Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2014 | Mar. 04, 2015 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 | ||
Trading Symbol | MSO | ||
Entity Registrant Name | MARTHA STEWART LIVING OMNIMEDIA INC | ||
Entity Central Index Key | 1091801 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $142,197,246 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Class A Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 32,236,549 | ||
Class B Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 24,984,625 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
REVENUES | |||||
Total revenues | $141,916 | $160,675 | $197,627 | ||
OPERATING COSTS AND EXPENSES | |||||
Production, distribution and editorial | -58,720 | -73,121 | -103,347 | ||
Selling and promotion | -33,565 | -45,033 | -52,453 | ||
General and administrative | -38,122 | -39,945 | -45,148 | ||
Depreciation and amortization | -4,354 | -3,758 | -4,007 | ||
Restructuring charges | -3,637 | [1] | -3,439 | [1] | -4,811 |
Impairment of trademark and goodwill | -11,350 | 0 | -44,257 | ||
Gain on sale of subscriber list, net | 0 | 2,724 | 0 | ||
OPERATING LOSS | -7,832 | -1,897 | -56,396 | ||
OTHER INCOME / (EXPENSE) | |||||
Interest (expense) / income and other, net | -435 | 209 | 1,913 | ||
LOSS BEFORE INCOME TAXES | -8,267 | -1,688 | -54,483 | ||
Income tax benefit / (provision) | 3,209 | -84 | -1,602 | ||
NET LOSS | -5,058 | -1,772 | -56,085 | ||
LOSS PER SHARE - BASIC AND DILUTED | |||||
Net loss | ($0.09) | ($0.03) | ($0.83) | ||
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | |||||
Basic and diluted | 56,953,958 | 64,912,368 | 67,231,463 | ||
Publishing | |||||
REVENUES | |||||
Total revenues | 82,139 | 96,493 | 122,540 | ||
OPERATING COSTS AND EXPENSES | |||||
Depreciation and amortization | -469 | -944 | -742 | ||
Restructuring charges | -2,702 | -2,004 | [1] | -1,971 | |
Impairment of trademark and goodwill | -44,257 | ||||
Gain on sale of subscriber list, net | 2,724 | ||||
OPERATING LOSS | -7,583 | -14,781 | -62,029 | ||
Merchandise [Member] | |||||
REVENUES | |||||
Total revenues | 57,371 | 59,992 | 57,574 | ||
OPERATING COSTS AND EXPENSES | |||||
Depreciation and amortization | -51 | -50 | -52 | ||
Restructuring charges | -464 | -583 | [1] | -81 | |
Impairment of trademark and goodwill | 0 | ||||
OPERATING LOSS | 30,419 | 40,512 | 39,477 | ||
Broadcasting [Member] | |||||
REVENUES | |||||
Total revenues | 2,406 | 4,190 | 17,513 | ||
OPERATING COSTS AND EXPENSES | |||||
Depreciation and amortization | -4 | -27 | -388 | ||
Restructuring charges | 0 | [1] | -816 | ||
Impairment of trademark and goodwill | 0 | ||||
OPERATING LOSS | $127 | $2,155 | $2,354 | ||
[1] | As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net loss | ($5,058) | ($1,772) | ($56,085) |
Amounts reclassified for net realized losses on available-for-sale securities included in net loss | 496 | 423 | 320 |
Net unrealized losses on available-for-sale securities occurring during the period | -41 | -464 | -592 |
Other comprehensive income / (loss) | 455 | -41 | -272 |
Total comprehensive loss | ($4,603) | ($1,813) | ($56,357) |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ||
Cash and cash equivalents | $11,439 | $21,884 |
Short-term investments | 36,816 | 19,268 |
Restricted cash and investments | 0 | 5,072 |
Accounts receivable, net | 30,319 | 39,694 |
Paper inventory | 0 | 2,901 |
Other current assets | 3,108 | 3,876 |
Total current assets | 81,682 | 92,695 |
PROPERTY AND EQUIPMENT, net | 4,106 | 7,961 |
GOODWILL, net | 0 | 850 |
OTHER INTANGIBLE ASSETS, net | 34,700 | 45,200 |
OTHER NONCURRENT ASSETS | 991 | 1,661 |
Total assets | 121,479 | 148,367 |
CURRENT LIABILITIES | ||
Accounts payable and accrued liabilities | 14,753 | 12,464 |
Accrued payroll and related costs | 5,706 | 8,665 |
Current portion of deferred subscription revenue | 22 | 7,632 |
Current portion of deferred revenue | 16,068 | 17,227 |
Total current liabilities | 36,549 | 45,988 |
DEFERRED SUBSCRIPTION REVENUE | 4 | 3,587 |
DEFERRED REVENUE | 10,115 | 17,307 |
DEFERRED INCOME TAX LIABILITY | 3,755 | 7,094 |
OTHER NONCURRENT LIABILITIES | 2,371 | 3,916 |
Total liabilities | 52,794 | 77,892 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS' EQUITY | ||
Capital in excess of par value | 345,021 | 342,213 |
Accumulated deficit | -276,109 | -271,051 |
Accumulated other comprehensive loss | -24 | -479 |
Shareholders' equity before treasury stock | 69,460 | 71,250 |
Less: Class A treasury stock—59,400 shares at cost | -775 | -775 |
Total shareholders’ equity | 68,685 | 70,475 |
Total liabilities and shareholders’ equity | 121,479 | 148,367 |
Class A Common Stock | ||
SHAREHOLDERS' EQUITY | ||
Common Stock | 322 | 307 |
Class B Common Stock | ||
SHAREHOLDERS' EQUITY | ||
Common Stock | $250 | $260 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Class A Common Stock | ||
Common Stock, par value | $0.01 | $0.01 |
Common Stock, shares authorized | 350,000,000 | 350,000,000 |
Common Stock, Shares, Issued | 32,260,936 | 30,704,491 |
Common Stock, shares outstanding | 32,201,536 | 30,645,091 |
Treasury stock, shares | 59,400 | 59,400 |
Class B Common Stock | ||
Common Stock, par value | $0.01 | $0.01 |
Common Stock, shares authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 24,984,625 | 25,984,625 |
Common Stock, shares outstanding | 24,984,625 | 25,984,625 |
Consolidated_Statement_of_Shar
Consolidated Statement of Shareholders' Equity (USD $) | Total | Class A Common Stock | Class B Common Stock | Capital in Excess of Par Value [Member] | Accumulated deficit [Member] | Total Accumulated Other Comprehensive Loss | Class A Treasury Stock [Member] | Class A Common Stock | Class B Common Stock |
In Thousands, except Share data, unless otherwise specified | Common Stock [Member] | Common Stock [Member] | |||||||
Beginning Balance at Dec. 31, 2011 | $147,947 | $409 | $260 | $336,661 | ($188,442) | ($166) | ($775) | ||
Balance, Shares at Dec. 31, 2011 | 40,954,000 | 25,985,000 | 59,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | -56,085 | -56,085 | |||||||
Other comprehensive loss | -272 | -272 | |||||||
Issuance of shares of stock in conjunction with stock option exercises | 153 | 1 | 152 | ||||||
Issuance of shares of stock in conjunction with stock option exercise, shares | 78,000 | ||||||||
Issuance of shares of stock and restricted stock, net of cancellations and tax withholdings | -157 | 2 | -159 | ||||||
Issuance of shares of stock and restricted stock, net of cancellations and tax withholdings, shares | 189,000 | ||||||||
Common stock dividends | -2 | -2 | |||||||
Non-cash equity compensation | 3,932 | 3,932 | |||||||
Ending Balance at Dec. 31, 2012 | 95,516 | 412 | 260 | 340,586 | -244,529 | -438 | -775 | ||
Balance, shares at Dec. 31, 2012 | 41,221,000 | 25,985,000 | 59,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | -1,772 | -1,772 | |||||||
Other comprehensive loss | -41 | -41 | |||||||
Issuance of shares of stock in conjunction with stock option exercises | 116 | 1 | 115 | ||||||
Issuance of shares of stock in conjunction with stock option exercise, shares | 60,000 | ||||||||
Issuance of shares of stock and restricted stock, net of cancellations and tax withholdings | -463 | 4 | -467 | ||||||
Stock returned and retired during period, value | 110 | 24,750 | |||||||
Issuance of shares of stock and restricted stock, net of cancellations and tax withholdings, shares | -424,000 | ||||||||
Issuance of shares of stock in connection with equity sale, net of expenses | -110 | ||||||||
Issuance of shares of stock in connection with equity sale, net of expenses, shares | -11,000,000 | ||||||||
Common stock dividends | -24,860 | -24,750 | |||||||
Non-cash equity compensation | 1,979 | 1,979 | |||||||
Ending Balance at Dec. 31, 2013 | 70,475 | 307 | 260 | 342,213 | -271,051 | -479 | -775 | ||
Balance, shares at Dec. 31, 2013 | 30,705,000 | 25,985,000 | 59,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss | -5,058 | -5,058 | |||||||
Other comprehensive loss | 455 | 455 | |||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 1,000,000 | -1,000,000 | |||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | 10 | -10 | |||||||
Issuance of shares of stock in conjunction with stock option exercises | 985 | 3 | 982 | ||||||
Issuance of shares of stock in conjunction with stock option exercise, shares | 301,000 | ||||||||
Issuance of shares of stock and restricted stock, net of cancellations and tax withholdings | -285 | 2 | -287 | ||||||
Issuance of shares of stock and restricted stock, net of cancellations and tax withholdings, shares | -255,000 | ||||||||
Non-cash equity compensation | 2,113 | 2,113 | |||||||
Ending Balance at Dec. 31, 2014 | $68,685 | $322 | $250 | $345,021 | ($276,109) | ($24) | ($775) | ||
Balance, shares at Dec. 31, 2014 | 32,261,000 | 24,985,000 | 59,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | ($5,058) | ($1,772) | ($56,085) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Non-cash revenue | -7,007 | -1,840 | -541 |
Depreciation and amortization | 4,354 | 3,758 | 4,007 |
Impairment charge | 11,350 | 0 | 44,257 |
Non-cash equity compensation | 2,113 | 1,979 | 3,939 |
Deferred income tax expense | -3,338 | -23 | 1,243 |
Gain on sale of subscriber list, net | 0 | -2,724 | 0 |
Gain on sales of cost-based investments | 0 | 0 | -1,165 |
Other non-cash charges, net | 1,499 | 193 | 7,769 |
Changes in operating assets and liabilities | |||
Accounts receivable, net | 9,375 | -1,621 | 10,164 |
Paper Inventory | 2,901 | 1,543 | 2,645 |
Accounts payable and accrued liabilities and other | 2,345 | -479 | -10,447 |
Accrued payroll and related costs | -2,959 | -651 | 2,308 |
Deferred subscription revenue | -11,193 | -4,240 | -2,347 |
Deferred revenue | -1,344 | 4,796 | -221 |
Other changes | -332 | -414 | -5,130 |
Total changes in operating assets and liabilities | -1,207 | -1,066 | -3,028 |
Net cash provided by / (used in) operating activities | 2,706 | -1,495 | 396 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Capital expenditures | -518 | -1,090 | -1,314 |
Purchases of short-term investments | -42,307 | -16,888 | -38,113 |
Sales of short-term investments | 28,397 | 21,683 | 19,344 |
Proceeds from the sale of asset | 0 | 673 | 1,165 |
Net cash (used in) / provided by investing activities | -14,428 | 4,378 | -18,918 |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from exercise of stock options | 985 | 116 | 153 |
Shares held in payment of employee tax obligations | -285 | -463 | -159 |
Change in restricted cash | 577 | -577 | 0 |
Net cash provided / (used in) by financing activities | 1,277 | -924 | -6 |
Net (decrease) / increase in cash | -10,445 | 1,959 | -18,528 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 21,884 | 19,925 | 38,453 |
CASH AND CASH EQUIVALENTS, END OF YEAR | 11,439 | 21,884 | 19,925 |
Return of shares of stock in connection with settlement with minority investor | $0 | $24,860 | $0 |
The_Company
The Company | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | THE COMPANY |
Martha Stewart Living Omnimedia, Inc. (together with its wholly owned subsidiaries, the “Company”) is a globally recognized lifestyle company committed to providing consumers with inspiring content and well-designed, high quality products. The Company’s business segments are currently Publishing, Merchandising and Broadcasting. | |
The Publishing segment primarily consists of the Company’s operations related to its magazines (Martha Stewart Living and Martha Stewart Weddings) and books, as well as its digital operations, which includes the content-driven website, marthastewart.com, and the digital distribution of video content. In October 2014, the Company entered into a Magazine, Content Creation and Licensing Agreement (the “MS Living Agreement”) with Meredith Corporation (“Meredith”), and, effective November 1, 2014, the Company discontinued publication of Martha Stewart Living and the Company's digital operations. Pursuant to the MS Living Agreement, Meredith assumed control of advertising sales, circulation and production of Martha Stewart Living and hosting, operating, maintaining, and providing advertising sales and related functions for marthastewart.com, marthastewartweddings.com and related digital assets. The Company will continue to own its underlying intellectual property, and create and provide all editorial content for Martha Stewart Living, marthastewart.com and marthastewartweddings.com. Under this arrangement, (1) Meredith pays the Company a per page fee for print content for Martha Stewart Living; (2) Meredith pays the Company a share of the digital advertising revenues, including video advertising revenues, it receives; and (3) Meredith will pay the Company a share of the annual operating profit from producing and distributing Martha Stewart Living. | |
Concurrently with the MS Living Agreement, the parties also entered into the Magazine Publishing Agreement (the “MS Weddings Agreement”). Pursuant to the MS Weddings Agreement, Meredith assumed responsibility for advertising sales, circulation and production of Martha Stewart Weddings and related special interest publications, including Martha Stewart’s Real Weddings, in the United States and Canada. The Company will continue to own its underlying intellectual property, and create and provide all editorial content for Martha Stewart Weddings and related special interest publications. The MS Weddings Agreement provides that Meredith will provide these services on a cost-plus basis. Meredith began delivering editions starting with the February 2015 issue of Martha Stewart Living and the Winter 2015 issue of Martha Stewart Weddings. | |
The Merchandising segment primarily consists of the Company’s operations related to the design and branding of merchandise and related collateral and packaging materials that are manufactured and distributed by its retail and wholesale partners in exchange for royalty income and, in certain agreements, design fees. The Merchandising segment also includes the licensing of talent services for television programming produced by or on behalf of third parties. | |
In 2012, the Company significantly restructured its Broadcasting segment, which included the termination of the Company's live audience television production operations. Subsequent to the restructuring, the Broadcasting segment consists of the Company's limited television production operations, television content library licensing and satellite radio operations. While future revenues and assets from these operations are not expected to be significant, the Company reported activities under the Broadcasting segment in 2014 to provide historical context. |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||||
Recent accounting standards | ||||||||||||||||
In May 2014, the Financial Accounting Standards Board ("FASB") issued an update on "Revenue from Contracts with Customers" (Topic 606), which completes the joint effort by the FASB and the International Accounting Standards Board to improve financial reporting by creating common revenue recognition guidance for GAAP and international financial reporting standards ("IFRS"). The joint project clarifies the principles for recognizing revenue and develops a common revenue standard for GAAP and IFRS. Specifically, it removes inconsistencies and weaknesses in revenue requirements, provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, provides more useful information to users of financial statements through improved disclosure requirements and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. For the Company, this update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The update may be applied using one of two methods: retrospective application to each prior reporting period presented, or retrospective application with the cumulative effect of initially applying the update recognized at the date of initial application. The Company is currently evaluating the transition method that will be elected and the impact of the update on its financial statements and disclosures. | ||||||||||||||||
Principles of consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of all wholly owned subsidiaries. All intercompany transactions have been eliminated. | ||||||||||||||||
Use of estimates | ||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Management does not expect such differences to have a material effect on the Company’s consolidated financial statements. | ||||||||||||||||
Cash and cash equivalents | ||||||||||||||||
Cash and cash equivalents include cash equivalents that mature within three months of the date of purchase. | ||||||||||||||||
Short-term investments | ||||||||||||||||
Short-term investments include investments that have maturity dates in excess of three months, but generally less than one year, from the date of acquisition. See Note 3, Fair Value Measurements, and Note 4, Short Term Investments, for further discussion. | ||||||||||||||||
Paper inventory | ||||||||||||||||
Inventory consisting of paper is stated at the lower of cost or market. Cost is determined using the first-in, first-out method. The Company began liquidating its paper inventory beginning January 1, 2014, and as of December 31, 2014 is no longer responsible for purchasing paper. | ||||||||||||||||
Property and equipment | ||||||||||||||||
Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the lease term or, if shorter, the estimated useful lives of the related assets. | ||||||||||||||||
The useful lives of the Company’s assets are as follows: | ||||||||||||||||
Building | 5 years | |||||||||||||||
Furniture, fixtures and equipment | 3 – 5 years | |||||||||||||||
Computer hardware and software | 3 – 5 years | |||||||||||||||
Leasehold improvements | life of lease | |||||||||||||||
Goodwill and other intangible assets | ||||||||||||||||
Intangible assets | ||||||||||||||||
The Company has an indefinite-lived intangible asset that is comprised of trademarks that were purchased on April 2, 2008 as part of the acquisition of the businesses owned and operated by Emeril Lagasse and certain affiliated parties, except for Emeril Lagasse’s restaurant-related business and foundation. This intangible asset, reported within the Merchandising segment, had carrying amounts as of December 31, 2014, 2013 and 2012 as set forth in the schedule below: | ||||||||||||||||
Trademarks | Other intangibles | Accumulated amortization — other intangibles | Total | |||||||||||||
Balance at December 31, 2012 | $ | 45,200 | $ | 6,160 | $ | (6,157 | ) | $ | 45,203 | |||||||
Amortization | — | — | (3 | ) | (3 | ) | ||||||||||
expense | ||||||||||||||||
Balance at December 31, 2013 | $ | 45,200 | $ | 6,160 | $ | (6,160 | ) | $ | 45,200 | |||||||
Impairment charge | (10,500 | ) | — | — | (10,500 | ) | ||||||||||
Balance at December 31, 2014 | $ | 34,700 | $ | 6,160 | $ | (6,160 | ) | $ | 34,700 | |||||||
The Company's trademarks, which are classified as intangible assets with indefinite useful lives, are reviewed annually on October 1st, or more frequently if circumstances warrant, for impairment by applying a fair-value based test in accordance with Accounting Standards Codification ("ASC") 350, "Intangibles - Goodwill and Other" ("ASC 350"). The Company performs the impairment test by comparing the fair value of an intangible asset with its carrying amount. If the carrying amount of an intangible asset exceeds its fair value, an impairment charge for the excess value must be recorded. The Company estimates fair value using the discounted cash flow ("DCF") valuation methodology, in which future after-tax cash flows are discounted based on a market comparable weighted average cost of capital rate, adjusted for market and other risks where appropriate. The Company’s estimates, which are Level 3 unobservable inputs, are based on historical results and current economic and market trends, which drive key assumptions of revenue growth rates and operating margins, and therefore, are subject to uncertainty. | ||||||||||||||||
During 2014, the financial results of the Emeril Lagasse business were lower than expected, largely as a result of lower wholesale royalties in the housewares category that were impacted by a slower than expected start of certain new initiatives. In September 2014, in connection with the Company's 2015 budgeting process, the Company determined that: (1) an expected increase in wholesale royalties in the housewares category would be further delayed; (2) the distribution of housewares products to wider retail outlets became less certain; and (3) new food licensing partnerships that were expected to generate long-term growth were not yet meeting expectations. Accordingly, the Company reduced its long-term projections with respect to both the housewares and new food licensing businesses. As a result of lower-than-expected financial results and lower long-term projections, and in conjunction with the overall evaluation of the business, the Company determined that a triggering event had occurred during the three months ended September 30, 2014. | ||||||||||||||||
The Company completed an evaluation of the fair value of its indefinite-lived trademarks as of September 30, 2014 using a DCF analysis, which included the lower future growth assumptions discussed above. Other significant assumptions used in this DCF analysis included expected future margins, the discount rate and the perpetual growth rate. These assumptions are considered Level 3 unobservable inputs under the fair value hierarchy established by ASC 820, "Fair Value Measurements and Disclosures." As of September 30, 2014, the DCF analysis provided for a fair value of $34.7 million, which was below the carrying value of $45.2 million. This difference resulted in a non-cash intangible asset impairment charge of $10.5 million for the three months ended September 30, 2014. The impairment charge is included in "Impairment of trademark and goodwill" in the Consolidated Statements of Operations for the year ended December 31, 2014. | ||||||||||||||||
Although the Company considered all current information in calculating the amount of the impairment charge, future changes in events or circumstances could result in further decreases in the fair value of its indefinite-lived intangible asset. If actual results differ from the Company’s estimate of future cash flows, revenues, earnings and other factors, the Company may record additional impairment charges in the future. | ||||||||||||||||
With respect to the Company's annual test of its trademarks on October 1, 2014, the Company determined that the fair value of $34.7 million of its trademarks established as of September 30, 2014 was also the fair value as of October 1, 2014. In addition, the financial results of the Emeril Lagasse business for the three months ended December 31, 2014 were in line with the Company's expectations. Accordingly, the Company concluded that no further impairment charges were deemed necessary as of October 1, 2014 and through December 31, 2014. | ||||||||||||||||
Goodwill | ||||||||||||||||
The Company had goodwill that was generated upon the April 2, 2008 acquisition of certain businesses owned and operated by Emeril Lagasse and certain affiliated parties. This goodwill, reported within the Merchandising segment, had carrying amounts as of December 31, 2014 and 2013 as set forth in the schedule below: | ||||||||||||||||
Goodwill | ||||||||||||||||
Balance at December 31, 2013 | $ | 850 | ||||||||||||||
Impairment charge | (850 | ) | ||||||||||||||
Balance at December 31, 2014 | $ | — | ||||||||||||||
The Company reviews goodwill for impairment by applying a fair-value based test annually on October 1st, or more frequently if circumstances warrant, in accordance with ASC 350. Goodwill impairment is measured based upon a two-step process. In the first step, the Company compares the fair value of a reporting unit with its carrying amount, including goodwill, using a discounted cash flow ("DCF") valuation method. Future after-tax cash flows are discounted based on a market comparable weighted average cost of capital rate, adjusted for market and other risks where appropriate. The Company’s estimates, which are Level 3 unobservable inputs, are based on historical results and current economic and market trends, which drive key assumptions of revenue growth rates and operating margins, and therefore, are subject to uncertainty. If the fair value of a reporting unit exceeds its carrying value, the goodwill of the reporting unit is considered not impaired, thus rendering the second step in impairment testing unnecessary. If the fair value of the reporting unit is less than the carrying value, a second step is performed in which the implied fair value of the reporting unit's goodwill is compared to the carrying value of the goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. The estimated fair value of the reporting unit is allocated to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the estimated fair value of the reporting unit was the purchase price paid. The implied fair value of the reporting unit’s goodwill is compared with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment charge for the excess value must be recorded. | ||||||||||||||||
