Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Document Type | PRE 14A |
Amendment Flag | false |
Entity Registrant Name | Entravision Communications Corporation |
Entity Central Index Key | 0001109116 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | Value of Initial Fixed $100 Year Summary Compensation Average Summary Average Total Shareholder Peer Group Total GAAP Net Income Consolidated Adjusted EBITDA (a) (b) (c) (d) (e) (f) (g) (h) (i) 2022 14,958,648 12,704,148 2,006,722 1,543,840 203 58 18 103 2021 6,442,220 9,274,470 1,910,909 2,461,255 282 83 29 88 2020 3,405,220 3,324,720 1,021,292 1,026,683 112 87 ( 4 ) 60 1. Walter F. Ulloa was our PEO in 2022, 2021, and 2020. The individuals comprising the Non-PEO NEOs for each year presented are listed below. 2020 2021 2022 Christopher Young Christopher Young Christopher Young Jeffery Liberman Jeffery Liberman Jeffery Liberman Karl Meyer Karl Meyer Karl Meyer Juan Saldívar von Wuthenau Juan Saldívar von Wuthenau Juan Saldívar von Wuthenau 2. The amounts shown for CAP have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the company’s NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below. 3. CAP reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718 and the assumptions used were materially the same as those used for the grant date fair values. Amounts in the Exclusion of Stock Awards columns are the totals from the Stock Awards column set forth in the Summary Compensation Table. Year Summary Exclusion of Stock Awards for PEO ($) Inclusion of Equity Values for PEO ($) Compensation Actually 2022 14,958,648 4,072,500 1,818,000 12,704,148 2021 6,442,220 4,578,000 7,410,250 9,274,470 2020 3,405,220 1,716,000 1,635,500 3,324,720 Year Average Summary Average Exclusion of Stock Awards for Non-PEO NEOs ($) Average Inclusion of Equity Values for Non-PEO NEOs ($) Average Compensation Actually 2022 2,006,722 848,438 385,556 1,543,840 2021 1,910,909 956,474 1,506,820 2,461,255 2020 1,021,292 358,800 364,191 1,026,683 The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables: Year Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for PEO Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for PEO Fair Value of Awards Granted During the Year that Vested During the Year Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for PEO Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for PEO Total - Inclusion of 2022 -* -* 3,600,000 ( 1,782,000 ) - 1,818,000 2021 3,559,500 1,511,250 1,120,000 1,219,500 - 7,410,250 2020 1,134,375 37,375 407,000 56,750 - 1,635,500 *Mr. Ulloa died on December 31, 2022. All of his outstanding equity awards vested on such date in accordance with the terms of his employment agreement. Year Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO NEOs Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO NEOs Average Fair Value of Awards Granted During the Year that Vested During the Year for Non-PEO NEOs Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO NEOs Average Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO NEOs Total - Average Inclusion of 2022 562,500 ( 201,713 ) 187,500 ( 162,731 ) - 385,556 2021 743,681 299,731 234,000 229,408 - 1,506,820 2020 270,122 5,728 85,100 3,241 - 364,191 4. The Peer Group TSR set forth in this table utilizes the S&P 500 Broadcasting Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the year ended December 31, 2022. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the company and in the S&P 500 Broadcasting Index, respectively. Historical stock performance is not necessarily indicative of future stock performance. 5. We determined Conolidated adjusted EBITDA to be the most important financial performance measure used to link company performance to CAP to our PEO and Non-PEO NEOs in 2022. Consolidated adjusted EBITDA is defined as net income (loss) plus gain (loss) on sale of assets, depreciation and amortization, non-cash impairment charge, non-cash stock-based compensation included in operating and corporate expenses, net interest expense, other operating gain (loss), gain (loss) on debt extinguishment, income tax (expense) benefit, equity in net income (loss) of nonconsolidated affiliate, non-cash losses, syndication programming amortization less syndication programming payments, revenue from the Federal Communications Commission, or FCC, spectrum incentive auction less related expenses, expenses associated with investments, EBITDA attributable to noncontrolling and redeemable noncontrolling interest, acquisitions and dispositions and certain pro-forma cost savings. | ||
Company Selected Measure Name | Conolidated adjusted EBITDA | ||
Named Executive Officers, Footnote [Text Block] | 1. Walter F. Ulloa was our PEO in 2022, 2021, and 2020. The individuals comprising the Non-PEO NEOs for each year presented are listed below. 2020 2021 2022 Christopher Young Christopher Young Christopher Young Jeffery Liberman Jeffery Liberman Jeffery Liberman Karl Meyer Karl Meyer Karl Meyer Juan Saldívar von Wuthenau Juan Saldívar von Wuthenau Juan Saldívar von Wuthenau | ||
Peer Group Issuers, Footnote [Text Block] | 4. The Peer Group TSR set forth in this table utilizes the S&P 500 Broadcasting Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the year ended December 31, 2022. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the company and in the S&P 500 Broadcasting Index, respectively. Historical stock performance is not necessarily indicative of future stock performance. | ||
PEO Total Compensation Amount | $ 14,958,648 | $ 6,442,220 | $ 3,405,220 |
PEO Actually Paid Compensation Amount | $ 12,704,148 | 9,274,470 | 3,324,720 |
