |||||||||||||||||
Station operating expenses | $ | 177 | $ | 135 | |||||||||||||
Corporate general and administrative expenses | 934 | 1,073 | |||||||||||||||
Stock-based compensation expense included in operating expenses | 1,111 | 1,208 | |||||||||||||||
Income tax benefit (1) | 413 | 353 | |||||||||||||||
Net stock-based compensation expense | $ | 698 | $ | 855 |
NET_INCOME_LOSS_PER_COMMON_SHA
NET INCOME (LOSS) PER COMMON SHARE (Block) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Earnings Per Share Abstract | ||||||||||||||||
Earnings Per Share Text Block | 6. NET INCOME (LOSS) PER COMMON SHARE | |||||||||||||||
The following table presents the computations of basic and diluted net income (loss) per share: | ||||||||||||||||
Three Months Ended | ||||||||||||||||
31-Mar-15 | 31-Mar-14 | |||||||||||||||
(amounts in thousands, except share and per share data) | ||||||||||||||||
Net Income | Net Income | |||||||||||||||
Net Income | (Loss) | Net Income | (Loss) | |||||||||||||
(Loss) | Shares | Per Share | (Loss) | Shares | Per Share | |||||||||||
Basic net income (loss) per | ||||||||||||||||
common share: | $ | -93 | 38,026,469 | $ | - | $ | 1,363 | 37,660,123 | $ | 0.04 | ||||||
Impact of dilutive equity awards | - | 841,196 | ||||||||||||||
Diluted net income (loss) per | ||||||||||||||||
common share: | $ | -93 | 38,026,469 | $ | - | $ | 1,363 | 38,501,319 | $ | 0.04 | ||||||
Incremental Shares Disclosed As Anti-Dilutive | ||||||||||||||||
The following table provides the incremental shares excluded as they were anti-dilutive under the treasury stock method: | ||||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | ||||||||||||||||
Impact Of Equity Awards | 2015 | 2014 | ||||||||||||||
(amounts in thousands, | ||||||||||||||||
except per share data) | ||||||||||||||||
Dilutive or anti-dilutive for all potentially dilutive equivalent shares | anti-dilutive | dilutive | ||||||||||||||
Excluded shares as anti-dilutive when reporting a net loss | - | 935 | - | - | ||||||||||||
Excluded shares as anti-dilutive under the treasury stock method: | ||||||||||||||||
Options | - | 33 | ||||||||||||||
Price range of options: from | $ | - | $ | 10.08 | ||||||||||||
Price range of options: to | $ | - | $ | 35.05 | ||||||||||||
RSUs with service conditions | 207 | - | ||||||||||||||
Excluded RSUs with service and market conditions as market conditions not met | 262 | 290 | ||||||||||||||
Excluded RSUs with service and performance conditions as performance | ||||||||||||||||
conditions not met | 8 | - |
INCOME_TAXES_Block
INCOME TAXES (Block) | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure Abstract | |
Income Tax Disclosure Text Block | 7. INCOME TAXES |
Tax Rate For The Three Months Ended March 31, 2015 | |
The effective income tax rate was not a meaningful percentage number for the three months ended March 31, 2015, which was impacted by discrete tax expense from: (1) legislation that increased the deferred tax liabilities associated with non-amortizable assets such as broadcasting licenses and goodwill; and (2) a tax benefit shortfall associated with share-based awards. The impact of discrete items to the income tax rate is typically substantially greater in the first quarter of the year as income before taxes is the lowest as compared to subsequent quarters. | |
Tax Rate For The Three Months Ended March 31, 2014 | |
The effective income tax rate was 34.3% for the three months ended March 31, 2014, which was less than expected primarily due to a discrete tax benefit from legislatively reduced income tax rates in certain states. This rate decrease was offset by an adjustment for expenses that are not deductible for tax purposes and an increase in net deferred tax liabilities associated with non-amortizable assets such as broadcasting licenses and goodwill. | |
Net Deferred Tax Assets And Liabilities | |
As of March 31, 2015 and December 31, 2014, net deferred tax liabilities were $61.3 million and $61.2 million, respectively. The income tax accounting process to determine the deferred tax liabilities involves estimating all temporary differences between the tax and financial reporting bases of the Company’s assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the period in which the differences are expected to affect taxable income. The Company estimated the current exposure by assessing the temporary differences and computing the provision for income taxes by applying the estimated effective tax rate to income. |