As a result of the intangible asset impairment charge associated with the Emeril Lagasse trademarks described above, the Company determined that a triggering event had also occurred with respect to the goodwill associated with the Emeril Lagasse business during the three months ended September 30, 2014. The Company considers all business related to Emeril Lagasse to be aggregated into a single reporting unit, which is a component of the Merchandising segment. The Company calculated the fair value of the reporting unit using a DCF analysis based upon updated long-term projections as of September 30, 2014, which included lowered expectations for both the housewares and new food categories and lower future growth assumptions. Other significant assumptions used in this DCF analysis included expected future margins, the discount rate and the perpetual growth rate. All these assumptions are considered Level 3 unobservable inputs under the fair value hierarchy established by ASC 820, "Fair Value Measurements and Disclosures." | ||||||||||||||||
The step one impairment test as of September 30, 2014 resulted in a fair value of the reporting unit that was less than its carrying value. Therefore, the Company performed the second step of the goodwill impairment test in which the implied fair value of the reporting unit’s goodwill was compared to the carrying value of its goodwill. The implied fair value of the reporting unit’s goodwill was determined based on the difference between the fair value of the reporting unit and the net fair value of its identifiable assets and liabilities, which included minimal accounts receivable, accounts payable and deferred revenue. The reporting unit’s identifiable assets also included the revalued indefinite-lived intangible asset described above. As a result of performing this goodwill impairment test as of September 30, 2014, the Company determined that the implied fair value of the Emeril Lagasse reporting unit’s goodwill was zero. Therefore, the Company also recorded a non-recurring, non-cash goodwill impairment charge of $0.9 million for the three-month period ended September 30, 2014. The impairment charge is included in "Impairment of trademark and goodwill" in the Consolidated Statements of Operations for the year ended December 31, 2014. | ||||||||||||||||
Revenue recognition | ||||||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collection is probable. Revenues and associated accounts receivable are recorded net of provisions for estimated future returns, doubtful accounts and other allowances. Allowances for uncollectible receivables are estimated based upon a combination of write-off history, aging analysis, and any specific, known troubled accounts. | ||||||||||||||||
The Company participates in certain revenue arrangements containing multiple deliverables. These arrangements generally consist of custom-created advertising programs delivered on multiple media platforms, as well as licensing programs which may also be supported by various promotional plans. Examples of significant program deliverables include print advertising pages in the Company’s publications, custom-created video content and integration on the Company's websites as well as advertising impressions delivered on the Company’s and partner websites. | ||||||||||||||||
ASC Topic 605, Revenue Recognition ("ASC 605") and Accounting Standards Update ("ASU") 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements (a consensus of the FASB Emerging Issues Task Force) ("ASU 09-13") require that the Company examine separate contracts with the same entity or related parties that are entered into simultaneously or near the same time to determine if the arrangements should be considered a single arrangement in the determination of units of accounting. While both ASC 605 and ASU 09-13 require that units delivered have standalone value to the customer, ASU 09-13 modified the separation criteria in determining units of accounting by eliminating the requirement to obtain objective and reliable evidence of the fair value of undelivered items. As a result of the elimination of this requirement, the Company’s significant program deliverables generally meet the separation criteria under ASU 09-13, whereas under ASC 605 they did not qualify as separate units of accounting. | ||||||||||||||||
For those arrangements accounted for prior to the adoption of ASU 09-13, if the Company was unable to put forth objective and reliable evidence of the fair value of each deliverable, then the Company accounted for the deliverables as a combined unit of accounting rather than separate units of accounting. In this case, revenue is recognized as the earnings process is completed, generally over the fulfillment term of the last deliverable. | ||||||||||||||||
For those arrangements accounted for after the adoption of ASU 09-13, the Company is required to allocate fixed and determinable revenue based on the relative selling price of each deliverable which qualifies as a unit of accounting, even if such deliverables are not sold separately by either the Company itself or by other vendors. Determination of selling price is a judgmental process that requires numerous assumptions. The consideration is allocated at the inception of the arrangement to all deliverables based upon their relative selling prices. Selling prices for deliverables that qualify as separate units of accounting are determined using a hierarchy of: (1) vendor-specific objective evidence (“VSOE”), (2) third-party evidence and (3) best estimate of selling price. The Company has generally allocated consideration based upon its best estimate of selling price. The Company’s deliverables are generally priced with a wide range of discounts or premiums as the result of a variety of factors including the size of the advertiser and the volume and placement of advertising sold to the advertiser. The Company’s best estimate of selling price is intended to represent the price at which it would sell the deliverable if the Company were to sell the item regularly on a standalone basis. The Company considers market conditions, such as competitor pricing pressures, as well as entity-specific factors that are consistent with normal pricing practices, such as the recent history of the selling prices of similar products when sold on a standalone basis, the impact of the cost of customization, the size of the transaction, and other factors contemplated in negotiating the arrangement with the customer, when determining the best estimate of selling price. The fixed and determinable arrangement consideration is recognized as revenue as the earnings process is completed, generally at the time each unit of accounting is fulfilled (i.e., when magazine advertisements appear in an issue or when the digital impressions are served). | ||||||||||||||||
The Company follows certain segment-specific revenue recognition policies that are discussed below. | ||||||||||||||||
Publishing Segment | ||||||||||||||||
The Company's Publishing segment includes five major categories of revenues, which are recognized as follows: | ||||||||||||||||
• | Magazine advertising revenue: Revenue generated by the sales of advertising in Martha Stewart Living, Martha Stewart Weddings and related special interest publications is recorded based on the on-sale dates of magazines when the advertisement appears in the magazine and are stated net of agency commissions and cash and sales discounts. | |||||||||||||||
• | Subscription revenue: Revenue from subscription contracts for Martha Stewart Living and Martha Stewart Weddings results from advance payments for subscriptions received from customers and is recognized on a straight-line basis over the life of the subscription contract as issues are delivered. | |||||||||||||||
• | Newsstand revenue: Revenue generated by single copy sales of Martha Stewart Living and Martha Stewart Weddings is recognized based on the on-sale dates of magazines and is initially recorded based upon estimates of sales, net of returns, brokerage and estimates of newsstand-related fees. Estimated returns are recorded based upon historical experience. | |||||||||||||||
• | Digital advertising revenue: Revenue generated from the Company’s websites and partner sites, prior to November 1, 2014, was generally based upon sales of impression-based and sponsorship advertisements. Revenue generated from partner sites were recorded gross or net of the partners' commissions, in accordance with the terms of the specific contracts. Digital advertising revenues were recorded in the period in which the advertisements were served. | |||||||||||||||
• | Books revenue: Revenue associated with the delivery of editorial content for books results from advance payments received from the Company’s publishers and is recognized as manuscripts are delivered to and accepted by the publishers. Revenue is also earned from book publishing as sales on a unit basis exceed the advanced royalty. | |||||||||||||||
Effective November 1, 2014, the Company discontinued publication of Martha Stewart Living and the Company's digital operations, and Meredith assumed responsibility for advertising sales, circulation and production in the United States and Canada of Martha Stewart Living, Martha Stewart Weddings and related special interest publications. Meredith also now hosts, operates, maintains, and provides advertising sales and related functions for marthastewart.com, marthastewartweddings.com and the Company's related digital assets. The Company will continue to own its underlying intellectual property, and create and provide all editorial content for these magazines and digital properties. See Note 1, The Company, for further discussion of the agreements that the Company entered into with Meredith. | ||||||||||||||||
As a result of the MS Living Agreement, the Company expects a significant impact on certain Publishing segment revenues and expenses. Specifically, with the elimination of Martha Stewart Living advertising and circulation revenues that began with the February 2015 issue and the digital advertising revenue share arrangement that began November 1, 2014, the Company expects total advertising and circulation revenues to decline. These revenue declines will be partially offset by the recognition of licensing revenue for print and digital editorial content that the Company provides to Meredith, which began November 1, 2014. The Company also expects its Publishing segment expenses to significantly decline due to the elimination of almost all of the Company's non-editorial related expenses for Martha Stewart Living and the Company's digital assets, including its websites. With respect to the MS Weddings Agreement, the Company will continue to record advertising and circulation revenue generated by Meredith on the Company's behalf for Martha Stewart Weddings and related special interest publications, as well as all costs associated with these magazines, including the Company's editorial expenses and Meredith's expenses for production, selling and distribution services that are provided to the Company on a cost-plus basis. | ||||||||||||||||
With respect to revenue recognition subsequent to November 1, 2014, the Company concluded that the MS Living Agreement and the MS Weddings Agreement are considered separate arrangements in accordance with ASU 09-13. The MS Weddings Agreement is not a revenue arrangement and does not contain any elements that are essential to any elements in the MS Living Agreement. Under the MS Weddings Agreement, Meredith will provide, on a cost-plus basis, publishing operation services, while the Company solely bears all financial risks and rewards of Martha Stewart Weddings and related special interest publications. Accordingly, revenues earned pursuant to the MS Weddings Agreement are recognized in accordance with the Company's historical policies surrounding magazine advertising, subscription and newsstand revenues, as described above. These revenues are presented on a gross basis on the Company's consolidated statements of operations, offset by related expenses also presented gross in the same statements. | ||||||||||||||||
The MS Living Agreement is a multiple-deliverable revenue arrangement that contains three separate units of accounting: 1) delivery of paid subscribers of Martha Stewart Living; 2) delivery of print editorial content for Martha Stewart Living; and 3) delivery of digital editorial content for inclusion on the websites, primarily marthastewart.com. The Company allocated the fixed and determinable arrangement consideration to these three units of accounting based on their relative selling prices, using the Company's best estimate of selling price as provided for under ASU 09-13. The fixed and determinable arrangement consideration, as of November 1, 2014, included deferred subscription revenue of approximately $8 million, which represented outstanding Martha Stewart Living subscription contracts that the Company was no longer obligated to fulfill. | ||||||||||||||||
Revenues generated under the MS Living Agreement are recognized as follows: | ||||||||||||||||
• | Delivery of paid subscribers: The Martha Stewart Living subscriber list was delivered to Meredith on November 1, 2014, with no further obligations of the Company. Accordingly, the Company recognized approximately $2 million in revenue on November 1, 2014, based on the relative selling price allocation of the total arrangement consideration. | |||||||||||||||
• | Delivery of print editorial content: Revenue associated with the delivery of editorial pages for Martha Stewart Living are recognized when the pages are delivered and accepted, at a rate based on the relative selling price of the total arrangement consideration. | |||||||||||||||
• | Delivery of digital editorial content: Revenue associated with the delivery of digital content for the websites are recognized upon delivery, which occurs at the same rate each month. Therefore, the Company recognizes a portion of the total arrangement consideration, based on the relative selling price, ratably each month. | |||||||||||||||
• | Digital advertising revenues: Revenue generated by Meredith's sales of advertising on the website and other digital properties are recognized in the period that the advertisements are served. Only the Company's share of digital advertising revenue is recorded, net of commissions and certain third-party expenses, in accordance with the MS Living Agreement. | |||||||||||||||
• | Magazine royalty: To the extent that the Martha Stewart Living magazine generates future operating profits, as defined in the MS Living Agreement, the Company's share of those profits will be included in the total arrangement consideration at the point those amounts are fixed and determinable. The increase to the total arrangement consideration will then prospectively be allocated based on the relative selling prices first established on November 1, 2014. The Company is only entitled to receive a portion of the operating profit, if any, at the end of each contractual fiscal year, with the first contractual fiscal year ending on June 30, 2016. | |||||||||||||||
The Company's results for 2014 included revenues that were generated prior to the effective date of the Company's partnership with Meredith, as well as certain revenues that were generated under this partnership. The following is a summary of 2014 Publishing segment revenues: | ||||||||||||||||
• | Magazine advertising, subscription and newsstand revenues from Martha Stewart Living (10 issues) were recognized in 2014, similar to the 10 issues recorded in 2013. Although the effective date of the MS Living Agreement was November 1, 2014, Meredith began publishing Martha Stewart Living with the February 2015 issue, which had an on-sale date of January 2015. Accordingly, effective January 2015, magazine advertising, subscription and newsstand revenues related to Martha Stewart Living will no longer be recorded by the Company. | |||||||||||||||
• | Magazine advertising, subscription and newsstand revenues from Martha Stewart Weddings (four issues) and related special interest publications (two issues) were recognized in 2014, with the same frequency recorded in 2013. The Company expects to continue to record revenues in 2015 related to Martha Stewart Weddings in accordance with the accounting policies first listed above. | |||||||||||||||
• | Digital advertising revenue from the Company’s websites and on partner sites, through October 31, 2014, was recognized generally on a gross basis in accordance with the accounting policies first listed above. From November 1, 2014 through December 31, 2014, digital advertising revenue was recorded in accordance with the MS Living Agreement, which resulted in the recognition of only the Company's share of digital advertising revenue, net of commissions and certain third-party expenses. The Company expects to continue to record digital advertising revenue in 2015 in accordance with the policies pursuant to the MS Living Agreement. | |||||||||||||||
• | Books revenue was recognized in 2014 in accordance with the accounting policies first listed above. | |||||||||||||||
• | Revenue associated with the delivery of paid subscribers to Meredith of approximately $2 million was recognized on November 1, 2014, as described above. | |||||||||||||||
• | Revenue associated with the delivery of print editorial content to Meredith was recognized in December 2014, when content for future issues of Martha Stewart Living were delivered to and accepted by Meredith. | |||||||||||||||
• | Revenue associated with the delivery of digital editorial content to Meredith was recognized in November and December 2014, as described above. | |||||||||||||||
• | Total revenues recognized pursuant to the MS Living Agreement with Meredith were $6.3 million in 2014. | |||||||||||||||
Merchandising Segment | ||||||||||||||||
Royalties from product designs and other Merchandising segment revenues are recognized on a monthly basis based on the specific mechanisms within each contract. Payments are typically made by the Company’s partners on a quarterly basis. Generally, revenues are recognized based on actual net sales, while any minimum guarantees are earned proportionately over the fiscal year. | ||||||||||||||||
Revenues related to television talent services for programming produced by or on behalf of third parties are generally recognized when services are performed, regardless of when the episodes air, within the Merchandising segment. | ||||||||||||||||
Broadcasting Segment | ||||||||||||||||
Television sponsorship revenues are generally recorded over the initial airing of new episodes. Licensing revenues from the Company’s radio programming are recorded on a straight-line basis over the term of the agreement. | ||||||||||||||||
Historically, the Company's Broadcasting segment included significant television production operations. In connection with those historical operations during 2012 and prior, the Company recognized television spot advertising, integration and licensing revenues. Television licensing revenues for content produced by the Company were recorded as earned in accordance with the specific terms of each agreement and were generally recognized upon delivery of the episodes to the licensee, provided that the license period began. | ||||||||||||||||
Advertising costs | ||||||||||||||||
Advertising costs, consisting primarily of direct-response advertising, are expensed in the period in which the related advertising campaign occurs. | ||||||||||||||||
Earnings per share | ||||||||||||||||
Basic earnings per share is computed using the weighted average number of actual common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that would occur from the exercise of stock options and the vesting of restricted stock and restricted stock units. For the years ended December 31, 2014, 2013 and 2012, the shares of the Company’s $0.01 par value Class A common stock (“Class A Common Stock”) subject to options, restricted stock and restricted stock units that were excluded from the computation of diluted earnings per share because their effect would have been antidilutive were 3,455,861, 5,445,252, and 5,883,719, respectively. | ||||||||||||||||
Equity compensation | ||||||||||||||||
The Company has issued stock-based compensation to certain of its employees. In accordance with the fair-value recognition provisions of ASC Topic 718, Share-Based Payments (“ASC Topic 718”) and SEC Staff Accounting Bulletin No. 107, compensation cost associated with employee grants recognized in the 2014, 2013 and 2012 was based on the grant date fair value. Employee stock option, restricted stock, and restricted stock unit ("RSU") awards with service period-based vesting triggers (“service period-based” awards) are amortized as non-cash equity compensation expense on a straight-line basis over the expected vesting period. The Company values service period-based option awards using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires numerous assumptions, including volatility of the Company’s Class A Common Stock and expected life of the option. Service period-based restricted stock and RSU awards are valued at the market value of traded shares on the date of grant. Options and RSUs with Class A Common Stock price-based vesting triggers (“price-based” awards) are valued using the Monte Carlo Simulation method which takes into account assumptions such as volatility of the Company’s Class A Common Stock, the risk-free interest rate based on the contractual term of the award, the expected dividend yield, the vesting schedule, and the probability that the market conditions of the award will be achieved. Compensation expense for price-based awards is recognized over the respective award's derived service period as calculated under the Monte Carlo Simulation method. | ||||||||||||||||
Other | ||||||||||||||||
Certain prior year financial information has been reclassified to conform to the 2014 financial statement presentation. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | FAIR VALUE MEASUREMENTS | |||||||||||||||
The Company categorizes its assets and liabilities measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability. The three levels of the fair value hierarchy are: | ||||||||||||||||
• | Level 1: Observable inputs such as quoted prices for identical assets and liabilities in active markets obtained from independent sources. | |||||||||||||||
• | Level 2: Other inputs that are observable directly or indirectly, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs that are derived principally from or corroborated by observable market data. The fair value of the Company’s level 2 financial assets is primarily obtained from observable market prices for identical underlying securities that may not be actively traded. Certain of these securities may have different market prices from multiple market data sources, in which case a weighted average market price is used. | |||||||||||||||
• | Level 3: Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available in the circumstances, about the assumptions market participants would use in pricing the asset or liability. | |||||||||||||||
The following tables present the Company’s assets that are measured at fair value on a recurring basis: | ||||||||||||||||
December 31, 2014 | ||||||||||||||||
(in thousands) | Quoted Market | Significant | Significant | Total | ||||||||||||
Prices in Active | Other | Unobservable | Fair Value | |||||||||||||
Markets for | Observable | Inputs | Measurements | |||||||||||||
Identical Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
Short-term investments: | ||||||||||||||||
Mutual funds | $ | 2,492 | $ | — | $ | — | $ | 2,492 | ||||||||
U.S. government and agency securities | — | 951 | — | 951 | ||||||||||||
Corporate obligations | — | 22,145 | — | 22,145 | ||||||||||||
Other fixed income securities | — | 491 | — | 491 | ||||||||||||
International securities | — | 10,311 | — | 10,311 | ||||||||||||
Municipal obligations | — | 426 | — | 426 | ||||||||||||
Total | $ | 2,492 | $ | 34,324 | $ | — | $ | 36,816 | ||||||||
December 31, 2013 | ||||||||||||||||
(in thousands) | Quoted Market | Significant | Significant | Total | ||||||||||||
Prices in Active | Other | Unobservable | Fair Value | |||||||||||||
Markets for | Observable | Inputs | Measurements | |||||||||||||
Identical Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
Short-term investments: | ||||||||||||||||
Mutual funds | $ | 2,485 | $ | — | $ | — | $ | 2,485 | ||||||||
U.S. government and agency securities | — | 2,233 | — | 2,233 | ||||||||||||
Corporate obligations | — | 14,159 | * | — | 14,159 | |||||||||||
Other fixed income securities | — | 361 | — | 361 | ||||||||||||
International securities | — | 3,048 | — | 3,048 | ||||||||||||
Municipal obligations | — | 1,477 | — | 1,477 | ||||||||||||
Total | $ | 2,485 | $ | 21,278 | $ | — | $ | 23,763 | ||||||||
* Included in this amount is a $4.5 million corporate obligation which had been used to collateralize the Company's line of credit with Bank of America, and was included in the line item "Restricted cash and investments," a component of current assets, on the 2013 consolidated balance sheet. Effective May 19, 2014, the Company is no longer required to hold such collateral (see Note 8, Credit Facilities, for further details). | ||||||||||||||||
Assets measured at fair value on a nonrecurring basis | ||||||||||||||||
