Document and Entity Information
Document and Entity Information - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Entercom Communications Corp. | |
Entity Central Index Key | 1,067,837 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Well Known Seasoned Issuer | Yes | |
Entity Public Float | $ 1,365,003,115 | |
Trading Symbol | ETM | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock Shares Outstanding | 137,224,044 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock Shares Outstanding | 4,045,199 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Assets Abstract | ||
Cash | $ 34,770 | $ 34,167 |
Accounts receivable, net of allowance for doubtful accounts | 272,315 | 341,989 |
Prepaid expenses, deposits and other | 28,315 | 24,347 |
Contract assets - current | 0 | 0 |
Total current assets | 335,400 | 400,503 |
Investments | 11,205 | 9,955 |
Net property and equipment | 347,045 | 346,507 |
Radio broadcasting licenses | 2,649,959 | 2,649,959 |
Goodwill | 859,051 | 862,000 |
Assets held for sale | 211,870 | 212,320 |
Deferred charges and other assets, net of accumulated amortization | 59,158 | 57,957 |
TOTAL ASSETS | 4,473,688 | 4,539,201 |
Liabilities Abstract | ||
Accounts payable | 1,869 | 598 |
Accrued expenses | 73,428 | 76,565 |
Accrued compensation and other current liabilities | 114,988 | 107,561 |
Financing method lease obligations, current portion | 0 | 0 |
Contract liability - current | 0 | 0 |
Non-controlling interest - variable interest entity | 0 | 0 |
Long-term debt, current portion | 13,319 | 13,319 |
Total current liabilities | 203,604 | 198,043 |
Long-term debt, net of current portion | 1,838,690 | 1,859,442 |
Contract liability - noncurrent | 0 | 0 |
Deferred tax liabilities | 604,537 | 609,789 |
Other long-term liabilities | 107,664 | 107,567 |
Total long-term liabilities | 2,550,891 | 2,576,798 |
Total liabilities | 2,754,495 | 2,774,841 |
CONTINGENCIES AND COMMITMENTS | ||
Perpetual Cumulative Convertible Preferred Stock | 0 | 0 |
SHAREHOLDERS' EQUITY: | ||
Preferred stock | 0 | 0 |
Common stock | 1,414 | 1,437 |
Additional paid-in capital | 1,705,866 | 1,737,132 |
Accumulated deficit | 11,913 | 25,791 |
Accumulated other comprehensive income (loss) | 0 | 0 |
Total shareholders' equity | 1,719,193 | 1,764,360 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 4,473,688 | 4,539,201 |
Common Class A [Member] | ||
SHAREHOLDERS' EQUITY: | ||
Common stock | 1,374 | 1,397 |
Common Class B [Member] | ||
SHAREHOLDERS' EQUITY: | ||
Common stock | 40 | 40 |
Common Class C Member | ||
SHAREHOLDERS' EQUITY: | ||
Common stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||
Common Stock, Value | $ 1,414 | $ 1,437 |
Common Class A [Member] | ||
Class of Stock [Line Items] | ||
Common Stock, Value | 1,374 | 1,397 |
Common Class B [Member] | ||
Class of Stock [Line Items] | ||
Common Stock, Value | 40 | 40 |
Common Class C Member | ||
Class of Stock [Line Items] | ||
Common Stock, Value | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement Abstract | ||
NET REVENUES | $ 300,560 | $ 99,001 |
OPERATING EXPENSE: | ||
Station operating expenses, including non-cash compensation expense | 255,725 | 77,166 |
Depreciation and amortization expense | 8,471 | 2,647 |
Corporate general and administrative expenses, including non-cash compensation expense | 18,669 | 10,565 |
Integration Costs | 9,729 | 0 |
Restructuring Charges | 1,481 | 0 |
Merger and acquisition costs and restructuring charges | 1,383 | 10,271 |
Total Restructuring Charge and Transition Services | 0 | |
Net time brokerage agreement (income) fees | (426) | 34 |
Net (gain) loss on sale or disposal of assets | (161) | 13,334 |
Total operating expense | 294,871 | 114,017 |
OPERATING INCOME (LOSS) | 5,689 | (15,016) |
OTHER (INCOME) EXPENSE: | ||
Net interest expense | 23,404 | 5,977 |
INCOME (LOSS) BEFORE INCOME TAXES (BENEFIT) | (17,715) | (20,993) |
INCOME TAXES (BENEFIT) | (3,509) | (11,662) |
INCOME (LOSS) FROM CONTINUING OPERATIONS | (14,206) | (9,331) |
Preferred stock dividend | 0 | (550) |
NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS | (14,206) | (9,881) |
Income Loss From Discontinued Operations Net Of Tax | 328 | 0 |
NET INCOME (LOSS) | $ (13,878) | $ (9,881) |
NET INCOME (LOSS) PER SHARE - BASIC | ||
Income (loss) from continuing operations | $ (0.1) | $ (0.25) |
Income (loss) from discontinued operations, net of income (taxes) benefit | 0 | 0 |
NET INCOME (LOSS) PER SHARE - BASIC | (0.1) | (0.25) |
NET INCOME (LOSS) PER SHARE - DILUTED | ||
NET INCOME (LOSS) PER SHARE - DILUTED | (0.1) | (0.25) |
DIVIDENDS DECLARED AND PAID PER COMMON SHARE | $ 0.09 | $ 0.075 |
WEIGHTED AVERAGE SHARES: | ||
Basic | 138,939,309 | 38,910,322 |
Diluted | 138,939,309 | 38,910,322 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Class A [Member] | Common Class B [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] |
Opening Balance SHARES at Dec. 31, 2016 | 33,510,184 | 7,197,532 | |||
Conversion of Class B common stock to Class A common stock SHARES | 3,152,333 | (3,152,333) | |||
Compensation expense related to granting of restricted stock awards SHARES | 2,066,241 | 0 | |||
Issuance of common stock related to an incentive plan SHARES | 14,833 | 0 | |||
Common stock repurchase SHARES | (932,600) | 0 | |||
Equity Awards assumed in Merger | 618,325 | 0 | |||
Stock options assumed in Merger | 0 | 0 | |||
Exercise of stock options SHARES | 8,250 | 0 | |||
Shares Issued Pursuant to Acquisition | 101,407,494 | 0 | |||
Purchase of vested employee restricted stock units SHARES | (169,279) | 0 | |||
Ending Balance SHARES at Dec. 31, 2017 | 139,675,781 | 4,045,199 | |||
Opening Balance VALUE at Dec. 31, 2016 | $ 393,374 | $ 335 | $ 72 | $ 605,603 | $ (212,636) |
NET INCOME (LOSS) | 233,849 | 0 | 0 | 0 | 233,849 |
Conversion of Class B common stock to Class A common stock VALUE | 0 | 32 | (32) | 0 | 0 |
Compensation expense related to granting of restricted stock awards VALUE | 9,567 | 21 | 0 | 9,546 | 0 |
Issuance of common stock related to an incentive plan VALUE | 182 | 0 | 0 | 182 | 0 |
Common stock repurchase VALUE | (10,675) | (9) | 0 | (10,666) | 0 |
Purchase of vested employee restricted stock units | (2,565) | (2) | 0 | (2,563) | 0 |
Payments of dividends VALUE | (29,296) | 0 | 0 | (29,296) | 0 |
Exercise of stock options VALUE | 42 | 0 | 0 | 42 | 0 |
Preferred stock dividend | (2,574) | 0 | 0 | (2,574) | 0 |
Dividend equivalents, net of forfeitures | (1,556) | 0 | 0 | (1,556) | 0 |
Stock Issued in Acquisition - VALUE | 1,161,116 | 1,014 | 0 | 1,160,102 | 0 |
Equity awards assumed in Merger VALUE | 6,777 | 6 | 0 | 6,771 | 0 |
Stock options assumed in Merger VALUE | 1,007 | 0 | 0 | 1,007 | 0 |
Ending Balance VALUE at Dec. 31, 2017 | $ 1,764,360 | $ 1,397 | $ 40 | 1,737,132 | 25,791 |
Compensation expense related to granting of stock options SHARES | 0 | ||||
Compensation expense related to granting of restricted stock awards SHARES | (157,680) | 0 | |||
Issuance of common stock related to an incentive plan SHARES | 39,196 | 0 | |||
Common stock repurchase SHARES | (1,833,200) | 0 | |||
Exercise of stock options SHARES | 10,000 | 10,000 | 0 | ||
Purchase of vested employee restricted stock units SHARES | (328,196) | 0 | |||
Ending Balance SHARES at Mar. 31, 2018 | 137,405,901 | 4,045,199 | |||
NET INCOME (LOSS) | $ (13,878) | $ 0 | $ 0 | 0 | (13,878) |
Compensation expense related to granting of restricted stock awards VALUE | 3,913 | (2) | 0 | 3,915 | 0 |
Issuance of common stock related to an incentive plan VALUE | 321 | 0 | 0 | 321 | 0 |
Common stock repurchase VALUE | (19,379) | (18) | 0 | (19,361) | 0 |
Purchase of vested employee restricted stock units | (3,463) | (3) | 0 | (3,460) | 0 |
Payments of dividends VALUE | (13,036) | 0 | 0 | (13,036) | 0 |
Exercise of stock options VALUE | 13 | 0 | 0 | 13 | 0 |
Dividend equivalents, net of forfeitures | 342 | 0 | 0 | 342 | 0 |
Ending Balance VALUE at Mar. 31, 2018 | $ 1,719,193 | $ 1,374 | $ 40 | $ 1,705,866 | $ 11,913 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
OPERATING ACTIVITIES: | ||
NET INCOME (LOSS) | $ (13,878) | $ (9,881) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 8,471 | 2,647 |
Amortization of deferred financing costs | 79 | 586 |
Net deferred taxes (benefit) and other | (5,252) | (11,662) |
Provision for bad debts | 2,982 | 409 |
Net (gain) loss on sale or disposal of assets | (161) | 13,334 |
Non-cash stock-based compensation expense | 3,913 | 1,593 |
Deferred rent | 826 | (90) |
Deferred compensation | 126 | 990 |
Net accretion expense for asset retirement obligations | 15 | 10 |
Changes in assets and liabilities: | ||
Accounts receivable | 66,692 | 13,268 |
Prepaid expenses and deposits | (3,968) | (3,132) |
Accounts payable and accrued liabilities | 206 | (562) |
Accrued interest expense | 7,155 | (1,802) |
Accrued liabilities - long-term | (1,281) | (775) |
Prepaid expenses - long-term | (40) | 177 |
Contract assets | 0 | 0 |
Contract Liabilities | 0 | 0 |
Net cash provided by (used in) operating activities | 65,885 | 5,660 |
INVESTING ACTIVITIES: | ||
Additions to property and equipment | (5,413) | (2,424) |
Proceeds from sale of property, equipment, intangibles and other assets | 461 | 14 |
Purchases of radio station assets | 0 | (24,000) |
Payments To Acquire non-amortizable intangible assets | (1,578) | (270) |
Purchases of investments | (1,250) | 0 |
Consolidation of a VIE | 0 | (302) |
Net cash provided by (used in) investing activities | (7,780) | (26,982) |
FINANCING ACTIVITIES: | ||
Proceeds from the financing method of lease obligations | 0 | 0 |
Payments of long-term debt | (21,325) | (37,005) |
Purchase of the Company's common stock | (20,012) | 0 |
Proceeds from issuance of employee stock plan | 321 | 181 |
Proceeds from the exercise of stock options | 13 | 5 |
Purchase of vested employee restricted stock units | (3,463) | (2,436) |
Payment of dividend equivalents on vested restricted stock units | (595) | (98) |
Payment of dividends on common stock | (12,441) | (2,916) |
Payments of dividends on preferred stock | 0 | (550) |
ProceedsFromShortTermDebt | 0 | 22,000 |
Net cash provided by (used in) financing activities | (57,502) | (20,819) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 603 | (42,141) |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 34,167 | 46,843 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 34,770 | 4,702 |
Cash paid during the period for: | ||
Interest | 16,497 | 7,225 |
Income taxes | 45 | 55 |
Dividends on common stock | 12,441 | 2,916 |
Dividends on preferred stock | $ 0 | $ 550 |
BASIS OF PRESENTATION AND ORGAN
BASIS OF PRESENTATION AND ORGANIZATION (Block) | 3 Months Ended |
Mar. 31, 2018 | |
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, 2017 , and filed with the SEC on March 16, 2018 , 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. On February 2, 2017 , the Company and its wholly-owned subsidiary (“Merger Sub”) entered into an Agreement and Plan of Merger (the “CBS Radio Merger Agreement”) with CBS Corporation (“CBS”) and its wholly owned subsidiary CBS Radio Inc. (“CBS Radio”). Pursuant to the CBS Rad io Merger Agreement, Merger Sub merged with and into CBS Radio with CBS Radio surviving as the Company’s wholly-owned subsidiary (the “Merger”). The parties to the Merger believe that the Merger was tax free to CBS and its shareholders. The Merger was ef fected through a stock for stock Reverse Morris Trust transaction. The Merger was subject to approval by the Company’s shareholders and customary regulatory approvals. As a result of the Merger, the Company would have owned radio stations in seven mark ets in excess of the limits set forth in the Federal Communications Commission’s (the “FCC”) local radio ownership rule. In order to comply with this FCC rule, and to obtain clearance for the Merger from the Antitrust Division of the U.S. Department of Ju stice (“DOJ”), the Company agreed to divest a total of nineteen stations in such markets, consisting of eight stations owned by the Company and eleven owned by CBS Radio. Refer to additional information on divestitures in Note 2 , Business Combination s. On November 1, 2017, the Company entered into a settlement with the DOJ. On November 9, 2017, the FCC released an order, pursuant to the Communications Act of 1934, as amended, and the rules and regulations promulgated thereunder, approving the appli cations filed by CBS Radio and the Company requesting FCC consent to the CBS Radio Merger Agreement. Obtaining the FCC Consent, and its effectiveness in accordance with applicable law and the rules and regulations of the FCC, was a condition to the obliga tion of CBS, CBS Radio, the Company, and Merger Sub to the consummation of the Merger. On November 15, 2017, the Company’s shareholders approved the Merger. Upon obtaining all required approvals, the Merger closed on November 17, 2017. Based on this ti ming, the Company’s consolidated financial statements for the three months ended March 31, 2018 reflects the results of radio stations acquired in the Merger, whereas the Company’s consolidated financial statement for the three months ended March 31, 2017 do n ot. The Company’s strategy focuses on providing compelling content in the communities it serves to enable the Company to offer its advertisers an effective marketing platform to reach a large targeted local audience. The principal components of the Comp any’s strategy are to: (i) focus on creating effective integrated marketing solutions for its customers that incorporate its audio, digital and experiential assets; (ii) build strongly-branded radio stations with highly compelling content; (iii) develop ma rket leading station clusters; and (iv) recruit, develop, motivate and retain superior employees. T here 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, 2017 , that was filed with the SEC on March 16, 2018 , other than as described below. Changes in Accounting Policies – Revenue Recognition The Company adopted the amended accounting guidance for revenue re cognition on January 1, 2018 using the modified retrospective transition method, without a need to make a cumulative-effect adjustment to retained earnings as of the effective date. As a result, the Company has changed its accounting policy for revenue re cognition as described below. Except for the changes below, the Company has consistently applied its accounting policies to all periods presented in these consolidated financial statements. Refer to Note 3 , Revenue, for additional information . Under certain practical expedients elected, the Company did not disclose the amount of consideration allocated to the remaining performance obligations or an explanation of when the Company expects to recognize that amount as revenue for all reporting p eriods presented before January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under the amended accounting guidance, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting guidance. The Company recognizes revenue when it satisfies a performance obligat ion by transferring control over a product or service to a customer, in an amount that reflects the consideration it expects to be entitled to in exchange for those products or services. Revenues presented i n the consolidated financial statements are reflected on a net basis, after the deduction of advertising agency fees by the advertising agencies. The Company also evaluates when it is appropriate to recognize revenue based on the gross amount invoiced to the customer or the net amount retained by the Company if a third party is involved. 