FAIR_VALUE_OF_FINANCIAL_INSTRU
FAIR VALUE OF FINANCIAL INSTRUMENTS (Block) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Fair Value Disclosures Abstract | |||||||||||||
Fair Value Disclosures Text Block | 8. FAIR VALUE OF FINANCIAL INSTRUMENTS | ||||||||||||
Fair Value Of Financial Instruments Subject To Fair Value Measurements | |||||||||||||
Recurring Fair Value Measurements | |||||||||||||
The following table sets forth the Company's financial assets and/or liabilities that were accounted for at fair value on a recurring basis and are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value and its placement within the fair value hierarchy levels. | |||||||||||||
Value Measurements At Reporting Date | |||||||||||||
March 31, | December 31, | ||||||||||||
Description | 2015 | 2014 | |||||||||||
(amounts in thousands) | |||||||||||||
Liabilities | |||||||||||||
Deferred compensation - Level 1 (1) | $ | 10,970 | $ | 11,017 | |||||||||
(1) The Company’s deferred compensation liability, which is included in other long-term liabilities, is recorded at fair value on a recurring basis. The unfunded plan allows participants to hypothetically invest in various specified investment options. The deferred compensation plan liability is valued based on quoted market prices of the underlying investments. | |||||||||||||
Fair Value Of Financial Instruments Subject To Disclosures | |||||||||||||
The carrying amount of the following assets and liabilities approximates fair value due to the short maturity of these instruments: (1) cash and cash equivalents; (2) accounts receivable; and (3) accounts payable, including accrued liabilities. | |||||||||||||
The following table presents the carrying value of financial instruments and, where practicable, the fair value as of the periods indicated: | |||||||||||||
March 31, | December 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Carrying | Fair | Carrying | Fair | ||||||||||
Value | Value | Value | Value | ||||||||||
(amounts in thousands) | |||||||||||||
Credit Facility (1) | $ | 261,250 | $ | 260,597 | $ | 262,000 | $ | 261,345 | |||||
Senior Notes (2) | $ | 218,011 | $ | 238,177 | $ | 217,929 | $ | 237,134 | |||||
Letters of credit (3) | $ | 620 | $ | 620 | |||||||||
The following methods and assumptions were used to estimate the fair value of financial instruments: | |||||||||||||
(1) The Company’s determination of the fair value of the Credit Facility was based on quoted prices for this instrument and is considered a Level 2 measurement. | |||||||||||||
(2) The Company utilizes a Level 2 valuation input based upon the market trading prices of the Senior Notes to compute the fair value as these Senior Notes are traded in the debt securities market. | |||||||||||||
(3) The Company does not believe it is practicable to estimate the fair value of the outstanding standby letters of credit and does not expect any material loss since the performance of the letters of credit is not likely to be required. | |||||||||||||
ASSETS_HELD_FOR_SALE_Block
ASSETS HELD FOR SALE (Block) | 3 Months Ended |
Mar. 31, 2015 | |
Discontinued Operations And Disposal Groups Abstract | |
Disposal Groups Including Discontinued Operations Disclosure Text Block | 9. ASSETS HELD FOR SALE |
Long-lived assets to be sold are classified as held for sale in the period in which they meet all the criteria for the disposal of long-lived assets. As of March 31, 2015, the Company classified $0.9 million as assets held for sale, which primarily reflects land and a building that the Company formerly used as its main studio facility in one of its markets and a co-located tower/antenna structure for two of its AM radio stations that the Company plans to relocate to other suitable sites. |
CONTINGENCIES_AND_COMMITMENTS_
CONTINGENCIES AND COMMITMENTS (Block) | 3 Months Ended |
Mar. 31, 2015 | |
Commitments And Contingencies Disclosure Abstract | |
Commitments And Contingencies Disclosure Text Block | 10. CONTINGENCIES AND COMMITMENTS |
Contingencies | |