The Company’s non-financial assets, such as goodwill, intangible assets and property and equipment, are not required to be measured at fair value on a recurring basis. The Company evaluates the recoverability of its indefinite-lived intangible asset and goodwill by performing impairment tests on an annual basis, as of October 1st, or when events or changes in circumstances indicate that the carrying amounts may not be recoverable. Any resulting asset impairment requires that the asset be recorded at its fair value. The Company's valuation methods to determine fair value utilize significant Level 3 unobservable inputs, which include discount rates, long-term growth rates and royalty rates. | ||||||||||||||||
During the three months ended September 30, 2014, the Company performed an interim review of the indefinite-lived intangible asset and goodwill in the Merchandising segment associated with the Emeril Lagasse business. As a result, during 2014, the Company recorded an aggregate non-cash impairment charge of $11.4 million to write down the value of these assets to their fair value. See Note 2, Summary of Significant Accounting Policies, for further information. |
Short_Term_Investments
Short Term Investments | 12 Months Ended |
Dec. 31, 2014 | |
Investments, Debt and Equity Securities [Abstract] | |
Short Term Investments | SHORT-TERM INVESTMENTS |
The Company's investments consist of marketable debt securities that are classified as available-for-sale and presented as "Short-term investments," a component of current assets on the consolidated balance sheets. The Company's available-for-sale securities represent investments available for current operations and may be sold prior to their stated maturities for strategic or operational reasons. The available-for-sale debt securities are carried at fair value, with the unrealized gains and losses reported in "Accumulated other comprehensive loss." The amortized cost of the available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity computed under the effective interest method. Such amortization is netted against the related interest income and both are included in "Interest (expense) / income and other, net" in the Consolidated Statements of Operations. | |
Realized gains and losses are classified as other income or expense and included in "Interest (expense) / income and other, net" in the Consolidated Statements of Operations. The cost of securities sold is based on the specific identification method. | |
As of December 31, 2014 and 2013 the Company's amortized cost of its available-for-sale securities approximated fair value. Gross unrealized losses were $(0.03) million as of December 31, 2014, with gross unrealized gains that were insignificant. As of December 31, 2013, gross unrealized losses of $(0.5) million were partially offset by gross unrealized gains of $0.03 million. The Company considered the declines in market value of its marketable available-for-sale securities investment portfolio to be temporary in nature and did not consider any of its investments other-than-temporarily impaired as of December 31, 2014 and 2013. Contractual maturities for the Company's available-for-sale securities are generally within two years of December 31, 2014. | |
For the year ended December 31, 2014, the gross realized gains and losses on sales of available-for-sale marketable securities were $0.04 million and $(0.5) million, respectively, including gains reclassified out of accumulated other comprehensive loss of $0.03 million, with losses that were insignificant. See Note 5, Accumulated Other Comprehensive Loss, for further information. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Equity [Abstract] | ||||||||
Accumulated Other Comprehensive Loss | ACCUMULATED OTHER COMPREHENSIVE LOSS | |||||||
Accumulated other comprehensive income/(loss), included as a component of shareholders' equity, consists of unrealized gains and losses affecting equity that, under GAAP, are excluded from net income/(loss). For the Company, accumulated other comprehensive loss is impacted by unrealized gains/(losses) on available-for-sale securities as of the reporting period date and by reclassification adjustments resulting from sales or maturities of available-for-sale securities. The components of accumulated other comprehensive loss as of December 31, 2014 and 2013 are set forth in the schedule below: | ||||||||
(in thousands) | Unrealized Gains/(Losses) on Available-for-sale Securities | Total Accumulated Other Comprehensive Loss | ||||||
Balance at December 31, 2013 | $ | (479 | ) | $ | (479 | ) | ||
Amounts reclassified for net realized losses on available-for-sale securities included in net loss * | 496 | 496 | ||||||
Unrealized losses on available-for-sale securities occurring during the period | (41 | ) | (41 | ) | ||||
Balance at December 31, 2014 | $ | (24 | ) | $ | (24 | ) | ||
* Amounts reclassified for previously unrealized losses on available-for-sale securities are included in "Interest (expense) / income and other, net" in the Consolidated Statements of Operations. |
Accounts_Receivable_Net
Accounts Receivable, Net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Receivables [Abstract] | ||||||||
Accounts Receivable, Net | ACCOUNTS RECEIVABLE, NET | |||||||
The components of accounts receivable at December 31, 2014 and 2013 were as follows: | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Advertising | $ | 16,287 | $ | 19,190 | ||||
Licensing | 13,311 | 19,218 | ||||||
Other | 2,625 | 2,134 | ||||||
32,223 | 40,542 | |||||||
Less: reserve for credits and uncollectible accounts | 1,904 | 848 | ||||||
$ | 30,319 | $ | 39,694 | |||||
Property_Plant_And_Equipment_N
Property, Plant And Equipment, Net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant And Equipment, Net | PROPERTY AND EQUIPMENT, NET | |||||||
The components of property and equipment at December 31, 2014 and 2013 were as follows: | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Buildings | $ | 308 | $ | 285 | ||||
Furniture, fixtures and equipment | 5,288 | 5,541 | ||||||
Computer hardware and software | 8,268 | 10,174 | ||||||
Leasehold improvements | 22,009 | 26,310 | ||||||
Total Property and Equipment | 35,873 | 42,310 | ||||||
Less: accumulated depreciation and amortization | 31,767 | 34,349 | ||||||
$ | 4,106 | $ | 7,961 | |||||
Depreciation and amortization expenses related to property and equipment were $4.4 million, $3.8 million and $4.0 million for 2014, 2013 and 2012, respectively. Included in the amount for 2014, was $2.1 million of non-recurring accelerated amortization of leasehold improvements related to the consolidation of the Company's primary office space during February 2014. The Company's property and equipment are located domestically. |
Credit_Facilities
Credit Facilities | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Credit Facilities | CREDIT FACILITIES |
On May 19, 2014, the Company entered into an Amendment to the Amended and Restated Loan Agreement between the Company and Bank of America, N.A., dated February 14, 2012, (the "Amended Credit Agreement"), which provided for the continued arrangement for a line of credit with Bank of America, N.A. of $5.0 million. Borrowings under this line of credit are available for investment opportunities, working capital, and the issuance of letters of credit. The annual interest rate on outstanding amounts is equal to a floating rate of 1-month London Interbank Offered Rate (“LIBOR”) Daily Floating Rate plus 1.85%. The annual unused commitment fee is equal to 0.25%. | |
Prior to the Amended Credit Agreement, the line of credit was required to be secured by cash or investment collateral of at least $5.0 million. Accordingly, the Company maintained restricted investments of $4.5 million and restricted cash of $0.6 million as of December 31, 2013. The aggregate of these amounts was included in the line item "Restricted cash and investments," a component of current assets, on the Consolidated Balance Sheet as of December 31, 2013. Effective with the May 19, 2014 amendment, the line of credit was no longer required to be secured by cash or investment collateral; instead the Company must maintain unencumbered liquid assets having an aggregate market value of not less than 100% of any outstanding principal amounts, in addition to the aggregate standby letters of credit issued, under the facility. | |
The Amended Credit Agreement expires on June 30, 2015, at which time outstanding amounts borrowed under the agreement, if any, become due and payable. As of December 31, 2014 and 2013, the Company had no outstanding borrowings against its line of credit, but had outstanding letters of credit of $1.0 million and $1.6 million, respectively. |
Shareholders_Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | SHAREHOLDERS’ EQUITY |
Return of Shares | |
On October 21, 2013, the Company and J.C. Penney Corporation, Inc. (“J.C. Penney”) entered into the Third Amendment (the “Amendment”) to the J.C. Penney/MSLO Agreement dated December 6, 2011 (the “Commercial Agreement”). The Amendment reduced the term of the Commercial Agreement, and provided for the return of the 11,000,000 shares of Class A Common Stock, par value $0.01 per share, of the Company held by J.C. Penney (the “Returned Shares”) and the one (1) share of the Company’s Series A Preferred Stock, par value $0.01 per share, held by J.C. Penney (the “Series A Preferred Stock”). Upon surrender by J.C. Penney of the Returned Shares and the Series A Preferred Stock, the Company retired these shares and J.C. Penney removed its Series A designees from the Board of Directors (the “Board”) of the Company. Upon cancellation of the Series A Preferred Stock, J.C. Penney was no longer entitled to designate for election any members of the Company’s Board. | |
The Company concluded that the Commercial Agreement and the Amendment should be considered one overall arrangement. Accordingly, the modification was accounted for at the fair value of the Returned Shares, at approximately $24.9 million based upon the closing price of the shares on October 21, 2013. In connection with this non-cash transaction, the Company recorded charges to accumulated deficit and Class A Common Stock of approximately $24.8 million and $0.1 million, respectively. Offsetting these charges was deferred revenue of approximately $24.9 million. The deferred revenue is being recognized on a straight-line basis as royalty revenue within the Merchandising segment over the amended term (ending on June 30, 2017). During 2014 and 2013, the Company recognized approximately $6.7 million and $1.3 million, respectively, in non-cash royalty revenue related to this transaction. | |
Common Stock | |
The Company has two classes of common stock outstanding. The $0.01 par value Class B common stock (“Class B Common Stock”) is identical in all respects to Class A Common Stock, except with respect to voting and conversion rights. Each share of Class B Common Stock entitles its holder to ten votes and is convertible on a one-for-one basis to Class A Common Stock at the option of the holder and automatically upon most transfers. |
Employee_And_NonEmployee_Benef
Employee And Non-Employee Benefit And Compensation Plans | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Employee And Non-Employee Benefit And Compensation Plans | EMPLOYEE BENEFIT AND SHARE-BASED COMPENSATION PLANS | ||||||||||||
Retirement Plans | |||||||||||||
The Company established a 401(k) retirement plan effective July 1, 1997, available to substantially all employees. An employee can contribute up to a maximum of 25% of compensation to the plan, or the maximum allowable contribution by the Internal Revenue Code, whichever is less. The Company may contribute, at its discretion, an amount equal to 50% of the salary deferral contributions of the participant, limited to 3% of eligible compensation. Employees vest ratably in employer-matching contributions over a period of four years of service. The employer-matching contributions, net of forfeitures, totaled approximately $0.5 million, $0.7 million and $0.8 million in 2014, 2013 and 2012, respectively. | |||||||||||||
The Company does not sponsor any post-retirement or post-employment benefit plans. | |||||||||||||
Stock Incentive Plans | |||||||||||||
Prior to May 2008, the Company had several stock incentive plans that permitted the Company to grant various types of share-based incentives to key employees, directors and consultants. The primary types of incentives granted under these plans were stock options and restricted shares of Class A Common Stock. The Compensation Committee of the Board was authorized to grant awards for up to a maximum of 10,000,000 underlying shares of Class A Common Stock under the Martha Stewart Living Omnimedia, Inc. Amended and Restated 1999 Stock Incentive Plan (the “1999 Plan”), and awards for up to a maximum of 600,000 underlying shares of Class A Common Stock under the Company’s Non-Employee Director Stock and Option Compensation Plan (the “Non-Employee Director Plan”). | |||||||||||||
In April 2008, the Board adopted the Martha Stewart Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Stock Plan”), which was approved by the Company’s stockholders at the Company’s 2008 annual meeting in May 2008. The Stock Plan initially had 10,000,000 shares of Class A Common Stock available for issuance. In March 2012, the Board adopted an amendment to the Stock Plan, which was approved by the Company's stockholder's at the Company's annual meeting in May 2012. The amendment provided for an increase of 4,557,000 in the number of shares of Class A Common Stock available for award. The primary types of incentives that have been granted under the Stock Plan are stock options and RSUs. As of December 31, 2014, 6,327,129 shares were available for grant under the Stock Plan. | |||||||||||||
Compensation expense is recognized in: production, distribution and editorial; selling and promotion; general and administrative; and restructuring expense lines of the Company’s consolidated statements of operations. For 2014, 2013 and 2012, the Company recorded non-cash equity compensation expense of $2.1 million, $2.0 million, and $3.9 million, respectively. | |||||||||||||
Stock Options | |||||||||||||
Options which were issued under the 1999 Plan were granted with an exercise price equal to the closing price of Class A Common Stock on the most recent prior date for which a closing price was available, without regard to after-hours trading. Options granted under the Stock Plan are granted with an exercise price equal to the closing price of the Class A Common Stock on the date of grant. Stock options have a term not to exceed 10 years. The Compensation Committee determines the vesting period and terms for the Company’s stock options, which may include service period-based or price-based vesting triggers. Generally, service period-based employee stock options vest over a period typically ranging from two to four years. Service period-based non-employee director options generally vest over a one-year period from the date of grant. Price-based options vest only when the specific vesting triggers of the award are achieved. Option awards do not provide for accelerated vesting upon retirement, death, or disability unless specifically included in the applicable award agreement. The amount of non-cash equity compensation expense the Company recognizes during a period is based on the portion of the option awards that are ultimately expected to vest. The Company estimates option forfeitures at the time of grant and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
Non-cash equity compensation expense derived from options for 2014, 2013 and 2012 was $0.6 million, $0.8 million and $1.7 million, respectively. As of December 31, 2014, there was $0.7 million of total unrecognized compensation cost related to stock options to be recognized over a weighted average period of 1.46 years. Such amounts will be adjusted for changes in estimated forfeitures. The intrinsic value (defined as the difference between the market price on the date of exercise and the grant date price) of options exercised during 2014 and 2012 was $0.6 million and $0.1 million, respectively. In 2013, this value was insignificant. | |||||||||||||
Prior Plans: | |||||||||||||
Changes in outstanding options under the 1999 Plan and the Non-Employee Director Plan (collectively, the "Prior Plans") during 2014 were as follows: | |||||||||||||
Number of | Weighted | Weighted-average remaining contractual term | Aggregate intrinsic value ($000) * | ||||||||||
shares | average | ||||||||||||
subject to | exercise | ||||||||||||
options | price | ||||||||||||
Outstanding as of December 31, 2013 | 875,000 | $ | 7.06 | ||||||||||
Cancelled—service period-based | (30,000 | ) | 7.63 | ||||||||||
Options exercisable and outstanding as of December 31, 2014 | 845,000 | $ | 7.04 | 0.17 | $ | — | |||||||
* The intrinsic value is defined as the difference between closing stock price on December 31, 2014 and the grant date price. | |||||||||||||
No stock options were granted under the Prior Plans in 2014, 2013 or 2012. Vesting of shares subject to stock options under the Prior Plans was completed in 2011. | |||||||||||||
Stock Plan: | |||||||||||||
Service period-based option awards | |||||||||||||
During 2014 there was an insignificant number of employee service period-based option awards granted under the Stock Plan. The fair value of 2013 or 2012 employee service period-based option awards granted under the Stock Plan was estimated on the grant dates using the Black-Scholes option-pricing model on the basis of the following weighted average assumptions: | |||||||||||||
2013 | 2012 | ||||||||||||
Risk-free interest rates | 0.5% – 1.0% | 0.4% – 0.6% | |||||||||||
Dividend yields | Zero | Zero | |||||||||||
Expected volatility | 58.45% – 60.34% | 61.80% – 63.48% | |||||||||||
Average expected term | 3.7 years | 3.7 years | |||||||||||
Average fair market value per option granted | $1.15 | $1.79 | |||||||||||
Price-based option awards | |||||||||||||
The fair value of employee price-based option awards in 2014 under the Stock Plan was estimated on the grant dates using the Monte Carlo option-pricing model on the basis of the following weighted average assumptions: | |||||||||||||
2014 | |||||||||||||
Risk-free interest rates | 2.01% – 2.04% | ||||||||||||
Dividend yields | Zero | ||||||||||||
Expected volatility | 60.52% – 61.19% | ||||||||||||
Average expected term | 0.4 - 1.7 years | ||||||||||||
Average fair market value per option granted | 1.54 | ||||||||||||
During 2013 and 2012 no price-based option awards were granted. | |||||||||||||
Changes in outstanding options under the Stock Plan during 2014 were as follows: | |||||||||||||
Number of | Weighted | Weighted-average remaining contractual term | Aggregate intrinsic value* | ||||||||||
shares | average | ||||||||||||
subject to | exercise price | ||||||||||||
options | |||||||||||||
Outstanding as of December 31, 2013 | 3,656,675 | $ | 4.38 | ||||||||||
Granted—service period-based | 25,070 | 5.12 | |||||||||||
Granted—price-based | 185,000 | 8.38 | |||||||||||
Exercised—service period-based | (300,952 | ) | 3.27 | ||||||||||
Cancelled—service period-based | (159,128 | ) | 4.58 | ||||||||||
Cancelled—priced-based | (100,000 | ) | 9 | ||||||||||
Outstanding as of December 31, 2014 | 3,306,665 | $ | 3.74 | 6.47 | $3,531,899 | ||||||||
Options exercisable at December 31, 2014 | 2,343,122 | $ | 3.43 | 5.48 | $2,837,529 | ||||||||
* The intrinsic value is defined as the difference between closing stock price on December 31, 2014 and the grant date price. | |||||||||||||
The total fair value of shares subject to stock options vested under the Stock Plan during 2014, 2013 and 2012 was $0.9 million, $1.4 million and $0.9 million, respectively. Changes in the nonvested outstanding options are as follows: | |||||||||||||
Shares | Weighted-average grant-date fair value | ||||||||||||
Nonvested options outstanding at December 31, 2011 | 3,206,351 | $ | 1.89 | ||||||||||
Granted-service period-based | 505,000 | 1.72 | |||||||||||
Vested-service period-based | (635,758 | ) | 1.75 | ||||||||||
Forfeited or expired-service period-based | (392,477 | ) | 2.36 | ||||||||||
Nonvested options outstanding at December 31, 2012 | 2,683,116 | $ | 1.79 | ||||||||||
Granted-service period-based | 1,190,000 | 0.9 | |||||||||||
Vested-service period-based | (937,875 | ) | 1.73 | ||||||||||
Forfeited or expired-service period-based | (669,146 | ) | 1.82 | ||||||||||
Forfeited or expired-priced-based | (725,000 | ) | 1.71 | ||||||||||
Nonvested options outstanding at December 31, 2013 | 1,541,095 | $ | 1.32 | ||||||||||
Granted-service period-based | 25,070 | 1.99 | |||||||||||
Granted-price-based | 185,000 | 1.62 | |||||||||||
Vested-service period-based | (647,552 | ) | 1.65 | ||||||||||
Forfeited or expired-service period-based | (40,070 | ) | 2.06 | ||||||||||
Forfeited or expired-price-based | (100,000 | ) | 0.76 | ||||||||||
Nonvested options outstanding at December 31, 2014 | 963,543 | $ | 1.13 | ||||||||||
Restricted stock and RSUs | |||||||||||||
Restricted stock represents shares of common stock that are subject to restrictions on transfer and risk of forfeiture until the fulfillment of specified conditions. RSUs represent the contingent right to one share of Class A Common Stock. The Compensation Committee determines the vesting period and terms for the Company’s restricted stock and RSUs, which may include service period-based or price-based vesting triggers. Service period-based restricted stock and RSUs generally vest over a period typically ranging from two to four years. Price-based RSUs vest only when the specific vesting triggers of the award are achieved. The amount of non-cash equity compensation expense the Company recognizes during a period is based on the portion of the restricted stock and RSU awards that are ultimately expected to vest. The Company estimates restricted stock and RSU forfeitures at the time of grant and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. Restricted stock and RSUs do not provide for accelerated vesting upon retirement, death, or disability unless specifically included in the applicable award agreement. | |||||||||||||
Restricted stock and RSU expense for 2014, 2013 and 2012 was $1.6 million, $1.1 million and $2.3 million, respectively. | |||||||||||||
Service period-based restricted stock | |||||||||||||
The fair value of service period-based nonvested restricted stock under the Prior Plans was determined based on the most recent prior date for which a closing price was available, without regard to after-hours trading. Vesting of these awards was completed as of December 31, 2011. | |||||||||||||
The fair value of service period-based nonvested restricted stock under the Stock Plan was determined based on the closing price of the Company’s Class A Common Stock on the grant dates. The total fair value of shares vested in 2014 was insignificant. For 2013 and 2012 this amount was $0.1 million. A summary of the shares of service period-based restricted stock is as follows: | |||||||||||||
Shares | Weighted | ||||||||||||
Average Grant | |||||||||||||
Date Value | |||||||||||||
Outstanding and nonvested at December 31, 2011 | 8,352 | $ | 4.49 | ||||||||||
Granted | 25,202 | 3.26 | |||||||||||
Vested | (33,554 | ) | 3.65 | ||||||||||
Outstanding and nonvested at December 31, 2012 | — | $ | — | ||||||||||
Granted | 26,966 | 2.71 | |||||||||||
Vested | (26,966 | ) | 2.71 | ||||||||||
Outstanding and nonvested at December 31, 2013 | — | $ | — | ||||||||||
Granted | 9,424 | 4.24 | |||||||||||
Vested | (9,424 | ) | 4.24 | ||||||||||
Outstanding and nonvested at December 31, 2014 | — | — | |||||||||||
Service period-based RSUs | |||||||||||||
The fair value of service period-based nonvested RSUs under the Stock Plan was determined based on the closing price of the Company’s Class A Common Stock on the grant dates. The total fair value of shares vested during 2014, 2013 and 2012 was $1.0 million, $1.4 million and $0.4 million, respectively. As of December 31, 2014, there was $1.3 million of total unrecognized compensation cost related to service period-based nonvested RSUs to be recognized over a weighted-average period of 2.01 years. A summary of the shares of service period-based RSUs is as follows: | |||||||||||||
Shares | Weighted | ||||||||||||
Average Grant | |||||||||||||
Date Value | |||||||||||||
Outstanding and nonvested at December 31, 2011 | 539,698 | $ | 4.29 | ||||||||||
Granted | 302,163 | 3.19 | |||||||||||
Vested | (119,635 | ) | 4.14 | ||||||||||
Forfeitures | (2,500 | ) | 3.95 | ||||||||||
Outstanding and nonvested at December 31, 2012 | 719,726 | $ | 3.93 | ||||||||||
Granted | 814,500 | 2.53 | |||||||||||
Vested | (438,353 | ) | 3.64 | ||||||||||
Forfeitures | (353,790 | ) | 3.89 | ||||||||||
Outstanding and nonvested at December 31, 2013 | 742,083 | $ | 2.69 | ||||||||||
Granted | 225,297 | 4.93 | |||||||||||
Vested | (390,625 | ) | 2.61 | ||||||||||
Forfeitures | (32,771 | ) | 4.92 | ||||||||||
Outstanding and nonvested at December 31, 2014 | 543,984 | $ | 3.4 | ||||||||||
Price-based RSUs | |||||||||||||