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 as noted 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, 2017 , that was filed with the SEC on March 16, 2018 ) that might have a material imp act on the Company’s financial position, results of operations or cash flows. Definition of a Business In January 2017, the accounting guidance was amended to modify the definition of a business to assist entities with evaluating whether transactions sh ould be accounted for as acquisitions or disposals of assets or businesses. The guidance was effective for the Company as of January 1, 2018, under a prospective application method. Based upon the Company’s assessment, the impact of this guidance was not material to the Company’s financial position, results of operations or cash flows. The guidance could have an impact in a future period if the Company acquires or disposes of assets that meet the definition of a business under the amended guidance. Cash Flow Classification In August 2016, the accounting guidance for classifying elements of cash flow was modified. The guidance was effective for the Company as of January 1, 2018, under a retrospective application method. Based upon the Company’s assessme nt, the impact of this guidance was not material to the Company’s financial position, results of operations or cash flows. Stock-Based Compensation In May 2017 , the accounting guidance was amended to clarify modification accounting for stock-based compensation. The guidance was effective for the Company as of January 1, 2018, on a prospective basis. Under the amended guidance, the Company will only apply modification accounting for stock-based compensation if there are: (i) changes in the fair val ue or intrinsic value of share-based compensation; (ii) changes in the vesting conditions of awards; and (iii) changes in the classification of awards as equity instruments or liability instruments. Based upon the Company’s assessment, the impact of this guidance was not material to the Company’s financial position, results of operations or cash flows. Leasing Transactions In February 2016, the accounting guidance was modified to increase transparency and comparability among organizations by requiring the recognition of right-of-use (“ROU”) assets and lease liabilities on the balance sheet. The most notable change in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases with a ter m of more than one year. This change will apply to the Company’s leased assets such as real estate, broadcasting towers and equipment. Additionally, the Company will be required to provide additional disclosures to meet the objective of enabling users of the financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company anticipates its accounting for existing capital leases to remain substantially unchanged. While the Company is currently reviewing the effects of this guidance, the Company believes that this modification to operating leases would result in: ( i ) an increase in the ROU assets and lease liabilities reflected on the Company’s consolidated balance sheets to reflect the rights and obligations created by operating leases with a term of greater than one year; and (ii ) no material change to the expense associated with the ROU assets. This guidance is effective for the Company as of January 1, 2019, and must be implemented using a modified retros pective approach, with certain practical expedients available. Financial Instruments In January 2016, the accounting guidance was modified with respect to recognition, measurement, presentation and disclosure of financial instruments. The most notable impact of the amended accounting guidance for the Company is that this modification effectively supersedes and eliminates current accounting guidance for cost-method investments. Refer to Note 10 , Fair Value of Financial Instruments, for additional information on the Company’s cost-method investments. The guidance was effective for the Company as of January 1, 2018. The Company adopted the new guidance using a modified retrospective approach, without a need to make a cumulative-effect adjustment to retained earnings as of the effective date. The Company’s investments continue to be carried at their original cost. There have been no impairments in the cost-method investments, returns of capit al, or any adjustments resulting from observable price changes in orderly transaction for the investments. Based upon the Company’s assessment, the adoption of this modified accounting guidance did not have a material impact on the Company’s financial pos ition, results of operations, or cash flows. Revenue Recognition In May 2014, the accounting guidance for revenue recognition was modified and subsequently updated with several amendments. Along with these modifications, most industry-specific revenue guidance was eliminated, including a current broadcasting exemption for reporting revenue from network barter programming. The new guidance provides companies with a revenue recognition model for recognizing revenue from contracts with customers. The cor e principle of the new standard is to recognize revenue when promised goods or services are transferred to customers, in an amount that reflects the consideration that the Company expects to be entitled to in exchange for such goods or services. The new g uidance also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to o btain or fulfill a contract. The Company has identified changes to its revenue recognition policies related to contracts that contain performance bonuses. The impact of this guidance was not material to the Company’s financial position, results of opera tions or cash flows. The Company enhanced its disclosures to allow users of the financial statements to comprehend information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the Company’s contracts with its custome rs. Refer to Note 3 , Revenue, for additional information. Reclassifications Certain reclassifications h ave been made to the prior year s ’ statements of operations to conform to the p resentation in the current year, which did not have a material impact on the Company’s previously reported financial statements. The Company elected to reclassify certain integration charges from merger and acquisition costs in order to provide the users of the financial statements with additional insight into the ongoing costs incurred as a result of the Merger. |
REVENUE FROM CONTRACT WITH CUST
REVENUE FROM CONTRACT WITH CUSTOMER | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
RevenueFromContractWithCustomerTextBlock | 3 . REVENUE Nature of goods and services The following is a description of principal activities from which the Company generates its revenue. The Company generates revenue from the sale to advertisers of various services and products, including but not limited to: ( i) commercial broadcast time; (ii) digital advertising; (iii ) promotional a nd sponsorship event revenue; (iv ) e-commerce revenue; and ( v ) trade and barter revenue. Services and products may be sold separately or in bundled packages. The typical length of a contract for service is less than 12 months. Revenue is recognized when or as performance obligations under the terms of a contract with customers are satisfied. This typically occurs over the period of time that advertisements are broadcast, marketing services are provided, or as an event occurs. For commercial broadcast time and digital advertising, the Company recognizes revenue based on amounts invoiced to the customer on a monthly basis under the right-to-invoice practical expedient. For e-commerce revenue transactions, revenue is recognized as each third party sale is made and the advertisers’ good or service is transferred to the end customer. For trade and barter transactions, revenue is recognized over the period of time promotional advertising is aired. For bundled packages, the Company accounts for each product or performance obligation separately if they are distinct. A product or service is distinct if it is separately identifiable from other items in the bundled package and if a customer c an benefit from it on its own or with other resources that are readily available to the customer. The consideration is allocated between separate products and services in a bundle based on their stand-alone selling prices. The stand-alone selling prices are determined based on the prices at which the Company separately sells the commercial broadcast time, digital advertising, or digital product and marketing solutions. Broadcast Revenues Commercial broadcast time - The Company sells air-time to advertise rs and broadcasts commercials at agreed upon dates and times. The Company’s performance obligations are broadcasting advertisements for advertisers at specifically identifiable days and dayparts . The amount of consideration the Company receives and revenu e it recognizes is fixed based upon contractually agreed upon rates. The Company recognizes revenue based on amounts invoiced to the advertiser under the right-to-invoice practical expedient. Revenues are recorded on a net basis, after the deduction of advertising agency fees by the advertising agencies. Digital advertising - The Company sells digital marketing servi ces to advertisers. The Company’s performance obligations are providing broadcasting advertisements and integrated marketing services for advertisers. The Company recognizes revenue based on amounts invoiced to the advertiser under the right-to-invoice p ractical expedient. Revenues are recorded on a gross basis as the Company acts as a principal in these transactions. Event And Other Revenues Promotional and Sponsorship Event revenue - The Company provides promotional advertising to advertisers in excha nge for cash proceeds from ticket sales. Performance obligations are broadcasting advertisements for advertisers’ events at specifically identifiable days and dayparts . The Company also sells sponsorships to advertisers at various local events. Performance obligations include providing advertising space at the Company’s event. The Company recognizes revenue at a point in time, as the event occurs. Revenues are recorded on a net basis when the Company is not the primary party hosting the event and acts as a n agent in these transactions. E-Commerce Revenue - The Company sells discount certificates to listeners on its websites. Listeners purchase goods and services from the advertiser at a discount to the fair value of the merchandise or service. Performa nce obligations include the promotion of advertisers’ discount offers on the Company’s website as well as revenue share payments to the advertiser. The Company records revenue on a net basis as it acts as an agent in these transactions. Trade And Barter Revenues Trade and barter – The Company provides advertising broadcast time in exchange for certain products, supplies, and services. The term of the exchanges generally permit the Company to preempt such broadcast time in favor of advertisers who purchas e time on regular terms. Other than network barter programming, which is reflected on a net basis, t he Company includes the value of such exchanges in both broadcasting net revenues and station operating expenses. Trade and barter value is based upon man agement’s estimate of the fair value of the products, supplies and services received. Contract balances Refer to the table below for information about receivables, contract assets and contract liabilities from contracts with customers: March 31, December 31, Description 2018 2017 (amounts in thousands) Receivables, included in "Accounts receivable net of allowance for doubtful accounts" $ 272,315 $ 341,989 Unearned revenue - current 15,895 17,519 Unearned revenue - noncurrent 14,250 13,000 Changes in Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables, and customer advances and deposits (unearned revenue) on the Company ’s consolidated balance sheet. At times, however, the Company receives advance payments or deposits from its customers before revenue is recognized, resulting in contract liabilities. The contra ct l iabilities primarily relate to the advance consideration received from customers on certain contracts. For these contracts, revenue is recognized in a manner that is consistent with the satisfaction of the underlying performance obligations. The cont ract liabilities are reported on the consolidated balance sheet on a contract-by-contract basis at the end of each respective reporting period within the other current liabilities and other long-term liabilities line items. Significant changes in the co ntract liabilities balances during the period are as follows: Three Months Ended March 31, 2018 Description Unearned Revenue (amounts in thousands) Beginning balance on January 1, 2018 $ 30,519 Revenue recognized during the period that was included in the beginning balance of contract liabilities (3,250) Additional amounts recognized during period 2,876 Ending balance $ 30,145 Disaggregation of revenue The following table presents the Company’s revenues disaggregated by revenue source : Three Months Ended March 31, 2018 2017 Revenue by Source (amounts in thousands) Broadcast revenues $ 305,719 $ 103,313 Event and other revenues 22,609 5,421 Trade and barter revenues 3,498 1,078 Agency commissions: (31,266) (10,811) Net revenues $ 300,560 $ 99,001 Performance obligations A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer, and is the unit of account under this guidance. A contract’s transaction price is allocated to each distinct performance obligation and is recognized as revenue when the performance obligation is satisfied. Some of the Company’s contracts have one performance obligation which requires no allocation. For other contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the standalone selling price of each distinct good or service in the contract. The Company’s performance obligations are either satisfied at a point in time or are satisfied over a period of time. For performance obligations that are satisfied over time, revenue is recognized over time using an output measure on the basis of the amount the Company has a right to invoice. As the performance obligations are satisfied evenly throughout the performance period, the Co mpany recognizes revenue on a straight-line basis over the life of a contract. For performance obligations that are satisfied at a point in time, the Company recognizes revenue when an advertisement is aired and the customer has received the benefits of a dvertising. Performance obligations for all products and services, with the exception of e vent revenues, are satisfied over the term of the contracts, which are typically less than 12 months. Practical expedients As a practical expedient, when the period of time between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less, the Company will not adjust the promised amount of consideration for the effects of a significant financing component. As a practical expedient for spot revenue and digital revenue, the Company will recognize revenue in the amount to which the entity has a right to invoice. The Com pany elected to apply the practical expedient which allows it to not disclose information about remaining performance obligations that have original expected durations of one year or less. The Company has contracts with customers which will result in the recognition of revenue beyond one year. From these contracts, the Company expects to recognize $14.3 million of revenue in 2019. The Company also elected to apply the practical expedient which allows it to not disclose the amount of the transaction price alloca ted to the remaining performance obligations and an explanation of when the Company expects to recognize that amount as revenue for all reporting periods presented before January 1, 2018. The Company elected to apply the practical expedient which allow s t he Company to recognize the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in station operating e xpenses on the consolidated statements of operations. Significant judgments For performance obligations satisfied at a point in time, the Company does not estimate when a customer obtains control of the promised goods or services. Rather, the Company implements the right-to-invoice practical expedient for spot revenue and digital revenues. For all revenue streams with the exception of barter revenues, the transaction price is contractually determined. Accordingly, no estimates are required and there is no variable consideration. For trade and barter rev enues, the Company estimates the consideration by estimating the fair value of the goods and services received. Net revenues from network barter programming have historically been recorded on a net basis. This treatment will continue to be the Com pany’s policy under the amended accounting guidance for revenue recognition. The adoption of the amended accounting guidance for revenue recognition had no impact on the Company’s consolidated statements of operations , balance sheets, statements of shareholders’ equity, or statements of cash flow s for the three months ended March 31, 2018 . |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwil And Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets Disclosure Text Block | 4 . INTANGIBLE ASSETS AND GOODWILL Goodwill and certain intangible assets are not amortized for book purposes. They may be, however, 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 va lue 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. The following table presents the changes in goodwill. Goodwill Carrying Amount March 31, December 31, 2018 2017 (amounts in thousands) Goodwill balance before cumulative loss on impairment as of January 1, $ 988,056 $ 158,333 Accumulated loss on impairment as of January 1, (126,056) (125,615) Goodwill beginning balance after cumulative loss on impairment as of January 1, 862,000 32,718 Loss on impairment during year - (441) Acquisition of radio stations - 2017 Charlotte Acquisition - 43 Acquisition of radio stations - CBS Radio Merger - 820,961 Disposition of goodwill - EMF sale - (266) Acquisition of a radio station - Beasley Transaction - 289 Acquisition of radio stations -iHeartMedia Transaction - 11,700 Disposition of radio stations - iHeartMedia Transaction - (14) Assets held for sale - Bonneville Transaction - (2,990) Measurement period adjustment to acquired goodwill (2,949) - Ending period balance $ 859,051 $ 862,000 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 Greenfield method . There were no events or circumstances since the Company’s prior year second quarter annual broadcasting licenses impairment test that indicated an interim review of broadcasting licenses was required. 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 impairment test that indicated an interim review of goodwill was required. |