The Company is subject to various outstanding claims which arise in the ordinary course of business and to other legal proceedings. Management anticipates that any potential liability of the Company, which may arise out of or with respect to these matters, will not materially affect the Company’s financial position, results of operations or cash flows. There were no material changes from the contingencies listed in the Company’s Form 10-K, filed with the SEC on March 2, 2015. | |
Commitments | |
Pending Acquisition | |
On December 7, 2014, the Company entered into a Stock Purchase Agreement (“SPA”) with The Lincoln National Life Insurance Company to acquire the stock of one of its subsidiaries, Lincoln Financial Media Company (“Lincoln”), that indirectly holds the assets and liabilities of 15 radio stations serving the Atlanta, Denver, Miami and San Diego radio markets. The purchase price is $105.0 million of which $77.5 million will be paid in cash and $27.5 million will be paid with the Company’s new issuance of perpetual convertible preferred stock. Other than in Denver, the Company does not currently operate any stations in these markets. The SPA provides for a step-up in basis for tax purposes. Merger and acquisition related costs of $1.7 million were expensed as a separate line item in the statement of operations for the three months ended March 31, 2015. | |
The Department Of Justice (“DOJ”) is one of several agencies responsible for enforcing the federal antitrust laws. In connection with the Company’s acquisition of Lincoln, the Company filed the required notice with the DOJ in December 2014 (and refiled this notice in January 2015). In February 2015, the DOJ issued the Company a request for additional information and documentary material, often referred to as a “second request.” | |
Concurrently with entering into the SPA, the Company also entered into a time brokerage agreement (“TBA”). The TBA may only commence after the DOJ has completed its review of this transaction. During the period of the TBA, which terminates upon the closing of this transaction, the Company will include the net revenues, station operating expenses and TBA fees associated with operating these stations in the Company’s consolidated financial statements. The payment of the TBA fees is in exchange for the Company’s retention of the operating profits or losses from the operation of these stations during the TBA period. | |
Upon commencement of the TBA, the Company believes that Lincoln will be a variable interest entity (“VIE”) and that the Company will be the primary beneficiary as the Company may absorb the profits and losses from the operation of the VIE during the period of the TBA. Effective upon the commencement of the TBA, the Company expects to consolidate the assets and liabilities of the VIE within its consolidated financial statements, using fair values for the assets and liabilities as if the Company had closed on this transaction. The equity investment by Lincoln in the VIE would be reflected as a non-controlling interest. The assets of the Company’s consolidated VIE can only be used to settle the obligations of the VIE, and may not be sold, or otherwise disposed of, except for assets sold or replaced with others of like kind or value. There is a lack of recourse by the beneficial interest holders of the VIE against the Company’s general creditors. |
SUBSEQUENT_EVENTS_Block
SUBSEQUENT EVENTS (Block) | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events Abstract | |
Schedule Of Subsequent Events Text Block | 11. SUBSEQUENT EVENTS |
Events occurring after March 31, 2015, and through the date that these consolidated financial statements were issued, were evaluated to ensure that any subsequent events that met the criteria for recognition have been included. |
OTHER_CURRENT_AND_LONGTERM_LIA
OTHER CURRENT AND LONG-TERM LIABILITIES (Tables) | 3 Months Ended | |||||
Mar. 31, 2015 | ||||||
Other Liabilities Disclosure Abstract | ||||||
Schedule of Accounts Payable and Accrued Liabilities | Other Current Liabilities | |||||
March 31, | December 31, | |||||
2015 | 2014 | |||||
(amounts in thousands) | ||||||
Accrued compensation | $ | 4,852 | $ | 5,783 | ||
Accounts receivable credits | 2,997 | 2,398 | ||||