Adjustment To PEO Compensation, Footnote [Text Block] | 3. CAP reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718 and the assumptions used were materially the same as those used for the grant date fair values. Amounts in the Exclusion of Stock Awards columns are the totals from the Stock Awards column set forth in the Summary Compensation Table. Year Summary Exclusion of Stock Awards for PEO ($) Inclusion of Equity Values for PEO ($) Compensation Actually 2022 14,958,648 4,072,500 1,818,000 12,704,148 2021 6,442,220 4,578,000 7,410,250 9,274,470 2020 3,405,220 1,716,000 1,635,500 3,324,720 The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables: Year Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for PEO Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for PEO Fair Value of Awards Granted During the Year that Vested During the Year Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for PEO Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for PEO Total - Inclusion of 2022 -* -* 3,600,000 ( 1,782,000 ) - 1,818,000 2021 3,559,500 1,511,250 1,120,000 1,219,500 - 7,410,250 2020 1,134,375 37,375 407,000 56,750 - 1,635,500 *Mr. Ulloa died on December 31, 2022. All of his outstanding equity awards vested on such date in accordance with the terms of his employment agreement. | ||
Non-PEO NEO Average Total Compensation Amount | $ 2,006,722 | 1,910,909 | 1,021,292 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 1,543,840 | 2,461,255 | 1,026,683 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | 3. CAP reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718 and the assumptions used were materially the same as those used for the grant date fair values. Amounts in the Exclusion of Stock Awards columns are the totals from the Stock Awards column set forth in the Summary Compensation Table. Year Average Summary Average Exclusion of Stock Awards for Non-PEO NEOs ($) Average Inclusion of Equity Values for Non-PEO NEOs ($) Average Compensation Actually 2022 2,006,722 848,438 385,556 1,543,840 2021 1,910,909 956,474 1,506,820 2,461,255 2020 1,021,292 358,800 364,191 1,026,683 The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables: Year Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO NEOs Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO NEOs Average Fair Value of Awards Granted During the Year that Vested During the Year for Non-PEO NEOs Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO NEOs Average Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO NEOs Total - Average Inclusion of 2022 562,500 ( 201,713 ) 187,500 ( 162,731 ) - 385,556 2021 743,681 299,731 234,000 229,408 - 1,506,820 2020 270,122 5,728 85,100 3,241 - 364,191 | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | Relationship between CAP and TSR . The chart below reflects the relationship between the PEO and average non-PEO NEO CAP versus our TSR and the Peer Group TSR. | ||
Compensation Actually Paid vs. Net Income [Text Block] | Relationship between CAP and GAAP Net Income . The chart below reflects the relationship between the PEO and average non-PEO NEO CAP and our GAAP Net Income. | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | Relationship between CAP and Consolidated adjusted EBITDA (our Company-Selected Measure). The chart below reflects the relationship between the PEO CAP and average non-PEO NEO CAP and our Consolidated adjusted EBITDA. | ||
Total Shareholder Return Amount | $ 203 | 282 | 112 |
Peer Group Total Shareholder Return Amount | 58 | 83 | 87 |
Net Income (Loss) | $ 18,000,000 | $ 29,000,000 | $ (4,000,000) |
Company Selected Measure Amount | 103,000,000 | 88,000,000 | 60,000,000 |
PEO Name | Walter F. Ulloa | Walter F. Ulloa | Walter F. Ulloa |
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Non-GAAP Measure Description [Text Block] | 5. We determined Conolidated adjusted EBITDA to be the most important financial performance measure used to link company performance to CAP to our PEO and Non-PEO NEOs in 2022. Consolidated adjusted EBITDA is defined as net income (loss) plus gain (loss) on sale of assets, depreciation and amortization, non-cash impairment charge, non-cash stock-based compensation included in operating and corporate expenses, net interest expense, other operating gain (loss), gain (loss) on debt extinguishment, income tax (expense) benefit, equity in net income (loss) of nonconsolidated affiliate, non-cash losses, syndication programming amortization less syndication programming payments, revenue from the Federal Communications Commission, or FCC, spectrum incentive auction less related expenses, expenses associated with investments, EBITDA attributable to noncontrolling and redeemable noncontrolling interest, acquisitions and dispositions and certain pro-forma cost savings. | ||
PEO [Member] | Exclusion of Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 4,072,500 | $ 4,578,000 | $ 1,716,000 |
PEO [Member] | Inclusion of Equity Values [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,818,000 | 7,410,250 | 1,635,500 |
PEO [Member] | Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 3,559,500 | 1,134,375 | |
PEO [Member] | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,511,250 | 37,375 | |
PEO [Member] | Fair Value of Awards Granted During the Year that Vested During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 3,600,000 | 1,120,000 | 407,000 |
PEO [Member] | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,782,000) | 1,219,500 | 56,750 |
Non-PEO NEO [Member] | Average Exclusion of Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 848,438 | 956,474 | 358,800 |
Non-PEO NEO [Member] | Average Inclusion of Equity Values [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 385,556 | 1,506,820 | 364,191 |
Non-PEO NEO [Member] | Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 562,500 | 743,681 | 270,122 |
Non-PEO NEO [Member] | Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (201,713) | 299,731 | 5,728 |
Non-PEO NEO [Member] | Average Fair Value of Awards Granted During the Year that Vested During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 187,500 | 234,000 | 85,100 |
Non-PEO NEO [Member] | Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (162,731) | $ 229,408 | $ 3,241 |