OTHER CURRENT LIABILITIES (Bloc
OTHER CURRENT LIABILITIES (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Other Liabilities Disclosure Abstract | |
Accounts Payable Accrued Liabilities And Other Liabilities Disclosure Current Text Block | 5 . OTHER CURRENT LIABILITIES Other current liabilities consist of the following as of the periods indicated: Other Current Liabilities March 31, December 31, 2018 2017 (amounts in thousands) Accrued compensation $ 31,693 $ 36,105 Accounts receivable credits 3,268 1,876 Advertiser obligations 5,434 3,048 Accrued interest payable 19,439 12,285 Unearned revenue 15,895 17,519 Unfavorable lease liabilities 3,253 3,301 Unfavorable sports liabilities 4,634 4,634 Accrued benefits 9,366 9,470 Non-income tax liabilities 9,167 8,196 Other 12,839 11,127 Total other current liabilities $ 114,988 $ 107,561 |
LONG-TERM DEBT (Block)
LONG-TERM DEBT (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure Text Block | 6 . LONG-TERM DEBT (A) Senior Debt The Credit Facility On November 17, 2017, in connection with the Merger, the Company refinanced its previously outstanding indebtedness and also assumed CBS Radio’s outstanding indebtedness. As a result of the refinancing activity and the Merger, the Company has a credit agreement (the “Credit Facility”) that is comprised of a revolving credit facility (the “Revolver”) and a term loan component (the “Term B-1 Loan”). The $ 250.0 million Revolver has a maturity date o f November 17, 2022. The amount available under the Revolver, which includes the impact of outstanding letters of credit, was $ 120.8 million as of March 31, 2018 . The $ 1,330.0 million Term B-1 Loan has a maturity date of November 17, 2024. The Term B-1 Loan amortizes: ( i ) with equal quarterly installments of principal in annual amounts equal to 1.0 % of the original principal amount of the Term B-1 Loan; and (ii ) mandat ory yearly prepayments based upon a percentage of Excess Cash Flow as defined in the agreement. The Term B-1 Loan requires mandatory prepayments equal to a percentage of Excess Cash Flow, as defined within the agreement, subject to incremental step-downs, depending on the Consolidated Net Secured Leverage Ratio as defined in the agreement. The Excess Cash Flow payment will be due in the first quarter of each year, beginning with 2019, and is based on the Excess Cash Flow and Consolidated Net Secured Lever age Ratio for the prior year. The Company expects to use the Revolver to: ( i ) pro vide for working capital; and (ii ) provide for general corporate purposes, including capital expenditures and any or all of the following (subject to certain restrictions): repurchase of Class A common stock, dividends, investments and acquisitions. In addition, the Credit Facility is secured by a lien on substantially all of the assets (including material real property) of CBS Radio and its subsidiaries with limited exclusions. A ll of the Company’s subsidiaries, jointly and severally guaranteed the Credit Facility. The assets securing the Credit Facility are subject to customary release provisions which would enable the Company to sell such assets free and clear of encumbrance, sub ject to certain conditions and exceptions. The Credit Facility has usual and customary covenants including, but not limited to, a net secured leverage ratio, restricted payments and the incurrence of additional debt. Specifically, the Credit Facility requ ires the Company to comply with a certain financial covenant which is a defined term within the agreement, including a maximum Consolidated Net Secured Leverage Ratio that cannot exceed 4.0 times at March 31, 2018 . In certain circumstances, if the Company consummates additional acquisition activity permitted under the terms of the Credit Facility, the Consolidated Net Secured Leverage Ratio will be increased to 4.5 times for a one year p eriod following the consummation of such permitted acquisition. As of March 31, 2018 , the Company’s Consolidated Net Secured Leverage Ratio was 3.4 times . Failure to comply with the Company’s financial covenant 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 busin ess and financial condition. 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. Management believes that over the next 12 months, the Company can continue to maintain compliance with its financial covenant. The Company’s operating cash flow is positive, and management believes that it is adequate to fund the Company’s operating needs and mandatory debt repayments under the Company’s Credit Facility. As of March 31, 2018 , the Company is in compliance with the financial covenant and all other terms of the Credit Facility in all material respects. The Company’s a bility to maintain compliance with its covenants is highly dependent on its results of operations. Management believes that cash on hand, borrowing capacity from the Revolver and cash from operating activities will be sufficient to permit the Company to meet its liquidity requirements over the next 12 months, including its debt repayments. The cash available from the Revolver is dependent on the Company’s Consolidated Net Secured Leverage Ratio at the time of s uch borrowing. Long-term debt was comprised of the following as of March 31, 2018 and December 31, 2017 : Long-Term Debt March 31, December 31, 2018 2017 (amounts in thousands) Credit Facility Revolver, due November 17, 2022 $ 125,000 $ 143,000 Term B-1 Loan, due November 17, 2024 1,326,675 1,330,000 Plus unamortized premium 2,795 2,904 1,454,470 1,475,904 Senior Notes 7.250% senior unsecured notes, due October 17, 2024 400,000 400,000 Plus unamortized premium 15,977 16,584 415,977 416,584 Other Debt Capital lease and other 955 70 Total debt before deferred financing costs 1,871,402 1,892,558 Current amount of long-term debt (13,319) (13,319) Deferred financing costs (excludes the revolving credit) (19,393) (19,797) Total long-term debt, net of current debt $ 1,838,690 $ 1,859,442 Outstanding standby letters of credit $ 4,176 $ 1,856 ( B ) Senior Unsecured Debt The Senior Notes Simultaneously with entering into the Merger and assuming the Credit Facility on November 17, 2017, the Company also assumed the 7.250 % unsecured senior notes (the “Senior Notes”) that were subsequently modified and mature on October 17, 2024 in the amount of $ 400.0 million. The Senior Notes were originally issued by CBS Radio on October 17, 2016. The deferred financing costs and debt premium on the Seni or Notes will be amortized over the term under the effective interest rate method. As of any reporting period, the amount of any unamortized debt finance costs and debt premium costs are reflected on the balance sheet as a subtraction and an addition to t he $ 400.0 million liability, respectively. Interest on the Senior Notes accrues at the rate of 7.250 % per annum and is payable semi-annually in arrears on May 1 and November 1 of eac h year. ( C ) Net Interest Expense The components of net interest expense are as follows: Net Interest Expense Three Months Ended March 31, 2018 2017 (amounts in thousands) Interest expense $ 23,334 $ 5,414 Amortization of deferred financing costs 795 586 Amortization of original issue discount (premium) of senior notes (716) - Interest income and other investment income (9) (23) Total net interest expense $ 23,404 $ 5,977 |
SHAREHOLDERS' EQUITY (Block)
SHAREHOLDERS' EQUITY (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders Equity Note Abstract | |
Stockholders Equity Note Disclosure Text Block | 12 . SHAREHOLDERS’ EQUITY Dividend Equivalents The Company’s grants of RSUs include the right, upon vesting, to receive a cash payment equal to the aggregate amount of dividends, if any, that holders would have received on the shares of common stock underlying their RSUs if such RSUs had been vested during the period. The following table presents the amounts accrued an d unpaid on unvested RSUs: Dividend Equivalent Liabilities Balance Sheet March 31, December 31, Location 2018 2017 (amounts in thousands) Short-term Other current liabilities $ 604 $ 830 Long-term Other long-term liabilities 1,215 1,331 Total $ 1,819 $ 2,161 Employee Stock Purchase Plan The Company adopted the Entercom Employee Stock Purchase Plan (the “ESPP”) during the second quarter of 2016 that commenced with the third quarter of 2016. The ESPP allows participants to purchase the Company’s stock at a price equal to 85 % of the market value of such shares on the purchase date. The maximum number of shares authorized to be issued under the ESPP is 1.0 million. Pursuant to this plan, the Company does not record compensation expe nse to the employee as income subject to tax on the difference between the market value and the purchase price, as this plan was designed to meet the requirements of Section 423(b) of the Internal Revenue Code. The Company recognizes the 15 % discount in the Company’s consolidated statements of operations as non-cash compensation expense. Pursuant to the CBS Radio Merger Agreement, the Company agreed not to issue or authorize any shares of its capital stock until the earlier of the termi nation of the CBS Radio Merger Agreement or the consummation of the Merger. As a result, the Company effectively suspended the ESPP during the second quarter of 2017. There were no shares purchased and the Company did not recognize any non-cash compensat ion expense in connection with the ESPP during the second, third or fourth quarters of 2017. As the Merger closed in the fourth quarter of 2017, the Company resumed the ESPP in the fir st quarter of 2018. Three Months Ended March 31, 2018 2017 (amounts in thousands) Number of shares purchased 39 15 Non-cash compensation expense recognized $ 57 $ 32 Share Repurchase Plan On November 2, 2017 , the Company’s Board of Directors a nnounced a share repurchase program (the “2017 Share Repurchase Program”) to permit the Company to purchase up to $ 100.0 million of the Company’s issued and outstanding shares of Class A common stock through open market purchases . Shares repurchased by the Company under the 2017 Share Repurchase Program will be at the discretion of the Company based upon the relevant factors at the ti me of such consideration, including, without limitation, compliance with the restrictions set forth in the Company’s Credit Facility and the Senior Notes. During the three months ended March 31, 2018 , the Company repurchased 1.8 million shares of Class A common stock at an aggregate average price of $ 10.57 per share for a total of $ 19.4 million. |
SHARE-BASED COMPENSATION (Block
SHARE-BASED COMPENSATION (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments Abstract | |
Disclosure Of Compensation Related Costs Share Based Payments Text Block | 8 . 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) 2018 RSUs outstanding as of: December 31, 2017 4,285,290 RSUs awarded 28,700 RSUs released (946,187) RSUs forfeited (186,485) RSUs outstanding as of: March 31, 2018 3,181,318 $ - 1.4 $ 30,223,813 RSUs vested and expected to vest as of: March 31, 2018 3,181,318 $ - 1.3 $ 30,223,813 RSUs exercisable (vested and deferred) as of: March 31, 2018 48,880 $ - - $ 464,360 Weighted average remaining recognition period in years 2.0 Unamortized compensation expense $ 28,135,832 RSUs With Service and Market Conditions T he Company issued RSUs with service and market conditions that are included in the table above. These shares vest if: ( i ) the Company’s stock achieves certain shareholder performance targets ov er a defined measurement period; and (ii ) 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 ne ed to be satisfied. These RSUs are amortized over the longest of the explicit, implicit or derived service periods, which range from approximately one to three years. The following table presents the changes in outstanding RSUs with market conditions: Three Months Year Ended Ended March 31, December 31, 2018 2017 (amounts in thousands, except per share data) Reconciliation of RSUs with Service And Market Conditions Beginning of period balance 650 630 Number of RSUs granted - 70 Number of RSUs forfeited (110) - Number of RSUs vested - (50) End of period balance 540 650 Weighted average fair value of RSUs granted with market conditions $ - $ 9.81 The fair value of RSUs with service conditions is estimated using the Company’s closing 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 these valuations are as follow s : Three Months Year Ended Ended March 31, December 31, 2018 2017 Expected Volatility Term Structure (1) - 54% Risk-Free Interest Rate (2) - 1.8% Annual Dividend Payment Per Share (Constant) (3) $ - $ 3.3% Option Activity The following table provides summary information related to the exercise of stock options: Three Months Ended March 31, Option Exercise Data 2018 2017 (amounts in thousands) Intrinsic value of options exercised $ 101 $ 50 Tax benefit from options exercised (1) $ 27 $ 20 Cash received from exercise price of options exercised $ 13 $ 5 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) 2018 Options outstanding as of: December 31, 2017 883,347 $ 8.38 Options granted - - Options exercised (10,000) 1.34 Options forfeited - - Options expired (11,500) 11.72 Options outstanding as of: March 31, 2018 861,847 $ 8.42 2.0 $ 2,408,821 Options vested and expected to vest as of: March 31, 2018 861,847 $ 8.42 2.0 $ 2,408,821 Options vested and exercisable as of: March 31, 2018 861,847 $ 8.42 2.0 $ 2,408,821 Weighted average remaining recognition period in years - Unamortized compensation expense $ - 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 2018 Life Price 2018 Price $ 1.34 $ 1.34 290,437 0.9 $ 1.34 290,437 $ 1.34 $ 2.02 $ 13.98 571,410 2.6 $ 12.02 571,410 $ 12.02 $ 1.34 $ 13.98 861,847 2.0 $ 8.42 861,847 $ 8.42 Recognized Non-Cash Stock-Based Compensation Expense The following non-cash stock-based compensation expense, which is related primarily to RSUs, is included in each of the respective line items in the Company’s statement of operations: Three Months Ended March 31, 2018 2017 (amounts in thousands) Station operating expenses $ 1,958 $ 204 Corporate general and administrative expenses 1,955 1,389 Stock-based compensation expense included in operating expenses 3,913 1,593 Income tax benefit (1) 816 508 After-tax stock-based compensation expense $ 3,097 $ 1,085 |
NET INCOME (LOSS) PER COMMON SH
NET INCOME (LOSS) PER COMMON SHARE (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share Abstract | |
Earnings Per Share Text Block | 7 . NET INCOME (LOSS) PER COMMON SHARE The following table presents the computations of basic and diluted net income (loss) per share: Three Months Ended March 31, 2018 2017 (amounts in thousands except per share data) Basic Income (Loss) Per Share Numerator Net income available to the Company - continuing operations $ (14,206) $ (9,331) Preferred stock dividends - 550 Net income available to common shareholders from continuing operations (14,206) (9,881) Income (loss) from discontinued operations, net of tax 328 - Net income (loss) available to common shareholders $ (13,878) $ (9,881) Denominator Basic weighted average shares outstanding 138,939 38,910 Net Income (Loss) Per Common Share - Basic: Net income (loss) from continuing operations per share available to common shareholders - Basic $ (0.10) $ (0.25) Net income (loss) from discontinued operations per share available to common shareholders - Basic - - Net income (loss) per share available to common shareholders - Basic $ (0.10) $ (0.25) Diluted Income (Loss) Per Share Numerator Net income (loss) available to the Company $ (14,206) $ (9,331) Preferred stock dividends - 550 Net income available to common shareholders from continuing operations (14,206) (9,881) Income (loss) from discontinued operations, net of tax 328 - Net income (loss) available to common shareholders $ (13,878) $ (9,881) Denominator Basic weighted average shares outstanding 138,939 38,910 Effect of RSUs and options under the treasury stock method - - Diluted weighted average shares outstanding 138,939 38,910 Net Income (Loss) Per Common Share - Diluted: Net income (loss) from continuing operations per share available to common shareholders - Diluted $ (0.10) $ (0.25) Net income (loss) from discontinued operations per share available to common shareholders - Diluted - - Net income (loss) per share available to common shareholders - Diluted $ (0.10) $ (0.25) Disclosure o f Anti-Dilutive Shares The following table presents those shares excluded as they were anti-dilutive: Three Months Ended March 31, Impact Of Equity Issuances 2018 2017 (amounts in thousands, except per share data) Shares excluded as anti-dilutive under the treasury stock method: Options 367 - Price range of options: from $ 9.66 $ - Price range of options: to $ 13.98 $ - RSUs excluded with service and market conditions as market conditions not met 226 267 Perpetual cumulative convertible preferred stock treated as anti-dilutive under the as if method - 1,953 Excluded shares as anti-dilutive when reporting a net loss 1,313 1,164 |
INCOME TAXES (Block)
INCOME TAXES (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure Abstract | |