Advertiser obligations | 1,090 | 928 | ||||
Accrued interest payable | 8,535 | 2,777 | ||||
Other | 1,349 | 1,613 | ||||
Total other current liabilities | $ | 18,823 | $ | 13,499 |
LONGTERM_DEBT_LIABILITIES_Tabl
LONG-TERM DEBT LIABILITIES (Tables) | 3 Months Ended | ||||||
Mar. 31, 2015 | |||||||
Debt Disclosure [Abstract] | |||||||
Schedule Of Net Interest Expense | Net Interest Expense | ||||||
Three Months Ended | |||||||
March 31, | |||||||
2015 | 2014 | ||||||
(amounts in thousands) | |||||||
Interest expense | $ | 8,490 | $ | 8,743 | |||
Amortization of deferred financing costs | 707 | 1,087 | |||||
Amortization of original issue discount of senior notes | 82 | 73 | |||||
Total net interest expense | $ | 9,279 | $ | 9,903 |
SHAREBASED_COMPENSATION_Tables
SHARE-BASED COMPENSATION (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments Abstract | |||||||||||||||||
Schedule Of Restricted Stock Units Market Based | Three Months | Year | |||||||||||||||
Ended | Ended | ||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
(amounts in thousands, except per share data) | |||||||||||||||||
Reconciliation Of RSUs With Market Conditions | |||||||||||||||||
Beginning of period balance | 290 | - | |||||||||||||||
Number of RSUs granted | 165 | 290 | |||||||||||||||
Number of RSUs forfeited | - | - | |||||||||||||||
Number of RSUs vested | -193 | - | |||||||||||||||
End of period balance | 262 | 290 | |||||||||||||||
Average fair value of RSUs issued with market | |||||||||||||||||
conditions | $ | 8.39 | $ | 6.9 | |||||||||||||
Schedule Of Other Options Dislcosure | Three Months Ended March 31, | ||||||||||||||||
Option Exercise Data | 2015 | 2014 | |||||||||||||||
(amounts in thousands) | |||||||||||||||||
Intrinsic value of options exercised | $ | 72 | $ | 135 | |||||||||||||
Tax benefit from options exercised (1) | $ | 27 | $ | 51 | |||||||||||||
Cash received from exercise price of options exercised | $ | 31 | $ | 26 | |||||||||||||
Stock Option Valuation Assumptions | Three Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Expected Volatility Structure (1) | 34% to 39% | 39% to 51% | |||||||||||||||
Risk Free Interest Rate (2) | 0.1% to 1.1% | 0.1% to 0.4% | |||||||||||||||
Dividend Yield (3) | 0.00% | 0.00% | |||||||||||||||
Schedule Of significant ranges of outstanding and exercisable options | Options Outstanding | Options Exercisable | |||||||||||||||
Number Of | Weighted | Number Of | |||||||||||||||
Options | Average | Weighted | Options | Weighted | |||||||||||||
Range Of | Outstanding | Remaining | Average | Exercisable | Average | ||||||||||||
Exercise Prices | March 31, | Contractual | Exercise | March 31, | Exercise | ||||||||||||
From | To | 2015 | Life | Price | 2015 | Price | |||||||||||
$ | 1.34 | $ | 1.34 | 436,925 | 3.9 | $ | 1.34 | 436,925 | $ | 1.34 | |||||||
$ | 2.02 | $ | 11.78 | 40,000 | 4 | $ | 9.46 | 36,250 | $ | 9.54 | |||||||
$ | 1.34 | $ | 11.78 | 476,925 | 3.9 | $ | 2.02 | 473,175 | $ | 1.97 | |||||||
Schedule of recognized stock-based compensation expense | Three Months Ended | ||||||||||||||||
March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
(amounts in thousands) | |||||||||||||||||
Station operating expenses | $ | 177 | $ | 135 | |||||||||||||
Corporate general and administrative expenses | 934 | 1,073 | |||||||||||||||
Stock-based compensation expense included in operating expenses | 1,111 | 1,208 | |||||||||||||||
Income tax benefit (1) | 413 | 353 | |||||||||||||||
Net stock-based compensation expense | $ | 698 | $ | 855 | |||||||||||||
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Restricted Stock Units, Vested and Expected to Vest | Number | Weighted | Aggregate | ||||||||||||||
Of | Weighted | Average | Intrinsic | ||||||||||||||
Restricted | Average | Remaining | Value As Of | ||||||||||||||
Stock | Purchase | Contractual | March 31, | ||||||||||||||
Period Ended | Units | Price | Term (Years) | 2015 | |||||||||||||
RSUs outstanding as of: | 31-Dec-14 | 1,258,685 | |||||||||||||||
RSUs awarded | 645,601 | ||||||||||||||||
RSUs released | -336,229 | ||||||||||||||||
RSUs forfeited | -13,499 | ||||||||||||||||
RSUs outstanding as of: | 31-Mar-15 | 1,554,558 | $ | - | 1.7 | $ | 18,887,880 | ||||||||||