The fair value of nonvested price-based RSUs under the Stock Plan was determined based on the closing price of the Company’s Class A Common Stock on the grant dates using the Monte Carlo Simulation method which takes into account assumptions such as volatility of the Company’s Class A Common Stock, the risk-free interest rate based on the contractual term of the award, the expected dividend yield, the vesting schedule, and the probability that the market conditions of the award will be achieved. As of December 31, 2014, 2013 and 2012 no price-based RSUs had vested. As of December 31, 2014, there was $0.5 million of total unrecognized compensation cost related to nonvested price-based RSUs to be recognized over a weighted-average period of approximately 1.18 years. The table below summarizes the Monte Carlo Simulation weighted average assumptions: | |||||||||||||
2014 | |||||||||||||
Risk-free interest rates | 0.94% – 1.69% | ||||||||||||
Dividend yields | Zero | ||||||||||||
Expected volatility | 49.05% – 50.98% | ||||||||||||
Average expected term | 0.4 - 2.6 years | ||||||||||||
Average fair market value per RSU granted | 2.28 | ||||||||||||
A summary of the shares of price-based RSUs is as follows: | |||||||||||||
Shares | Weighted | ||||||||||||
Average Grant | |||||||||||||
Date Value | |||||||||||||
Outstanding and nonvested at December 31, 2011 | 440,000 | $ | 3.07 | ||||||||||
No activity during 2012 | — | — | |||||||||||
Outstanding and nonvested at December 31, 2012 | 440,000 | $ | 3.07 | ||||||||||
Granted | 930,000 | 0.65 | |||||||||||
Forfeitures | (400,000 | ) | 3.19 | ||||||||||
Outstanding and nonvested at December 31, 2013 | 970,000 | $ | 0.77 | ||||||||||
Granted | 242,500 | 2.28 | |||||||||||
Forfeitures | (110,000 | ) | 1.32 | ||||||||||
Outstanding and nonvested at December 31, 2014 | 1,102,500 | $ | 0.94 | ||||||||||
RSU awards to Chief Executive Officer in 2013 | |||||||||||||
During the fourth quarter of 2013 the Company issued RSU awards under the Stock Plan to its newly appointed Chief Executive Officer, as provided for in his employment agreement. The first RSU award provides that the Chief Executive Officer receive 400,000 RSUs, with service-period based vesting triggers, of which approximately 133,333 RSUs vest on each December 31, 2014, 2015 and 2016. Non-cash equity compensation expense of approximately $0.3 million was recorded during the year ended December 31, 2014 related to this award. As of December 31, 2014, there was $0.6 million of total unrecognized compensation cost related to this service-period based RSU to be recognized over a period of 2 years. | |||||||||||||
The Company also made an RSU award to this executive which includes price-based vesting triggers. The price-based RSUs consist of the contingent right to receive an aggregate of 800,000 shares of Class A Common Stock, of which 200,000 RSUs will vest at such time as the trailing average closing price during any thirty (30) consecutive days during the period beginning on October 28, 2013 and ending on December 31, 2016 (the “Performance Period”) has been at least $6, an additional 200,000 RSUs will vest at such time as such trailing average closing price during any thirty (30) consecutive days during the Performance Period has been at least $8, an additional 200,000 RSUs will vest at such time as such trailing average closing price during any thirty (30) consecutive days during the Performance Period has been at least $10, and the final 200,000 RSUs will vest at such time as such trailing average closing price during any thirty (30) consecutive days during the Performance Period has been at least $12. Non-cash equity compensation expense of approximately $0.2 million was recorded during the year ended December 31, 2014 related to this price-based award. As of December 31, 2014, there was $0.2 million of total unrecognized compensation cost related to this price-based RSU award to be recognized over varying derived service periods. | |||||||||||||
The following table summarizes the assumptions used in applying the Monte Carlo Simulation method to value this price-based award: | |||||||||||||
2013 | |||||||||||||
Risk-free interest rate | 0.65% | ||||||||||||
Dividend yields | Zero | ||||||||||||
Expected volatility | 48.31% | ||||||||||||
Derived service periods | 1.84 - 2.44 years | ||||||||||||
Estimated value of price-based RSUs | $0.29 - $0.94 |
Income_taxes
Income taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income taxes | INCOME TAXES | |||||||||||
The Company follows ASC Topic 740, Income Taxes (“ASC 740”). Under the asset and liability method of ASC 740, deferred assets and liabilities are recognized for the future costs and benefits attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The Company periodically reviews the requirements for a valuation allowance and makes adjustments to such allowances when changes in circumstances result in changes in the Company’s judgment about the future realization of deferred tax assets. ASC 740 places greater emphasis on historical information, such as the Company’s cumulative operating results than it places on estimates of future taxable income. The Company considered all income sources, including other comprehensive income, in determining the amount of deferred taxes recorded. The Company intends to maintain a valuation allowance until evidence would support the conclusion that it is more likely than not that the deferred tax asset will be realized. The Company has recorded $3.2 million of tax benefit during the year ended December 31, 2014. Included in that amount was $4.5 million of non-recurring net tax benefit which was primarily related to the tax impact from the impairment of an indefinite-lived intangible asset and goodwill (see Note 2, Summary of Significant Accounting Policies, for further information). Due to the indefinite life of the intangible asset and goodwill for book purposes, the related deferred tax liability cannot serve as a source of taxable income to support deferred tax assets. Accordingly, the impairment resulted in a reduction to the deferred tax liability previously recorded to the Consolidated Statements of Operations. In addition, the amount recorded included a non-recurring tax benefit to revalue deferred tax liabilities as a result of the change in the state rate for which deferred taxes are measured. The Company has a cumulative net deferred tax liability of $3.8 million as of December 31, 2014. | ||||||||||||
The benefit / (provision) for income taxes consist of the following for 2014, 2013, and 2012: | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Current Income Tax (Expense) Benefit | ||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||
State and local | (35 | ) | 53 | (107 | ) | |||||||
Foreign | (94 | ) | (160 | ) | (252 | ) | ||||||
Total current income tax expense | (129 | ) | (107 | ) | (359 | ) | ||||||
Deferred Income Tax Benefit / (Expense) | ||||||||||||
Federal | 2,596 | 20 | (1,061 | ) | ||||||||
State and local | 742 | 3 | (182 | ) | ||||||||
Total deferred income tax benefit / (expense) | 3,338 | 23 | (1,243 | ) | ||||||||
Income tax benefit / (provision) | $ | 3,209 | $ | (84 | ) | $ | (1,602 | ) | ||||
A reconciliation of the federal income tax benefit / (provision) at the statutory rate to the effective rate for 2014, 2013, and 2012 is as follows: | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Computed tax benefit at the federal statutory rate of 35% | $ | 2,894 | $ | 591 | $ | 19,069 | ||||||
State income taxes, net of federal benefit | (52 | ) | (19 | ) | (57 | ) | ||||||
Non-deductible compensation | (647 | ) | (91 | ) | (537 | ) | ||||||
Non-deductible expense | (189 | ) | (113 | ) | (131 | ) | ||||||
Non-deductible goodwill impairment | (323 | ) | 1,257 | (15,490 | ) | |||||||
Tax on foreign income | (94 | ) | (104 | ) | (252 | ) | ||||||
Valuation allowance | 1,579 | (1,686 | ) | (4,186 | ) | |||||||
Other | 41 | 81 | (18 | ) | ||||||||
Income tax benefit / (provision) | $ | 3,209 | $ | (84 | ) | $ | (1,602 | ) | ||||
Effective tax rate | (38.8 | )% | 5 | % | 2.9 | % | ||||||
Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2014 and 2013 were as follows: | ||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||
Deferred Tax Assets | ||||||||||||
Provision for doubtful accounts | $ | 674 | $ | 614 | ||||||||
Accrued rent | 1,308 | 1,572 | ||||||||||
Reserve for newsstand returns | 168 | 100 | ||||||||||
Accrued compensation | 3,173 | 4,854 | ||||||||||
Deferred revenue | 7,741 | 1,582 | ||||||||||
NOL/credit carryforwards | 46,712 | 56,567 | ||||||||||
Depreciation | 4,875 | 5,374 | ||||||||||
Amortization of intangible assets | 5,477 | 6,054 | ||||||||||
Other | 597 | 208 | ||||||||||
Total deferred tax assets | 70,725 | 76,925 | ||||||||||
Deferred Tax Liabilities | ||||||||||||
Prepaid expenses | (251 | ) | (585 | ) | ||||||||
Amortization of intangible assets | (3,755 | ) | (7,094 | ) | ||||||||
Total deferred tax liabilities | (4,006 | ) | (7,679 | ) | ||||||||
Valuation allowance | (70,474 | ) | (76,340 | ) | ||||||||
Net Deferred Tax Liability | $ | (3,755 | ) | $ | (7,094 | ) | ||||||
At December 31, 2014, the Company had aggregate federal net operating loss carryforwards of $114.1 million (before-tax), which will be available to reduce future taxable income through 2034, with the majority expiring in years 2024 and 2025. The Company had federal and state tax credit and capital loss carryforwards of $3.2 million (tax effected), which begin to expire in 2015. To the extent the Company achieves positive net income in the future, the net operating loss and credits carryforwards may be utilized and the Company’s valuation allowance will be adjusted accordingly. | ||||||||||||
ASC 740 further establishes guidance on the accounting for uncertain tax positions. As of December 31, 2014, the Company reduced the ASC 740 liability to zero. The Company treats interest and penalties due to a taxing authority on unrecognized tax positions as interest and penalty expense. | ||||||||||||
The Company is no longer subject to U.S. federal income tax examinations by tax authorities for the years before 2005 and state examinations for the years before 2003. The Company does not anticipate that the liability will change significantly over the next 12 months. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS |
In July 2013, pursuant to a Letter Agreement, the Board and Martha Stewart agreed to certain modifications to the employment agreement between Ms. Stewart and the Company, dated April 1, 2009 (the “Employment Agreement”) and the Intangible Asset License Agreement, dated as of June 13, 2008, by and between Lifestyle Research Center, LLC. ("LRC"), the successor in interest to MS Real Estate Management Company, and the Company (the “IAL”). As amended, the Employment Agreement will continue in effect until June 30, 2017 and the IAL will continue in effect until September 15, 2017. | |
The Company and Ms. Stewart agreed that effective as of July 1, 2013 her annual base salary under the Employment Agreement would be reduced by $0.2 million to $1.8 million, and payment or reimbursement of business and certain other expenses would be made in accordance with a founder expense policy adopted by the Board. In accordance with the Employment Agreement, Ms. Stewart is entitled to an annual bonus in an amount determined by the Compensation Committee, with a target bonus equal to $1.0 million and a maximum annual bonus of 150% of the target amount. For 2014, Ms. Stewart received a bonus of $0.6 million. | |
In order to simplify the reimbursement of expenses to Ms. Stewart, effective as of January 1, 2014, the Company amended the July 1, 2013 founder expense policy to allow for a non-accountable expense allowance to Ms. Stewart of $0.03 million per year in lieu of individual expense reimbursements in several categories. | |
The parties to the IAL also agreed that the annual licensing fee under the IAL would be reduced by $0.3 million to $1.7 million, effective September 15, 2013. | |
LRC is responsible, at its expense, to maintain and landscape the properties in a manner consistent with past practices; provided, however, that the Company is responsible for approved business expenses associated with security and telecommunications systems and security personnel related to Ms. Stewart at the properties, and must reimburse LRC for up to $0.1 million of approved and documented household expenses. In 2014, the Company reimbursed LRC $0.02 million for approved and documented household expenses. In 2013 and 2012, the Company reimbursed LRC $0.03 million for these expenses. | |
The Company also reimbursed LRC for certain costs borne by LRC associated with various Company business activities, which were conducted at properties covered by the IAL. In 2014, the Company reimbursed LRC $0.03 million. In each of 2013 and 2012, the Company reimbursed LRC $0.02 million and $0.03 million, respectively, for these expenses. | |
On February 28, 2001, the Company entered into a Split-Dollar Agreement with Ms. Stewart and The Martha Stewart Family Limited Partnership (the “MS Partnership”). Because the intent of the agreement was frustrated by the enactment of Sarbanes-Oxley and so that the parties could realize the existing cash surrender value of the policies rather than risking depleting the future surrender value, the Company, Ms. Stewart and the MS Partnership terminated the Split-Dollar Agreement, as amended, effective November 9, 2009. As part of the arrangement, the Company reimbursed the MS Partnership approximately $0.3 million for the premiums paid towards the policies. This amount, if determined to be taxable, would be subject to an estimated $0.3 million tax gross-up payable by the Company to the MS Partnership. Accordingly, the Company's estimated tax gross-up payable of $0.3 million was included in accounts payable and accrued liabilities on the consolidated balance sheets as of December 31, 2014 and 2013. | |
Related party compensation expense includes salary, bonus and non-cash equity compensation as determined under ASC Topic 718. Alexis Stewart, the daughter of Ms. Stewart, is a beneficial owner of more than 10% of the Company’s stock. During the second quarter of 2013, the Company granted Alexis Stewart stock appreciation rights ("SARs") in exchange for options pursuant to which she would receive shares of Class A Common Stock equal to the difference between the fair market value of Class A Common Stock on July 1, 2013 and the exercise price of her options. The SARs became fully vested on July 1, 2013. During 2012, she was employed by the Company and served in various capacities from which she earned an aggregate compensation of $0.03 million. The Company has also employed certain other members of Ms. Stewart’s family. Aggregate compensation for these employees was $0.5 million in 2014 and $0.4 million in both 2013 and 2012. | |
In 2013, the Company made charitable contributions of approximately $0.02 million to a foundation with which Ms. Stewart is affiliated. In 2014 and 2012, no such contributions were made. | |
For the period December 6, 2011 through October 20, 2013, J.C. Penney held an approximate 16.4% investment in the Company's total Class A and Class B Common Stock outstanding and accordingly was considered a related party. The Company derives revenues from J.C. Penney, inclusive of design fees, advertising, television sponsorship and creative services. The Company recorded revenues earned from J.C. Penney of $11.6 million during the period January 1, 2013 through October 20, 2013 and $8.1 million for year ended December 31, 2012. See Note 9, Shareholders' Equity, for further discussion of J.C. Penney. |
Commitments_And_Contingencies
Commitments And Contingencies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||||||
Commitments And Contingencies | COMMITMENTS AND CONTINGENCIES | |||||||||||
Operating Leases | ||||||||||||
During 2014, the Company leased office facilities, filming locations, and equipment under operating lease agreements. Leases for the Company’s offices and facilities expire between 2015 and 2018, and some of these leases are subject to the Company’s renewal. Total rent expense charged to operations for all such leases, was approximately $7.9 million, $9.7 million and $12.3 million for 2014, 2013, and 2012, respectively, net of sublease income of $0.7 million in 2012. There was no sublease income recognized in 2014 and 2013. The Company’s 2012 operating leases included its television production facilities and television administrative offices, which were terminated during 2012. Rent expense for operating leases, which may include free rent or fixed escalation amounts in addition to minimum lease payments, is recognized on a straight-line basis over the duration of each lease term. | ||||||||||||
The following is a schedule of future minimum payments under operating leases at December 31, 2014. The table includes total minimum lease payment commitments which include rent and other charges: | ||||||||||||
(in thousands) | Operating | Sublease | Net Operating | |||||||||
Lease Payments | Receipts * | Lease Payments | ||||||||||
2015 | $ | 8,566 | $ | 542 | $ | 8,024 | ||||||
2016 | 8,562 | 538 | 8,024 | |||||||||
2017 | 7,602 | — | 7,602 | |||||||||
2018 | 554 | — | 554 | |||||||||
Total | $ | 25,284 | $ | 1,080 | $ | 24,204 | ||||||
* The Company subleased certain properties at a loss. These losses were recognized at the time the sublease was executed and accordingly, the Company does not recognize any rent expense or offsetting sublease receipts for the remainder of the sublease agreements. The table above provides the total minimum cash lease payments and cash receipts for future periods. | ||||||||||||
Legal Matters | ||||||||||||
The Company is party to legal proceedings in the ordinary course of business, including product liability claims for which the Company is indemnified by its licensees. None of these proceedings is deemed material. | ||||||||||||
Other | ||||||||||||
See Note 8, Credit Facilities, for discussion of the Company’s line of credit with Bank of America. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||
Selected Quarterly Financial Data | SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |||||||||||||||||||
(in thousands, except share and per share data) | ||||||||||||||||||||
Year ended Year ended December 31, 2014 | First | Second | Third | Fourth | Total | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||
Revenues | $ | 33,268 | $ | 37,620 | $ | 29,611 | $ | 41,417 | $ | 141,916 | ||||||||||
Operating (loss) / income | $ | (2,190 | ) | $ | 2,244 | $ | (14,850 | ) | $ | 6,964 | $ | (7,832 | ) | |||||||
Net (loss) / income | $ | (2,603 | ) | $ | 1,767 | $ | (11,065 | ) | $ | 6,843 | $ | (5,058 | ) | |||||||
(Loss) / earnings per share—basic and diluted | $ | (0.05 | ) | $ | 0.03 | $ | (0.19 | ) | $ | 0.12 | $ | (0.09 | ) | |||||||
Weighted average common shares outstanding | ||||||||||||||||||||
Basic | 56,680,826 | 56,964,079 | 57,074,872 | 57,090,226 | 56,953,958 | |||||||||||||||
Diluted | 56,680,826 | 57,729,551 | 57,074,872 | 57,875,017 | 56,953,958 | |||||||||||||||
Year ended Year ended December 31, 2013 | First | Second | Third | Fourth | Total | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||
Revenues | $ | 37,224 | $ | 42,198 | $ | 33,848 | $ | 47,405 | $ | 160,675 | ||||||||||
Operating (loss) / income | $ | (3,045 | ) | $ | (636 | ) | $ | (4,076 | ) | $ | 5,860 | $ | (1,897 | ) | ||||||
Net (loss) / income | $ | (3,273 | ) | $ | (1,180 | ) | $ | (4,295 | ) | $ | 6,976 | $ | (1,772 | ) | ||||||
(Loss) / earnings per share—basic and diluted | $ | (0.05 | ) | $ | (0.02 | ) | $ | (0.06 | ) | $ | 0.12 | $ | (0.03 | ) | ||||||
Weighted average common shares outstanding | ||||||||||||||||||||
Basic | 67,241,626 | 67,371,869 | 67,490,820 | 57,630,635 | 64,912,368 | |||||||||||||||
Diluted | 67,241,626 | 67,371,869 | 67,490,820 | 58,011,641 | 64,912,368 | |||||||||||||||
Note: Basic and diluted earnings per share are computed independently for each quarter and full year presented. Accordingly, the sum of the quarterly earnings per share data may not agree with the calculated full year earnings per share. For the year ended December 31, 2014, the non-cash trademark and goodwill impairment charge, net of the tax credit, amounted to $0.14 per share. | ||||||||||||||||||||
Fourth Quarter 2014 Items: | ||||||||||||||||||||
Results included restructuring charges of $3.6 million. Restructuring charges included employee severance and other employee-related termination costs, as well as contract termination costs. | ||||||||||||||||||||
Fourth Quarter 2013 Items: | ||||||||||||||||||||
Results included restructuring charges of $2.8 million. Restructuring charges included employee severance and other employee-related termination costs. |
Gain_on_Sale_of_Subscriber_Lis
Gain on Sale of Subscriber List, net | 12 Months Ended |
Dec. 31, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Gain on Sale of Subscriber List, net | GAIN ON SALE OF SUBSCRIBER LIST, NET |
On January 2, 2013 the Company sold certain intangible assets related to Whole Living magazine in exchange for consideration of approximately $1.0 million. Pursuant to the sale, the subscription contracts for the print and digital editions of the magazine, as well as the rights and benefits of the subscribers, were transferred to the buyer. The agreement also required that the Company reimburse the buyer up to $0.1 million for customer refunds resulting from the transaction and paid by the buyer through June 30, 2013. Accordingly, the Company received $0.9 million in cash on the close of the transaction, and, in early July 2013, received the remainder of the refund reserve which was not utilized by the buyer. As a result of selling the Whole Living subscriber list, and thus transferring the subscription liability fulfillment obligation to the buyer, the Company recognized its existing $2.2 million deferred subscription revenue, resulting in a gain of $2.7 million as a component of operations. This gain on sale of subscriber list, net, reflected on the Company's consolidated statement of operations for the year ended December 31, 2013, was recorded within the Publishing segment and consisted of the $1.0 million list sale price, less broker fees and other costs of $0.5 million incurred in connection with the transaction, as well as the $2.2 million release of the deferred subscription revenue liability. |
Industry_Segments
Industry Segments | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Disclosure Industry Segments Segment Information [Abstract] | ||||||||||||||||||||
Industry Segments | INDUSTRY SEGMENTS | |||||||||||||||||||
The Company is a globally recognized lifestyle company committed to providing consumers with inspiring content and well-designed, high quality products. The Company’s business segments are currently Publishing, Merchandising and Broadcasting. | ||||||||||||||||||||
The Publishing segment primarily consists of the Company’s operations related to its magazines and books, as well as its digital operations which includes the content-driven website, marthastewart.com. The Merchandising segment primarily consists of the Company’s operations related to the design and branding of merchandise and related collateral and packaging materials that are distributed by its retail and manufacturing partners in exchange for royalty income and, in certain agreements, design fees. The Merchandising segment also includes the licensing of talent services for television programming produced by or on behalf of third parties. During 2014, the Broadcasting segment consisted of the Company's limited television operations and its satellite radio operations. See Note 1, The Company, for a discussion of the Company's restructuring activities in the Publishing and Broadcasting segments. | ||||||||||||||||||||
The accounting policies for the Company’s business segments are the same as those described in Note 2, Summary of Significant Accounting Policies. | ||||||||||||||||||||
Segment information for 2014, 2013, and 2012 is as follows: | ||||||||||||||||||||
(in thousands) | Publishing | Merchandising | Broadcasting | Corporate | Consolidated | |||||||||||||||
2014 | ||||||||||||||||||||
Revenues | $ | 82,139 | $ | 57,371 | $ | 2,406 | $ | — | $ | 141,916 | ||||||||||
Non-cash equity compensation * | (153 | ) | (103 | ) | (1 | ) | (1,884 | ) | (2,141 | ) | ||||||||||
Depreciation and amortization | (469 | ) | (51 | ) | (4 | ) | (3,830 | ) | (4,354 | ) | ||||||||||
Restructuring charges * | (2,702 | ) | (464 | ) | — | (471 | ) | (3,637 | ) | |||||||||||
Impairment of trademark and goodwill | — | (11,350 | ) | — | — | (11,350 | ) | |||||||||||||
Operating (loss) / income | (7,583 | ) | 30,419 | 127 | (30,795 | ) | (7,832 | ) | ||||||||||||
Total assets | 17,476 | 47,291 | 1,239 | 55,473 | 121,479 | |||||||||||||||
Capital expenditures | 143 | 19 | 2 | 354 | 518 | |||||||||||||||
2013 | ||||||||||||||||||||
Revenues | $ | 96,493 | $ | 59,992 | $ | 4,190 | $ | — | $ | 160,675 | ||||||||||
Non-cash equity compensation * | (376 | ) | (237 | ) | (8 | ) | (1,287 | ) | (1,908 | ) | ||||||||||
Depreciation and amortization | (944 | ) | (50 | ) | (27 | ) | (2,737 | ) | (3,758 | ) | ||||||||||
Restructuring charges * | (2,004 | ) | (583 | ) | — | (852 | ) | (3,439 | ) | |||||||||||
Gain on sale of subscriber list, net | 2,724 | — | — | — | 2,724 | |||||||||||||||
Operating (loss) / income | (14,781 | ) | 40,512 | 2,155 | (29,783 | ) | (1,897 | ) | ||||||||||||