Income Tax Disclosure Text Block | 9 . INCOME TAXES Tax Rate For The Three Months Ended March 31, 2018 The effective income tax rate was 19.8 % which was determined using a forecasted rate based upon taxable income for the year. The income tax rate is estimated to be lower than in previous years primarily due to : (i) an income tax benefit resulting from the Tax Cuts and Jobs Act (“TCJA”) that was enacted on December 22, 2017, which reduced the U.S. federal corporate tax rate from the previous rate of 35 % to 21 %; and (ii) a reduction in non-deductible transaction costs in 2018 due to the closing of the Merger on November 17, 2017. Tax Rate For The Three Months Ended March 31, 2017 The effective income tax rate was 55.6 %, which was determined using a forecasted rate based upon taxable income for the year. The income tax rate is estimated to be higher than in previous years primarily due to the amount of merger and acquisition costs forecasted for 2017 as a resul t of the Merger, as most of these costs are not deductible for federal and state income tax purposes. As a result of adopting the amended accounting guidance for stock-based compensation on January 1, 2017, the Company recorded a discrete windfall income tax benefit of $ 0.8 million from the vesting of stock-based awards with tax deductions in excess of the compensation expense recorded. Refer to Note 1 , Basis of Presentation and Significant Policies, for additional information. Net Deferred Tax Assets And Liabilities As of March 31, 2018 , and December 31, 2017 , net deferred tax liabilities were $ 604.5 million and $ 609.8 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 diffe rences 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. The Company has calculated the accounting for the tax effects of enactment of TCJA as written, and made a reasonable estimate of the effects of the existing deferred tax balances. The Company is continuing to analyze certain aspects of the new legislation and refining its calculations, which could potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts. In addition, the Company’s estimates may also be affected as further legislative guidance is published, including those related to the deductibility of purchased assets, state tax treatment, and amounts related to employee compensation . |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures Abstract | |
Fair Value Disclosures Text Block | 10 . FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value o f Financial Instruments Subject t o 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 valu e hierarchy levels. During the periods presented, there were no transfers between fair value hierarchical levels. Fair Value Measurements At Reporting Date Quoted prices Significant Significant Measured at Balance at in active other observable unobservable Net Asset Value March 31, markets inputs inputs as a Practical Description 2018 Level 1 Level 2 Level 3 Expedient (2) (amounts in thousands) Liabilities Deferred compensation plan liabilities (1) $ 40,170 $ 24,791 $ - $ - $ 15,379 Quoted prices Significant Significant Measured at Balance at in active other observable unobservable Net Asset Value December 31, markets inputs inputs as a Practical Description 2017 Level 1 Level 2 Level 3 Expedient (2) (amounts in thousands) Liabilities Deferred compensation plan liabilities (1) $ 40,995 $ 23,751 $ - $ - $ 17,244 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 fair value of underlying investments in collective trust funds is determined using the net asset value (“NAV”) provided by the administrator of the fund as a practical expedient. The NAV is determined by each fund’s trustee based upon the fair value of t he underlying assets owned by the fund, less liabilities, divided by outstanding units. In accordance with appropriate accounting guidance , these investments have not been classified in the fair value hierarchy. Fair Value o f Financial Instruments Subject t o Disclosures The carrying amount of the following assets and liabilities approximates fair value due to the short maturity of these instruments: ( i ) cash and cash equivalents; (ii ) accounts receivable; and (iii ) 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, 2018 2017 Carrying Fair Carrying Fair Value Value Value Value (amounts in thousands) Term B Loans (1) $ 1,326,675 $ 1,334,967 $ 1,330,000 $ 1,336,650 Revolver (2) $ 125,000 $ 125,000 $ 143,000 $ 143,000 Senior Notes (3) $ 400,000 $ 407,500 $ 400,000 $ 422,876 Other debt (4) $ 955 $ 70 Letters of credit (4) $ 4,176 $ 1,856 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 Term B-1 Loans w a s based on quoted prices for these instruments and is considered a Level 2 measurement as the pricing inputs are other than quoted prices in active markets . (2) The fair value of the Revolver was considered to approximate the carrying value as the interest payments are based on LIBOR rates that reset periodically. The Revolver is considered a Level 2 measurement as the pricing inputs are other than quoted prices in active markets . (3) 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 Senio r Notes are traded in the debt securities market. The Senior Notes are considered a Level 2 measurement as the pricing inputs are other than quoted prices in active markets. ( 4 ) The Company does not believe it is practicable to estimate the fair value of the other debt or the outstanding standby letters of credit . Cost-Method Investments The Company h olds investments in equity securities that are accounted for as cost-method investments. These investments represent its holdings in privately held companies that are not exchange-traded and therefore not supported with observable market prices. The cost-method investments are recognized on the consolidated balance sheet at their cost basis, which represents the amount the Company paid to acquire the investments. The cost-method of accounting is utilized as the Com pany does not have significant influence over the investees and the fair value of the investees is not readily determinable. The Company periodically evaluates the carrying value of its cost-method investments, when events and circumstances indicate that the carrying amount of the assets may not be recoverable. The Company considers investee financial performance and other information received from the investee companies, as well as any other available estimates of the fair value of the investee companies in its evaluation. If certain impairment indicators exist, the Company determines the fair value of its cost-method investments. If the Company determines the carrying value of a cost-method investment exceeds its fair value, and that difference is other than temporary, the Company writes down the value of the cost-method investment to its fair value. The fair value of the cost-method investments are not adjusted if there are no identified adverse events or changes in circumstances that may have a materi al effect on the fair value of the cost-method investment. Since its initial date of investment, the Company has not identified any events or changes in circumstances which would require the Company to estimate the fair value of its cost-method investments . Additionally, there have been no returns of capital or changes resulting from observable price changes in orderly transactions. As a result, the cost-method investments continue to be presented at their original cost basis on the consolidated balance s heets. There was no material change in the carrying value of the Company’s cost-method investments since the year ended December 31, 2017 , other than as described below. During the first quarter of 2018, the Company purchased a minority ownership interest in Drive Time Metrics, Inc. (“Drive Time”), a provider of an analytics software for the automotive industry for $1.3 million. The following table presents the Company’s cost-method investments: Cost-Method Investments Carrying Amount March 31, December 31, 2018 2017 (amounts in thousands) Investment balance before cumulative other than temporary impairment as of January 1, $ 9,955 $ 255 Accumulated other than temporary impairment as of January 1, - - Investment beginning balance after cumulative other than temporary impairment as of January 1, 9,955 255 Acquisition of interest in a privately held company 1,250 9,700 Ending period balance $ 11,205 $ 9,955 |
ACQUISITIONS AND OTHER (Block)
ACQUISITIONS AND OTHER (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Mergers Acquisitions And Dispositions Disclosures Text Block | 2 . BUSINESS COMBINATIONS The Company records acquisitions under the acquisition method of accounting, and allocates the purchase price to the assets and liabilities based upon their respective fair values as determined as of the acquisition date. Merger and acquisition costs are excluded from the purchase price as these costs are expensed for book purposes and amortized for tax purposes. 2017 CBS Radio Business Acquisition On November 17, 2017, the Company acquired the CBS Radio business from CBS to further strengthen its scale and capabilities to compete more effectively with other media for a larger share of advertising dollars. The purchase price was $2.56 billion and consisted of $1. 17 billion of total equity consideration and $1.39 billion of assumed debt. The CBS Radio business acquisition was completed pursuant to the CBS Radio Merger Agreement, dated February 2, 2017, by and among the Company, CBS, CBS Radio, and Merger Sub. On November 17, 2017, (i) Merger Sub was merged with and into CBS Radio, with CBS Radio continuing as the surviving corporation and a direct, wholly-owned subsidiary of the Company and (ii) each share of CBS Radio common stock was converted into one share of the Company’s common stock. The Company issued 101,407,494 shares of its Class A common Stock to the former holders of CBS Radio common stock . At the time of the Merger, each outstanding RSU and stock option with respect to CBS Class B common stock held by employees of CBS Radio was canceled and convert ed into equity awards for the Company’s Class A common stock. The conversion was based on the ratio of the volume-weighted average per share closing price of CBS stock on the five trading days prior to the date of acquisition and the Company’s stock on th e five trading days following the date of acquisition. Entercom Communications Corp. is considered to be the acquiring company for accounting purposes. To complete the Merger, certain divestitures were required by the FCC in order to comply with the FCC ’s ownership rules and policies. These divestitures consisted of: (i) the exchange transaction with iHeartMedia, Inc. (“iHeart”); (ii) the exchange transaction with Beasley Broadcast Group, Inc. (“Beasley”); (iii) entry into a local marketing agreement (“ LMA”) with Bonneville Interna tional Corporation (“Bonneville”); and (iv) a cash sale to Educational Media Foundation (“EMF”). Due to the structure of the transaction, there is no step-up in tax basis for the assets acquired as the Company will assume the existing tax basis of the a ssets of CBS Radio. The absence of a step-up in tax basis will limit the Company’s tax deductions in future years and impacts the amount of deferred tax liabilities recorded as part of purchase price accounting. If any of the Internal Distributions or th e Final Distribution, each as defined in the CBS Radio Merger Agreement, does not qualify as a transaction that is tax-free for U.S. federal income tax purposes under Section 355 of the Internal Revenue Code (“Code”) or the Merger does not qualify as a tax -free “reorganization” under Section 368(a) of the Code, including as a result of actions taken in connection with the distributions made by CBS to facilitate the Merger or as a result of subsequent acquisitions of shares of CBS, Entercom, or CBS Radio, th en CBS and/or holders of CBS Common Stock that received Radio Common Stock in the Final Distribution may be required to pay substantial U.S. federal income taxes, and, in certain circumstances, CBS Radio and Entercom may be required to indemnify CBS for an y such tax liability. The allocations presented in the table below are based upon management’s estimate of the fair values using valuation techniques including income, cost and market approaches. In estimating the fair value of the acquired FCC broadcastin g licenses, the fair value estimates are based on, but not limited to, hypothetical expected future revenue and cash flows that assume an expected future growth rate of 1.0 % and an estimated discount rate of 9.0 %. The gross profit margins utilized were considered appropriate based on management’s expectations and experience in equivalent sized markets. The Company determines the fair value of the broadcasting licenses by relying on a discounted cash flow approach assuming a start-up scenario in which the only assets held by an investor are broadcasting licenses. The Company’s fair value analysis contains assumptions based upon past experience, reflects expectations of industry observers and includes judgments abou t future performance using industry normalized information for an average station within a certain market. Any excess of the purchase price over the net assets acquired was reported as goo dwill. The goodwill recorded reflects management’s expectations of its ability to gain access to and penetrate CBS Radio’s customer base and the benefits of being able to leverage operational efficiencies with favorable growth opportunities as a results of a large national presence. A portion of the goodwill carryover ba sis is tax deductible. The Company’s preliminary allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date, including measurement period adjustments, is outlined below. Preliminary Value as of acquisition date (as previously Measurement reported as of period Description December 31, 2017) Adjustment As Adjusted (amounts in thousands) Assets Accounts receivable $ 241,548 $ - $ 241,548 Prepaid sports rights and favorable sports contracts 4,160 - 4,160 Prepaid expenses, deposits and other 20,625 - 20,625 Other current assets 7,350 421 7,771 Total current assets 273,683 421 274,104 Land 112,880 - 112,880 Land improvements 3,988 (2,640) 1,348 Leasehold improvements 26,255 9,774 36,029 Buildings 19,246 (5,206) 14,040 Furniture and fixtures 10,929 (6,849) 4,080 Equipment and towers 76,486 4,921 81,407 Construction in process 14,598 - 14,598 Total tangible property 264,382 - 264,382 Advertiser relationships 27,453 - 27,453 Radio broadcasting licenses 1,880,400 - 1,880,400 Goodwill 820,961 (2,949) 818,012 Assets held for sale 255,650 - 255,650 Favorable leases 16,580 - 16,580 Other noncurrent assets 1,050 1,926 2,976 Total intangible and other assets 3,002,094 (1,023) 3,001,071 Total assets $ 3,540,159 $ (602) $ 3,539,557 Liabilities Accounts payable $ 36,137 $ 421 $ 36,558 Accrued expenses 35,154 - 35,154 Accrued salaries and benefits 26,324 - 26,324 Current portion of long-term debt 10,600 - 10,600 Unfavorable sports liability - current portion 4,803 - 4,803 Accrued interest 4,529 - 4,529 Unearned revenues - current portion 14,971 - 14,971 Total current liabilities 132,518 421 132,939 Unearned revenues - non-current portion 13,859 - 13,859 Unfavorable lease liability 12,770 - 12,770 Unfavorable sports liability - non-current portion 22,597 - 22,597 Non-current portion of long-term debt 1,376,900 - 1,376,900 Deferred tax liability 780,832 (2,949) 777,883 Other long-term liabilities 31,835 1,926 33,761 Total liabilities $ 2,371,311 $ (602) $ 2,370,709 Preliminary fair value of net assets acquired $ 1,168,848 $ - $ 1,168,848 The aggregate fair value purchase price allocation of the assets and liabilities acquired in the CBS Radio Merger as reported on the Company’s Form 10-K filed with the SEC on March 16, 2018 , were revised during the first quarter of 2018 due to: (i ) a change to the deferred tax liabilities associated with certain stations acquired in the CBS Radio Merger which resulted in a decrease to goodwill of $2.9 million; (ii ) the recording of lease abandonment liabilities and a corresponding receivable for re imbursement from CBS Corporation; and (iii) reclassifications between the categories of acquired tangible property . The preliminary purchase price allocations are based upon the valuation of assets and liabilities and these estimates and assumptions are subject to change as the Company obtains additional information during the measurem ent period, which may be up to one year from the acquisition date. These assets and liabilities pending finalization include intangible assets and liabilities. Differences between the preliminary and final valuation could be substantially different from t he initial estimates. 