RSUs vested and expected | |||||||||||||||||
to vest as of: | 31-Mar-15 | 1,414,787 | $ | - | 1.6 | $ | 16,161,731 | ||||||||||
RSUs exercisable (vested and | |||||||||||||||||
deferred) as of: | 31-Mar-15 | 84,603 | $ | - | - | $ | 1,027,926 | ||||||||||
Weighted average remaining | |||||||||||||||||
recognition period in years | 2.4 | ||||||||||||||||
Unamortized compensation | |||||||||||||||||
expense, net of estimated | |||||||||||||||||
forfeitures | $ | 10,435,775 | |||||||||||||||
Schedule Of Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding | Weighted | Intrinsic | |||||||||||||||
Weighted | Average | Value | |||||||||||||||
Average | Remaining | As Of | |||||||||||||||
Number Of | Exercise | Contractual | March 31, | ||||||||||||||
Period Ended | Options | Price | Term (Years) | 2015 | |||||||||||||
Options outstanding as of: | 31-Dec-14 | 486,675 | $ | 2.11 | |||||||||||||
Options granted | - | - | |||||||||||||||
Options exercised | -8,750 | 3.6 | |||||||||||||||
Options forfeited | - | - | |||||||||||||||
Options expired | -1,000 | 33.9 | |||||||||||||||
Options outstanding as of: | 31-Mar-15 | 476,925 | $ | 2.02 | 3.9 | $ | 4,830,724 | ||||||||||
Options vested and expected to vest as of: | 31-Mar-15 | 476,670 | $ | 2.02 | 3.9 | $ | 4,829,850 | ||||||||||
Options vested and exercisable as of: | 31-Mar-15 | 473,175 | $ | 1.97 | 3.9 | $ | 4,817,862 | ||||||||||
Weighted average remaining | |||||||||||||||||
recognition period in years | 2.4 | ||||||||||||||||
Unamortized compensation expense, | |||||||||||||||||
net of estimated forfeitures | $ | 15,338 |
NET_INCOME_PER_COMMON_SHARE_Ta
NET INCOME PER COMMON SHARE (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||||||||||||||
Schedule of Earnings Per Share Reconciliation [Table Text Block] | Three Months Ended | |||||||||||||||
31-Mar-15 | 31-Mar-14 | |||||||||||||||
(amounts in thousands, except share and per share data) | ||||||||||||||||
Net Income | Net Income | |||||||||||||||
Net Income | (Loss) | Net Income | (Loss) | |||||||||||||
(Loss) | Shares | Per Share | (Loss) | Shares | Per Share | |||||||||||
Basic net income (loss) per | ||||||||||||||||
common share: | $ | -93 | 38,026,469 | $ | - | $ | 1,363 | 37,660,123 | $ | 0.04 | ||||||
Impact of dilutive equity awards | - | 841,196 | ||||||||||||||
Diluted net income (loss) per | ||||||||||||||||
common share: | $ | -93 | 38,026,469 | $ | - | $ | 1,363 | 38,501,319 | $ | 0.04 | ||||||
Equity Award Impact Schedule | Three Months Ended | |||||||||||||||
March 31, | ||||||||||||||||
Impact Of Equity Awards | 2015 | 2014 | ||||||||||||||
(amounts in thousands, | ||||||||||||||||
except per share data) | ||||||||||||||||
Dilutive or anti-dilutive for all potentially dilutive equivalent shares | anti-dilutive | dilutive | ||||||||||||||
Excluded shares as anti-dilutive when reporting a net loss | - | 935 | - | - | ||||||||||||
Excluded shares as anti-dilutive under the treasury stock method: | ||||||||||||||||
Options | - | 33 | ||||||||||||||
Price range of options: from | $ | - | $ | 10.08 | ||||||||||||
Price range of options: to | $ | - | $ | 35.05 | ||||||||||||
RSUs with service conditions | 207 | - | ||||||||||||||
Excluded RSUs with service and market conditions as market conditions not met | 262 | 290 | ||||||||||||||
Excluded RSUs with service and performance conditions as performance | ||||||||||||||||
conditions not met | 8 | - |
FAIR_VALUE_OF_FINANCIAL_INSTRU1
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Fair Value Disclosures Abstract | |||||||||||||
Schedule of recurring fair value measurements | Value Measurements At Reporting Date | ||||||||||||
March 31, | December 31, | ||||||||||||
Description | 2015 | 2014 | |||||||||||
(amounts in thousands) | |||||||||||||
Liabilities | |||||||||||||
Deferred compensation - Level 1 (1) | $ | 10,970 | $ | 11,017 | |||||||||
Schedule Of Carrying Value Of Financial Instruments | March 31, | December 31, | |||||||||||
2015 | 2014 | ||||||||||||
Carrying | Fair | Carrying | Fair | ||||||||||
Value | Value | Value | Value | ||||||||||
(amounts in thousands) | |||||||||||||
Credit Facility (1) | $ | 261,250 | $ | 260,597 | $ | 262,000 | $ | 261,345 | |||||
Senior Notes (2) | $ | 218,011 | $ | 238,177 | $ | 217,929 | $ | 237,134 | |||||
Letters of credit (3) | $ | 620 | $ | 620 | |||||||||
OTHER_CURRENT_AND_LONGTERM_LIA1
OTHER CURRENT AND LONG-TERM LIABILITIES (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accounts Payable and Accrued Liabilities, Current [Abstract] | ||
Accrued compensation | $4,852 | $5,783 |
Accounts receivable credits | 2,997 | 2,398 |
Derivative valuation - short-term | 0 | 0 |
Advertiser obligations | 1,090 | 928 |
Accrued interest payable | 8,535 | 2,777 |
Other | 1,349 | 1,613 |
Accrued compensation and other current liabilities | $18,823 | $13,499 |
LONGTERM_DEBT_LIABILITIES_Deta
LONG-TERM DEBT LIABILITIES (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Credit Facility | $261,300,000 | |
Current amount of long-term debt | -31,260,000 | -3,000,000 |
Total long-term debt | $448,001,000 | $476,929,000 |
Stated interest rate percentage, senior unsecured debt | 10.50% |
LONGTERM_DEBT_LIABILITIES_Seni
LONG-TERM DEBT LIABILITIES - Senior Debt (Details) (USD $) | Mar. 31, 2015 |
number | |
Debt Instrument [Line Items] | |
Credit Facility | $425,000,000 |
Consolidated Leverage Ratio | 4.5 |
Consolidated Interest Coverage Ratio | 2.9 |
Mandatory Prepayment Percentage | 50.00% |
Line of Credit Facility, Amount Outstanding | 261,300,000 |
Minimum | |
Debt Instrument [Line Items] | |
Consolidated Interest Coverage Ratio | 1.75 |
Maximum | |
Debt Instrument [Line Items] | |
Consolidated Leverage Ratio | 5.25 |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Credit Facility | 50,000,000 |
Undrawn amount of the Revolver | 49,400,000 |
Term Loan B | |
Debt Instrument [Line Items] | |
Credit Facility | $375,000,000 |
LONGTERM_DEBT_LIABILITIES_Seni1
LONG-TERM DEBT LIABILITIES - Senior Unsecured Debt (Details) (Senior Unsecured Debt, USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2011 |
Senior Unsecured Debt | |
Debt Instrument [Line Items] | |
Senior Notes | $220 |
Net Proceeds | 212.7 |
Debt Instrument Original Issue Discount | 2.9 |
Deferred Finance Costs, Current, Net | $6.10 |
LONGTERM_DEBT_LIABILITIES_Debt
LONG-TERM DEBT LIABILITIES - Debt Extinguishment and Net Interest Expense (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Net Interest Expense | ||
Interest expense | $8,490 | $8,743 |
Amortization of deferred financing costs | 707 | 1,087 |
Amortization of original issue discount of senior notes | 82 | 73 |
Interest expense on interest rate hedging agreements | 0 | 0 |
Interest income and other investment income | 0 | 0 |
Total net interest expense | $9,279 | $9,903 |
SHAREBASED_COMPENSATION_RSU_Ac
SHARE-BASED COMPENSATION - RSU Activity - Summary of Change (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Number of Restricted Stock Units [Roll Forward] | |
RSUs beginning | 1,258,685 |
RSUs awarded | 645,601 |
RSUs released | -336,229 |
RSUs forfeited | -13,499 |
RSUs ending | 1,554,558 |
Weighted Average Purchase Price RSUs | $0 |
Weighted Average Remaining Contractual Term (Years) RSUs | 1 year 8 months 12 days |
Aggregate Intrinsic Value RSUs | $18,887,880 |
Number of RSUs vested and expected to vest | 1,414,787 |
Weighted Average Purchase Price of RSUs vested and expected to vest | $0 |
Weighted Average Remaining Contractual Term (Years) of RUSs vested and expected to vest | 1 year 7 months 6 days |
Aggregate Intrinsic Value RSUs vested and expected to vest | 16,161,731 |
Number of RSUs exercisable | 84,603 |
Weighted Average Purchase Price of RUSs exercisable | $0 |
Weighted Average Remaining Contractual Term (Years) of RUSs exercisable | 0 years |
Aggregate Intrinsic Value RSUs exercisable | 1,027,926 |
Weighted average remaining recognition period in years | 2 years 4 months 24 days |
Unamortized compensation expense, net of estimated forfeitures | $10,435,775 |
SHAREBASED_COMPENSATION_RSUs_w
SHARE-BASED COMPENSATION - RSUs with Market Conditions (Details) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Restricted Stock Units With Market Conditions [Line Items] | ||
RSUs issued | 645,601 | |
Reconciliation Of RSUs With Market Conditions [Abstract] | ||
RSUs beginning | 1,258,685 | |
Number of RSUs granted | 645,601 | |
Number of RSUs forfeited | -13,499 | |
Number of RSUs vested | -336,229 | |
RSUs ending | 1,554,558 | 1,258,685 |