Total assets | 25,245 | 64,876 | 1,290 | 56,956 | 148,367 | |||||||||||||||
Capital expenditures | 187 | 5 | — | 898 | 1,090 | |||||||||||||||
2012 | ||||||||||||||||||||
Revenues | $ | 122,540 | $ | 57,574 | $ | 17,513 | $ | — | $ | 197,627 | ||||||||||
Non-cash equity compensation * | (587 | ) | (455 | ) | (50 | ) | (2,715 | ) | (3,807 | ) | ||||||||||
Depreciation and amortization | (742 | ) | (52 | ) | (388 | ) | (2,825 | ) | (4,007 | ) | ||||||||||
Restructuring charges * | (1,971 | ) | (81 | ) | (816 | ) | (1,943 | ) | (4,811 | ) | ||||||||||
Goodwill impairment | (44,257 | ) | — | — | — | (44,257 | ) | |||||||||||||
Operating (loss) / income | (62,029 | ) | 39,477 | 2,354 | (36,198 | ) | (56,396 | ) | ||||||||||||
Total assets | 31,232 | 87,213 | 19,619 | 16,196 | 154,260 | |||||||||||||||
Capital expenditures | 236 | 105 | 41 | 932 | 1,314 | |||||||||||||||
* As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Restructuring_Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2014 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | RESTRUCTURING CHARGES |
The Company incurred restructuring charges of approximately $3.6 million, $3.4 million and $4.8 million in 2014, 2013 and 2012, respectively. In 2014, restructuring expense included reversals of non-cash equity compensation expense of approximately $0.03 million. In each of 2013 and 2012, restructuring expense included net non-cash compensation expense of approximately $0.1 million. Of the amounts charged to restructuring expense during 2014, approximately $2.0 million were payable as of December 31, 2014. The Company expects to use cash of $1.7 million in 2015 and $0.3 million in 2016 to relieve this liability. | |
In 2014, total restructuring charges included $2.7 million incurred in the Publishing segment in connection with the Company's partnership with Meredith (see Note 1, The Company, for further information). These Publishing segment restructuring charges primarily consisted of $1.6 million in employee severance and other employee-related termination costs, as well as $1.1 million in contract termination costs. The Company does not expect to incur significant additional charges in the future associated with this Publishing segment restructuring. The Company also incurred restructuring charges of $0.9 million in the Merchandising segment and Corporate, which primarily consisted of employee severance costs. | |
In 2013 and 2012, the Company incurred restructuring charges associated with a significant reorganization of its Publishing business. In 2012, the Company also incurred restructuring charges associated with significant changes in its Broadcasting business, as well as charges related to the departure of the Company's then-current President and Chief Executive Officer. In each of 2013 and 2012, restructuring charges primarily consisted of employee severance and other employee-related termination costs. |
Other_Information
Other Information | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Other Information Additional Information [Abstract] | |
Other Information | OTHER INFORMATION |
The Company’s financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and accrued expenses. The carrying amounts of these accounts approximate fair value. The Company had restricted cash and investments to secure the line of credit through May 19, 2014. These assets were included as components of current assets on the Consolidated Balance Sheet as of December 31, 2013. Effective with the amended credit agreement dated May 19, 2014, the line of credit is no longer secured by cash or investment collateral. | |
Total revenues from the Company's three business segments were $141.9 million, $160.7 million and $197.6 million in 2014, 2013 and 2012 respectively. Revenues from domestic sources were $137.9 million, $153.3 million and $187.4 million in 2014, 2013 and 2012, respectively. Revenues from foreign sources (primarily from Canada) were $4.0 million, $7.4 million and $10.2 million in 2014, 2013 and 2012, respectively. | |
Advertising expense, including subscription acquisition costs, was $5.8 million, $6.9 million and $9.5 million for 2014, 2013, and 2012, respectively. | |
Production, distribution and editorial expenses; selling and promotion expenses; and general and administrative expenses are all presented exclusive of depreciation and amortization, impairment charges, restructuring charges and gain on sale of subscriber list, net, which are shown separately within “Operating Costs and Expenses.” | |
Income taxes paid in 2014, 2013 and 2012 were $0.2 million, $0.5 million and $0.5 million, respectively. |
Schedule_II_Valuation_And_Qual
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ||||||||||||||||||||
Schedule II - Valuation And Qualifying Accounts | MARTHA STEWART LIVING OMNIMEDIA, INC. | |||||||||||||||||||
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS | ||||||||||||||||||||
For the Years Ended December 31, 2014, 2013 and 2012 | ||||||||||||||||||||
(in thousands) | ||||||||||||||||||||
Description | Balance, | Additions | Additions/ | (Deductions) | Balance, | |||||||||||||||
Beginning | Charged to | (Deductions) | Charged to | End of Year | ||||||||||||||||
of Year | Revenues, | Charged to | Revenues, | |||||||||||||||||
Costs and | Balance Sheet | Costs and | ||||||||||||||||||
Expenses | Accounts | Expenses | ||||||||||||||||||
Allowance for doubtful accounts: | ||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||
2014 | $ | 848 | $ | 559 | $ | 741 | $ | (244 | ) | $ | 1,904 | |||||||||
2013 | 1,617 | 885 | (1,230 | ) | (424 | ) | 848 | |||||||||||||
2012 | 1,630 | 997 | (109 | ) | (901 | ) | 1,617 | |||||||||||||
Reserve for valuation allowance on the deferred tax asset: | ||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||
2014 | $ | 76,340 | $ | — | $ | — | $ | (5,866 | ) | $ | 70,474 | |||||||||
2013 | 81,981 | — | — | (5,641 | ) | 76,340 | ||||||||||||||
2012 | 77,647 | 4,334 | — | — | 81,981 | |||||||||||||||
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||
Recent accounting standards | Recent accounting standards | |||||||||||||||
In May 2014, the Financial Accounting Standards Board ("FASB") issued an update on "Revenue from Contracts with Customers" (Topic 606), which completes the joint effort by the FASB and the International Accounting Standards Board to improve financial reporting by creating common revenue recognition guidance for GAAP and international financial reporting standards ("IFRS"). The joint project clarifies the principles for recognizing revenue and develops a common revenue standard for GAAP and IFRS. Specifically, it removes inconsistencies and weaknesses in revenue requirements, provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, provides more useful information to users of financial statements through improved disclosure requirements and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. For the Company, this update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The update may be applied using one of two methods: retrospective application to each prior reporting period presented, or retrospective application with the cumulative effect of initially applying the update recognized at the date of initial application. The Company is currently evaluating the transition method that will be elected and the impact of the update on its financial statements and disclosures. | ||||||||||||||||
Principles of consolidation | Principles of consolidation | |||||||||||||||
The consolidated financial statements include the accounts of all wholly owned subsidiaries. All intercompany transactions have been eliminated. | ||||||||||||||||
Use of estimates | Use of estimates | |||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Management does not expect such differences to have a material effect on the Company’s consolidated financial statements. | ||||||||||||||||
Cash and cash equivalents | Cash and cash equivalents | |||||||||||||||
Cash and cash equivalents include cash equivalents that mature within three months of the date of purchase. | ||||||||||||||||
Short-term investments | Short-term investments | |||||||||||||||
Short-term investments include investments that have maturity dates in excess of three months, but generally less than one year, from the date of acquisition. See Note 3, Fair Value Measurements, and Note 4, Short Term Investments, for further discussion. | ||||||||||||||||
Inventories | Inventory consisting of paper is stated at the lower of cost or market. Cost is determined using the first-in, first-out method. | |||||||||||||||
Property, plant, and equipment | Property and equipment | |||||||||||||||
Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the lease term or, if shorter, the estimated useful lives of the related assets. | ||||||||||||||||
The useful lives of the Company’s assets are as follows: | ||||||||||||||||
Building | 5 years | |||||||||||||||
Furniture, fixtures and equipment | 3 – 5 years | |||||||||||||||
Computer hardware and software | 3 – 5 years | |||||||||||||||
Leasehold improvements | life of lease | |||||||||||||||
Goodwill and intangible assets | Goodwill and other intangible assets | |||||||||||||||
Intangible assets | ||||||||||||||||
The Company has an indefinite-lived intangible asset that is comprised of trademarks that were purchased on April 2, 2008 as part of the acquisition of the businesses owned and operated by Emeril Lagasse and certain affiliated parties, except for Emeril Lagasse’s restaurant-related business and foundation. This intangible asset, reported within the Merchandising segment, had carrying amounts as of December 31, 2014, 2013 and 2012 as set forth in the schedule below: | ||||||||||||||||
Trademarks | Other intangibles | Accumulated amortization — other intangibles | Total | |||||||||||||
Balance at December 31, 2012 | $ | 45,200 | $ | 6,160 | $ | (6,157 | ) | $ | 45,203 | |||||||
Amortization | — | — | (3 | ) | (3 | ) | ||||||||||
expense | ||||||||||||||||
Balance at December 31, 2013 | $ | 45,200 | $ | 6,160 | $ | (6,160 | ) | $ | 45,200 | |||||||
Impairment charge | (10,500 | ) | — | — | (10,500 | ) | ||||||||||
Balance at December 31, 2014 | $ | 34,700 | $ | 6,160 | $ | (6,160 | ) | $ | 34,700 | |||||||
The Company's trademarks, which are classified as intangible assets with indefinite useful lives, are reviewed annually on October 1st, or more frequently if circumstances warrant, for impairment by applying a fair-value based test in accordance with Accounting Standards Codification ("ASC") 350, "Intangibles - Goodwill and Other" ("ASC 350"). The Company performs the impairment test by comparing the fair value of an intangible asset with its carrying amount. If the carrying amount of an intangible asset exceeds its fair value, an impairment charge for the excess value must be recorded. The Company estimates fair value using the discounted cash flow ("DCF") valuation methodology, in which future after-tax cash flows are discounted based on a market comparable weighted average cost of capital rate, adjusted for market and other risks where appropriate. The Company’s estimates, which are Level 3 unobservable inputs, are based on historical results and current economic and market trends, which drive key assumptions of revenue growth rates and operating margins, and therefore, are subject to uncertainty. | ||||||||||||||||
During 2014, the financial results of the Emeril Lagasse business were lower than expected, largely as a result of lower wholesale royalties in the housewares category that were impacted by a slower than expected start of certain new initiatives. In September 2014, in connection with the Company's 2015 budgeting process, the Company determined that: (1) an expected increase in wholesale royalties in the housewares category would be further delayed; (2) the distribution of housewares products to wider retail outlets became less certain; and (3) new food licensing partnerships that were expected to generate long-term growth were not yet meeting expectations. Accordingly, the Company reduced its long-term projections with respect to both the housewares and new food licensing businesses. As a result of lower-than-expected financial results and lower long-term projections, and in conjunction with the overall evaluation of the business, the Company determined that a triggering event had occurred during the three months ended September 30, 2014. | ||||||||||||||||
The Company completed an evaluation of the fair value of its indefinite-lived trademarks as of September 30, 2014 using a DCF analysis, which included the lower future growth assumptions discussed above. Other significant assumptions used in this DCF analysis included expected future margins, the discount rate and the perpetual growth rate. These assumptions are considered Level 3 unobservable inputs under the fair value hierarchy established by ASC 820, "Fair Value Measurements and Disclosures." As of September 30, 2014, the DCF analysis provided for a fair value of $34.7 million, which was below the carrying value of $45.2 million. This difference resulted in a non-cash intangible asset impairment charge of $10.5 million for the three months ended September 30, 2014. The impairment charge is included in "Impairment of trademark and goodwill" in the Consolidated Statements of Operations for the year ended December 31, 2014. | ||||||||||||||||
Although the Company considered all current information in calculating the amount of the impairment charge, future changes in events or circumstances could result in further decreases in the fair value of its indefinite-lived intangible asset. If actual results differ from the Company’s estimate of future cash flows, revenues, earnings and other factors, the Company may record additional impairment charges in the future. | ||||||||||||||||
With respect to the Company's annual test of its trademarks on October 1, 2014, the Company determined that the fair value of $34.7 million of its trademarks established as of September 30, 2014 was also the fair value as of October 1, 2014. In addition, the financial results of the Emeril Lagasse business for the three months ended December 31, 2014 were in line with the Company's expectations. Accordingly, the Company concluded that no further impairment charges were deemed necessary as of October 1, 2014 and through December 31, 2014. | ||||||||||||||||
Goodwill | ||||||||||||||||
The Company had goodwill that was generated upon the April 2, 2008 acquisition of certain businesses owned and operated by Emeril Lagasse and certain affiliated parties. This goodwill, reported within the Merchandising segment, had carrying amounts as of December 31, 2014 and 2013 as set forth in the schedule below: | ||||||||||||||||
Goodwill | ||||||||||||||||
Balance at December 31, 2013 | $ | 850 | ||||||||||||||
Impairment charge | (850 | ) | ||||||||||||||
Balance at December 31, 2014 | $ | — | ||||||||||||||
The Company reviews goodwill for impairment by applying a fair-value based test annually on October 1st, or more frequently if circumstances warrant, in accordance with ASC 350. Goodwill impairment is measured based upon a two-step process. In the first step, the Company compares the fair value of a reporting unit with its carrying amount, including goodwill, using a discounted cash flow ("DCF") valuation method. Future after-tax cash flows are discounted based on a market comparable weighted average cost of capital rate, adjusted for market and other risks where appropriate. The Company’s estimates, which are Level 3 unobservable inputs, are based on historical results and current economic and market trends, which drive key assumptions of revenue growth rates and operating margins, and therefore, are subject to uncertainty. If the fair value of a reporting unit exceeds its carrying value, the goodwill of the reporting unit is considered not impaired, thus rendering the second step in impairment testing unnecessary. If the fair value of the reporting unit is less than the carrying value, a second step is performed in which the implied fair value of the reporting unit's goodwill is compared to the carrying value of the goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. The estimated fair value of the reporting unit is allocated to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the estimated fair value of the reporting unit was the purchase price paid. The implied fair value of the reporting unit’s goodwill is compared with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment charge for the excess value must be recorded. | ||||||||||||||||
As a result of the intangible asset impairment charge associated with the Emeril Lagasse trademarks described above, the Company determined that a triggering event had also occurred with respect to the goodwill associated with the Emeril Lagasse business during the three months ended September 30, 2014. The Company considers all business related to Emeril Lagasse to be aggregated into a single reporting unit, which is a component of the Merchandising segment. The Company calculated the fair value of the reporting unit using a DCF analysis based upon updated long-term projections as of September 30, 2014, which included lowered expectations for both the housewares and new food categories and lower future growth assumptions. Other significant assumptions used in this DCF analysis included expected future margins, the discount rate and the perpetual growth rate. All these assumptions are considered Level 3 unobservable inputs under the fair value hierarchy established by ASC 820, "Fair Value Measurements and Disclosures." | ||||||||||||||||
The step one impairment test as of September 30, 2014 resulted in a fair value of the reporting unit that was less than its carrying value. Therefore, the Company performed the second step of the goodwill impairment test in which the implied fair value of the reporting unit’s goodwill was compared to the carrying value of its goodwill. The implied fair value of the reporting unit’s goodwill was determined based on the difference between the fair value of the reporting unit and the net fair value of its identifiable assets and liabilities, which included minimal accounts receivable, accounts payable and deferred revenue. The reporting unit’s identifiable assets also included the revalued indefinite-lived intangible asset described above. As a result of performing this goodwill impairment test as of September 30, 2014, the Company determined that the implied fair value of the Emeril Lagasse reporting unit’s goodwill was zero. Therefore, the Company also recorded a non-recurring, non-cash goodwill impairment charge of $0.9 million for the three-month period ended September 30, 2014. The impairment charge is included in "Impairment of trademark and goodwill" in the Consolidated Statements of Operations for the year ended December 31, 2014. | ||||||||||||||||
Revenue recognition | Revenue recognition | |||||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collection is probable. Revenues and associated accounts receivable are recorded net of provisions for estimated future returns, doubtful accounts and other allowances. Allowances for uncollectible receivables are estimated based upon a combination of write-off history, aging analysis, and any specific, known troubled accounts. | ||||||||||||||||
The Company participates in certain revenue arrangements containing multiple deliverables. These arrangements generally consist of custom-created advertising programs delivered on multiple media platforms, as well as licensing programs which may also be supported by various promotional plans. Examples of significant program deliverables include print advertising pages in the Company’s publications, custom-created video content and integration on the Company's websites as well as advertising impressions delivered on the Company’s and partner websites. | ||||||||||||||||
ASC Topic 605, Revenue Recognition ("ASC 605") and Accounting Standards Update ("ASU") 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements (a consensus of the FASB Emerging Issues Task Force) ("ASU 09-13") require that the Company examine separate contracts with the same entity or related parties that are entered into simultaneously or near the same time to determine if the arrangements should be considered a single arrangement in the determination of units of accounting. While both ASC 605 and ASU 09-13 require that units delivered have standalone value to the customer, ASU 09-13 modified the separation criteria in determining units of accounting by eliminating the requirement to obtain objective and reliable evidence of the fair value of undelivered items. As a result of the elimination of this requirement, the Company’s significant program deliverables generally meet the separation criteria under ASU 09-13, whereas under ASC 605 they did not qualify as separate units of accounting. | ||||||||||||||||
For those arrangements accounted for prior to the adoption of ASU 09-13, if the Company was unable to put forth objective and reliable evidence of the fair value of each deliverable, then the Company accounted for the deliverables as a combined unit of accounting rather than separate units of accounting. In this case, revenue is recognized as the earnings process is completed, generally over the fulfillment term of the last deliverable. | ||||||||||||||||
For those arrangements accounted for after the adoption of ASU 09-13, the Company is required to allocate fixed and determinable revenue based on the relative selling price of each deliverable which qualifies as a unit of accounting, even if such deliverables are not sold separately by either the Company itself or by other vendors. Determination of selling price is a judgmental process that requires numerous assumptions. The consideration is allocated at the inception of the arrangement to all deliverables based upon their relative selling prices. Selling prices for deliverables that qualify as separate units of accounting are determined using a hierarchy of: (1) vendor-specific objective evidence (“VSOE”), (2) third-party evidence and (3) best estimate of selling price. The Company has generally allocated consideration based upon its best estimate of selling price. The Company’s deliverables are generally priced with a wide range of discounts or premiums as the result of a variety of factors including the size of the advertiser and the volume and placement of advertising sold to the advertiser. The Company’s best estimate of selling price is intended to represent the price at which it would sell the deliverable if the Company were to sell the item regularly on a standalone basis. The Company considers market conditions, such as competitor pricing pressures, as well as entity-specific factors that are consistent with normal pricing practices, such as the recent history of the selling prices of similar products when sold on a standalone basis, the impact of the cost of customization, the size of the transaction, and other factors contemplated in negotiating the arrangement with the customer, when determining the best estimate of selling price. The fixed and determinable arrangement consideration is recognized as revenue as the earnings process is completed, generally at the time each unit of accounting is fulfilled (i.e., when magazine advertisements appear in an issue or when the digital impressions are served). | ||||||||||||||||
The Company follows certain segment-specific revenue recognition policies that are discussed below. | ||||||||||||||||
Publishing Segment | ||||||||||||||||
The Company's Publishing segment includes five major categories of revenues, which are recognized as follows: | ||||||||||||||||
• | Magazine advertising revenue: Revenue generated by the sales of advertising in Martha Stewart Living, Martha Stewart Weddings and related special interest publications is recorded based on the on-sale dates of magazines when the advertisement appears in the magazine and are stated net of agency commissions and cash and sales discounts. | |||||||||||||||
• | Subscription revenue: Revenue from subscription contracts for Martha Stewart Living and Martha Stewart Weddings results from advance payments for subscriptions received from customers and is recognized on a straight-line basis over the life of the subscription contract as issues are delivered. | |||||||||||||||
• | Newsstand revenue: Revenue generated by single copy sales of Martha Stewart Living and Martha Stewart Weddings is recognized based on the on-sale dates of magazines and is initially recorded based upon estimates of sales, net of returns, brokerage and estimates of newsstand-related fees. Estimated returns are recorded based upon historical experience. | |||||||||||||||
• | Digital advertising revenue: Revenue generated from the Company’s websites and partner sites, prior to November 1, 2014, was generally based upon sales of impression-based and sponsorship advertisements. Revenue generated from partner sites were recorded gross or net of the partners' commissions, in accordance with the terms of the specific contracts. Digital advertising revenues were recorded in the period in which the advertisements were served. | |||||||||||||||
• | Books revenue: Revenue associated with the delivery of editorial content for books results from advance payments received from the Company’s publishers and is recognized as manuscripts are delivered to and accepted by the publishers. Revenue is also earned from book publishing as sales on a unit basis exceed the advanced royalty. | |||||||||||||||
Effective November 1, 2014, the Company discontinued publication of Martha Stewart Living and the Company's digital operations, and Meredith assumed responsibility for advertising sales, circulation and production in the United States and Canada of Martha Stewart Living, Martha Stewart Weddings and related special interest publications. Meredith also now hosts, operates, maintains, and provides advertising sales and related functions for marthastewart.com, marthastewartweddings.com and the Company's related digital assets. The Company will continue to own its underlying intellectual property, and create and provide all editorial content for these magazines and digital properties. See Note 1, The Company, for further discussion of the agreements that the Company entered into with Meredith. | ||||||||||||||||
As a result of the MS Living Agreement, the Company expects a significant impact on certain Publishing segment revenues and expenses. Specifically, with the elimination of Martha Stewart Living advertising and circulation revenues that began with the February 2015 issue and the digital advertising revenue share arrangement that began November 1, 2014, the Company expects total advertising and circulation revenues to decline. These revenue declines will be partially offset by the recognition of licensing revenue for print and digital editorial content that the Company provides to Meredith, which began November 1, 2014. The Company also expects its Publishing segment expenses to significantly decline due to the elimination of almost all of the Company's non-editorial related expenses for Martha Stewart Living and the Company's digital assets, including its websites. With respect to the MS Weddings Agreement, the Company will continue to record advertising and circulation revenue generated by Meredith on the Company's behalf for Martha Stewart Weddings and related special interest publications, as well as all costs associated with these magazines, including the Company's editorial expenses and Meredith's expenses for production, selling and distribution services that are provided to the Company on a cost-plus basis. | ||||||||||||||||
With respect to revenue recognition subsequent to November 1, 2014, the Company concluded that the MS Living Agreement and the MS Weddings Agreement are considered separate arrangements in accordance with ASU 09-13. The MS Weddings Agreement is not a revenue arrangement and does not contain any elements that are essential to any elements in the MS Living Agreement. Under the MS Weddings Agreement, Meredith will provide, on a cost-plus basis, publishing operation services, while the Company solely bears all financial risks and rewards of Martha Stewart Weddings and related special interest publications. Accordingly, revenues earned pursuant to the MS Weddings Agreement are recognized in accordance with the Company's historical policies surrounding magazine advertising, subscription and newsstand revenues, as described above. These revenues are presented on a gross basis on the Company's consolidated statements of operations, offset by related expenses also presented gross in the same statements. | ||||||||||||||||
The MS Living Agreement is a multiple-deliverable revenue arrangement that contains three separate units of accounting: 1) delivery of paid subscribers of Martha Stewart Living; 2) delivery of print editorial content for Martha Stewart Living; and 3) delivery of digital editorial content for inclusion on the websites, primarily marthastewart.com. The Company allocated the fixed and determinable arrangement consideration to these three units of accounting based on their relative selling prices, using the Company's best estimate of selling price as provided for under ASU 09-13. The fixed and determinable arrangement consideration, as of November 1, 2014, included deferred subscription revenue of approximately $8 million, which represented outstanding Martha Stewart Living subscription contracts that the Company was no longer obligated to fulfill. | ||||||||||||||||
Revenues generated under the MS Living Agreement are recognized as follows: | ||||||||||||||||
• | Delivery of paid subscribers: The Martha Stewart Living subscriber list was delivered to Meredith on November 1, 2014, with no further obligations of the Company. Accordingly, the Company recognized approximately $2 million in revenue on November 1, 2014, based on the relative selling price allocation of the total arrangement consideration. | |||||||||||||||
• | Delivery of print editorial content: Revenue associated with the delivery of editorial pages for Martha Stewart Living are recognized when the pages are delivered and accepted, at a rate based on the relative selling price of the total arrangement consideration. | |||||||||||||||
• | Delivery of digital editorial content: Revenue associated with the delivery of digital content for the websites are recognized upon delivery, which occurs at the same rate each month. Therefore, the Company recognizes a portion of the total arrangement consideration, based on the relative selling price, ratably each month. | |||||||||||||||
• | Digital advertising revenues: Revenue generated by Meredith's sales of advertising on the website and other digital properties are recognized in the period that the advertisements are served. Only the Company's share of digital advertising revenue is recorded, net of commissions and certain third-party expenses, in accordance with the MS Living Agreement. | |||||||||||||||
• | Magazine royalty: To the extent that the Martha Stewart Living magazine generates future operating profits, as defined in the MS Living Agreement, the Company's share of those profits will be included in the total arrangement consideration at the point those amounts are fixed and determinable. The increase to the total arrangement consideration will then prospectively be allocated based on the relative selling prices first established on November 1, 2014. The Company is only entitled to receive a portion of the operating profit, if any, at the end of each contractual fiscal year, with the first contractual fiscal year ending on June 30, 2016. | |||||||||||||||
The Company's results for 2014 included revenues that were generated prior to the effective date of the Company's partnership with Meredith, as well as certain revenues that were generated under this partnership. The following is a summary of 2014 Publishing segment revenues: | ||||||||||||||||
• | Magazine advertising, subscription and newsstand revenues from Martha Stewart Living (10 issues) were recognized in 2014, similar to the 10 issues recorded in 2013. Although the effective date of the MS Living Agreement was November 1, 2014, Meredith began publishing Martha Stewart Living with the February 2015 issue, which had an on-sale date of January 2015. Accordingly, effective January 2015, magazine advertising, subscription and newsstand revenues related to Martha Stewart Living will no longer be recorded by the Company. | |||||||||||||||
• | Magazine advertising, subscription and newsstand revenues from Martha Stewart Weddings (four issues) and related special interest publications (two issues) were recognized in 2014, with the same frequency recorded in 2013. The Company expects to continue to record revenues in 2015 related to Martha Stewart Weddings in accordance with the accounting policies first listed above. | |||||||||||||||
• | Digital advertising revenue from the Company’s websites and on partner sites, through October 31, 2014, was recognized generally on a gross basis in accordance with the accounting policies first listed above. From November 1, 2014 through December 31, 2014, digital advertising revenue was recorded in accordance with the MS Living Agreement, which resulted in the recognition of only the Company's share of digital advertising revenue, net of commissions and certain third-party expenses. The Company expects to continue to record digital advertising revenue in 2015 in accordance with the policies pursuant to the MS Living Agreement. | |||||||||||||||
• | Books revenue was recognized in 2014 in accordance with the accounting policies first listed above. | |||||||||||||||
• | Revenue associated with the delivery of paid subscribers to Meredith of approximately $2 million was recognized on November 1, 2014, as described above. | |||||||||||||||
• | Revenue associated with the delivery of print editorial content to Meredith was recognized in December 2014, when content for future issues of Martha Stewart Living were delivered to and accepted by Meredith. | |||||||||||||||
• | Revenue associated with the delivery of digital editorial content to Meredith was recognized in November and December 2014, as described above. | |||||||||||||||
• | Total revenues recognized pursuant to the MS Living Agreement with Meredith were $6.3 million in 2014. | |||||||||||||||
Merchandising Segment | ||||||||||||||||
Royalties from product designs and other Merchandising segment revenues are recognized on a monthly basis based on the specific mechanisms within each contract. Payments are typically made by the Company’s partners on a quarterly basis. Generally, revenues are recognized based on actual net sales, while any minimum guarantees are earned proportionately over the fiscal year. | ||||||||||||||||
Revenues related to television talent services for programming produced by or on behalf of third parties are generally recognized when services are performed, regardless of when the episodes air, within the Merchandising segment. | ||||||||||||||||
Broadcasting Segment | ||||||||||||||||
Television sponsorship revenues are generally recorded over the initial airing of new episodes. Licensing revenues from the Company’s radio programming are recorded on a straight-line basis over the term of the agreement. | ||||||||||||||||
Historically, the Company's Broadcasting segment included significant television production operations. In connection with those historical operations during 2012 and prior, the Company recognized television spot advertising, integration and licensing revenues. Television licensing revenues for content produced by the Company were recorded as earned in accordance with the specific terms of each agreement and were generally recognized upon delivery of the episodes to the licensee, provided that the license period began. | ||||||||||||||||
Advertising costs | Advertising costs | |||||||||||||||
Advertising costs, consisting primarily of direct-response advertising, are expensed in the period in which the related advertising campaign occurs. | ||||||||||||||||
Earnings per share | Earnings per share | |||||||||||||||
Basic earnings per share is computed using the weighted average number of actual common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that would occur from the exercise of stock options and the vesting of restricted stock and restricted stock units. | ||||||||||||||||
Equity compensation | Equity compensation | |||||||||||||||
The Company has issued stock-based compensation to certain of its employees. In accordance with the fair-value recognition provisions of ASC Topic 718, Share-Based Payments (“ASC Topic 718”) and SEC Staff Accounting Bulletin No. 107, compensation cost associated with employee grants recognized in the 2014, 2013 and 2012 was based on the grant date fair value. Employee stock option, restricted stock, and restricted stock unit ("RSU") awards with service period-based vesting triggers (“service period-based” awards) are amortized as non-cash equity compensation expense on a straight-line basis over the expected vesting period. The Company values service period-based option awards using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires numerous assumptions, including volatility of the Company’s Class A Common Stock and expected life of the option. Service period-based restricted stock and RSU awards are valued at the market value of traded shares on the date of grant. Options and RSUs with Class A Common Stock price-based vesting triggers (“price-based” awards) are valued using the Monte Carlo Simulation method which takes into account assumptions such as volatility of the Company’s Class A Common Stock, the risk-free interest rate based on the contractual term of the award, the expected dividend yield, the vesting schedule, and the probability that the market conditions of the award will be achieved. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||
Useful Lives of the Company's Assets | The useful lives of the Company’s assets are as follows: | |||||||||||||||
Building | 5 years | |||||||||||||||
Furniture, fixtures and equipment | 3 – 5 years | |||||||||||||||
Computer hardware and software | 3 – 5 years | |||||||||||||||
Leasehold improvements | life of lease | |||||||||||||||
The components of property and equipment at December 31, 2014 and 2013 were as follows: | ||||||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||||||
Buildings | $ | 308 | $ | 285 | ||||||||||||
Furniture, fixtures and equipment | 5,288 | 5,541 | ||||||||||||||
Computer hardware and software | 8,268 | 10,174 | ||||||||||||||
Leasehold improvements | 22,009 | 26,310 | ||||||||||||||
Total Property and Equipment | 35,873 | 42,310 | ||||||||||||||
Less: accumulated depreciation and amortization | 31,767 | 34,349 | ||||||||||||||
$ | 4,106 | $ | 7,961 | |||||||||||||
Components of Intangible Assets | This intangible asset, reported within the Merchandising segment, had carrying amounts as of December 31, 2014, 2013 and 2012 as set forth in the schedule below: | |||||||||||||||
Trademarks | Other intangibles | Accumulated amortization — other intangibles | Total | |||||||||||||
Balance at December 31, 2012 | $ | 45,200 | $ | 6,160 | $ | (6,157 | ) | $ | 45,203 | |||||||
Amortization | — | — | (3 | ) | (3 | ) | ||||||||||
expense | ||||||||||||||||
Balance at December 31, 2013 | $ | 45,200 | $ | 6,160 | $ | (6,160 | ) | $ | 45,200 | |||||||
Impairment charge | (10,500 | ) | — | — | (10,500 | ) | ||||||||||
Balance at December 31, 2014 | $ | 34,700 | $ | 6,160 | $ | (6,160 | ) | $ | 34,700 | |||||||
Components of Goodwill | This goodwill, reported within the Merchandising segment, had carrying amounts as of December 31, 2014 and 2013 as set forth in the schedule below: | |||||||||||||||
Goodwill | ||||||||||||||||
Balance at December 31, 2013 | $ | 850 | ||||||||||||||
Impairment charge | (850 | ) | ||||||||||||||
Balance at December 31, 2014 | $ | — | ||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Assets Measured At Fair Value | The following tables present the Company’s assets that are measured at fair value on a recurring basis: | |||||||||||||||
December 31, 2014 | ||||||||||||||||
(in thousands) | Quoted Market | Significant | Significant | Total | ||||||||||||
Prices in Active | Other | Unobservable | Fair Value | |||||||||||||
Markets for | Observable | Inputs | Measurements | |||||||||||||
Identical Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
Short-term investments: | ||||||||||||||||
Mutual funds | $ | 2,492 | $ | — | $ | — | $ | 2,492 | ||||||||
U.S. government and agency securities | — | 951 | — | 951 | ||||||||||||
Corporate obligations | — | 22,145 | — | 22,145 | ||||||||||||
Other fixed income securities | — | 491 | — | 491 | ||||||||||||
International securities | — | 10,311 | — | 10,311 | ||||||||||||
Municipal obligations | — | 426 | — | 426 | ||||||||||||
Total | $ | 2,492 | $ | 34,324 | $ | — | $ | 36,816 | ||||||||
December 31, 2013 | ||||||||||||||||
(in thousands) | Quoted Market | Significant | Significant | Total | ||||||||||||
Prices in Active | Other | Unobservable | Fair Value | |||||||||||||
Markets for | Observable | Inputs | Measurements | |||||||||||||
Identical Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
Short-term investments: | ||||||||||||||||
Mutual funds | $ | 2,485 | $ | — | $ | — | $ | 2,485 | ||||||||
U.S. government and agency securities | — | 2,233 | — | 2,233 | ||||||||||||
Corporate obligations | — | 14,159 | * | — | 14,159 | |||||||||||
Other fixed income securities | — | 361 | — | 361 | ||||||||||||
International securities | — | 3,048 | — | 3,048 | ||||||||||||
Municipal obligations | — | 1,477 | — | 1,477 | ||||||||||||
Total | $ | 2,485 | $ | 21,278 | $ | — | $ | 23,763 | ||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Equity [Abstract] | ||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The components of accumulated other comprehensive loss as of December 31, 2014 and 2013 are set forth in the schedule below: | |||||||
(in thousands) | Unrealized Gains/(Losses) on Available-for-sale Securities | Total Accumulated Other Comprehensive Loss | ||||||
Balance at December 31, 2013 | $ | (479 | ) | $ | (479 | ) | ||
Amounts reclassified for net realized losses on available-for-sale securities included in net loss * | 496 | 496 | ||||||
Unrealized losses on available-for-sale securities occurring during the period | (41 | ) | (41 | ) | ||||
Balance at December 31, 2014 | $ | (24 | ) | $ | (24 | ) | ||
* Amounts reclassified for previously unrealized losses on available-for-sale securities are included in "Interest (expense) / income and other, net" in the Consolidated Statements of Operations. |
Accounts_Receivable_Net_Tables
Accounts Receivable, Net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Receivables [Abstract] | ||||||||
Components of Accounts Receivable | The components of accounts receivable at December 31, 2014 and 2013 were as follows: | |||||||
(in thousands) | 2014 | 2013 | ||||||
Advertising | $ | 16,287 | $ | 19,190 | ||||
Licensing | 13,311 | 19,218 | ||||||
Other | 2,625 | 2,134 | ||||||
32,223 | 40,542 | |||||||
Less: reserve for credits and uncollectible accounts | 1,904 | 848 | ||||||
$ | 30,319 | $ | 39,694 | |||||
Property_Plant_And_Equipment_N1
Property, Plant And Equipment, Net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment | The useful lives of the Company’s assets are as follows: | |||||||
Building | 5 years | |||||||
Furniture, fixtures and equipment | 3 – 5 years | |||||||
Computer hardware and software | 3 – 5 years | |||||||
Leasehold improvements | life of lease | |||||||
The components of property and equipment at December 31, 2014 and 2013 were as follows: | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Buildings | $ | 308 | $ | 285 | ||||
Furniture, fixtures and equipment | 5,288 | 5,541 | ||||||
Computer hardware and software | 8,268 | 10,174 | ||||||
Leasehold improvements | 22,009 | 26,310 | ||||||
Total Property and Equipment | 35,873 | 42,310 | ||||||
Less: accumulated depreciation and amortization | 31,767 | 34,349 | ||||||
$ | 4,106 | $ | 7,961 | |||||
Employee_And_NonEmployee_Benef1
Employee And Non-Employee Benefit And Compensation Plans (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Restricted stock valuation assumptions | The following table summarizes the assumptions used in applying the Monte Carlo Simulation method to value this price-based award: | ||||||||||||
2013 | |||||||||||||
Risk-free interest rate | 0.65% | ||||||||||||
Dividend yields | Zero | ||||||||||||
Expected volatility | 48.31% | ||||||||||||
Derived service periods | 1.84 - 2.44 years | ||||||||||||
Estimated value of price-based RSUs | $0.29 - $0.94 | ||||||||||||
Prior Plans | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Changes in Outstanding Options | Changes in outstanding options under the 1999 Plan and the Non-Employee Director Plan (collectively, the "Prior Plans") during 2014 were as follows: | ||||||||||||
Number of | Weighted | Weighted-average remaining contractual term | Aggregate intrinsic value ($000) * | ||||||||||
shares | average | ||||||||||||
subject to | exercise | ||||||||||||
options | price | ||||||||||||
Outstanding as of December 31, 2013 | 875,000 | $ | 7.06 | ||||||||||
Cancelled—service period-based | (30,000 | ) | 7.63 | ||||||||||
Options exercisable and outstanding as of December 31, 2014 | 845,000 | $ | 7.04 | 0.17 | $ | — | |||||||
Changes in Nonvested Outstanding Options | Changes in the nonvested outstanding options are as follows: | ||||||||||||
Shares | Weighted-average grant-date fair value | ||||||||||||
Nonvested options outstanding at December 31, 2011 | 3,206,351 | $ | 1.89 | ||||||||||
Granted-service period-based | 505,000 | 1.72 | |||||||||||
Vested-service period-based | (635,758 | ) | 1.75 | ||||||||||
Forfeited or expired-service period-based | (392,477 | ) | 2.36 | ||||||||||
Nonvested options outstanding at December 31, 2012 | 2,683,116 | $ | 1.79 | ||||||||||
Granted-service period-based | 1,190,000 | 0.9 | |||||||||||
Vested-service period-based | (937,875 | ) | 1.73 | ||||||||||
Forfeited or expired-service period-based | (669,146 | ) | 1.82 | ||||||||||
Forfeited or expired-priced-based | (725,000 | ) | 1.71 | ||||||||||
Nonvested options outstanding at December 31, 2013 | 1,541,095 | $ | 1.32 | ||||||||||
Granted-service period-based | 25,070 | 1.99 | |||||||||||
Granted-price-based | 185,000 | 1.62 | |||||||||||
Vested-service period-based | (647,552 | ) | 1.65 | ||||||||||
Forfeited or expired-service period-based | (40,070 | ) | 2.06 | ||||||||||
Forfeited or expired-price-based | (100,000 | ) | 0.76 | ||||||||||
Nonvested options outstanding at December 31, 2014 | 963,543 | $ | 1.13 | ||||||||||
Stock Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Changes in Outstanding Options | Changes in outstanding options under the Stock Plan during 2014 were as follows: | ||||||||||||
Number of | Weighted | Weighted-average remaining contractual term | Aggregate intrinsic value* | ||||||||||
shares | average | ||||||||||||
subject to | exercise price | ||||||||||||
options | |||||||||||||
Outstanding as of December 31, 2013 | 3,656,675 | $ | 4.38 | ||||||||||
Granted—service period-based | 25,070 | 5.12 | |||||||||||
Granted—price-based | 185,000 | 8.38 | |||||||||||
Exercised—service period-based | (300,952 | ) | 3.27 | ||||||||||
Cancelled—service period-based | (159,128 | ) | 4.58 | ||||||||||
Cancelled—priced-based | (100,000 | ) | 9 | ||||||||||
Outstanding as of December 31, 2014 | 3,306,665 | $ | 3.74 | 6.47 | $3,531,899 | ||||||||
Options exercisable at December 31, 2014 | 2,343,122 | $ | 3.43 | 5.48 | $2,837,529 | ||||||||
Changes in Nonvested Outstanding Options | Changes in the nonvested outstanding options are as follows: | ||||||||||||
Shares | Weighted-average grant-date fair value | ||||||||||||
Nonvested options outstanding at December 31, 2011 | 3,206,351 | $ | 1.89 | ||||||||||
Granted-service period-based | 505,000 | 1.72 | |||||||||||
Vested-service period-based | (635,758 | ) | 1.75 | ||||||||||
Forfeited or expired-service period-based | (392,477 | ) | 2.36 | ||||||||||
Nonvested options outstanding at December 31, 2012 | 2,683,116 | $ | 1.79 | ||||||||||
Granted-service period-based | 1,190,000 | 0.9 | |||||||||||
Vested-service period-based | (937,875 | ) | 1.73 | ||||||||||
Forfeited or expired-service period-based | (669,146 | ) | 1.82 | ||||||||||
Forfeited or expired-priced-based | (725,000 | ) | 1.71 | ||||||||||
Nonvested options outstanding at December 31, 2013 | 1,541,095 | $ | 1.32 | ||||||||||
Granted-service period-based | 25,070 | 1.99 | |||||||||||
Granted-price-based | 185,000 | 1.62 | |||||||||||
Vested-service period-based | (647,552 | ) | 1.65 | ||||||||||
Forfeited or expired-service period-based | (40,070 | ) | 2.06 | ||||||||||
Forfeited or expired-price-based | (100,000 | ) | 0.76 | ||||||||||
Nonvested options outstanding at December 31, 2014 | 963,543 | $ | 1.13 | ||||||||||
Stock Plan | Service period-based options | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Fair Value of Option Awards Weighted Average Assumptions | The fair value of 2013 or 2012 employee service period-based option awards granted under the Stock Plan was estimated on the grant dates using the Black-Scholes option-pricing model on the basis of the following weighted average assumptions: | ||||||||||||
2013 | 2012 | ||||||||||||
Risk-free interest rates | 0.5% – 1.0% | 0.4% – 0.6% | |||||||||||
Dividend yields | Zero | Zero | |||||||||||
Expected volatility | 58.45% – 60.34% | 61.80% – 63.48% | |||||||||||
Average expected term | 3.7 years | 3.7 years | |||||||||||
Average fair market value per option granted | $1.15 | $1.79 | |||||||||||
Stock Plan | Price-based options | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Fair Value of Option Awards Weighted Average Assumptions | The fair value of employee price-based option awards in 2014 under the Stock Plan was estimated on the grant dates using the Monte Carlo option-pricing model on the basis of the following weighted average assumptions: | ||||||||||||
2014 | |||||||||||||
Risk-free interest rates | 2.01% – 2.04% | ||||||||||||
Dividend yields | Zero | ||||||||||||
Expected volatility | 60.52% – 61.19% | ||||||||||||
Average expected term | 0.4 - 1.7 years | ||||||||||||
Average fair market value per option granted | 1.54 | ||||||||||||
Stock Plan | Price-based RSUs | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Nonvested restricted stock activity | A summary of the shares of price-based RSUs is as follows: | ||||||||||||
Shares | Weighted | ||||||||||||
Average Grant | |||||||||||||
Date Value | |||||||||||||
Outstanding and nonvested at December 31, 2011 | 440,000 | $ | 3.07 | ||||||||||
No activity during 2012 | — | — | |||||||||||
Outstanding and nonvested at December 31, 2012 | 440,000 | $ | 3.07 | ||||||||||
Granted | 930,000 | 0.65 | |||||||||||
Forfeitures | (400,000 | ) | 3.19 | ||||||||||
Outstanding and nonvested at December 31, 2013 | 970,000 | $ | 0.77 | ||||||||||
Granted | 242,500 | 2.28 | |||||||||||
Forfeitures | (110,000 | ) | 1.32 | ||||||||||
Outstanding and nonvested at December 31, 2014 | 1,102,500 | $ | 0.94 | ||||||||||
Stock Plan | Service period-based restricted stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Nonvested restricted stock activity | summary of the shares of service period-based restricted stock is as follows: | ||||||||||||
Shares | Weighted | ||||||||||||
Average Grant | |||||||||||||
Date Value | |||||||||||||
Outstanding and nonvested at December 31, 2011 | 8,352 | $ | 4.49 | ||||||||||
Granted | 25,202 | 3.26 | |||||||||||
Vested | (33,554 | ) | 3.65 | ||||||||||
Outstanding and nonvested at December 31, 2012 | — | $ | — | ||||||||||
Granted | 26,966 | 2.71 | |||||||||||
Vested | (26,966 | ) | 2.71 | ||||||||||
Outstanding and nonvested at December 31, 2013 | — | $ | — | ||||||||||
Granted | 9,424 | 4.24 | |||||||||||
Vested | (9,424 | ) | 4.24 | ||||||||||
Outstanding and nonvested at December 31, 2014 | — | — | |||||||||||
Stock Plan | Service period-based RSUs | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Nonvested restricted stock activity | A summary of the shares of service period-based RSUs is as follows: | ||||||||||||
Shares | Weighted | ||||||||||||
Average Grant | |||||||||||||
Date Value | |||||||||||||
Outstanding and nonvested at December 31, 2011 | 539,698 | $ | 4.29 | ||||||||||
Granted | 302,163 | 3.19 | |||||||||||
Vested | (119,635 | ) | 4.14 | ||||||||||
Forfeitures | (2,500 | ) | 3.95 | ||||||||||
Outstanding and nonvested at December 31, 2012 | 719,726 | $ | 3.93 | ||||||||||
Granted | 814,500 | 2.53 | |||||||||||
Vested | (438,353 | ) | 3.64 | ||||||||||
Forfeitures | (353,790 | ) | 3.89 | ||||||||||
Outstanding and nonvested at December 31, 2013 | 742,083 | $ | 2.69 | ||||||||||
Granted | 225,297 | 4.93 | |||||||||||
Vested | (390,625 | ) | 2.61 | ||||||||||
Forfeitures | (32,771 | ) | 4.92 | ||||||||||
Outstanding and nonvested at December 31, 2014 | 543,984 | $ | 3.4 | ||||||||||
Income_taxes_Tables
Income taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Provision/benefit for income taxes | The benefit / (provision) for income taxes consist of the following for 2014, 2013, and 2012: | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Current Income Tax (Expense) Benefit | ||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||
State and local | (35 | ) | 53 | (107 | ) | |||||||
Foreign | (94 | ) | (160 | ) | (252 | ) | ||||||
Total current income tax expense | (129 | ) | (107 | ) | (359 | ) | ||||||
Deferred Income Tax Benefit / (Expense) | ||||||||||||
Federal | 2,596 | 20 | (1,061 | ) | ||||||||
State and local | 742 | 3 | (182 | ) | ||||||||
Total deferred income tax benefit / (expense) | 3,338 | 23 | (1,243 | ) | ||||||||
Income tax benefit / (provision) | $ | 3,209 | $ | (84 | ) | $ | (1,602 | ) | ||||
Reconciliation of the federal income tax provision | A reconciliation of the federal income tax benefit / (provision) at the statutory rate to the effective rate for 2014, 2013, and 2012 is as follows: | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Computed tax benefit at the federal statutory rate of 35% | $ | 2,894 | $ | 591 | $ | 19,069 | ||||||
State income taxes, net of federal benefit | (52 | ) | (19 | ) | (57 | ) | ||||||
Non-deductible compensation | (647 | ) | (91 | ) | (537 | ) | ||||||
Non-deductible expense | (189 | ) | (113 | ) | (131 | ) | ||||||
Non-deductible goodwill impairment | (323 | ) | 1,257 | (15,490 | ) | |||||||
Tax on foreign income | (94 | ) | (104 | ) | (252 | ) | ||||||
Valuation allowance | 1,579 | (1,686 | ) | (4,186 | ) | |||||||
Other | 41 | 81 | (18 | ) | ||||||||
Income tax benefit / (provision) | $ | 3,209 | $ | (84 | ) | $ | (1,602 | ) | ||||
Effective tax rate | (38.8 | )% | 5 | % | 2.9 | % | ||||||
Significant components of the Company's deferred tax assets and liabilities | Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2014 and 2013 were as follows: | |||||||||||
(in thousands) | 2014 | 2013 | ||||||||||
Deferred Tax Assets | ||||||||||||
Provision for doubtful accounts | $ | 674 | $ | 614 | ||||||||
Accrued rent | 1,308 | 1,572 | ||||||||||
Reserve for newsstand returns | 168 | 100 | ||||||||||
Accrued compensation | 3,173 | 4,854 | ||||||||||
Deferred revenue | 7,741 | 1,582 | ||||||||||
NOL/credit carryforwards | 46,712 | 56,567 | ||||||||||
Depreciation | 4,875 | 5,374 | ||||||||||
Amortization of intangible assets | 5,477 | 6,054 | ||||||||||
Other | 597 | 208 | ||||||||||
Total deferred tax assets | 70,725 | 76,925 | ||||||||||
Deferred Tax Liabilities | ||||||||||||
Prepaid expenses | (251 | ) | (585 | ) | ||||||||
Amortization of intangible assets | (3,755 | ) | (7,094 | ) | ||||||||
Total deferred tax liabilities | (4,006 | ) | (7,679 | ) | ||||||||
Valuation allowance | (70,474 | ) | (76,340 | ) | ||||||||
Net Deferred Tax Liability | $ | (3,755 | ) | $ | (7,094 | ) |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||||||
Schedule of Future Minimum Payments Under Operating Leases | The following is a schedule of future minimum payments under operating leases at December 31, 2014. The table includes total minimum lease payment commitments which include rent and other charges: | |||||||||||
(in thousands) | Operating | Sublease | Net Operating | |||||||||
Lease Payments | Receipts * | Lease Payments | ||||||||||
2015 | $ | 8,566 | $ | 542 | $ | 8,024 | ||||||
2016 | 8,562 | 538 | 8,024 | |||||||||
2017 | 7,602 | — | 7,602 | |||||||||
2018 | 554 | — | 554 | |||||||||
Total | $ | 25,284 | $ | 1,080 | $ | 24,204 | ||||||
* The Company subleased certain properties at a loss. These losses were recognized at the time the sublease was executed and accordingly, the Company does not recognize any rent expense or offsetting sublease receipts for the remainder of the sublease agreements. The table above provides the total minimum cash lease payments and cash receipts for future periods. |
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||
Selected Quarterly Financial Data | ||||||||||||||||||||
Year ended Year ended December 31, 2014 | First | Second | Third | Fourth | Total | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||
Revenues | $ | 33,268 | $ | 37,620 | $ | 29,611 | $ | 41,417 | $ | 141,916 | ||||||||||
Operating (loss) / income | $ | (2,190 | ) | $ | 2,244 | $ | (14,850 | ) | $ | 6,964 | $ | (7,832 | ) | |||||||
Net (loss) / income | $ | (2,603 | ) | $ | 1,767 | $ | (11,065 | ) | $ | 6,843 | $ | (5,058 | ) | |||||||
(Loss) / earnings per share—basic and diluted | $ | (0.05 | ) | $ | 0.03 | $ | (0.19 | ) | $ | 0.12 | $ | (0.09 | ) | |||||||
Weighted average common shares outstanding | ||||||||||||||||||||
Basic | 56,680,826 | 56,964,079 | 57,074,872 | 57,090,226 | 56,953,958 | |||||||||||||||
Diluted | 56,680,826 | 57,729,551 | 57,074,872 | 57,875,017 | 56,953,958 | |||||||||||||||
Year ended Year ended December 31, 2013 | First | Second | Third | Fourth | Total | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||||||||
Revenues | $ | 37,224 | $ | 42,198 | $ | 33,848 | $ | 47,405 | $ | 160,675 | ||||||||||
Operating (loss) / income | $ | (3,045 | ) | $ | (636 | ) | $ | (4,076 | ) | $ | 5,860 | $ | (1,897 | ) | ||||||
Net (loss) / income | $ | (3,273 | ) | $ | (1,180 | ) | $ | (4,295 | ) | $ | 6,976 | $ | (1,772 | ) | ||||||
(Loss) / earnings per share—basic and diluted | $ | (0.05 | ) | $ | (0.02 | ) | $ | (0.06 | ) | $ | 0.12 | $ | (0.03 | ) | ||||||
Weighted average common shares outstanding | ||||||||||||||||||||
Basic | 67,241,626 | 67,371,869 | 67,490,820 | 57,630,635 | 64,912,368 | |||||||||||||||
Diluted | 67,241,626 | 67,371,869 | 67,490,820 | 58,011,641 | 64,912,368 | |||||||||||||||
Note: Basic and diluted earnings per share are computed independently for each quarter and full year presented. Accordingly, the sum of the quarterly earnings per share data may not agree with the calculated full year earnings per share. |
Industry_Segments_Tables
Industry Segments (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Disclosure Industry Segments Segment Information [Abstract] | ||||||||||||||||||||
Segment Information | Segment information for 2014, 2013, and 2012 is as follows: | |||||||||||||||||||
(in thousands) | Publishing | Merchandising | Broadcasting | Corporate | Consolidated | |||||||||||||||
2014 | ||||||||||||||||||||
Revenues | $ | 82,139 | $ | 57,371 | $ | 2,406 | $ | — | $ | 141,916 | ||||||||||
Non-cash equity compensation * | (153 | ) | (103 | ) | (1 | ) | (1,884 | ) | (2,141 | ) | ||||||||||
Depreciation and amortization | (469 | ) | (51 | ) | (4 | ) | (3,830 | ) | (4,354 | ) | ||||||||||
Restructuring charges * | (2,702 | ) | (464 | ) | — | (471 | ) | (3,637 | ) | |||||||||||
Impairment of trademark and goodwill | — | (11,350 | ) | — | — | (11,350 | ) | |||||||||||||
Operating (loss) / income | (7,583 | ) | 30,419 | 127 | (30,795 | ) | (7,832 | ) | ||||||||||||
Total assets | 17,476 | 47,291 | 1,239 | 55,473 | 121,479 | |||||||||||||||
Capital expenditures | 143 | 19 | 2 | 354 | 518 | |||||||||||||||
2013 | ||||||||||||||||||||
Revenues | $ | 96,493 | $ | 59,992 | $ | 4,190 | $ | — | $ | 160,675 | ||||||||||
Non-cash equity compensation * | (376 | ) | (237 | ) | (8 | ) | (1,287 | ) | (1,908 | ) | ||||||||||
Depreciation and amortization | (944 | ) | (50 | ) | (27 | ) | (2,737 | ) | (3,758 | ) | ||||||||||
Restructuring charges * | (2,004 | ) | (583 | ) | — | (852 | ) | (3,439 | ) | |||||||||||
Gain on sale of subscriber list, net | 2,724 | — | — | — | 2,724 | |||||||||||||||
Operating (loss) / income | (14,781 | ) | 40,512 | 2,155 | (29,783 | ) | (1,897 | ) | ||||||||||||
Total assets | 25,245 | 64,876 | 1,290 | 56,956 | 148,367 | |||||||||||||||
Capital expenditures | 187 | 5 | — | 898 | 1,090 | |||||||||||||||
2012 | ||||||||||||||||||||
Revenues | $ | 122,540 | $ | 57,574 | $ | 17,513 | $ | — | $ | 197,627 | ||||||||||
Non-cash equity compensation * | (587 | ) | (455 | ) | (50 | ) | (2,715 | ) | (3,807 | ) | ||||||||||
Depreciation and amortization | (742 | ) | (52 | ) | (388 | ) | (2,825 | ) | (4,007 | ) | ||||||||||
Restructuring charges * | (1,971 | ) | (81 | ) | (816 | ) | (1,943 | ) | (4,811 | ) | ||||||||||
Goodwill impairment | (44,257 | ) | — | — | — | (44,257 | ) | |||||||||||||
Operating (loss) / income | (62,029 | ) | 39,477 | 2,354 | (36,198 | ) | (56,396 | ) | ||||||||||||
Total assets | 31,232 | 87,213 | 19,619 | 16,196 | 154,260 | |||||||||||||||
Capital expenditures | 236 | 105 | 41 | 932 | 1,314 | |||||||||||||||
* As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Significant_Accounting_Policie3
Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Building | |
Property, Plant and Equipment [Line Items] | |
Useful lives of property, plant and equipment | 5 years |
Furniture, fixtures and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives of property, plant and equipment | 3 years |
Furniture, fixtures and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives of property, plant and equipment | 5 years |
Computer hardware and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives of property, plant and equipment | 3 years |
Computer hardware and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives of property, plant and equipment | 5 years |
Significant_Accounting_Policie4
Significant Accounting Policies (Details 1) (USD $) | 12 Months Ended | 3 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 |
Goodwill [Roll Forward] | ||||
Goodwill | $850 | |||
Goodwill impairment | -11,350 | 0 | -44,257 | |
Goodwill | 0 | 850 | ||
Merchandising | ||||
Goodwill [Roll Forward] | ||||
Goodwill | 850 | |||
Goodwill impairment | -850 | -900 | ||
Goodwill | $0 |
Significant_Accounting_Policie5
Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2012 |
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, net, beginning balance | $45,203 | ||
Accumulated amortization - other intangibles | -6,160 | -6,160 | -6,157 |
Amortization expense | -3 | ||
Intangible assets, net, ending balance | 45,200 | 34,700 | |
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of Intangible Assets (Excluding Goodwill) | 10,500 | ||
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, gross | 45,200 | 34,700 | 45,200 |
Other intangibles | |||
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, gross | $6,160 | $6,160 | $6,160 |
Significant_Accounting_Policie6
Significant Accounting Policies - Additional Information (Details) (USD $) | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accounting Policies [Line Items] | ||||||||||||
Goodwill impairment | $11,350,000 | $0 | $44,257,000 | |||||||||
Securities excluded from computation of diluted earnings per share | 3,455,861 | 5,445,252 | 5,883,719 | |||||||||
Revenues | 2,000,000 | 41,417,000 | 29,611,000 | 37,620,000 | 33,268,000 | 47,405,000 | 33,848,000 | 42,198,000 | 37,224,000 | 141,916,000 | 160,675,000 | 197,627,000 |
Other Deferred Revenue [Member] | ||||||||||||
Accounting Policies [Line Items] | ||||||||||||
Deferred revenue increase (decrease) | 8,000,000 | |||||||||||
Deferred Subscription Revenue [Member] | ||||||||||||
Accounting Policies [Line Items] | ||||||||||||
Deferred revenue increase (decrease) | -8,000,000 | |||||||||||
Martha Stewart Living [Member] | ||||||||||||
Accounting Policies [Line Items] | ||||||||||||
Revenues | $6,300,000 |
Fair_Value_Measurements_Assets
Fair Value Measurements (Assets Measured At Fair Value) (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | $36,816 | $23,763 |
Asset Impairment Charges | 11,350 | |
Fixed Income Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 2,492 | 2,485 |
U.S. Government And Agency Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 951 | 2,233 |
Corporate Obligations [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 22,145 | 14,159 |
Other Fixed Income Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 491 | 361 |
International Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 10,311 | 3,048 |
Municipal Notes [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 426 | 1,477 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 2,492 | 2,485 |
Fair Value, Inputs, Level 1 [Member] | Fixed Income Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 2,492 | 2,485 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 34,324 | 21,278 |
Significant Other Observable Inputs (Level 2) [Member] | U.S. Government And Agency Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 951 | 2,233 |
Significant Other Observable Inputs (Level 2) [Member] | Corporate Obligations [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 22,145 | 14,159 |
Significant Other Observable Inputs (Level 2) [Member] | Other Fixed Income Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 491 | 361 |
Significant Other Observable Inputs (Level 2) [Member] | International Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 10,311 | 3,048 |
Significant Other Observable Inputs (Level 2) [Member] | Municipal Notes [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 426 | 1,477 |
Line of Credit [Member] | Significant Other Observable Inputs (Level 2) [Member] | Corporate Obligations [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 4,495 | |
Merchandising | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Asset Impairment Charges | $11,400 |
Short_Term_Investments_Details
Short Term Investments (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Investments, Debt and Equity Securities [Abstract] | ||
Gross unrealized losses | $0.03 | $0.50 |
Gross unrealized gains | 0.03 | |
Average maturity of period (years) | 2 years | |
Available-for-sale Securities, Gross Unrealized Gain | 0.04 | |
Gross realized gains (losses) | -0.5 | |
Gains reclassified from other comprehensive income on available-for-sale securities | ($0.03) |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Roll Forward] | ||||
Beginning Balance | $70,475 | $95,516 | $147,947 | |
Unrealized losses on available-for-sale securities occurring during the period | -41 | -464 | -592 | |
Ending Balance | 68,685 | 70,475 | 95,516 | |
Unrealized Gains/(Losses) on Available-for-sale Securities | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Roll Forward] | ||||
Beginning Balance | -479 | |||
Amounts reclassified for net realized losses on available-for-sale securities included in net loss | 496 | |||
Unrealized losses on available-for-sale securities occurring during the period | -41 | |||
Ending Balance | -24 | |||
Total Accumulated Other Comprehensive Loss | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Roll Forward] | ||||
Beginning Balance | -479 | -166 | ||
Amounts reclassified for net realized losses on available-for-sale securities included in net loss | 496 | |||
Unrealized losses on available-for-sale securities occurring during the period | -41 | |||
Ending Balance | ($24) | ($438) | ($166) |
Accounts_Receivable_Net_Detail
Accounts Receivable, Net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | $32,223 | $40,542 |
Less: reserve for credits and uncollectible accounts | 1,904 | 848 |
Accounts Receivable, Net | 30,319 | 39,694 |
Advertising | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 16,287 | 19,190 |
Licensing | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 13,311 | 19,218 |
Other | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | $2,625 | $2,134 |
Property_Plant_And_Equipment_N2
Property, Plant And Equipment, Net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, gross | $35,873 | $42,310 |
Less: accumulated depreciation and amortization | 31,767 | 34,349 |
Net Property, Plant and Equipment | 4,106 | 7,961 |
Building | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, gross | 308 | 285 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, gross | 5,288 | 5,541 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, gross | 8,268 | 10,174 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, gross | $22,009 | $26,310 |
Property_Plant_And_Equipment_N3
Property, Plant And Equipment, Net - Additional Information (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 28, 2014 |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | $4.40 | $3.80 | $4 | |
Leasehold improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Nonrecurring accelerated amortization due to consolidation | $2.10 |
Credit_Facilities_Additional_I
Credit Facilities - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | 31-May-13 |
Line of Credit Facility [Line Items] | |||
Current borrowing capacity | $5 | ||
Annual interest rate | 1-month London Interbank Offered Rate (“LIBORâ€) Daily Floating Rate plus 1.85% | ||
Unused commitment fees | 0.25% | ||
Restricted investments | 4.5 | ||
Restricted cash | 0.6 | ||
Unencumbered asset value required to outstanding debt amount, percentage | 100.00% | ||
Outstanding letters of credit | 1 | 1.6 | |
One Month LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Spread over LIBOR | 1.85% | ||
Minimum | |||
Line of Credit Facility [Line Items] | |||
Cash or investment collateral requirement | $5 |
Shareholders_Equity_Details
Shareholders' Equity (Details) (USD $) | 0 Months Ended | 12 Months Ended | |
Oct. 21, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock returned and retired in period, fair value | $24,900,000 | ||
Other deferred revenue | 24,900,000 | ||
Royalty revenue | 6,700,000 | 1,300,000 | |
Class A Common Stock | |||
Common stock, par value | $0.01 | $0.01 | |
Class B Common Stock | |||
Common stock, par value | $0.01 | $0.01 | |
Common stock, voting rights per share | 10 | ||
Number of shares received from conversion | 1 | ||
Preferred Class A | |||
Series A preferred stock, shares issued | 1 | ||
JCP | |||
Investment in company's outstanding common stock | 16.40% | ||
Common stock, par value | $0.01 | ||
Preferred stock, par value | $0.01 | ||
Accumulated deficit [Member] | |||
Stock returned and retired during period, value | 24,750,000 | ||
Class A Common Stock | |||
New shares issued | -11,000,000 | ||
Stock returned and retired during period, value | $110,000 | ||
Class A Common Stock | JCP | |||
Stock returned and retired during period, shares | 11,000,000 |
Employee_And_NonEmployee_Benef2
Employee And Non-Employee Benefit And Compensation Plans - Additional Information (Details) (USD $) | 12 Months Ended | 3 Months Ended | ||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2009 | Dec. 31, 2011 | Dec. 31, 2014 | Apr. 30, 2008 | 1-May-08 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Maximum employee contribution | 25.00% | |||||||||
Employer mathcing contribution percent of match | 50.00% | |||||||||
Employer matching contribution, percent | 3.00% | |||||||||
Employer-matching contributions vesting period | 4 years | |||||||||
Employer-matching contributions | $500,000 | $700,000 | $800,000 | |||||||
Non-cash equity compensation | 2,141,000 | [1] | 1,908,000 | [1] | 3,807,000 | |||||
Non-cash equity compensation | 2,113,000 | 1,979,000 | 3,939,000 | |||||||
Maximum term of stock options | 10 years | |||||||||
Option Expense | 600,000 | 800,000 | 1,700,000 | |||||||
Restricted Stock or Unit Expense | 1,600,000 | 1,100,000 | 2,300,000 | |||||||
Exercise price of option granted | $2.17 | |||||||||
Shares forfeited | 2,500 | |||||||||
Stock Options [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized compensation cost related to stock awards | 700,000 | 700,000 | ||||||||
Weighted average recognition period of unrecognized compensation cost | 1 year 5 months 16 days | |||||||||
Intrinsic value of options exercised | 600,000 | 100,000 | ||||||||
Service period-based options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 1 year | |||||||||
Exercise price of option granted | $1.15 | $1.79 | ||||||||
Price-based options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Exercise price of option granted | $1.59 | |||||||||
Price-based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Nonvested shares | 1,102,500 | 970,000 | 440,000 | 440,000 | 1,102,500 | |||||
Nonvested shares, weighted average grant date fair value | $0.94 | $0.77 | $3.07 | 3.07 | $0.94 | |||||
Shares granted | 242,500 | 930,000 | 0 | |||||||
Shares forfeited | 110,000 | 400,000 | ||||||||
1999 Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares authorized for grant awards | 10,000,000 | |||||||||
Non-Employee Director Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares authorized for grant awards | 600,000 | |||||||||
Stock Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares available for issuance | 6,327,129,000 | 6,327,129,000 | 10,000,000 | |||||||
Increase in shares available for issuance | 4,557,000 | |||||||||
Total fair value of shares vested | 900,000 | 1,400,000 | 900,000 | |||||||
Stock Plan | Service period-based options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Options granted | 25,070 | 1,190,000 | 505,000 | |||||||
Exercise price of option granted | $1.99 | $0.90 | $1.72 | |||||||
Nonvested shares | 0 | 0 | 8,352 | 0 | ||||||
Nonvested shares, weighted average grant date fair value | $0 | $0 | $4.49 | $0 | ||||||
Shares granted | 26,966,000 | 9,424,000 | 25,202 | |||||||
Stock Plan | Price-based options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Options granted | 185,000 | |||||||||
Exercise price of option granted | $1.62 | |||||||||
Stock Plan | Service period-based restricted stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total fair value of shares vested | 100,000 | |||||||||
Stock Plan | Service period-based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized compensation cost related to stock awards | 1,300,000 | 1,300,000 | ||||||||
Weighted average recognition period of unrecognized compensation cost | 2 years 0 months 4 days | |||||||||
Total fair value of shares vested | 1,000,000 | 1,400,000 | 400,000 | |||||||
Nonvested shares | 543,984 | 742,083 | 719,726 | 539,698 | 543,984 | |||||
Nonvested shares, weighted average grant date fair value | $3.40 | $2.69 | $3.93 | 4.29 | $3.40 | |||||
Shares granted | 225,297 | 814,500 | 302,163 | |||||||
Shares forfeited | 32,771 | 353,790 | ||||||||
Stock Plan | Service period-based RSUs | Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Non-cash equity compensation | 300,000 | |||||||||
Unrecognized compensation cost related to stock awards | 600,000 | 600,000 | ||||||||
Weighted average recognition period of unrecognized compensation cost | 2 years | |||||||||
Shares granted | 400,000 | |||||||||
Number of RSUs to vest | 133,333 | |||||||||
Stock Plan | Price-based RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized compensation cost related to stock awards | 500,000 | 500,000 | ||||||||
Weighted average recognition period of unrecognized compensation cost | 1 year 2 months 5 days | |||||||||
Stock Plan | Price-based RSUs | Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares granted | 800,000 | |||||||||
Stock Plan | Price-based RSUs | $6 exercise price | Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Non-cash equity compensation | 200,000 | |||||||||
Unrecognized compensation cost related to stock awards | $200,000 | $200,000 | ||||||||
Exercise price of option granted | $6 | |||||||||
Number of RSUs to vest | 200,000 | |||||||||
Stock Plan | Price-based RSUs | $8 exercise price | Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Exercise price of option granted | $8 | |||||||||
Shares granted | 200,000 | |||||||||
Stock Plan | Price-based RSUs | $10 exercise price | Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Exercise price of option granted | $10 | |||||||||
Shares granted | 200,000 | |||||||||
Stock Plan | Price-based RSUs | $12 exercise price | Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Exercise price of option granted | $12 | |||||||||
Shares granted | 200,000 | |||||||||
[1] | As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Employee_And_NonEmployee_Benef3
Employee And Non-Employee Benefit And Compensation Plans (Details 1) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted, weighted-average grant date fair value | $2.17 | |||
Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate assumption, minimum | 0.50% | 0.40% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 1.00% | 0.60% | ||
Expected volatility rate, maximum | 0.00% | 0.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 58.50% | 61.80% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 60.34% | 63.48% | ||
Expected term of compensation awards | 3 years 8 months 12 days | 3 years 8 months 12 days | ||
Granted, weighted-average grant date fair value | $1.15 | $1.79 | ||
Price-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.65% | |||
Risk-free interest rate assumption, minimum | 2.01% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 2.04% | |||
Expected volatility rate, maximum | 0.00% | 0.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 48.31% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 60.52% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 61.19% | |||
Granted, weighted-average grant date fair value | $1.59 | |||
Price-based options | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term of compensation awards | 7 months 6 days | 1 year 10 months 2 days | ||
Granted, weighted-average grant date fair value | $0.29 | |||
Price-based options | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term of compensation awards | 1 year 8 months 12 days | 2 years 5 months 9 days | ||
Granted, weighted-average grant date fair value | $0.94 | |||
Price-based RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate assumption, minimum | 0.94% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 1.69% | |||
Expected volatility rate, maximum | 0.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 49.05% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 50.98% | |||
Shares granted | 242,500 | 930,000 | 0 | |
Estimated value of RSUs | $2.28 | $0.65 | $0 | |
Price-based RSUs | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term of compensation awards | 4 months 24 days | |||
Price-based RSUs | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term of compensation awards | 2 years 7 months 6 days | |||
Stock Plan | Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted, weighted-average grant date fair value | $1.99 | $0.90 | $1.72 | |
Shares granted | 26,966,000 | 9,424,000 | 25,202 | |
Estimated value of RSUs | $2.71 | $4.24 | $3.26 | |
Stock Plan | Price-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted, weighted-average grant date fair value | $1.62 |
Employee_And_NonEmployee_Benef4
Employee And Non-Employee Benefit And Compensation Plans (Details 3) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 1-May-08 | |
Prior Plans | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options outstanding, Beginning Balance | 875,000,000 | |||
Options outstanding, Ending Balance | 845,000,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Options outstanding, beginning balance, weighted average exercise price | $7.06 | |||
Options outstanding, ending balance, weighted average exercise price | $7.04 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Outstanding, weighted average remaining contractual term | 2 months 1 day | |||
Prior Plans | Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options canceled | -30,000,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Options canceled, weighted average exercise price | $7.63 | |||
Stock Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options outstanding, Beginning Balance | 3,656,675 | |||
Options outstanding, Ending Balance | 3,306,665 | |||
Options exercisable, end of period | 2,343,122 | |||
Shares available for grant at end of period | 6,327,129,000 | 10,000,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Options outstanding, beginning balance, weighted average exercise price | $4.38 | |||
Options outstanding, ending balance, weighted average exercise price | $3.74 | |||
Options exercisable, end of period, weighted average exercise price | $3.43 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Outstanding, weighted average remaining contractual term | 6 years 5 months 19 days | |||
Exercisable, weighted average remaining contractual term | 5 years 5 months 23 days | |||
Outstanding, intrinsic value | $3,531,899 | |||
Exercisable, intrinsic value | $2,837,529 | |||
Stock Plan | Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options granted | 25,070 | 1,190,000 | 505,000 | |
Options exercised | -300,952 | |||
Options canceled | -159,128 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Options granted, weighted average exercise price | $5.12 | |||
Options exercised, weighted average exercise price | $3.27 | |||
Options canceled, weighted average exercise price | $4.58 | |||
Stock Plan | Price-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options granted | 185,000 | |||
Options canceled | -100,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Options granted, weighted average exercise price | $8.38 | |||
Options canceled, weighted average exercise price | $9 |
Employee_And_NonEmployee_Benef5
Employee And Non-Employee Benefit And Compensation Plans (Details 4) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Granted, weighted-average grant date fair value | $2.17 | |||
Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Granted, weighted-average grant date fair value | $1.15 | $1.79 | ||
Price-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Granted, weighted-average grant date fair value | $1.59 | |||
Stock Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Nonvested outstanding, beginning balance | 3,206,351 | |||
Nonvested outstanding, ending balance | 963,543 | 1,541,095 | 2,683,116 | 3,206,351 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Nonvested outstanding, beginning balance, weighted-average grant date fair value | $1.89 | |||
Nonvested outstanding, ending balance, weighted-average grant date fair value | $1.13 | $1.32 | $1.79 | $1.89 |
Stock Plan | Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Granted | 25,070 | 1,190,000 | 505,000 | |
Vested | -647,552 | -937,875 | -635,758 | |
Canceled and Forfeited | -40,070 | -725,000 | -392,477 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Granted, weighted-average grant date fair value | $1.99 | $0.90 | $1.72 | |
Vested, weighted-average grant date fair value | $1.65 | $1.73 | $1.75 | |
Canceled and Forfeited, weighted-average grant date fair value | $2.06 | $1.71 | $2.36 | |
Stock Plan | Price-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Granted | 185,000 | |||
Canceled and Forfeited | -100,000 | -669,146 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Granted, weighted-average grant date fair value | $1.62 | |||
Canceled and Forfeited, weighted-average grant date fair value | $0.76 | $1.82 |
Employee_And_NonEmployee_Benef6
Employee And Non-Employee Benefit And Compensation Plans (Details 5) (USD $) | 12 Months Ended | |||
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Vested | -119,635 | |||
Forfeitures | -2,500 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Vested, weighted average grant date value | $4.14 | |||
Forfeitures, weighted average grant date value | $3.95 | |||
Price-based RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Nonvested, beginning balance | 440,000 | 970,000 | 440,000 | |
Granted | 0 | 242,500 | 930,000 | |
Forfeitures | -110,000 | -400,000 | ||
Nonvested, ending balance | 440,000 | 1,102,500 | 970,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Nonvested, beginning balance weighted average grant date value | $3.07 | $0.77 | $3.07 | |
Granted, weighted average grant date value | $0 | $2.28 | $0.65 | |
Forfeitures, weighted average grant date value | $1.32 | $3.19 | ||
Nonvested, ending balance weighted average grant date value | $3.07 | $0.94 | $0.77 | |
Stock Plan | Service period-based options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Nonvested, beginning balance | 0 | 8,352 | ||
Granted | 26,966,000 | 9,424,000 | 25,202 | |
Vested | -26,966,000 | -9,424,000 | -33,554 | |
Nonvested, ending balance | 0 | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Nonvested, beginning balance weighted average grant date value | $0 | $4.49 | ||
Granted, weighted average grant date value | $2.71 | $4.24 | $3.26 | |
Vested, weighted average grant date value | $2.71 | $4.24 | $3.65 | |
Nonvested, ending balance weighted average grant date value | $0 | $0 | ||
Stock Plan | Service period-based RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Nonvested, beginning balance | 539,698 | 742,083 | 719,726 | |
Granted | 302,163 | 225,297 | 814,500 | |
Vested | -390,625 | -438,353 | ||
Forfeitures | -32,771 | -353,790 | ||
Nonvested, ending balance | 719,726 | 543,984 | 742,083 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||||
Nonvested, beginning balance weighted average grant date value | $4.29 | $2.69 | $3.93 | |
Granted, weighted average grant date value | $3.19 | $4.93 | $2.53 | |
Vested, weighted average grant date value | $2.61 | $3.64 | ||
Forfeitures, weighted average grant date value | $4.92 | $3.89 | ||
Nonvested, ending balance weighted average grant date value | $3.93 | $3.40 | $2.69 |
Income_taxes_Details
Income taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current Income Tax Expense (Benefit) [Abstract] | |||
Federal | $0 | $0 | $0 |
State and local | -35 | 53 | -107 |
Foreign | -94 | -160 | -252 |
Total current income tax (expense)/benefit | -129 | -107 | -359 |
Deferred Income Tax Expense (Benefit) [Abstract] | |||
Federal | 2,596 | 20 | -1,061 |
State and local | 742 | 3 | -182 |
Total deferred income tax (expense) | 3,338 | 23 | -1,243 |
Income tax provision | 3,209 | -84 | -1,602 |
Non-recurring tax benefit | $4,500 |
Income_taxes_Details_1
Income taxes (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Computed tax benefit at the federal statutory rate of 35% | $2,894 | $591 | $19,069 |
State income taxes, net of federal benefit | -52 | -19 | -57 |
Non-deductible compensation | -647 | -91 | -537 |
Non-deductible expense | -189 | -113 | -131 |
Non-deductible goodwill impairment | -323 | 1,257 | -15,490 |
Tax on foreign income | -94 | -104 | -252 |
Valuation allowance | 1,579 | -1,686 | -4,186 |
Other | 41 | 81 | -18 |
Income tax provision | $3,209 | ($84) | ($1,602) |
Effective tax rate | -38.80% | 5.00% | 2.90% |
Income_taxes_Details_2
Income taxes (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Tax Assets [Abstract] | ||
Provision for doubtful accounts | $674 | $614 |
Accrued rent | 1,308 | 1,572 |
Reserve for newsstand returns | 168 | 100 |
Accrued compensation | 3,173 | 4,854 |
Deferred royalty revenue | 7,741 | 1,582 |
NOL/credit carryforwards | 46,712 | 56,567 |
Depreciation | 4,875 | 5,374 |
Amortization of intangible assets | 5,477 | 6,054 |
Other | 597 | 208 |
Total deferred tax assets | 70,725 | 76,925 |
Deferred Tax Liabilities [Abstract] | ||
Prepaid expenses | -251 | -585 |
Amortization of intangible assets | -3,755 | -7,094 |
Total deferred tax liabilities | -4,006 | -7,679 |
Valuation allowance | -70,474 | -76,340 |
Net Deferred Tax Liabilities | $3,755 | $7,094 |
Income_taxes_Additional_Inform
Income taxes - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Valuation Allowance [Line Items] | ||
Non-recurring tax benefit | $4,500,000 | |
Net Deferred Tax Liabilities | -3,755,000 | -7,094,000 |
Tax credit carryforward | 3,200,000 | |
Federal | ||
Valuation Allowance [Line Items] | ||
Operating loss carryforwards | $114,100,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 0 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 10 Months Ended | ||
In Millions, unless otherwise specified | Sep. 15, 2013 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2010 | Jul. 02, 2013 | Oct. 21, 2013 |
Related Party Transaction [Line Items] | ||||||||
License Cost Reduction | $0.30 | |||||||
Annual fee | 1.7 | |||||||
Tax gross-up included on balance sheet | 0.3 | 0.3 | ||||||
Charitable contributions to related parties | 0.02 | |||||||
Lifestyle Research Center | ||||||||
Related Party Transaction [Line Items] | ||||||||
Approved and documented household expenses | 0.1 | |||||||
Reimbursements for approved and documented household expenses | 0.03 | 0.02 | ||||||
Reimbursements for business activities | 0.02 | 0.03 | 0.03 | |||||
MS Partnership | ||||||||
Related Party Transaction [Line Items] | ||||||||
Reimbursements for insurance policy premiums | 0.3 | |||||||
Tax on reimbursements for insurance policy premiums | 0.3 | |||||||
Martha Stewart | ||||||||
Related Party Transaction [Line Items] | ||||||||
Talent Compensation Reduction | 0.2 | |||||||
Talent compensation | 1.8 | |||||||
Target Bonus | 1 | |||||||
Maximum Annual Bonus Percentage | 150.00% | |||||||
Alexis Stewart | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenses from related parties | 0 | |||||||
Martha Stewart Family Members | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenses from related parties | 0.5 | 0.4 | ||||||
JCP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Investment in company's outstanding common stock | 16.40% | |||||||
Revenue from related parties | 11.6 | 8.1 | ||||||
Bonus [Member] | Martha Stewart | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related Party Transaction, Amounts of Transaction | 0.6 | |||||||
Expenses from related parties | $0.03 | |||||||
Stockholders' Equity, Total [Member] | Martha Stewart Family Members | ||||||||
Related Party Transaction [Line Items] | ||||||||
Concentration Risk, Percentage | 10.00% |
Recovered_Sheet1
Commitments And Contingencies (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Minimum Operating Lease Payments | |
Minimum operating lease payments, 2015 | $8,566 |
Minimum operating lease payments, 2016 | 8,562 |
Minimum operating lease payments, 2017 | 7,602 |
Minimum operating lease payments, 2018 | 554 |
Total minimum operating lease payments, | 25,284 |
Future Minimum Sublease Rentals | |
Sublease income, 2015 | 542 |
Sublease income, 2016 | 538 |
Sublease income, 2017 | 0 |
Sublease income, 2018 | 0 |
Total Sublease Income | 1,080 |
Minimum Net Operating Lease Payments | |
Net operating lease payments, 2015 | 8,024 |
Net operating lease payments, 2016 | 8,024 |
Net operating lease payments, 2017 | 7,602 |
Net operating lease payments, 2018 | 554 |
Total net operating lease payments | $24,204 |
Commitments_And_Contingencies_1
Commitments And Contingencies - Additional Information (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Feb. 28, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
sqft | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Total rent expense, net of sublease income | $7.90 | $9.70 | $12.30 | |
Sublease income | $0.70 | |||
Square Feet of Office Space Vacated | 47,592 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Details) (USD $) | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Total revenues | $2,000 | $41,417 | $29,611 | $37,620 | $33,268 | $47,405 | $33,848 | $42,198 | $37,224 | $141,916 | $160,675 | $197,627 |
Operating income/(loss) | 6,964 | -14,850 | 2,244 | -2,190 | 5,860 | -4,076 | -636 | -3,045 | -7,832 | -1,897 | -56,396 | |
Net (loss)/income | $6,843 | ($11,065) | $1,767 | ($2,603) | $6,976 | ($4,295) | ($1,180) | ($3,273) | ($5,058) | ($1,772) | ($56,085) | |
(Loss)/earnings per share - basic and diluted | $0.12 | ($0.19) | $0.03 | ($0.05) | $0.12 | ($0.06) | ($0.02) | ($0.05) | ($0.09) | ($0.03) | ($0.83) | |
Weighted average common shares outstanding, Basic | 57,090,226 | 57,074,872 | 56,964,079 | 56,680,826 | 57,630,635 | 67,490,820 | 67,371,869 | 67,241,626 | 56,953,958 | 64,912,368 | ||
Weighted average common shares outstanding, Diluted | 57,875,017 | 57,074,872 | 57,729,551 | 56,680,826 | 58,011,641 | 67,490,820 | 67,371,869 | 67,241,626 | 56,953,958 | 64,912,368 |
Selected_Quarterly_Financial_D3
Selected Quarterly Financial Data - Additional Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Quarterly Financial Information Disclosure [Abstract] | |||||||
Non-cash goodwill impairment, per share | $0.14 | ||||||
Restructuring charges | ($3,600) | ($2,800) | ($3,637) | [1] | ($3,439) | [1] | ($4,811) |
[1] | As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Gain_on_Sale_of_Subscriber_Lis1
Gain on Sale of Subscriber List, net (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 02, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on sale of subscriber list, net | $0 | $2,724,000 | $0 | |
Whole Living Magazine [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Sale Price | 1,000,000 | 1,000,000 | ||
Amount of contingent liability related to customer refunds | 100,000 | |||
Cash received from sale | 900,000 | |||
Deferred revenue recorded in operations as a result of sale | 2,200,000 | |||
Gain on sale of subscriber list, net | 2,700,000 | |||
Broker fees and other costs | $500,000 |
Industry_Segments_Segment_Info
Industry Segments - Segment Information (Detail) (USD $) | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenues | $2,000,000 | $41,417,000 | $29,611,000 | $37,620,000 | $33,268,000 | $47,405,000 | $33,848,000 | $42,198,000 | $37,224,000 | $141,916,000 | $160,675,000 | $197,627,000 | ||
Non-cash equity compensation | -2,141,000 | [1] | -1,908,000 | [1] | -3,807,000 | |||||||||
Depreciation and amortization | -4,354,000 | -3,758,000 | -4,007,000 | |||||||||||
Restructuring charges | -3,600,000 | -2,800,000 | -3,637,000 | [1] | -3,439,000 | [1] | -4,811,000 | |||||||
Impairment of trademark and goodwill | -11,350,000 | 0 | -44,257,000 | |||||||||||
Asset Impairment Charges | -11,350,000 | |||||||||||||
Gain on sale of subscriber list, net | 0 | 2,724,000 | 0 | |||||||||||
Operating income/(loss) | 6,964,000 | -14,850,000 | 2,244,000 | -2,190,000 | 5,860,000 | -4,076,000 | -636,000 | -3,045,000 | -7,832,000 | -1,897,000 | -56,396,000 | |||
Total assets | 121,479,000 | 148,367,000 | 154,260,000 | 121,479,000 | 148,367,000 | 154,260,000 | ||||||||
Capital expenditures | 518,000 | 1,090,000 | 1,314,000 | |||||||||||
Non-cash equity compensation | 2,113,000 | 1,979,000 | 3,939,000 | |||||||||||
Restructuring Charges [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Non-cash equity compensation | -30,000 | 71,521 | 100,091 | |||||||||||
Merchandise [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenues | 57,371,000 | 59,992,000 | 57,574,000 | |||||||||||
Non-cash equity compensation | -103,000 | -237,000 | [1] | -455,000 | ||||||||||
Depreciation and amortization | -51,000 | -50,000 | -52,000 | |||||||||||
Restructuring charges | -464,000 | -583,000 | [1] | -81,000 | ||||||||||
Impairment of trademark and goodwill | 0 | |||||||||||||
Asset Impairment Charges | -11,350,000 | |||||||||||||
Operating income/(loss) | 30,419,000 | 40,512,000 | 39,477,000 | |||||||||||
Total assets | 47,291,000 | 64,876,000 | 87,213,000 | 47,291,000 | 64,876,000 | 87,213,000 | ||||||||
Capital expenditures | 19,000 | 5,000 | 105,000 | |||||||||||
Publishing | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenues | 82,139,000 | 96,493,000 | 122,540,000 | |||||||||||
Non-cash equity compensation | -153,000 | -376,000 | [1] | -587,000 | ||||||||||
Depreciation and amortization | -469,000 | -944,000 | -742,000 | |||||||||||
Restructuring charges | -2,702,000 | -2,004,000 | [1] | -1,971,000 | ||||||||||
Impairment of trademark and goodwill | -44,257,000 | |||||||||||||
Asset Impairment Charges | 0 | |||||||||||||
Gain on sale of subscriber list, net | 2,724,000 | |||||||||||||
Operating income/(loss) | -7,583,000 | -14,781,000 | -62,029,000 | |||||||||||
Total assets | 17,476,000 | 25,245,000 | 31,232,000 | 17,476,000 | 25,245,000 | 31,232,000 | ||||||||
Capital expenditures | 143,000 | 187,000 | 236,000 | |||||||||||
Broadcasting [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenues | 2,406,000 | 4,190,000 | 17,513,000 | |||||||||||
Non-cash equity compensation | -1,000 | -8,000 | [1] | -50,000 | ||||||||||
Depreciation and amortization | -4,000 | -27,000 | -388,000 | |||||||||||
Restructuring charges | 0 | [1] | -816,000 | |||||||||||
Impairment of trademark and goodwill | 0 | |||||||||||||
Operating income/(loss) | 127,000 | 2,155,000 | 2,354,000 | |||||||||||
Total assets | 1,239,000 | 1,290,000 | 19,619,000 | 1,239,000 | 1,290,000 | 19,619,000 | ||||||||
Capital expenditures | 2,000 | 0 | 41,000 | |||||||||||
Corporate Segment [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenues | 0 | 0 | 0 | |||||||||||
Non-cash equity compensation | -1,884,000 | -1,287,000 | [1] | -2,715,000 | ||||||||||
Depreciation and amortization | -3,830,000 | -2,737,000 | -2,825,000 | |||||||||||
Restructuring charges | -471,000 | -852,000 | [1] | -1,943,000 | ||||||||||
Impairment of trademark and goodwill | 0 | |||||||||||||
Operating income/(loss) | -30,795,000 | -29,783,000 | -36,198,000 | |||||||||||
Total assets | 55,473,000 | 56,956,000 | 16,196,000 | 55,473,000 | 56,956,000 | 16,196,000 | ||||||||
Capital expenditures | $354,000 | $898,000 | $932,000 | |||||||||||
[1] | As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Restructuring_Charges_Details
Restructuring Charges (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2016 | Dec. 31, 2015 | |||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring charges | $3,600,000 | $2,800,000 | $3,637,000 | [1] | $3,439,000 | [1] | $4,811,000 | ||
Restructuring charges payable | 2,000,000 | ||||||||
Employee Severance | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring charges | -30,000 | 100,000 | 100,000 | ||||||
Scenario, Forecast [Member] | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring and Related Cost, Expected Cost | 300,000 | 1,700,000 | |||||||
Publishing | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring charges | 2,702,000 | 2,004,000 | [1] | 1,971,000 | |||||
Publishing | Employee Severance | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring charges | 1,600,000 | ||||||||
Publishing | Contract Termination [Member] | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring charges | 1,100,000 | ||||||||
Merchandising and Corporate [Member] | Contract Termination [Member] | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring charges | $900,000 | ||||||||
[1] | As disclosed on the Company's consolidated statements of cash flows, total non-cash equity compensation expense was $2.1 million, $2.0 million and $3.9 million in 2014, 2013 and 2012, respectively. Included in non-cash equity compensation expense were net charges to expense of approximately $0.1 million for 2013 and 2012, and reversals of expense in 2014 of approximately $0.03 million, which were generated in connection with restructuring activities. Accordingly, these amounts are reflected as restructuring charges in the Company's 2014, 2013 and 2012 consolidated statements of operations. See Note 17, Restructuring Charges for further information. |
Other_Information_Additional_I
Other Information - Additional Information (Detail) (USD $) | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Revenue [Line Items] | ||||||||||||
Total revenues | $2,000,000 | $41,417,000 | $29,611,000 | $37,620,000 | $33,268,000 | $47,405,000 | $33,848,000 | $42,198,000 | $37,224,000 | $141,916,000 | $160,675,000 | $197,627,000 |
Other Expenses [Abstract] | ||||||||||||
Advertising Expense | 5,800,000 | 6,900,000 | 9,500,000 | |||||||||
Income Taxes Paid | 200,000 | 500,000 | 500,000 | |||||||||
Domestic | ||||||||||||
Revenue [Line Items] | ||||||||||||
Total revenues | 137,900,000 | 153,300,000 | 187,400,000 | |||||||||
Foreign Sources | ||||||||||||
Revenue [Line Items] | ||||||||||||
Total revenues | $4,000,000 | $7,400,000 | $10,200,000 |
Recovered_Sheet2
Schedule II - Valuation and Qualifiying Accounts (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, Beginning of Year | $848 | $1,617 | $1,630 |
Additions Charged to Revenues, Costs and Expenses | 559 | 885 | 997 |
Additions/(Deductions) Charged to Balance Sheet Accounts | 741 | -1,230 | -109 |
(Deductions) Charged to Revenues, Costs and Expenses | -244 | -424 | -901 |
Balance, End of Year | 1,904 | 848 | 1,617 |
Valuation Allowance of Deferred Tax Assets [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, Beginning of Year | 76,340 | 81,981 | 77,647 |
Additions Charged to Revenues, Costs and Expenses | 0 | 0 | 4,334 |
Additions/(Deductions) Charged to Balance Sheet Accounts | 0 | 0 | 0 |
(Deductions) Charged to Revenues, Costs and Expenses | -5,866 | -5,641 | 0 |
Balance, End of Year | $70,474 | $76,340 | $81,981 |