2017 LMA : The Bonneville Transaction On November 1, 2017, the Company assigned assets to a trust and the trust subsequently entered into two LMAs with Bonneville. The LMAs, which were effective upon the closing of the Merger, allow Bonneville to operate eight radio stations in the San Francisco, California and Sacramento, California markets. Of the eight radio stations to be operated by Bonneville, three were originally owned by the Company and the remaining five were originally own ed by CBS Radio. The Company conducted an analysis and determined the assets of the eight stations satisfied the criteria to be presented as assets held for sale at March 31, 2018 . The stations which were acquired from CBS Radio and were never operated by the Company are included within discontinued operations. Refer to Note 11 , Assets Held for Sale and Discontinued Operations, for additional information. Restructuring Charges Restructuring charges were expensed as a separate line item in the consolidated statements of operations. The components of restructuring charges incurred during the first quarter of 2018 and 2017 are as follows: Three Months Ended March 31, 2018 2017 (amounts in thousands) Costs to exit duplicative contracts $ 143 $ - Workforce reduction 590 - Lease abandonment costs 257 - Other restructuring costs 491 - Total restructuring charges $ 1,481 $ - During the fourth quarter of 2017, the Company initiated a restructuring plan as a result of the integration of the CBS Radio stations acquired in November 2017. The restructuring plan included: (i ) a workforce reduction and realignment charges that included one-time termination benefits and related costs; (ii ) lease abandonment costs ; and (iii ) costs associated with realigning radio stations within the overlap markets between CBS Radio and the Company. The Company could incur addit ional restructuring costs in the remainder of 2018 under this plan, however, these costs cannot be determined at this time. The estimated amount of unpaid restructuring charges as of March 31, 2018 includes amounts in accrued expenses that are expected to be p aid in less than one year and long-term restructuring costs for lease abandonment costs covering the remaining non-cancellable lease term. Three Twelve Months Ended Months Ended March 31, December 31, 2018 2017 (amounts in thousands) Restructuring charges and lease abandonment costs, beginning balance $ 16,086 $ 650 Additions resulting from the integration of CBS Radio 1,481 15,005 Restructuring charges assumed from the Merger - 1,095 Payments (6,346) (664) Restructuring charges and lease abandonment costs unpaid and outstanding 11,221 16,086 Restructuring charges and lease abandonment costs - noncurrent portion (2,926) (4,413) Restructuring charges and lease abandonment costs - current portion $ 8,295 $ 11,673 Integration Costs The Company incurred integration costs of $9.7 million during the three months ended March 31, 2018 . Integration costs were expensed as a separate line item in the consolidated statements of operations. These costs primarily relate to change management consultants and technology-related costs. Unaudited Pro Forma Summary Of Financial Information The following pro forma information presents the consolidated results of operations as if the business combinations in 2017 had occurred as of January 1, 2016, after giving effect to certain adjustments, including : ( i ) depreciation and amortization of assets ; (ii ) amortization of unfavorable contracts related to the fair value adjustments of the assets acquired; (iii ) change in the effective tax rate; (iv ) interest expense on any debt incurred to fund the acquisitions which would have been incurred had such acquisitions occurred as of January 1, 2016; and (v ) merger and acquisition costs. For purposes of this presentation, the pro forma data excludes: ( i ) stations divested to iHeart and Beasl ey in the iHeartMedia Transaction and the Beasley Transaction as these stations were exchanged for the radio stations acquired in the Chattanooga, Richmond and Boston markets; and (ii ) stations acquired from CBS Radio that were operated by Bonneville under two LMAs as these results were reflected under income from discontinued operations. In addition, the pro forma data includes: ( i ) the stations acquired in the Richmond, Virginia and Chattanooga, Tennessee markets in the iHeartMedia Transaction; (ii ) the st ation acquired in the Beasley Transaction; (iii ) the CBS Radio stations acquired in the Merger (except as otherwise separately excluded as described above); and (iv ) the stations acquired in Charlotte, North Carolina. These unaudited pro forma results have b een prepared for comparative purposes only and do not purport to be indicative of what would have occurred had the acquisitions been made as of that date or results which may occur in the future. Three Months Ended March 31, 2018 2017 (amounts in thousands, except per share data) Actual Pro Forma Net revenues $ 300,560 $ 339,678 Income (loss) from continuing operations $ (14,206) $ 6,319 Income (loss) from discontinued operations $ 328 $ - Net income (loss) available to the Company $ (13,878) $ 6,319 Net income (loss) available to common shareholders $ (13,878) $ 5,769 Income (loss) from continuing operations per common share - basic $ (0.10) $ 0.05 Income (loss) from discontinued operations per common share - basic $ - $ - Net income (loss) available to common shareholders per common share - basic $ (0.10) $ 0.04 Income (loss) from continuing operations per common share - diluted $ (0.10) $ 0.04 Income (loss) from discontinued operations per common share - diluted $ - $ - Net income (loss) available to common shareholders per common share - diluted $ (0.10) $ 0.04 Weighted shares outstanding basic 138,939,309 140,317,816 Weighted shares outstanding diluted 138,939,309 141,481,456 Conversion of preferred stock for dilutive purposes under the as if method Not applicable Anti-dilutive |
CONTINGENCIES AND COMMITMENTS (
CONTINGENCIES AND COMMITMENTS (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure Abstract | |
Commitments And Contingencies Disclosure Text Block | 13 . 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 aff ect 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 16, 2018 , except as described below. Other In February 2018 , the Company entered into an Asset Purchase Agreement to purchase two radio stations in St. Louis, Missouri from Emmis Communications for $ 15.0 million in cash. With this acquisition, the Company will increase its presence in St. Louis, Missouri, to six radio stations. On March 1, 2018, the Company commenced operations under a TBA. The Company completed this transaction on April 30, 2018. The Company has a relationship with United States Traffic Network (“USTN”), a vendor that provides short duration advertising network services (e.g., sponsored traffic reports) and guaranteed revenue to the Company. USTN’s former corporate parent, Global Traffic Network (“GTN”), indicated that USTN is in financial distress and that GTN has ceased operations in the U nited States . In February 2018, the Company sent a protective notice to cancel its CBS Radio USTN contract effective in late March 2018. On March 14, 2018, GTN announced that it sold 100% of its ownership interest in USTN to an entity controlled by the pr esident of USTN. On April 27 , 2018, the Company executed a series of agreements with USTN which replaced outstanding accounts receivable from USTN with a senior secured note and an equity interest in USTN. The Company has not recognized revenue from USTN since the Merger, as the Company has determined that the revenue is not collectable at this time, which negatively impacted net revenues by approximately $ 12.0 million in the three months ended March 31, 2018 . This position, however, could change in future qua rters as circumstances change. |
ASSETS HELD FOR SALE (Block)
ASSETS HELD FOR SALE (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations And Disposal Groups Abstract | |
Disposal Groups Including Discontinued Operations Disclosure Text Block | 11 . ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS Assets Held f or 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. The Company measures assets held for sale at the lower of their carrying amount or fair value less cost to sell. Additionally, the Company determined that these assets comprise operations and cash flows that can be clearly distinguished, operationally and for financial reporting purposes, from the rest of the Company. On November 17 , 2 017, in order to facilitate the Merger, the Company assigned assets to a trust and the trust subsequently entered into two separate LMAs with Bonneville which became effective upon the closing of the Merger. Under the terms of the LMAs, Bonneville began o perating four stations in Sacramento, California and four stations in San Francisco, California. The LMAs will terminate upon the earlier of: (i) one year after the Merger date; or (ii) consummation of a final agreement to divest the stations as required under a DOJ consent order agreed to by the Company, as a condition to complete the Merger. Of the eight radio stations currently operated by Bonneville, three were originally owned by the Company and the remaining five were originally owned by CBS Radio. The Company conducted an analysis and determined the assets of the eight radio stations met the criteria to be classified as held for sale. The five CBS Radio stations met the criteria to be classified within discontinued operations at March 31, 2018 . This tra nsaction is expected to close within one year. As of December 31, 2017, the Company entered into an agreement to dispose of a parcel of land along with the land improvements in Chicago, Illinois for $ 46.0 million and classified th ese assets as held for sale. This transaction is expected to close within one year. As of December 31, 2017, the Company entered into an agreement to dispose of buildings in Washington, D.C., with a carrying value of $0.4 million. During the first quart er of 2018 , the Company closed on this sale, which resulted in no gain or loss to the Company. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverabl e. The Company determined that the carrying value of these assets was less than the fair value by utilizing offers from third parties for a bundle of assets. This is considered a Level 3 measurement. The major categories of these assets held for sale, w hich includes the assets of the discontinued operations, are as follows: Assets Held for Sale March 31, 2018 December 31, 2017 Other Other Bonneville Assets Held Bonneville Assets Held Total LMA for Sale Total LMA for Sale (amounts in thousands) Land and land improvements $ 47,110 $ 1,110 $ 46,000 $ 47,110 $ 1,110 $ 46,000 Building 1,520 1,520 - 1,970 1,520 450 Leasehold improvements 88 88 - 88 88 - Equipment 2,618 2,618 - 2,618 2,618 - Net property and equipment 51,336 5,336 46,000 51,786 5,336 46,450 Net radio broadcasting licenses 136,014 136,014 - 136,014 136,014 - Other intangibles 1,947 1,947 - 1,947 1,947 - Goodwill 22,573 22,573 - 22,573 22,573 - Total intangibles 160,534 160,534 - 160,534 160,534 - Net assets held for sale $ 211,870 $ 165,870 $ 46,000 $ 212,320 $ 165,870 $ 46,450 Discontinued Operations The results of operations for several radio stations acquired from CBS, which will never be a part of the Company’s continuing operations as these radio stations have been disposed or are expected to be disposed, were classified as discontinued operations for the period commencing after the Merger. Refer to Note 2 , Business Combinations, for additional information on the Bonneville Transaction. The Company did not have any discontinued operations for the three months ended March 31, 2017 . The following table presents the results of operations of the discontinued operations for the three months ended March 31, 2018 : Three Months Ended March 31, 2018 (amounts in thousands) Net time brokerage agreement income 415 Income before income taxes 415 Income taxes 87 Income from discontinued operations, net of income taxes $ 328 |
SUBSEQUENT EVENTS (Block)
SUBSEQUENT EVENTS (Block) | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events Abstract | |
Schedule Of Subsequent Events Text Block | 14 . SUBSEQUENT EVENTS Events occurring after March 31, 2018 , 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 . |
INTANGIBLE ASSETS AND GOODWIL21
INTANGIBLE ASSETS AND GOODWILL (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill | Goodwill Carrying Amount March 31, December 31, 2018 2017 (amounts in thousands) Goodwill balance before cumulative loss on impairment as of January 1, $ 988,056 $ 158,333 Accumulated loss on impairment as of January 1, (126,056) (125,615) Goodwill beginning balance after cumulative loss on impairment as of January 1, 862,000 32,718 Loss on impairment during year - (441) Acquisition of radio stations - 2017 Charlotte Acquisition - 43 Acquisition of radio stations - CBS Radio Merger - 820,961 Disposition of goodwill - EMF sale - (266) Acquisition of a radio station - Beasley Transaction - 289 Acquisition of radio stations -iHeartMedia Transaction - 11,700 Disposition of radio stations - iHeartMedia Transaction - (14) Assets held for sale - Bonneville Transaction - (2,990) Measurement period adjustment to acquired goodwill (2,949) - Ending period balance $ 859,051 $ 862,000 |
OTHER CURRENT AND LONG-TERM LIA
OTHER CURRENT AND LONG-TERM LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Liabilities Disclosure Abstract | |
Schedule of Accounts Payable and Accrued Liabilities | Other Current Liabilities March 31, December 31, 2018 2017 (amounts in thousands) Accrued compensation $ 31,693 $ 36,105 Accounts receivable credits 3,268 1,876 Advertiser obligations 5,434 3,048 Accrued interest payable 19,439 12,285 Unearned revenue 15,895 17,519 Unfavorable lease liabilities 3,253 3,301 Unfavorable sports liabilities 4,634 4,634 Accrued benefits 9,366 9,470 Non-income tax liabilities 9,167 8,196 Other 12,839 11,127 Total other current liabilities $ 114,988 $ 107,561 |
LONG-TERM DEBT LIABILITIES (Tab
LONG-TERM DEBT LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-Term Debt March 31, December 31, 2018 2017 (amounts in thousands) Credit Facility Revolver, due November 17, 2022 $ 125,000 $ 143,000 Term B-1 Loan, due November 17, 2024 1,326,675 1,330,000 Plus unamortized premium 2,795 2,904 1,454,470 1,475,904 Senior Notes 7.250% senior unsecured notes, due October 17, 2024 400,000 400,000 Plus unamortized premium 15,977 16,584 415,977 416,584 Other Debt Capital lease and other 955 70 Total debt before deferred financing costs 1,871,402 1,892,558 Current amount of long-term debt (13,319) (13,319) Deferred financing costs (excludes the revolving credit) (19,393) (19,797) Total long-term debt, net of current debt $ 1,838,690 $ 1,859,442 Outstanding standby letters of credit $ 4,176 $ 1,856 |
Schedule Of Net Interest Expense | Net Interest Expense Three Months Ended March 31, 2018 2017 (amounts in thousands) Interest expense $ 23,334 $ 5,414 Amortization of deferred financing costs 795 586 Amortization of original issue discount (premium) of senior notes (716) - Interest income and other investment income (9) (23) Total net interest expense $ 23,404 $ 5,977 |
SHAREHOLDER'S EQUITY (Tables)
SHAREHOLDER'S EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders Equity Note Abstract | |
Schedule of dividends payable on unvested restricted stock units | Dividend Equivalent Liabilities Balance Sheet March 31, December 31, Location 2018 2017 (amounts in thousands) Short-term Other current liabilities $ 604 $ 830 Long-term Other long-term liabilities 1,215 1,331 Total $ 1,819 $ 2,161 |
ESPP Shares Purchased and Non-Cash Comp Expense | Three Months Ended March 31, 2018 2017 (amounts in thousands) Number of shares purchased 39 15 Non-cash compensation expense recognized $ 57 $ 32 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments Abstract | |
Schedule Of Restricted Stock Units Market Based | Three Months Year Ended Ended March 31, December 31, 2018 2017 (amounts in thousands, except per share data) Reconciliation of RSUs with Service And Market Conditions Beginning of period balance 650 630 Number of RSUs granted - 70 Number of RSUs forfeited (110) - Number of RSUs vested - (50) End of period balance 540 650 Weighted average fair value of RSUs granted with market conditions $ - $ 9.81 |
Schedule Of Other Options Dislcosure | Three Months Ended March 31, Option Exercise Data 2018 2017 (amounts in thousands) Intrinsic value of options exercised $ 101 $ 50 Tax benefit from options exercised (1) $ 27 $ 20 Cash received from exercise price of options exercised $ 13 $ 5 |
Stock Option Valuation Assumptions | Three Months Year Ended Ended March 31, December 31, 2018 2017 Expected Volatility Term Structure (1) - 54% Risk-Free Interest Rate (2) - 1.8% Annual Dividend Payment Per Share (Constant) (3) $ - $ 3.3% |
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 2018 Life Price 2018 Price $ 1.34 $ 1.34 290,437 0.9 $ 1.34 290,437 $ 1.34 $ 2.02 $ 13.98 571,410 2.6 $ 12.02 571,410 $ 12.02 $ 1.34 $ 13.98 861,847 2.0 $ 8.42 861,847 $ 8.42 |
Schedule of recognized stock-based compensation expense | Three Months Ended March 31, 2018 2017 (amounts in thousands) Station operating expenses $ 1,958 $ 204 Corporate general and administrative expenses 1,955 1,389 Stock-based compensation expense included in operating expenses 3,913 1,593 Income tax benefit (1) 816 508 After-tax stock-based compensation expense $ 3,097 $ 1,085 |