Net RSUs increase (decrease) to APIC | $1,111 | $5,232 |
Restricted Stock Units With Market Conditions [Member] | ||
Share-based Compensation Restricted Stock Units With Market Conditions [Line Items] | ||
RSUs issued | 165,000 | 290,000 |
Reconciliation Of RSUs With Market Conditions [Abstract] | ||
RSUs beginning | 290,000 | |
Number of RSUs granted | 165,000 | 290,000 |
Number of RSUs forfeited | 0 | 0 |
Number of RSUs vested | -193,000 | 0 |
RSUs ending | 262,000 | 290,000 |
Fair value of each RSU issued with market conditions | $8.39 | $6.90 |
SHAREBASED_COMPENSATION_Other_
SHARE-BASED COMPENSATION - Other Options Disclosures (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Other Options Disclosures [Line Items] | ||
Intrinsic value of options exercised | $72 | $135 |
Tax benefit from options exercised, before impact of valuation allowance | 27 | 51 |
Cash received from exercise price of options exercised | $31 | $26 |
SHAREBASED_COMPENSATION_Option
SHARE-BASED COMPENSATION - Options Activity (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Options activity [Roll Forward] | |
Options beginning | 486,675 |
Options granted | 0 |
Options exercised | -8,750 |
Options forfeited | 0 |
Options expired | -1,000 |
Options ending | 476,925 |
Weighted average exercise price - beginning | $2.11 |
Weighted average exercise price - options exercised | $3.60 |
Weighted average exercise price - options expired | $33.90 |
Weighted average exercise price - ending | $2.02 |
Weighted Average Remaining Contractual Term (Years) Options | 3 years 10 months 24 days |
Intrinsic Value Options | $4,830,724 |
Options vested and expected to vest | 476,670 |
Options vested and exercisable | 473,175 |
Weighted average exercise price options vested and expected to vest | $2.02 |
Weighted average exercise price options vested and exerciable | $1.97 |
Weighted average remaining contractual period (Years) options vested and expected to vest | 3 years 10 months 24 days |
Weighted average remaining contractual period (years) options vested and exercisable | 3 years 10 months 24 days |
Intrinsic value options vested and expected to vest | 4,829,850 |
Intrinsic value options vested and exercisable | 4,817,862 |
Weighted average remaining recognition period in years | 2 years 4 months 24 days |
Unamortized compensation expense, net of estimated forfeitures | $15,338 |
SHAREBASED_COMPENSATION_Valuat
SHARE-BASED COMPENSATION - Valuation Method (Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Valuation Methodology [Abstract] | ||
Expected volatility factor (%) - Minimum | 34.00% | 39.00% |
Expected volatility factor (%) - Maximum | 39.00% | 51.00% |
Risk-free interest rate (%) - Minimum | 0.10% | 0.10% |
Risk-free interest rate (%) - Maximum | 1.10% | 0.40% |
Expected dividend yield (%) | 0.00% | 0.00% |
SHAREBASED_COMPENSATION_Other_1
SHARE-BASED COMPENSATION - Other Award Information (Details) (USD $) | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Significant ranges of outstanding and exercisable options [Line Items] | |||
Number of options outstanding | 476,925 | 486,675 | |
Weighted average remaining contractual life options outstanding | 3 years 10 months 24 days | ||
Weighted average exercise price options outstanding | $2.02 | $2.11 | |
Number of options exercisable | 473,175 | ||
Weighted average exercise price options exercisable | $1.97 | ||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | $698 | $855 | |
Station operating expenses [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | 177 | 135 | |
Corporate general and administrative expenses [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | 934 | 1,073 | |
Stock-based compensation expense included in operating expenses [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | 1,111 | 1,208 | |
Income tax benefit (net of a fully reserved valuation allowance for prior year) [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | $413 | $353 | |
Exercise prices from 1.34 to 1.34 | |||
Significant ranges of outstanding and exercisable options [Line Items] | |||
Number of options outstanding | 436,925 | ||
Weighted average remaining contractual life options outstanding | 3 years 10 months 24 days | ||
Weighted average exercise price options outstanding | $1.34 | ||
Number of options exercisable | 436,925 | ||
Weighted average exercise price options exercisable | $1.34 | ||
Exercise prices from 2.02 to 11.78 | |||
Significant ranges of outstanding and exercisable options [Line Items] | |||
Number of options outstanding | 40,000 | ||
Weighted average remaining contractual life options outstanding | 4 years | ||
Weighted average exercise price options outstanding | $9.46 | ||
Number of options exercisable | 36,250 | ||
Weighted average exercise price options exercisable | $9.54 |
NET_INCOME_PER_COMMON_SHARE_De
NET INCOME PER COMMON SHARE (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive when reporting loss | 0 | 0 | |
Earnings Per Share, Basic and Diluted [Abstract] | |||
Net Income (Loss) Attributable to Parent | ($93) | $1,363 | $26,823 |
Weighted Average Number Of Shares Outstanding Basic | 38,026,469 | 37,660,123 | |
Earnings Per Share Basic | $0 | $0.04 | |
Incremental Common Shares Attributable to Share-based Payment Arrangements | 0 | 841,196 | |
Weighted Average Number Of Diluted Shares Outstanding | 38,026,469 | 38,501,319 | |
Earnings Per Share Diluted | $0 | $0.04 | |
Restricted Stock Units Service And Performance Conditions But Performance Not Met [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive under the treasury stock method | 8,000 | 0 | |
Options Activity [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive under the treasury stock method | 0 | 33,000 | |
Price range of option: from | $0 | $10.08 | |
Price range of option: to | $0 | $35.05 | |
Restricted Stock Units Activity [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive when reporting loss | 935,000 | 0 | |
Restricted Stock Units Activity [Member] | Restricted Stock Units Service Conditions [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive under the treasury stock method | 207,000 | 0 | |
Restricted Stock Units Activity [Member] | Restricted Stock Units Service And Market Conditions But Market Not Met [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive under the treasury stock method | 262,000 | 290,000 |
INCOME_TAXES_Expected_And_Repo
INCOME TAXES - Expected And Reported Income Taxes (Benefit) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract] | ||
Income taxes (benefit) | $67 | $713 |
Effective income tax rate | 34.30% | |
Impairment loss | $0 | $0 |
INCOME_TAXES_Deferred_Tax_Asse
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Millions, unless otherwise specified | ||
Deferred tax liabilities: | ||
Total net deferred tax liabilities | $61.30 | $61.20 |
FAIR_VALUE_OF_FINANCIAL_INSTRU2
FAIR VALUE OF FINANCIAL INSTRUMENTS - Recurring basis (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Fair Value, Inputs, Level 1 [Member] | ||
Assets | ||
Cash equivalents | $0 | |
Liabilities | ||
Deferred Compensation | 10,970,000 | 11,017,000 |
Fair Value, Inputs, Level 2 [Member] | ||
Assets | ||
Cash equivalents | $0 |
FAIR_VALUE_OF_FINANCIAL_INSTRU3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Credit Facility | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | $261,250 | $262,000 |
Fair value of debt | 260,597 | 261,345 |
Senior Notes | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 218,011 | 217,929 |
Fair value of debt | 238,177 | 237,134 |
Finance Method Lease Obligations | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 0 | 0 |
Letter of credit | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | $620 | $620 |
ASSETS_HELD_FOR_SALE_Details
ASSETS HELD FOR SALE (Details) (USD $) | Mar. 31, 2015 |
In Millions, unless otherwise specified | |
Assets Held-for-sale, at Carrying Value1 [Abstract] | |
Assets Held-for-sale, at Carrying Value | $0.90 |
ACQUISITIONS_DIVESTITURES_AND_
ACQUISITIONS, DIVESTITURES AND PRO FORMA SUMMARY (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | $0 | $0 |
LFM [Member] | ||
Acquisition [Line Items] | ||
Purchases of radio station assets | 105,000,000 | |
Acquisition price paid using cash available from operating cash flow | 77,500,000 | |
The expense recognized in the consolidated statement of income as merger and acquisition costs [Abstract] | ||
Merger and acquisition costs | 1,700,000 | |
Acquisition Price Paid Using Convertible Preferred Stock | $27,500,000 |