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) 2018 RSUs outstanding as of: December 31, 2017 4,285,290 RSUs awarded 28,700 RSUs released (946,187) RSUs forfeited (186,485) RSUs outstanding as of: March 31, 2018 3,181,318 $ - 1.4 $ 30,223,813 RSUs vested and expected to vest as of: March 31, 2018 3,181,318 $ - 1.3 $ 30,223,813 RSUs exercisable (vested and deferred) as of: March 31, 2018 48,880 $ - - $ 464,360 Weighted average remaining recognition period in years 2.0 Unamortized compensation expense $ 28,135,832 |
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) 2018 Options outstanding as of: December 31, 2017 883,347 $ 8.38 Options granted - - Options exercised (10,000) 1.34 Options forfeited - - Options expired (11,500) 11.72 Options outstanding as of: March 31, 2018 861,847 $ 8.42 2.0 $ 2,408,821 Options vested and expected to vest as of: March 31, 2018 861,847 $ 8.42 2.0 $ 2,408,821 Options vested and exercisable as of: March 31, 2018 861,847 $ 8.42 2.0 $ 2,408,821 Weighted average remaining recognition period in years - Unamortized compensation expense $ - |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Change In Contract With Customer Asset [Abstract] | |
Change in Contract Assets and Liabilities Table | Three Months Ended March 31, 2018 Description Unearned Revenue (amounts in thousands) Beginning balance on January 1, 2018 $ 30,519 Revenue recognized during the period that was included in the beginning balance of contract liabilities (3,250) Additional amounts recognized during period 2,876 Ending balance $ 30,145 |
Contract With Customer Asset And Liability [Abstract] | |
Contract Assets and Liabilities Table | March 31, December 31, Description 2018 2017 (amounts in thousands) Receivables, included in "Accounts receivable net of allowance for doubtful accounts" $ 272,315 $ 341,989 Unearned revenue - current 15,895 17,519 Unearned revenue - noncurrent 14,250 13,000 |
Disaggregation Of Revenue [Abstract] | |
Disaggregation of Revenue Table | Three Months Ended March 31, 2018 2017 Revenue by Source (amounts in thousands) Broadcast revenues $ 305,719 $ 103,313 Event and other revenues 22,609 5,421 Trade and barter revenues 3,498 1,078 Agency commissions: (31,266) (10,811) Net revenues $ 300,560 $ 99,001 |
NET INCOME PER COMMON SHARE (Ta
NET INCOME PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | |
Schedule of Earnings Per Share Reconciliation [Table Text Block] | Three Months Ended March 31, 2018 2017 (amounts in thousands except per share data) Basic Income (Loss) Per Share Numerator Net income available to the Company - continuing operations $ (14,206) $ (9,331) Preferred stock dividends - 550 Net income available to common shareholders from continuing operations (14,206) (9,881) Income (loss) from discontinued operations, net of tax 328 - Net income (loss) available to common shareholders $ (13,878) $ (9,881) Denominator Basic weighted average shares outstanding 138,939 38,910 Net Income (Loss) Per Common Share - Basic: Net income (loss) from continuing operations per share available to common shareholders - Basic $ (0.10) $ (0.25) Net income (loss) from discontinued operations per share available to common shareholders - Basic - - Net income (loss) per share available to common shareholders - Basic $ (0.10) $ (0.25) Diluted Income (Loss) Per Share Numerator Net income (loss) available to the Company $ (14,206) $ (9,331) Preferred stock dividends - 550 Net income available to common shareholders from continuing operations (14,206) (9,881) Income (loss) from discontinued operations, net of tax 328 - Net income (loss) available to common shareholders $ (13,878) $ (9,881) Denominator Basic weighted average shares outstanding 138,939 38,910 Effect of RSUs and options under the treasury stock method - - Diluted weighted average shares outstanding 138,939 38,910 Net Income (Loss) Per Common Share - Diluted: Net income (loss) from continuing operations per share available to common shareholders - Diluted $ (0.10) $ (0.25) Net income (loss) from discontinued operations per share available to common shareholders - Diluted - - Net income (loss) per share available to common shareholders - Diluted $ (0.10) $ (0.25) |
Equity Award Impact Schedule | Three Months Ended March 31, Impact Of Equity Issuances 2018 2017 (amounts in thousands, except per share data) Shares excluded as anti-dilutive under the treasury stock method: Options 367 - Price range of options: from $ 9.66 $ - Price range of options: to $ 13.98 $ - RSUs excluded with service and market conditions as market conditions not met 226 267 Perpetual cumulative convertible preferred stock treated as anti-dilutive under the as if method - 1,953 Excluded shares as anti-dilutive when reporting a net loss 1,313 1,164 |
FAIR VALUE OF FINANCIAL INSTR28
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures Abstract | |
Schedule of recurring fair value measurements | Fair Value Measurements At Reporting Date Quoted prices Significant Significant Measured at Balance at in active other observable unobservable Net Asset Value March 31, markets inputs inputs as a Practical Description 2018 Level 1 Level 2 Level 3 Expedient (2) (amounts in thousands) Liabilities Deferred compensation plan liabilities (1) $ 40,170 $ 24,791 $ - $ - $ 15,379 Quoted prices Significant Significant Measured at Balance at in active other observable unobservable Net Asset Value December 31, markets inputs inputs as a Practical Description 2017 Level 1 Level 2 Level 3 Expedient (2) (amounts in thousands) Liabilities Deferred compensation plan liabilities (1) $ 40,995 $ 23,751 $ - $ - $ 17,244 |
Schedule Of Carrying Value Of Financial Instruments | March 31, December 31, 2018 2017 Carrying Fair Carrying Fair Value Value Value Value (amounts in thousands) Term B Loans (1) $ 1,326,675 $ 1,334,967 $ 1,330,000 $ 1,336,650 Revolver (2) $ 125,000 $ 125,000 $ 143,000 $ 143,000 Senior Notes (3) $ 400,000 $ 407,500 $ 400,000 $ 422,876 Other debt (4) $ 955 $ 70 Letters of credit (4) $ 4,176 $ 1,856 |
Schedule of Cost Method Investments Table Text Block | Cost-Method Investments Carrying Amount March 31, December 31, 2018 2017 (amounts in thousands) Investment balance before cumulative other than temporary impairment as of January 1, $ 9,955 $ 255 Accumulated other than temporary impairment as of January 1, - - Investment beginning balance after cumulative other than temporary impairment as of January 1, 9,955 255 Acquisition of interest in a privately held company 1,250 9,700 Ending period balance $ 11,205 $ 9,955 |
ACQUISITIONS, DIVESTITURES AND
ACQUISITIONS, DIVESTITURES AND PRO FORMA SUMMARY (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of merger and acquisition costs | Three Months Ended March 31, 2018 2017 (amounts in thousands) Costs to exit duplicative contracts $ 143 $ - Workforce reduction 590 - Lease abandonment costs 257 - Other restructuring costs 491 - Total restructuring charges $ 1,481 $ - |
Schedule of unaudited pro forma summary of financial information | Three Months Ended March 31, 2018 2017 (amounts in thousands, except per share data) Actual Pro Forma Net revenues $ 300,560 $ 339,678 Income (loss) from continuing operations $ (14,206) $ 6,319 Income (loss) from discontinued operations $ 328 $ - Net income (loss) available to the Company $ (13,878) $ 6,319 Net income (loss) available to common shareholders $ (13,878) $ 5,769 Income (loss) from continuing operations per common share - basic $ (0.10) $ 0.05 Income (loss) from discontinued operations per common share - basic $ - $ - Net income (loss) available to common shareholders per common share - basic $ (0.10) $ 0.04 Income (loss) from continuing operations per common share - diluted $ (0.10) $ 0.04 Income (loss) from discontinued operations per common share - diluted $ - $ - Net income (loss) available to common shareholders per common share - diluted $ (0.10) $ 0.04 Weighted shares outstanding basic 138,939,309 140,317,816 Weighted shares outstanding diluted 138,939,309 141,481,456 Conversion of preferred stock for dilutive purposes under the as if method Not applicable Anti-dilutive |
Schedule of Restrucutring Reserve by Type | Three Twelve Months Ended Months Ended March 31, December 31, 2018 2017 (amounts in thousands) Restructuring charges and lease abandonment costs, beginning balance $ 16,086 $ 650 Additions resulting from the integration of CBS Radio 1,481 15,005 Restructuring charges assumed from the Merger - 1,095 Payments (6,346) (664) Restructuring charges and lease abandonment costs unpaid and outstanding 11,221 16,086 Restructuring charges and lease abandonment costs - noncurrent portion (2,926) (4,413) Restructuring charges and lease abandonment costs - current portion $ 8,295 $ 11,673 |
CBS Radio [Member] | |
Acquisition [Line Items] | |
Schedule Of Acquisition Valuation [Table Text Block] | Preliminary Value as of acquisition date (as previously Measurement reported as of period Description December 31, 2017) Adjustment As Adjusted (amounts in thousands) Assets Accounts receivable $ 241,548 $ - $ 241,548 Prepaid sports rights and favorable sports contracts 4,160 - 4,160 Prepaid expenses, deposits and other 20,625 - 20,625 Other current assets 7,350 421 7,771 Total current assets 273,683 421 274,104 Land 112,880 - 112,880 Land improvements 3,988 (2,640) 1,348 Leasehold improvements 26,255 9,774 36,029 Buildings 19,246 (5,206) 14,040 Furniture and fixtures 10,929 (6,849) 4,080 Equipment and towers 76,486 4,921 81,407 Construction in process 14,598 - 14,598 Total tangible property 264,382 - 264,382 Advertiser relationships 27,453 - 27,453 Radio broadcasting licenses 1,880,400 - 1,880,400 Goodwill 820,961 (2,949) 818,012 Assets held for sale 255,650 - 255,650 Favorable leases 16,580 - 16,580 Other noncurrent assets 1,050 1,926 2,976 Total intangible and other assets 3,002,094 (1,023) 3,001,071 Total assets $ 3,540,159 $ (602) $ 3,539,557 Liabilities Accounts payable $ 36,137 $ 421 $ 36,558 Accrued expenses 35,154 - 35,154 Accrued salaries and benefits 26,324 - 26,324 Current portion of long-term debt 10,600 - 10,600 Unfavorable sports liability - current portion 4,803 - 4,803 Accrued interest 4,529 - 4,529 Unearned revenues - current portion 14,971 - 14,971 Total current liabilities 132,518 421 132,939 Unearned revenues - non-current portion 13,859 - 13,859 Unfavorable lease liability 12,770 - 12,770 Unfavorable sports liability - non-current portion 22,597 - 22,597 Non-current portion of long-term debt 1,376,900 - 1,376,900 Deferred tax liability 780,832 (2,949) 777,883 Other long-term liabilities 31,835 1,926 33,761 Total liabilities $ 2,371,311 $ (602) $ 2,370,709 Preliminary fair value of net assets acquired $ 1,168,848 $ - $ 1,168,848 |
ASSETS HELD FOR SALE (Tables)
ASSETS HELD FOR SALE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment Assets Held For Sale Disclosure [Abstract] | |
Disclosure Of Long Lived Assets Held For Sale [Text Block] | Assets Held for Sale March 31, 2018 December 31, 2017 Other Other Bonneville Assets Held Bonneville Assets Held Total LMA for Sale Total LMA for Sale (amounts in thousands) Land and land improvements $ 47,110 $ 1,110 $ 46,000 $ 47,110 $ 1,110 $ 46,000 Building 1,520 1,520 - 1,970 1,520 450 Leasehold improvements 88 88 - 88 88 - Equipment 2,618 2,618 - 2,618 2,618 - Net property and equipment 51,336 5,336 46,000 51,786 5,336 46,450 Net radio broadcasting licenses 136,014 136,014 - 136,014 136,014 - Other intangibles 1,947 1,947 - 1,947 1,947 - Goodwill 22,573 22,573 - 22,573 22,573 - Total intangibles 160,534 160,534 - 160,534 160,534 - Net assets held for sale $ 211,870 $ 165,870 $ 46,000 $ 212,320 $ 165,870 $ 46,450 |
Discontinued Operations | Three Months Ended March 31, 2018 (amounts in thousands) Net time brokerage agreement income 415 Income before income taxes 415 Income taxes 87 Income from discontinued operations, net of income taxes $ 328 |
BASIS OF PRESENTATION AND ORG31
BASIS OF PRESENTATION AND ORGANIZATION (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Jan. 01, 2017 | |
Organization Consolidation And Presentation Of Financial Statements Abstract | |||
CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 5,112 | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Sales Revenue, Net | $ 300,560 | $ 99,001 | |
Operating Costs and Expenses | $ 255,725 | $ 77,166 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Summary of the categories of property and equipment | ||
Property, Plant and Equipment, net of accumulated depreciation | $ 347,045 | $ 346,507 |
Deferred Revenue | ||
Current - accrued compensation and other current liabilities | 15,895 | 17,519 |
Long-term - other long term liabilities | $ 14,250 | $ 13,000 |
REVENUE - Contract Balances
REVENUE - Contract Balances - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Contract With Customer Asset And Liability [Abstract] | ||
Accounts Receivable Net Current | $ 272,315 | $ 341,989 |
ContractWithCustomerAssetNetCurrent | 0 | 0 |
Deferred Revenue, Current | 15,895 | 17,519 |
Deferred Revenue, Noncurrent | 14,250 | 13,000 |
Contract Liabilities [Member] | ||
Contract Assets or Liabilities Line Items [Line Items} | ||
Beginning Balance | $ 30,519 | |
Satisfaction of Liability | (3,250) | |
Additional amounts recognized | 2,876 | |
Ending Balance | $ 30,145 |
REVENUE - Disaggregation of Rev
REVENUE - Disaggregation of Revenue - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation Of Revenue [Abstract] | ||
Broadcast revenues | $ 305,719 | $ 103,313 |
Event and other revenues | 22,609 | 5,421 |
Trade and barter revenues | 3,498 | 1,078 |
Agency commissions | (31,266) | (10,811) |
Sales Revenue, Net | $ 300,560 | $ 99,001 |
INTANGIBLE ASSETS AND GOODWIL35
INTANGIBLE ASSETS AND GOODWILL (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Changes in goodwill [Roll Forward] | |||
Goodwill before cumulative loss on impairment | $ 988,056 | $ 158,333 | |
Accumulated loss on impairment | (126,056) | $ (125,615) | |
Beginning balance after cumulative loss on impairment | $ 862,000 | 32,718 | |
Loss on impairment during the year | 0 | (441) | |
Acquisition | 0 | 820,961 | |
Dispositions | 0 | 0 | |
Acquisition of Charlotte | 0 | 43 | |
Disposition of radio station - EMF sale | 0 | (266) | |
Acquisition of radio station - iHeartMedia Transaction | 0 | 11,700 | |
Disposition of radio station - iHeartMedia Transaction | 0 | (14) | |
Acquisition of radio station - Beasley Transaction | 0 | 289 | |
Assets held for sale | 0 | (2,990) | |
Deconsolidation of a subsidiary | 0 | 0 | |
Goodwill Acquired Through Exchange | 0 | 0 | |
Adjustments to acquired goodwill | (2,949) | 0 | |
Ending balance | $ 859,051 | $ 862,000 |
OTHER CURRENT AND LONG-TERM L36
OTHER CURRENT AND LONG-TERM LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accounts Payable and Accrued Liabilities, Current [Abstract] | ||
Accrued compensation | $ 31,693 | $ 36,105 |
Accounts receivable credits | 3,268 | 1,876 |
Advertiser obligations | 5,434 | 3,048 |
Accrued interest payable | 19,439 | 12,285 |
Deferred Revenue, Current | 15,895 | 17,519 |
Unfavorable lease liabilities | 3,253 | 3,301 |
Unfavorable sports contracts | 4,634 | 4,634 |
Accrued benefits | 9,366 | 9,470 |
Non income tax liabilities | 9,167 | 8,196 |
Other | 12,839 | 11,127 |
Total other current liabilities | 114,988 | 107,561 |
LiabilitiesNoncurrentAbstract | ||
Deferred Revenue, Noncurrent | 14,250 | 13,000 |
Other Liabilities Noncurrent | $ 107,664 | $ 107,567 |
LONG-TERM DEBT LIABILITIES (Det
LONG-TERM DEBT LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Nov. 17, 2017 |
Debt Instrument [Line Items] | |||
Senior unsecured notes | $ 415,977 | $ 416,584 | |
Total | 1,871,402 | 1,892,558 | |
Current amount of long-term debt | (13,319) | (13,319) | |
Total long-term debt | 1,838,690 | 1,859,442 | |
Outstanding standby letter of credit | 4,176 | 1,856 | |
Stated interest rate percentage, senior unsecured debt | 7.25% | ||
Capital Lease Obligations | |||
Debt Instrument [Line Items] | |||
Other | 955 | 70 | |
Total Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
New Credit Facility | 1,454,470 | 1,475,904 | |
Deferred Financing Costs [Member] | |||
Debt Instrument [Line Items] | |||
Total | (19,393) | (19,797) | |
Term B Loan, due November 17, 2024 [Member] | |||
Debt Instrument [Line Items] | |||
New Credit Facility | 1,326,675 | 1,330,000 | |
Unamortized Premium on Debt | 2,795 | 2,904 | |
Senior Notes due October 17, 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Senior unsecured notes | 400,000 | 400,000 | |
Unamortized Premium on Debt | 15,977 | 16,584 | |
RevolverDueNovember172022Member [Member] | |||
Debt Instrument [Line Items] | |||
New Credit Facility | $ 125,000 | $ 143,000 |
LONG-TERM DEBT LIABILITIES - Se
LONG-TERM DEBT LIABILITIES - Senior Debt (Details) - Senior Debt Obligations $ in Millions | Nov. 17, 2017USD ($) | Mar. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||
Consolidated Leverage Ratio | 3.4 | |
Through December 31, 2017 [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Consolidated Leverage Ratio | 4 | |
ThroughDecember312018Member [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Consolidated Leverage Ratio | 4.5 | |
New Revolver [Member] | ||
Debt Instrument [Line Items] | ||
Undrawn amount of the Revolver | $ 120.8 | |
New Credit Facility, Amount Outstanding | $ 250 | |
New Term B Loan [Member] | ||
Debt Instrument [Line Items] | ||
New Credit Facility, Amount Outstanding | $ 1,330 | |
DebtInstrumentAnnualPrincipalPayment | 1.00% |
LONG-TERM DEBT LIABILITIES - 39
LONG-TERM DEBT LIABILITIES - Senior Unsecured Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Nov. 17, 2017 |
Debt Instrument [Line Items] | |||
Senior Notes | $ 415,977 | $ 416,584 | |
Debt Instrument, Interest Rate, Stated Percentage | 7.25% | ||
DebtInstrumentFaceAmount | $ 400,000 |
LONG-TERM DEBT LIABILITIES - De
LONG-TERM DEBT LIABILITIES - Debt Extinguishment and Net Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net Interest Expense | ||
Interest expense | $ 23,334 | $ 5,414 |
Amortization of deferred financing costs | 795 | 586 |
Amortization of original issue discount of senior notes | (716) | 0 |
Interest income and other investment income | (9) | (23) |
Total net interest expense | $ 23,404 | $ 5,977 |
LONG-TERM DEBT LIABILITIES - Ma
LONG-TERM DEBT LIABILITIES - Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Aggregate Principal Maturities [Line Items] | ||
Total | $ 1,871,402 | $ 1,892,558 |
SHAREHOLDER'S EQUITY (Details)
SHAREHOLDER'S EQUITY (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Dividends And Shares Activitiy [Line Items] | |||
Dvidend Equivalent liability - short term | $ 604 | $ 830 | |
Dvidend Equivalent liability - long term | 1,215 | 1,331 | |
Total Dividend Equivalent Liability | 1,819 | 2,161 | |
Dividend payments | 12,441 | $ 2,916 | |
Amount recorded as financing activity | (3,463) | (2,436) | (2,565) |
The total cost to repurchase | $ (19,379) | (10,675) | |
Dividends paid on preferred stock | 2,574 | ||
Employee stock purchase plan, authorized shares | 1,000 | ||
Stock Issued During Period Value Employee Stock Purchase Plan | $ 321 | $ 182 | |
Total Non cash compensation expense recognized | $ 3,097 | 1,085 | |
Espp Shares Market Value | 85.00% | ||
Espp Share Discount | 15.00% | ||
PaymentsOfDividendsAbstract | |||
Payments of Dividends, Common Stock | $ 12,441 | 2,916 | |
PaymentsOfDividendsPreferredStockAndPreferenceStock | 0 | $ 550 | |
Treasury Stock Line Items | |||
Stock Repurchase Prgram Authorized Amount | $ 100,000 | ||
Average Cost per share of Acquired Treasury Shares | $ 10.57 | ||
ESPP [Member] | |||
Dividends And Shares Activitiy [Line Items] | |||
Stock Issued During Period Shares Employee Stock Purchase Plans | 39 | 15 | |
Total Non cash compensation expense recognized | $ 57 | $ 32 |
SHARE-BASED COMPENSATION - Equi
SHARE-BASED COMPENSATION - Equity Compensation Plan and RSU Acitivity (Details) | 3 Months Ended |
Mar. 31, 2018shares | |
Restricted Stock Unit Activity [Abstract] | |
RSUs issued | 28,700 |
RSUs forfeited | (186,485) |
RSUs vested and released | 946,187 |
SHARE-BASED COMPENSATION - RSU
SHARE-BASED COMPENSATION - RSU Activity - Summary of Change (Details) | 3 Months Ended |
Mar. 31, 2018USD ($)$ / sharesshares | |
Number of Restricted Stock Units [Roll Forward] | |
RSUs beginning | 4,285,290 |
RSUs awarded | 28,700 |
RSUs assumed in Merger | 0 |
RSUs released | (946,187) |
RSUs forfeited | (186,485) |
RSUs ending | 3,181,318 |
Weighted Average Purchase Price RSUs | $ / shares | $ 0 |
Weighted Average Remaining Contractual Term (Years) RSUs | 1 year 4 months 24 days |
Aggregate Intrinsic Value RSUs | $ | $ 30,223,813 |
Number of RSUs vested and expected to vest | 3,181,318 |
Weighted Average Purchase Price of RSUs vested and expected to vest | $ / shares | $ 0 |
Weighted Average Remaining Contractual Term (Years) of RUSs vested and expected to vest | 1 year 3 months 18 days |
Aggregate Intrinsic Value RSUs vested and expected to vest | $ | $ 30,223,813 |
Number of RSUs exercisable | 48,880 |
Weighted Average Purchase Price of RUSs exercisable | $ / shares | $ 0 |
Weighted Average Remaining Contractual Term (Years) of RUSs exercisable | 0 years |
Aggregate Intrinsic Value RSUs exercisable | $ | $ 464,360 |
Weighted average remaining recognition period in years | 2 years |
Unamortized compensation expense, net of estimated forfeitures | $ | $ 28,135,832 |
SHARE-BASED COMPENSATION - RSUs
SHARE-BASED COMPENSATION - RSUs with Market Conditions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Restricted Stock Units With Market Conditions [Line Items] | ||
RSUs issued | 28,700 | |
Reconciliation Of RSUs With Market Conditions [Abstract] | ||
RSUs beginning | 4,285,290 | |
Number of RSUs granted | 28,700 | |
Number of RSUs forfeited | (186,485) | |
Number of RSUs vested | (946,187) | |
RSUs ending | 3,181,318 | 4,285,290 |
Net RSUs increase (decrease) to APIC | $ 3,913 | $ 9,567 |
Restricted Stock Units With Market Conditions [Member] | ||
Share-based Compensation Restricted Stock Units With Market Conditions [Line Items] | ||
RSUs issued | 0 | 70,000 |
Reconciliation Of RSUs With Market Conditions [Abstract] | ||
RSUs beginning | 650,000 | 630,000 |
Number of RSUs granted | 0 | 70,000 |
Number of RSUs forfeited | (110,000) | 0 |
Number of RSUs vested | 0 | (50,000) |
RSUs ending | 540,000 | 650,000 |
Fair value of each RSU issued with market conditions | $ 0 | $ 9.81 |
SHARE-BASED COMPENSATION - Othe
SHARE-BASED COMPENSATION - Other Options Disclosures (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Other Options Disclosures [Line Items] | ||
Intrinsic value of options exercised | $ 101 | $ 50 |
Tax benefit from options exercised, before impact of valuation allowance | 27 | 20 |
Cash received from exercise price of options exercised | $ 13 | $ 5 |
SHARE-BASED COMPENSATION - Opti
SHARE-BASED COMPENSATION - Options Activity (Details) | 3 Months Ended |
Mar. 31, 2018USD ($)$ / sharesshares | |
Options activity [Roll Forward] | |
Options beginning | 883,347 |
Options granted | 0 |
Options assumed in Merger | 0 |
Options exercised | (10,000) |
Options forfeited | 0 |
Options expired | (11,500) |
Options ending | 861,847 |
Weighted average exercise price - beginning | $ / shares | $ 8.38 |
Weighted average exercise price - options exercised | $ / shares | 1.34 |
Weighted average exercise price - options forfeited | $ / shares | 0 |
Weighted average excercise price - options assumed in merger | $ / shares | 0 |
Weighted average exercise price - options expired | $ / shares | 11.72 |
Weighted average exercise price - ending | $ / shares | $ 8.42 |
Weighted Average Remaining Contractual Term (Years) Options | 2 years |
Intrinsic Value Options | $ | $ 2,408,821 |
Options vested and expected to vest | 861,847 |
Options vested and exercisable | 861,847 |
Weighted average exercise price options vested and expected to vest | $ / shares | $ 8.42 |
Weighted average exercise price options vested and exerciable | $ / shares | $ 8.42 |
Weighted average remaining contractual period (Years) options vested and expected to vest | 2 years |
Weighted average remaining contractual period (years) options vested and exercisable | 2 years |
Intrinsic value options vested and expected to vest | $ | $ 2,408,821 |
Intrinsic value options vested and exercisable | $ | $ 2,408,821 |
Weighted average remaining recognition period in years | 0 years |
Unamortized compensation expense, net of estimated forfeitures | $ | $ 0 |
SHARE-BASED COMPENSATION - Valu
SHARE-BASED COMPENSATION - Valuation Method (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Valuation Methodology [Abstract] | ||
Expected volatility factor (%) - Minimum | 0.00% | 0.00% |
Expected volatility factor (%) - Maximum | 0.00% | 54.00% |
Risk-free interest rate (%) - Minimum | 0.00% | 0.00% |
Risk-free interest rate (%) - Maximum | 0.00% | 1.80% |
Expected dividend yield (%) | 0.00% | 3.30% |
SHARE-BASED COMPENSATION - Ot49
SHARE-BASED COMPENSATION - Other Award Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Significant ranges of outstanding and exercisable options [Line Items] | |||
Number of options outstanding | 861,847 | 883,347 | |
Weighted average remaining contractual life options outstanding | 2 years | ||
Weighted average exercise price options outstanding | $ 8.42 | $ 8.38 | |
Number of options exercisable | 861,847 | ||
Weighted average exercise price options exercisable | $ 8.42 | ||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | $ 3,097 | $ 1,085 | |
Exercise prices from 1.34 to 1.34 | |||
Significant ranges of outstanding and exercisable options [Line Items] | |||
Number of options outstanding | 290,437 | ||
Weighted average remaining contractual life options outstanding | 10 months 24 days | ||
Weighted average exercise price options outstanding | $ 1.34 | ||
Number of options exercisable | 290,437 | ||
Weighted average exercise price options exercisable | $ 1.34 | ||
Exercise prices from 2.02 to 13.98 | |||
Significant ranges of outstanding and exercisable options [Line Items] | |||
Number of options outstanding | 571,410 | ||
Weighted average remaining contractual life options outstanding | 2 years 7 months 6 days | ||
Weighted average exercise price options outstanding | $ 12.02 | ||
Number of options exercisable | 571,410 | ||
Weighted average exercise price options exercisable | $ 12.02 | ||
Station operating expenses [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | $ 1,958 | 204 | |
Corporate general and administrative expenses [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | 1,955 | 1,389 | |
Stock-based compensation expense included in operating expenses [Member] | |||
Recognized Non-Cash Compensation Expense [Line Items] | |||
Total Non cash compensation expense recognized | 3,913 | 1,593 | |
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 | $ 816 | $ 508 |
NET INCOME PER COMMON SHARE (De
NET INCOME PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive when reporting loss | 1,313 | 1,164 | |
Earnings Per Share, Basic and Diluted [Abstract] | |||
INCOME (LOSS) FROM CONTINUING OPERATIONS | $ (14,206) | $ (9,331) | |
Preferred stock dividend | 0 | 550 | |
Income available to common shareholders from continuing operations | (14,206) | (9,881) | |
Income Loss From Discontinued Operations Net Of Tax | 328 | 0 | |
Net income (loss) available to common shareholders | (13,878) | (9,881) | $ 233,849 |
Net Income (Loss) Available to Common Stockholders, Basic | $ (14,206) | $ (9,881) | |
Weighted Average Number Of Shares Outstanding Basic | 138,939,309 | 38,910,322 | |
Incremental Common Shares Attributable to Share-based Payment Arrangements | 0 | 0 | |
Weighted Average Number Of Diluted Shares Outstanding | 138,939,309 | 38,910,322 | |
Basic net income (loss) per common share from continuing operations | $ (0.1) | $ (0.25) | |
Income (Loss) from Discontinued Operations, Net of Tax, Per Basic Share | 0 | 0 | |
Earnings Per Share Basic | (0.1) | (0.25) | |
Earnings Per Share Diluted | $ (0.1) | $ (0.25) | |
Options Activity [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive under the treasury stock method | 367 | 0 | |
Price range of option: from | $ 9.66 | $ 0 | |
Price range of option: to | $ 13.98 | $ 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 | 0 | 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 | 226 | 267 | |
Restricted Stock Units Activity [Member] | 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 | 0 | 0 | |
Restricted Stock Units Activity [Member] | Perpetual Cumulative Convertible Preferred Stock [Member] | |||
Impact Of Equity Awards [Line Items] | |||
Excluded shares as anti-dilutive under the treasury stock method | 0 | 1,953 |
INCOME TAXES - Expected And Rep
INCOME TAXES - Expected And Reported Income Taxes (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract] | |||
Federal statutory income tax rate | 35.00% | ||
Federal statutory income tax rate - revised | 21.00% | ||
Income taxes (benefit) | $ (3,509) | $ (11,662) | |
Effective income tax rate | 19.80% | 55.60% | |
IncomeTaxExpenseBenefitIntraperiodTaxAllocation | $ 800 |
INCOME TAXES - Expense (Benefit
INCOME TAXES - Expense (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Deferred: | ||
Total deferred | $ (5,252) | $ (11,662) |
Income taxes (benefit) | $ (3,509) | $ (11,662) |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Deferred tax liabilities: | ||
Deferred Tax Assets (Liabilities), Net | $ 604.5 | $ 609.8 |
FAIR VALUE OF FINANCIAL INSTR54
FAIR VALUE OF FINANCIAL INSTRUMENTS - Recurring basis (Details) - Other Long Term Liabilities [Member] - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Liabilities | ||
Deferred Compensation | $ (40,170) | $ (40,995) |
Fair Value, Inputs, Level 1 [Member] | ||
Liabilities | ||
Deferred Compensation | (24,791) | (23,751) |
Fair Value, Inputs, Level 2 [Member] | ||
Liabilities | ||
Deferred Compensation | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Liabilities | ||
Deferred Compensation | 0 | 0 |
Measured at Net Asset Value as Practical Expedient [Member] | ||
Liabilities | ||
Deferred Compensation | $ (15,379) | $ (17,244) |
FAIR VALUE OF FINANCIAL INSTR55
FAIR VALUE OF FINANCIAL INSTRUMENTS - Non-Recurring basis (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Goodwill, Impairment Loss | $ 0 | $ 441 |
FAIR VALUE OF FINANCIAL INSTR56
FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Schedule of Cost-method Investments Line Items | ||
Original Cost | $ 9,955 | $ 255 |
Other Than Temporary Impairment | 0 | 0 |
Carrying Amount Not Evaluated for Impairment | 9,955 | 255 |
Payments to Acquire Restricted Investments | 1,250 | 9,700 |
Cost Method Invetsment, after adjustments | 11,205 | 9,955 |
Senior Notes | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 400,000 | 400,000 |
Fair value of debt | 407,500 | 422,876 |
Finance Method Lease Obligations | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 955 | 70 |
Letter of credit | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 4,176 | 1,856 |
New Term B Loan [Member] | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 1,326,675 | 1,330,000 |
Fair value of debt | 1,334,967 | 1,336,650 |
New Revolver [Member] | ||
Fair Value Of Instruments [Line Items] | ||
Carrying value of debt | 125,000 | 143,000 |
Fair value of debt | $ 125,000 | $ 143,000 |
ASSETS HELD FOR SALE (Details)
ASSETS HELD FOR SALE (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsLineItems | |||
Net Revenues | $ 0 | ||
Station operating expenses | 0 | ||
Depreciation and amortization | 0 | ||
TBA income | 415 | ||
Total Operating Expenses | 0 | ||
Income before taxes | 415 | ||
Tax Expense attributable to Discontinued Operations | 87 | ||
Income from Discontinued Operations, Net of Tax | 328 | ||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 347,045 | $ 346,507 | |
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Net Assets Held for Sale | 211,870 | 212,320 | |
Goodwill | 859,051 | 862,000 | $ 32,718 |
IntangibleAssetsNetIncludingGoodwill | 160,534 | 160,534 | |
BonnevilleTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Net Assets Held for Sale | 165,870 | 165,870 | |
IntangibleAssetsNetIncludingGoodwill | 160,534 | 160,534 | |
OtherTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Net Assets Held for Sale | 46,000 | 46,450 | |
IntangibleAssetsNetIncludingGoodwill | 0 | 0 | |
Land and Land Improvements [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 47,110 | 47,110 | |
Land and Land Improvements [Member] | BonnevilleTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 1,110 | 1,110 | |
Land and Land Improvements [Member] | OtherTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 46,000 | 46,000 | |
Building [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 1,520 | 1,970 | |
Building [Member] | BonnevilleTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 1,520 | 1,520 | |
Building [Member] | OtherTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 0 | 450 | |
Leasehold improvements [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 88 | 88 | |
Leasehold improvements [Member] | BonnevilleTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 88 | 88 | |
Leasehold improvements [Member] | OtherTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 0 | 0 | |
Equipment [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 2,618 | 2,618 | |
Equipment [Member] | BonnevilleTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 2,618 | 2,618 | |
Equipment [Member] | OtherTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 0 | 0 | |
Property Plant and Equipment Net Member [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 51,336 | 51,786 | |
Property Plant and Equipment Net Member [Member] | BonnevilleTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 5,336 | 5,336 | |
Property Plant and Equipment Net Member [Member] | OtherTransactionMember [Member] | |||
Summary of the categories of property and equipment | |||
Property Plant And Equipment Net | 46,000 | 46,450 | |
Radio Broadcasting Licences [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Radio broadcasting licenses | 136,014 | 136,014 | |
Radio Broadcasting Licences [Member] | BonnevilleTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Radio broadcasting licenses | 136,014 | 136,014 | |
Radio Broadcasting Licences [Member] | OtherTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Radio broadcasting licenses | 0 | 0 | |
Other Intangibles | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
OtherIntangibleAssetsNet | 1,947 | 1,947 | |
Other Intangibles | BonnevilleTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
OtherIntangibleAssetsNet | 1,947 | 1,947 | |
Other Intangibles | OtherTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
OtherIntangibleAssetsNet | 0 | 0 | |
Goodwill [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Goodwill | 22,573 | 22,573 | |
Goodwill [Member] | BonnevilleTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Goodwill | 22,573 | 22,573 | |
Goodwill [Member] | OtherTransactionMember [Member] | |||
IntangibleAssetsGrossExcludingGoodwillAbstract | |||
Goodwill | $ 0 | $ 0 |
ACQUISITIONS, DIVESTITURES AN58
ACQUISITIONS, DIVESTITURES AND PRO FORMA SUMMARY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Nov. 17, 2017 | |
Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Gross | $ 0 | $ 24,000 | ||
Purchase price allocation [Abstract] | ||||
Property Plant And Equipment Net | 347,045 | $ 346,507 | ||
The expense recognized in the consolidated statement of income as merger and acquisition costs [Abstract] | ||||
Merger and acquisition costs and restructuring charges | 1,383 | 10,271 | ||
Restructuring Charges | 1,481 | 0 | ||
Transition Services Costs | 0 | |||
Other Restructuring Costs | 491 | 0 | ||
Total Restructuring Charge and Transition Services | 0 | |||
Lease Abandonment Costs | 257 | 0 | ||
Changes in Estimates | 0 | 0 | ||
Workforce Reduction | 590 | 0 | ||
Costs to Exit Duplicative Contracts | 143 | 0 | ||
Unaudited Pro Forma Summary Of Financial Information | ||||
Net revenues | 300,560 | 339,678 | ||
Net income | $ (13,878) | $ 6,319 | ||
Net income per common share - basic | $ (0.1) | $ 0.04 | ||
Net income per common share - diluted | $ (0.1) | $ 0.04 | ||
Net income, available to common shareholders | $ (13,878) | $ 5,769 | ||
ProFormaWeightedAverageSharesOutstandingDiluted | 138,939,309 | 141,481,456 | ||
WeightedAverageBasicSharesOutstandingProForma | 138,939,309 | 140,317,816 | ||
Income (Loss) from Continuing Operations, Per Outstanding Share, Total | $ (0.1) | $ (0.25) | ||
Income (Loss) from Discontinued Operations, Net of Tax, Per Basic Share | $ 0 | $ 0 | ||
Weighted Average Number Of Shares Outstanding Basic | 138,939,309 | 38,910,322 | ||
Weighted Average Number Of Diluted Shares Outstanding | 138,939,309 | 38,910,322 | ||
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | $ (14,206) | $ (9,331) | ||
Income Loss From Discontinued Operations Net Of Tax | 328 | $ 0 | ||
CBS Radio [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total intangible assets | 3,001,071 | $ 3,002,094 | ||
Total assets | 3,539,557 | |||
Net assets acquired | 1,168,848 | |||
Total current assets | 274,104 | |||
Total current liabilities | 132,939 | |||
Total liabilities acquired | 2,370,709 | |||
Property, Plant and Equipment, Gross | 264,382 | |||
CBS Radio [Member] | CurrentLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 13,859 | |||
CBS Radio [Member] | CurrentLiabilitiesDomain [Domain] | Unfavorable lease Liabilities Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 12,770 | |||
CBS Radio [Member] | CurrentLiabilitiesDomain [Domain] | Unfavorable contracts Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 22,597 | |||
CBS Radio [Member] | CurrentLiabilitiesDomain [Domain] | Noncurrent Portion of Long Term Debt Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 1,376,900 | |||
CBS Radio [Member] | CurrentLiabilitiesDomain [Domain] | Deferred Tax Liability Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 777,883 | |||
CBS Radio [Member] | Accrued Compensation Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 26,324 | |||
CBS Radio [Member] | Current Portion of Long Term Debt Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 10,600 | |||
CBS Radio [Member] | Current portion of unfavorable contracts Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 4,803 | |||
CBS Radio [Member] | Accrued interest member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 4,529 | |||
CBS Radio [Member] | Current Portion of Unearned Revenue Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 14,971 | |||
CBS Radio [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 36,558 | |||
CBS Radio [Member] | ||||
Unaudited Pro Forma Summary Of Financial Information | ||||
Fair Value Inputs Long Term Revenue Growth Rate | 1.00% | |||
Discount Rates | 9.00% | |||
Shares Issued Pursuant to Acquisition | 101,407,494 | |||
CBS Radio [Member] | AccruedExpensesMember [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 35,154 | |||
CBS Radio [Member] | Accounts Receivable [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 241,548 | |||
CBS Radio [Member] | Prepaid contracts member [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 4,160 | |||
CBS Radio [Member] | PrepaidExpensesMember [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 20,625 | |||
CBS Radio [Member] | OtherCurrentAssetsMember | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 7,771 | |||
CBS Radio [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total intangible assets | 1,023 | $ 3,002,094 | ||
Total assets | $ 3,540,159 | |||
Net assets acquired | 1,168,848 | |||
Total current assets | 273,683 | |||
Total current liabilities | 132,518 | |||
Total liabilities acquired | 2,371,311 | |||
CBS Radio [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 13,859 | |||
CBS Radio [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | Unfavorable lease Liabilities Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 12,770 | |||
CBS Radio [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | Unfavorable contracts Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 22,597 | |||
CBS Radio [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | Noncurrent Portion of Long Term Debt Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 1,376,900 | |||
CBS Radio [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | Deferred Tax Liability Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 780,832 | |||
CBS Radio [Member] | As Previously Reported [Member] | Accrued Compensation Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 26,324 | |||
CBS Radio [Member] | As Previously Reported [Member] | Current Portion of Long Term Debt Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 10,600 | |||
CBS Radio [Member] | As Previously Reported [Member] | Current portion of unfavorable contracts Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 4,803 | |||
CBS Radio [Member] | As Previously Reported [Member] | Accrued interest member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 4,529 | |||
CBS Radio [Member] | As Previously Reported [Member] | Current Portion of Unearned Revenue Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 14,971 | |||
CBS Radio [Member] | As Previously Reported [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 36,137 | |||
CBS Radio [Member] | As Previously Reported [Member] | AccruedExpensesMember [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 35,154 | |||
CBS Radio [Member] | As Previously Reported [Member] | Accounts Receivable [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 241,548 | |||
CBS Radio [Member] | As Previously Reported [Member] | Prepaid contracts member [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 4,160 | |||
CBS Radio [Member] | As Previously Reported [Member] | PrepaidExpensesMember [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 20,625 | |||
CBS Radio [Member] | As Previously Reported [Member] | OtherCurrentAssetsMember | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 7,350 | |||
CBS Radio [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | (602) | |||
Net assets acquired | 0 | |||
Total current assets | 421 | |||
Total current liabilities | 421 | |||
Total liabilities acquired | (602) | |||
CBS Radio [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 0 | |||
CBS Radio [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | Unfavorable lease Liabilities Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 0 | |||
CBS Radio [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | Unfavorable contracts Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 0 | |||
CBS Radio [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | Noncurrent Portion of Long Term Debt Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 0 | |||
CBS Radio [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | Deferred Tax Liability Member [Member] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | (2,949) | |||
CBS Radio [Member] | Adjustment [Member] | Accrued Compensation Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 0 | |||
CBS Radio [Member] | Adjustment [Member] | Current Portion of Long Term Debt Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 0 | |||
CBS Radio [Member] | Adjustment [Member] | Current portion of unfavorable contracts Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 0 | |||
CBS Radio [Member] | Adjustment [Member] | Accrued interest member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 0 | |||
CBS Radio [Member] | Adjustment [Member] | Current Portion of Unearned Revenue Member [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 0 | |||
CBS Radio [Member] | Adjustment [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 421 | |||
CBS Radio [Member] | Adjustment [Member] | AccruedExpensesMember [Member] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current liabilities | 0 | |||
CBS Radio [Member] | Adjustment [Member] | Accounts Receivable [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 0 | |||
CBS Radio [Member] | Adjustment [Member] | Prepaid contracts member [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 0 | |||
CBS Radio [Member] | Adjustment [Member] | PrepaidExpensesMember [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 0 | |||
CBS Radio [Member] | Adjustment [Member] | OtherCurrentAssetsMember | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total current assets | 421 | |||
CBS Radio [Member] | OtherNoncurrentLiabilitiesMember | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 33,761 | |||
CBS Radio [Member] | OtherNoncurrentLiabilitiesMember | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 31,835 | |||
CBS Radio [Member] | OtherNoncurrentLiabilitiesMember | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total liabilities acquired | 1,926 | |||
CBS Radio [Member] | Leasehold improvements [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 36,029 | |||
CBS Radio [Member] | Leasehold improvements [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 26,255 | |||
CBS Radio [Member] | Leasehold improvements [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 9,774 | |||
CBS Radio [Member] | Furniture and equipment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 4,080 | |||
CBS Radio [Member] | Furniture and equipment [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 10,929 | |||
CBS Radio [Member] | Furniture and equipment [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | (6,849) | |||
CBS Radio [Member] | Equipment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 81,407 | |||
CBS Radio [Member] | Equipment [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 76,486 | |||
CBS Radio [Member] | Equipment [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 4,921 | |||
CBS Radio [Member] | Land and Land Improvements [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 1,348 | |||
CBS Radio [Member] | Land and Land Improvements [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 3,988 | |||
CBS Radio [Member] | Land and Land Improvements [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | (2,640) | |||
CBS Radio [Member] | Land [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 112,880 | |||
CBS Radio [Member] | Land [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 112,880 | |||
CBS Radio [Member] | Land [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 0 | |||
CBS Radio [Member] | Building [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 14,040 | |||
CBS Radio [Member] | Building [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 19,246 | |||
CBS Radio [Member] | Building [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | (5,206) | |||
CBS Radio [Member] | ConstructionInProgressMember | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 14,598 | |||
CBS Radio [Member] | ConstructionInProgressMember | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 14,598 | |||
CBS Radio [Member] | ConstructionInProgressMember | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 0 | |||
CBS Radio [Member] | Total Tangible Property Member [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 264,382 | |||
CBS Radio [Member] | Total Tangible Property Member [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Property, Plant and Equipment, Gross | 0 | |||
CBS Radio [Member] | Radio Broadcasting Licences [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets non amortizable | 1,880,400 | |||
CBS Radio [Member] | Radio Broadcasting Licences [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets non amortizable | 1,880,400 | |||
CBS Radio [Member] | Radio Broadcasting Licences [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets non amortizable | 0 | |||
CBS Radio [Member] | Goodwill [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets non amortizable | 818,012 | |||
CBS Radio [Member] | Goodwill [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets non amortizable | 820,961 | |||
CBS Radio [Member] | Goodwill [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets non amortizable | (2,949) | |||
CBS Radio [Member] | Advertiser lists and customer relationships [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets amortizable | 27,453 | |||
CBS Radio [Member] | Advertiser lists and customer relationships [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets amortizable | 27,453 | |||
CBS Radio [Member] | Advertiser lists and customer relationships [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets amortizable | 0 | |||
CBS Radio [Member] | Assets Held For Sale [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets amortizable | 255,650 | |||
CBS Radio [Member] | Assets Held For Sale [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | 255,650 | |||
CBS Radio [Member] | Assets Held For Sale [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | 0 | |||
CBS Radio [Member] | Lease Agreements [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets amortizable | 16,580 | |||
CBS Radio [Member] | Lease Agreements [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | 16,580 | |||
CBS Radio [Member] | Lease Agreements [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | 0 | |||
CBS Radio [Member] | Other Noncurrent Assets [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Intangible assets amortizable | 2,976 | |||
CBS Radio [Member] | Other Noncurrent Assets [Member] | As Previously Reported [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | $ 1,050 | |||
CBS Radio [Member] | Other Noncurrent Assets [Member] | Adjustment [Member] | CurrentLiabilitiesDomain [Domain] | LongTermLiabilitiesDomain [Domain] | ||||
Purchase price allocation [Abstract] | ||||
Total assets | $ 1,926 |
BUSINESS COMBINATIONS - Accrued
BUSINESS COMBINATIONS - Accrued Restructuring (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Restructuring Reserve [Abstract] | ||
Restructuring charges, beginning balance | $ 16,086 | $ 650 |
Increase in Restructuring Charges | 1,481 | 15,005 |
Payments for Restructuring | (6,346) | (664) |
Restructuring Charges Assumed in Merger | 0 | 1,095 |
Restructuring charges, ending balance | 11,221 | 16,086 |
RestructuringReserveNoncurrent | (2,926) | (4,413) |
Restructuring Reserve Current | $ 8,295 | $ 11,673 |
PERPETUAL CUMULATIVE CONVERTIBA
PERPETUAL CUMULATIVE CONVERTIBALE PREFERRED STOCK (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Preferred Stock Carrying Value [Abstract] | |
Perpetual Convertible Preferred Stock, Value, Issued | $ 0 |
CONTINGENCIES AND COMMITMENTS61
CONTINGENCIES AND COMMITMENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Commitments And Contingencies Disclosure Abstract | ||
Letter of credit requirement | $ 4,176 | $ 1,856 |
Non recognized revenue - USTN | $ 12,000 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
PaymentsToAcquirePropertyPlantAndEquipmentAbstract | ||
Deferred charges and other assets | $ 1,578 | $ 270 |
Uncategorized Items - etm-20180
Label | Element | Value |
Retained Earnings [Member] | ||
CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 4,578,000 |
Common Class B [Member] | ||
CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Additional Paid In Capital [Member] | ||
CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 534,000 |
Common Class A [Member] | ||
CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |