Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 02, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | EVC | |
Entity Registrant Name | ENTRAVISION COMMUNICATIONS CORP | |
Entity Central Index Key | 1,109,116 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 63,855,046 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 14,927,613 | |
Class U common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 9,352,729 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 58,008 | $ 31,260 |
Trade receivables, net of allowance for doubtful accounts of $3,049 and $3,100 (including related parties of $7,376 and $10,882) | 64,802 | 64,956 |
Deferred income taxes | 5,900 | 5,900 |
Prepaid expenses and other current assets (including related parties of $274 and $274) | 6,273 | 5,295 |
Total current assets | 134,983 | 107,411 |
Property and equipment, net of accumulated depreciation of $196,797 and $193,532 | 59,012 | 56,784 |
Intangible assets subject to amortization, net of accumulated amortization of $77,349 and $74,697 (including related parties of $14,498 and $16,239) | 17,541 | 20,193 |
Intangible assets not subject to amortization | 220,701 | 220,701 |
Goodwill | 50,081 | 50,081 |
Deferred income taxes | 55,319 | 66,558 |
Other assets | 5,421 | 6,039 |
Total assets | 543,058 | 527,767 |
Current liabilities | ||
Current maturities of long-term debt | 3,750 | 3,750 |
Advances payable, related parties | 118 | 118 |
Accounts payable and accrued expenses (including related parties of $3,903 and $3,695) | 28,898 | 32,195 |
Total current liabilities | 32,766 | 36,063 |
Long-term debt, less current maturities | 333,750 | 336,563 |
Other long-term liabilities | 15,581 | 9,583 |
Total liabilities | $ 382,097 | $ 382,209 |
Commitments and contingencies (note 4) | ||
Stockholders' equity | ||
Additional paid-in capital | $ 910,068 | $ 912,161 |
Accumulated deficit | (744,656) | (764,474) |
Accumulated other comprehensive income (loss) | (4,460) | (2,138) |
Total stockholders' equity | 160,961 | 145,558 |
Total liabilities and stockholders' equity | 543,058 | 527,767 |
Class A common stock | ||
Stockholders' equity | ||
Common stock | 6 | 6 |
Class B common stock | ||
Stockholders' equity | ||
Common stock | 2 | 2 |
Class U common stock | ||
Stockholders' equity | ||
Common stock | $ 1 | $ 1 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Trade receivables, allowance for doubtful accounts | $ 3,049 | $ 3,100 |
Trade receivables, related parties | 7,376 | 10,882 |
Prepaid expenses and other current assets | 6,273 | 5,295 |
Property and equipment, accumulated depreciation | 196,797 | 193,532 |
Accumulated amortization of Intangible assets | 77,349 | 74,697 |
Intangible assets subject to amortization, net | 17,541 | 20,193 |
Accounts payable and accrued expenses | 28,898 | 32,195 |
Related Parties | ||
Prepaid expenses and other current assets | 274 | 274 |
Intangible assets subject to amortization, net | 14,498 | 16,239 |
Accounts payable and accrued expenses | $ 3,903 | $ 3,695 |
Class A common stock | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 260,000,000 | 260,000,000 |
Common stock, shares issued | 63,840,046 | 58,893,970 |
Common stock, shares outstanding | 63,840,046 | 58,893,970 |
Class B common stock | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 14,927,613 | 18,930,035 |
Common stock, shares outstanding | 14,927,613 | 18,930,035 |
Class U common stock | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 9,352,729 | 9,352,729 |
Common stock, shares outstanding | 9,352,729 | 9,352,729 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Net revenue | $ 69,261 | $ 62,274 | $ 188,702 | $ 176,776 |
Expenses: | ||||
Cost of revenue - digital media | 1,881 | 1,489 | 4,633 | 1,489 |
Direct operating expenses (including related parties of $2,369, $2,588, $6,791 and $7,824) (including non-cash stock-based compensation of $274, $278, $980 and $495) | 27,624 | 26,307 | 81,353 | 76,732 |
Selling, general and administrative expenses | 11,180 | 9,637 | 32,165 | 27,720 |
Corporate expenses (including non-cash stock-based compensation of $603, $611, $1,704 and $1,697) | 5,535 | 4,899 | 15,578 | 14,996 |
Depreciation and amortization (includes direct operating of $2,618, $2,585, $7,736 and $7,471 selling, general and administrative of $1,041, $1,020, $3,146 and $2,789 and corporate of $371, $180, $1,068 and $543) (including related parties of $580, $580, $1,741 and $1,740) | 4,030 | 3,785 | 11,950 | 10,803 |
Total expenses | 50,250 | 46,117 | 145,679 | 131,740 |
Operating income (loss) | 19,011 | 16,157 | 43,023 | 45,036 |
Interest expense | (3,286) | (3,501) | (9,769) | (10,408) |
Interest income | 12 | 12 | 31 | 37 |
Income (loss) before income taxes | 15,737 | 12,668 | 33,285 | 34,665 |
Income tax (expense) benefit | (6,444) | (4,611) | (13,467) | (13,485) |
Net income (loss) | $ 9,293 | $ 8,057 | $ 19,818 | $ 21,180 |
Basic and diluted earnings per share: | ||||
Net income (loss) per share, basic | $ 0.11 | $ 0.09 | $ 0.23 | $ 0.24 |
Net income (loss) per share, diluted | 0.10 | 0.09 | 0.22 | 0.23 |
Cash dividends declared per common share | $ 0.03 | $ 0.03 | $ 0.08 | $ 0.08 |
Weighted average common shares outstanding, basic | 88,090,143 | 89,179,192 | 87,820,029 | 89,048,459 |
Weighted average common shares outstanding, diluted | 90,423,333 | 91,239,798 | 90,202,389 | 91,130,613 |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Direct operating expenses | $ 27,624 | $ 26,307 | $ 81,353 | $ 76,732 |
Non-cash stock-based compensation | 900 | 900 | 2,684 | 2,192 |
Depreciation and amortization | 4,030 | 3,785 | 11,950 | 10,803 |
Related Parties | ||||
Direct operating expenses | 2,369 | 2,588 | 6,791 | 7,824 |
Depreciation and amortization | 580 | 580 | 1,741 | 1,740 |
Direct Operating Expenses | ||||
Non-cash stock-based compensation | 274 | 278 | 980 | 495 |
Depreciation and amortization | 2,618 | 2,585 | 7,736 | 7,471 |
Corporate Expenses | ||||
Non-cash stock-based compensation | 603 | 611 | 1,704 | 1,697 |
Depreciation and amortization | 371 | 180 | 1,068 | 543 |
Selling, General and Administrative Expenses | ||||
Depreciation and amortization | $ 1,041 | $ 1,020 | $ 3,146 | $ 2,789 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 9,293 | $ 8,057 | $ 19,818 | $ 21,180 |
Other comprehensive income (loss), net of tax: | ||||
Change in fair value of interest rate swap agreements | (1,126) | 474 | (2,322) | (1,296) |
Total other comprehensive income (loss) | (1,126) | 474 | (2,322) | (1,296) |
Comprehensive income (loss) | $ 8,167 | $ 8,531 | $ 17,496 | $ 19,884 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 19,818 | $ 21,180 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 11,950 | 10,803 |
Deferred income taxes | 12,764 | 12,771 |
Amortization of debt issue costs | 595 | 611 |
Amortization of syndication contracts | 262 | 354 |
Payments on syndication contracts | (377) | (441) |
Non-cash stock-based compensation | 2,684 | 2,192 |
Changes in assets and liabilities: | ||
(Increase) decrease in accounts receivable | 2,845 | (5,523) |
(Increase) decrease in prepaid expenses and other assets | (1,078) | (2,168) |
Increase (decrease) in accounts payable, accrued expenses and other liabilities | (2,579) | (5,670) |
Net cash provided by (used in) operating activities | 46,884 | 34,109 |
Cash flows from investing activities: | ||
Purchases of property and equipment and intangibles | (11,546) | (6,390) |
Purchases of a business, net of cash acquired | (15,048) | |
Net cash provided by (used in) investing activities | (11,546) | (21,438) |
Cash flows from financing activities: | ||
Proceeds from stock option exercises | 1,814 | 1,817 |
Payments on long-term debt | (2,813) | (1,875) |
Dividends paid | (6,591) | (6,687) |
Repurchase of Class A common stock | (3,482) | |
Payment of contingent consideration | (1,000) | |
Net cash provided by (used in) financing activities | (8,590) | (10,227) |
Net increase (decrease) in cash and cash equivalents | 26,748 | 2,444 |
Cash and cash equivalents: | ||
Beginning | 31,260 | 43,822 |
Ending | 58,008 | 46,266 |
Cash payments for: | ||
Interest | 9,173 | 11,977 |
Income taxes | $ 703 | $ 714 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION Presentation The consolidated financial statements included herein have been prepared by Entravision Communications Corporation (the “Company”), pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. These consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The unaudited information contained herein has been prepared on the same basis as the Company’s audited consolidated financial statements and, in the opinion of the Company’s management, includes all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of the information for the periods presented. The interim results presented herein are not necessarily indicative of the results of operations that may be expected for the full fiscal year ending December 31, 2015 or any other future period. Certain amounts in the Company’s prior period consolidated financial statements and notes to the financial statements have been reclassified to conform to current period presentation. |
The Company and Significant Acc
The Company and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
The Company and Significant Accounting Policies | 2. THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES Nature of Business The Company is a diversified media company serving Hispanic audiences primarily throughout the United States, as well as the border markets of Mexico, with a combination of television, radio, and digital media properties. Revenue Recognition Television and radio revenue related to the sale of advertising is recognized at the time of broadcast. Revenue for contracts with advertising agencies is recorded at an amount that is net of the commission retained by the agency. Revenue from contracts directly with the advertisers is recorded at gross revenue and the related commission or national representation fee is recorded in operating expense. Cash payments received prior to services rendered result in deferred revenue, which is then recognized as revenue when the advertising time or space is actually provided. Digital related revenue is recognized when display or other digital advertisements record impressions on the websites of our third-party publishers. The Company also generates interactive revenue under arrangements that are sold on a standalone basis and those that are sold on a combined basis that are integrated with its broadcast revenue and reported within the television and radio segments. The Company has determined that these integrated revenue arrangements include multiple deliverables and has separated them into different units of accounting based on their relative sales price based upon management’s best estimate. Revenue for each unit of accounting is recognized as it is earned. In August 2008, the Company entered into a proxy agreement with Univision pursuant to which the Company granted Univision the right to negotiate retransmission consent agreements for its Univision- and UniMás-affiliated television station signals. Advertising related to carriage of the Company’s Univision- and UniMás-affiliated television station signals is recognized at the time of broadcast. See more details under the Related Party section below. The Company also generates revenue from agreements associated with television stations in order to accommodate the operations of telecommunications operators. Revenue from such agreements is recognized when the Company has relinquished all rights to operate the station on the existing channel free from interference to the telecommunications operators. Related Party Substantially all of the Company’s stations are Univision- or UniMás-affiliated television stations. The Company’s network affiliation agreements, as amended, with Univision provide certain of its owned stations the exclusive right to broadcast Univision’s primary network and UniMás network programming in their respective markets. These long-term affiliation agreements each expire in 2021, and can be renewed for multiple, successive two-year terms at Univision’s option, subject to the Company’s consent. Under the Univision network affiliation agreement, the Company retains the right to sell approximately six minutes per hour of the available advertising time on Univision’s primary network, subject to adjustment from time to time by Univision, but in no event less than four minutes. Under the UniMás network affiliation agreement, the Company retains the right to sell approximately four and a half minutes per hour of the available advertising time the UniMás network, subject to adjustment from time to time by Univision. Under the network affiliation agreements, Univision acts as the Company’s exclusive sales representative for the sale of national advertising on the Company’s Univision- and UniMás-affiliate television stations, and the Company pays certain sales representation fees to Univision relating to sales of all advertising for broadcast on the Company’s Univision- and UniMás-affiliate television stations. During the three-month periods ended September 30, 2015 and 2014, the amount the Company paid Univision in this capacity was $2.4 million and $2.6 million, respectively. During the nine-month periods ended September 30, 2015 and 2014, the amount the Company paid Univision in this capacity was $6.8 million and $7.8 million, respectively. The Company also generates revenue under two marketing and sales agreements with Univision, which give the Company the right through 2021 to manage the marketing and sales operations of Univision-owned UniMás and Univision affiliates in six markets – Albuquerque, Boston, Denver, Orlando, Tampa and Washington, D.C. In August 2008, the Company entered into a proxy agreement with Univision pursuant to which the Company granted Univision the right to negotiate the terms of retransmission consent agreements for its Univision- and UniMás-affiliated television station signals for a term of six years, expiring in December 2014, which Univision and the Company have extended through November 30, 2015. Among other things, the proxy agreement provides terms relating to compensation to be paid to the Company by Univision with respect to retransmission consent agreements entered into with Multichannel Video Programming Distributors (“MVPDs”). As of September 30, 2015, the amount due to the Company from Univision was $7.4 million related to the agreements for the carriage of its Univision and UniMás-affiliated television station signals. The term of the proxy agreement extends with respect to any MVPD for the length of the term of any retransmission consent agreement in effect before the expiration of the proxy agreement. Univision currently owns approximately 10% of the Company’s common stock on a fully-converted basis. The Class U common stock held by Univision has limited voting rights and does not include the right to elect directors. As the holder of all of the Company’s issued and outstanding Class U common stock, so long as Univision holds a certain number of shares, the Company will not, without the consent of Univision, merge, consolidate or enter into another business combination, dissolve or liquidate the Company or dispose of any interest in any Federal Communications Commission, or FCC, license for any of its Univision-affiliated television stations, among other things. Each share of Class U common stock is automatically convertible into one share of Class A common stock (subject to adjustment for stock splits, dividends or combinations) in connection with any transfer to a third party that is not an affiliate of Univision. Stock-Based Compensation The Company measures all stock-based awards using a fair value method and recognizes the related stock-based compensation expense in the consolidated financial statements over the requisite service period. As stock-based compensation expense recognized in the Company’s consolidated financial statements is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Stock-based compensation expense related to grants of stock options and restricted stock units was $0.9 million for each of the three-month periods ended September 30, 2015 and 2014. Stock-based compensation expense related to grants of stock options and restricted stock units was $2.7 million and $2.2 million for the nine-month periods ended September 30, 2015 and 2014, respectively. Stock Options Stock-based compensation expense related to stock options is based on the fair value on the date of grant using the Black-Scholes option pricing model and is amortized over the vesting period, generally between 1 to 4 years. The fair value of each stock option granted was estimated using the following weighted-average assumptions: Nine-Month Period Fair value of options granted $ 4.10 Expected volatility 84 % Risk-free interest rate 1.6 % Expected lives 6.0 years Dividend rate 1.6 % As of September 30, 2015, there was approximately $1.1 million of total unrecognized compensation expense related to grants of stock options that is expected to be recognized over a weighted-average period of 1.5 years. Restricted Stock Units Stock-based compensation expense related to restricted stock units is based on the fair value of the Company’s stock price on the date of grant and is amortized over the vesting period, generally between 1 to 4 years. The following is a summary of non-vested restricted stock units granted (in thousands, except grant date fair value data): Nine-Month Period Ended September 30, 2015 Number Weighted-Average Restricted stock units 62 $ 6.76 As of September 30, 2015, there was approximately $1.7 million of total unrecognized compensation expense related to grants of restricted stock units that is expected to be recognized over a weighted-average period of 1.4 years. Income (Loss) Per Share The following table illustrates the reconciliation of the basic and diluted income (loss) per share computations required by Accounting Standards Codification (ASC) 260-10, “Earnings per Share” (in thousands, except share and per share data): Three-Month Period Nine-Month Period Ended September 30, Ended September 30, 2015 2014 2015 2014 Basic earnings per share: Numerator: Net income (loss) $ 9,293 $ 8,057 $ 19,818 $ 21,180 Denominator: Weighted average common shares outstanding 88,090,143 89,179,192 87,820,029 89,048,459 Per share: Net income (loss) per share $ 0.11 $ 0.09 $ 0.23 $ 0.24 Diluted earnings per share: Numerator: Net income (loss) $ 9,293 $ 8,057 $ 19,818 $ 21,180 Denominator: Weighted average common shares outstanding 88,090,143 89,179,192 87,820,029 89,048,459 Dilutive securities: Stock options and restricted stock units 2,333,190 2,060,606 2,382,360 2,082,154 Diluted shares outstanding 90,423,333 91,239,798 90,202,389 91,130,613 Per share: Net income (loss) per share $ 0.10 $ 0.09 $ 0.22 $ 0.23 Basic income (loss) per share is computed as net income (loss) divided by the weighted average number of shares outstanding for the period. Diluted income (loss) per share reflects the potential dilution, if any, that could occur from shares issuable through stock options and restricted stock awards. For the three- and nine-month periods ended September 30, 2015, a total of 10,211 and 50,806 shares of dilutive securities, respectively, were not included in the computation of diluted income per share because the exercise prices of the dilutive securities were greater than the average market price of the common shares. For the three- and nine-month periods ended September 30, 2014, a total of 1,274,750 and 1,336,750 shares of dilutive securities, respectively, were not included in the computation of diluted income per share because the exercise prices of the dilutive securities were greater than the average market price of the common shares. Treasury Stock On August 18, 2014, the Board of Directors approved a share repurchase program of up to $10.0 million of the Company’s outstanding Class A common stock. On November 25, 2014, the Board of Directors approved an extension of the share repurchase program with a repurchase authorization of up to an additional $10.0 million of the Company’s outstanding Class A common stock, for a total repurchase authorization of up to $20.0 million. Under the share repurchase program the Company is authorized to purchase shares from time to time through open market purchases or negotiated purchases, subject to market conditions and other factors. The share repurchase program may be suspended or discontinued at any time without prior notice. Treasury stock is included as a deduction from equity in the Stockholders’ Equity section of the Consolidated Balance Sheets. The Company did not repurchase any shares of Class A common stock during the nine-month period ended September 30, 2015. As of September 30, 2015, the Company repurchased to date a total of approximately 2.5 million shares of Class A common stock at an average price of $5.08 since the beginning of this program, for an aggregate purchase price of approximately $12.5 million. All repurchased shares were retired as of December 31, 2014. 2013 Credit Facility On May 31, 2013, the Company entered into the 2013 Credit Facility pursuant to the 2013 Credit Agreement. The 2013 Credit Facility consists of a $20.0 million senior secured Term Loan A Facility (the “Term Loan A Facility”), a $375.0 million senior secured Term Loan B Facility (the “Term Loan B Facility”; and together with the Term Loan A Facility, the “Term Loan Facilities”) which was drawn on August 1, 2013 (the “Term Loan B Borrowing Date”), and a $30.0 million senior secured Revolving Credit Facility (the “Revolving Credit Facility”). In addition, the 2013 Credit Facility provides that the Company may increase the aggregate principal amount of the 2013 Credit Facility by up to an additional $100.0 million, subject to the Company satisfying certain conditions. Borrowings under the Term Loan A Facility were used on the closing date of the 2013 Credit Facility (the “Closing Date”) (together with cash on hand) to (a) repay in full all of the outstanding obligations of the Company and its subsidiaries under the then outstanding credit facility, and (b) pay fees and expenses in connection with the 2013 Credit Facility. As discussed in more detail below, on August 1, 2013, the Company drew on the Company’s Term Loan B Facility to (a) repay in full all of the outstanding loans under the Term Loan A Facility and (b) redeem in full all of the Company’s then outstanding notes (the “Notes”). The Company intends to use any future borrowings under the Revolving Credit Facility to provide for working capital, capital expenditures and other general corporate purposes of the Company and from time to time fund a portion of certain acquisitions, in each case subject to the terms and conditions set forth in the 2013 Credit Agreement. The 2013 Credit Facility is guaranteed on a senior secured basis by all of the Company’s existing and future wholly-owned domestic subsidiaries (the “Credit Parties”). The 2013 Credit Facility is secured on a first priority basis by the Company’s and the Credit Parties’ assets. Upon the redemption of the Notes, the security interests and guaranties of the Company and its Credit Parties under the indenture governing the Notes (the “Indenture”), and the Notes were terminated and released. The Company’s borrowings under the 2013 Credit Facility bear interest on the outstanding principal amount thereof from the date when made at a rate per annum equal to either: (i) the Base Rate (as defined in the 2013 Credit Agreement) plus the Applicable Margin (as defined in the 2013 Credit Agreement); or (ii) LIBOR (as defined in the 2013 Credit Agreement) plus the Applicable Margin (as defined in the 2013 Credit Agreement). As of September 30, 2015, the Company’s effective interest rate was 3.5%. The Term Loan A Facility expired on the Term Loan B Borrowing Date, which was August 1, 2013. The Term Loan B Facility expires on May 31, 2020 (the “Term Loan B Maturity Date”) and the Revolving Credit Facility expires on May 31, 2018 (the “Revolving Loan Maturity Date”). As defined in the 2013 Credit Facility, “Applicable Margin” means: (a) with respect to the Term Loans (i) if a Base Rate Loan, one and one half percent (1.50%) per annum and (ii) if a LIBOR Rate Loan, two and one half percent (2.50%) per annum; and (b) with respect to the Revolving Loans: (i) for the period commencing on the Closing Date through the last day of the calendar month during which financial statements for the fiscal quarter ending September 30, 2013 are delivered: (A) if a Base Rate Loan, one and one half percent (1.50%) per annum and (B) if a LIBOR Rate Loan, two and one half percent (2.50%) per annum; and (ii) thereafter, the Applicable Margin for the Revolving Loans shall equal the applicable LIBOR margin or Base Rate margin in effect from time to time determined as set forth below based upon the applicable First Lien Net Leverage Ratio then in effect pursuant to the appropriate column under the table below: First Lien Net Leverage Ratio LIBOR Margin Base Rate Margin ³ 4.50 to 1.00 2.50 % 1.50 % < 4.50 to 1.00 2.25 % 1.25 % In the event the Company engages in a transaction that has the effect of reducing the yield of any loans outstanding under the Term Loan B Facility within six months of the Term Loan B Borrowing Date, the Company will owe 1% of the amount of the loans so repriced or replaced to the Lenders thereof (such fee, the “Repricing Fee”). Other than the Repricing Fee, the amounts outstanding under the 2013 Credit Facility may be prepaid at the option of the Company without premium or penalty, provided that certain limitations are observed, and subject to customary breakage fees in connection with the prepayment of a LIBOR rate loan. The principal amount of the (i) Term Loan A Facility shall be paid in full on the Term Loan B Borrowing Date, (ii) Term Loan B Facility shall be paid in installments on the dates and in the respective amounts set forth in the 2013 Credit Agreement, with the final balance due on the Term Loan B Maturity Date and (iii) Revolving Credit Facility shall be due on the Revolving Loan Maturity Date. Subject to certain exceptions, the 2013 Credit Agreement contains covenants that limit the ability of the Company and the Credit Parties to, among other things: incur additional indebtedness or change or amend the terms of any senior indebtedness, subject to certain conditions; incur liens on the property or assets of the Company and the Credit Parties; dispose of certain assets; consummate any merger, consolidation or sale of substantially all assets; make certain investments; enter into transactions with affiliates; use loan proceeds to purchase or carry margin stock or for any other prohibited purpose; incur certain contingent obligations; make certain restricted payments; and enter new lines of business, change accounting methods or amend the organizational documents of the Company or any Credit Party in any materially adverse way to the agent or the lenders. The 2013 Credit Agreement also requires compliance with a financial covenant related to total net leverage ratio (calculated as set forth in the 2013 Credit Agreement) in the event that the revolving credit facility is drawn. The 2013 Credit Agreement also provides for certain customary events of default, including the following: default for three (3) business days in the payment of interest on borrowings under the 2013 Credit Facility when due; default in payment when due of the principal amount of borrowings under the 2013 Credit Facility; failure by the Company or any Credit Party to comply with the negative covenants, financial covenants (provided, that, an event of default under the Term Loan Facilities will not have occurred due to a violation of the financial covenants until the revolving lenders have terminated their commitments and declared all obligations to be due and payable), and certain other covenants relating to maintenance of customary property insurance coverage, maintenance of books and accounting records and permitted uses of proceeds from borrowings under the 2013 Credit Facility, each as set forth in the 2013 Credit Agreement; failure by the Company or any Credit Party to comply with any of the other agreements in the 2013 Credit Agreement and related loan documents that continues for thirty (30) days (or ten (10) days in the case of certain financial statement delivery obligations) after officers of the Company first become aware of such failure or first receive written notice of such failure from any lender; default in the payment of other indebtedness if the amount of such indebtedness aggregates to $15.0 million or more, or failure to comply with the terms of any agreements related to such indebtedness if the holder or holders of such indebtedness can cause such indebtedness to be declared due and payable; failure of the Company or any Credit Party to pay, vacate or stay final judgments aggregating over $15.0 million for a period of thirty (30) days after the entry thereof; certain events of bankruptcy or insolvency with respect to the Company or any Credit Party; certain change of control events; the revocation or invalidation of any agreement or instrument governing the Notes or any subordinated indebtedness, including the Intercreditor Agreement; and any termination, suspension, revocation, forfeiture, expiration (without timely application for renewal) or material adverse amendment of any material media license. In connection with the Company entering into the 2013 Credit Agreement, the Company and the Credit Parties also entered into an Amended and Restated Security Agreement, pursuant to which the Company and the Credit Parties each granted a first priority security interest in the collateral securing the 2013 Credit Facility for the benefit of the lenders under the 2013 Credit Facility. On August 1, 2013, the Company drew on borrowings under the Company’s Term Loan B Facility. The borrowings were used to (i) repay in full all of the outstanding loans under the Company’s Term Loan A Facility; (ii) redeem in full and terminate all of its outstanding obligations (the “Redemption”) on August 2, 2013 (the “Redemption Date”) under the Indenture, in an aggregate principal amount of approximately $324 million, and (iii) pay any fees and expenses in connection therewith. The redemption price for the redeemed Notes was 106.563% of the principal amount, plus accrued and unpaid interest thereon to the Redemption Date. The Redemption constituted a complete redemption of the Notes, such that no amount remained outstanding following the Redemption. Accordingly, the Indenture has been satisfied and discharged in accordance with its terms and the Notes have been cancelled, effective as of the Redemption Date. The Company recorded a loss on debt extinguishment of $29.7 million, primarily due to the premium associated with the redemption of the Notes, the unamortized bond discount and finance costs. On December 30, 2014, the Company made a prepayment of $20.0 million to reduce the amount of loans outstanding under the Term Loan B Facility. On December 31, 2013, the Company made prepayments of $10.0 million to reduce the amount of loans outstanding under the Term Loan B Facility. The carrying amount and estimated fair value of the Term Loan B Facility as of September 30 , 2015 were both Derivative Instruments The Company uses derivatives in the management of its interest rate risk with respect to its variable rate debt. The Company‘s strategy is to eliminate the cash flow risk on a portion of its variable rate debt caused by changes in the benchmark interest rate (LIBOR). Derivative instruments are not entered into for speculative purposes. As required by the terms of the Company’s 2013 Credit Agreement, on December 16, 2013, the Company entered into three forward-starting interest rate swap agreements with an aggregate notional amount of $186.0 million at a fixed rate of 2.73%, resulting in an all-in fixed rate of 5.23%. The interest rate swap agreements take effect on December 31, 2015 with a maturity date on December 31, 2018. Under these interest rate swap agreements, the Company pays at a fixed rate and receives payments at a variable rate based on three-month LIBOR. The interest rate swap agreements effectively fix the floating LIBOR-based interest of $186.0 million outstanding LIBOR-based debt. The interest rate swap agreements were designated and qualified as a cash flow hedge; therefore, the effective portion of the changes in fair value is recorded in accumulated other comprehensive income. Any ineffective portions of the changes in fair value of the interest rate swap agreements will be immediately recognized directly to interest expense in the consolidated statement of operations. The change in fair value of the interest rate swap agreements for the three-month period ended September 30 , 2015 , 2015 The carrying amount of the interest rate swap agreements is recorded at fair value, including non-performance risk, when material. The fair value of each interest rate swap agreement is determined by using multiple broker quotes, adjusted for non-performance risk, when material, which estimate the future discounted cash flows of any future payments that may be made under such agreements. The fair value of the interest rate swap liability as of September 30 , 2015 Fair Value Measurements ASC 820, “Fair Value Measurements and Disclosures”, defines and establishes a framework for measuring fair value and expands disclosures about fair value measurements. In accordance with ASC 820, the Company has categorized its financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the company has the ability to access at the measurement date. Level 2 – Assets and liabilities whose values are based on quoted prices for similar attributes in active markets; quoted prices in markets where trading occurs infrequently; and inputs other than quoted prices that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets (in millions): September 30, 2015 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Liabilities: Interest rate swap $ 7.2 $ — $ 7.2 $ — Contingent Consideration $ 0.1 $ — $ — $ 0.1 December 31, 2014 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Liabilities: Interest rate swap $ 3.4 $ — $ 3.4 $ — Contingent Consideration $ 1.3 $ — $ — $ 1.3 Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) includes the cumulative gains and losses of derivative instruments that qualify as cash flow hedges. The following table provides a rollforward of accumulated other comprehensive income (loss) for the nine-month periods ended , 2015 and 2014 2015 2014 Accumulated other comprehensive income (loss) as of January 1, $ (2.1 ) $ 0.2 Other comprehensive income (loss) (3.8 ) (2.1 ) Income tax benefit (expense) 1.5 0.8 Other comprehensive income (loss), net of tax (2.3 ) (1.3 ) Accumulated other comprehensive income (loss) as of September 30, $ (4.4 ) $ (1.1 ) Cost of Revenue Cost of revenue consists primarily of the costs of online media acquired from third-party publishers. Media cost is classified as cost of revenue in the period in which the corresponding revenue is recognized. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606) In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | 3. SEGMENT INFORMATION As of September 30 , 2015 digital media segment was not significant to our operations prior to the acquisition of Pulpo, and therefore the segment information for same period of the prior year has not been restated Included in the television segment net revenue for the three- and nine-month periods ended September 30 , 2015 . Television Broadcasting The Company owns and/or operates 58 primary television stations located primarily in California, Colorado, Connecticut, Florida, Kansas, Massachusetts, Nevada, New Mexico, Texas and the Washington, D.C. area. Radio Broadcasting The Company owns and operates 49 radio stations (38 FM and 11 AM) located primarily in Arizona, California, Colorado, Florida, Nevada, New Mexico and Texas. The Company owns and operates a national sales representation firm, Entravision Solutions, through which we sell advertisements and syndicate radio programming to approximately 350 stations across the United States. Digital Media The Company owns and operates an online advertising platform that delivers digital advertising in a variety of formats to reach Hispanics audiences on Internet-connected devices. Separate financial data for each of the Company’s operating segments are provided below. Segment operating profit (loss) is defined as operating profit (loss) before corporate expenses. There were no significant sources of revenue generated outside the United States during the three- and nine-month periods ended September 30 , 2015 Three-Month Period Nine-Month Period Ended September 30, % Ended September 30, % 2015 2014 Change 2015 2014 Change Net revenue Television $ 43,393 $ 41,301 5 % $ 119,292 $ 122,193 (2 )% Radio 20,855 18,081 15 % 56,785 51,691 10 % Digital 5,013 2,892 73 % 12,625 2,892 337 % Consolidated 69,261 62,274 11 % 188,702 176,776 7 % Cost of revenue - digital media 1,881 1,489 26 % 4,633 1,489 211 % Direct operating expenses Television 15,159 15,171 (0 )% 44,658 45,075 (1 )% Radio 11,027 10,131 9 % 31,865 30,652 4 % Digital 1,438 1,005 43 % 4,830 1,005 381 % Consolidated 27,624 26,307 5 % 81,353 76,732 6 % Selling, general and administrative expenses Television 5,286 4,952 7 % 15,270 14,685 4 % Radio 4,838 4,150 17 % 14,132 12,500 13 % Digital 1,056 535 97 % 2,763 535 416 % Consolidated 11,180 9,637 16 % 32,165 27,720 16 % Depreciation and amortization Television 2,964 2,621 13 % 8,589 8,007 7 % Radio 767 868 (12 )% 2,465 2,500 (1 )% Digital 299 296 1 % 896 296 203 % Consolidated 4,030 3,785 6 % 11,950 10,803 11 % Segment operating profit (loss) Television 19,984 18,557 8 % 50,775 54,426 (7 )% Radio 4,223 2,932 44 % 8,323 6,039 38 % Digital 339 (433 ) NM (497 ) (433 ) 15 % Consolidated 24,546 21,056 17 % 58,601 60,032 (2 )% Corporate expenses 5,535 4,899 13 % 15,578 14,996 4 % Operating income (loss) 19,011 16,157 18 % 43,023 45,036 (4 )% Interest expense (3,286 ) (3,501 ) (6 )% (9,769 ) (10,408 ) (6 )% Interest income 12 12 (— )% 31 37 (16 )% Income (loss) before income taxes $ 15,737 $ 12,668 24 % $ 33,285 $ 34,665 (4 )% Capital expenditures Television $ 294 $ 1,351 $ 6,653 $ 3,925 Radio 1,341 1,029 4,616 2,779 Digital 159 15 259 20 Consolidated $ 1,794 $ 2,395 $ 11,528 $ 6,724 September 30, December 31, Total assets 2015 2014 Television $ 386,959 $ 380,775 Radio 133,077 124,050 Digital 23,022 22,942 Consolidated $ 543,058 $ 527,767 |
Litigation
Litigation | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Litigation | 4. LITIGATION The Company is subject to various outstanding claims and other legal proceedings that may arise in the ordinary course of business. In the opinion of management, any liability of the Company that may arise out of or with respect to these matters will not materially adversely affect the financial position, results of operations or cash flows of the Company. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 5. ACQUISITION On June 18, 2014, the Company completed the acquisition of 100% of the common stock of Pulpo, a leading provider of digital advertising services and solutions focused on Hispanics in the U.S. and Latin America. The Company acquired Pulpo in order to acquire an additional digital media platform that the Company believes will enhance its offerings to the U.S. Hispanic market. The transaction was funded from the Company’s cash on hand, for an aggregate cash consideration of $15.0 million, net of cash acquired of $0.7 million, and contingent consideration with a fair value of $1.4 million as of the acquisition date. The fair value of the contingent consideration recognized on the acquisition date was estimated by applying the real options approach. The following is a summary of the purchase price allocation for the Company’s acquisition of Pulpo (in millions): Accounts receivable $ 1.6 Prepaids and other assets 0.1 Property and equipment 0.5 Intangible assets subject to amortization 3.4 Goodwill 14.1 Current liabilities (1.8 ) Deferred income taxes (1.5 ) The acquisition of Pulpo includes a contingent consideration arrangement that requires additional consideration to be paid by the Company to Pulpo if certain annual performance benchmarks are achieved over a three-year period. Any such additional consideration is payable 90 days after each fiscal year end beginning December 31, 2014. The range of the total undiscounted amounts the Company could pay under the contingent consideration agreement over the three-year period is between $0 and $3.0 million. As of December 31, 2014, the Company determined that Pulpo is less likely to earn the full amount of the contingent consideration for the years 2015 and 2016. Therefore, the Company adjusted the fair value of the contingent consideration in the fourth quarter of 2014 to $1.3 million. Performance targets were achieved for the year ended December 31, 2014, and, accordingly, a payment of $1.0 million was made to the sellers in the first quarter of 2015. In the second quarter of 2015, the Company determined that Pulpo was not likely to earn any amount of the contingent consideration for the fiscal year 2015. Therefore, the Company adjusted the fair value of the contingent consideration in the second quarter of 2015 to $0.1 million. The fair value of the assets acquired includes trade receivables of $1.6 million. The gross amount due from advertisers is $1.7 million, of which $0.1 million is expected to be uncollectable. The goodwill, which is not expected to be deductible for tax purposes, is assigned to the digital media segment and is attributable to Pulpo’s workforce and expected synergies from combining Pulpo’s operations with the Company’s. Pro forma results of operations for this acquisition have not been presented because the effect of this acquisition was not material to the Company’s financial condition or results of operations for any of the periods presented. |
The Company and Significant A13
The Company and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition Television and radio revenue related to the sale of advertising is recognized at the time of broadcast. Revenue for contracts with advertising agencies is recorded at an amount that is net of the commission retained by the agency. Revenue from contracts directly with the advertisers is recorded at gross revenue and the related commission or national representation fee is recorded in operating expense. Cash payments received prior to services rendered result in deferred revenue, which is then recognized as revenue when the advertising time or space is actually provided. Digital related revenue is recognized when display or other digital advertisements record impressions on the websites of our third-party publishers. The Company also generates interactive revenue under arrangements that are sold on a standalone basis and those that are sold on a combined basis that are integrated with its broadcast revenue and reported within the television and radio segments. The Company has determined that these integrated revenue arrangements include multiple deliverables and has separated them into different units of accounting based on their relative sales price based upon management’s best estimate. Revenue for each unit of accounting is recognized as it is earned. In August 2008, the Company entered into a proxy agreement with Univision pursuant to which the Company granted Univision the right to negotiate retransmission consent agreements for its Univision- and UniMás-affiliated television station signals. Advertising related to carriage of the Company’s Univision- and UniMás-affiliated television station signals is recognized at the time of broadcast. See more details under the Related Party section below. The Company also generates revenue from agreements associated with television stations in order to accommodate the operations of telecommunications operators. Revenue from such agreements is recognized when the Company has relinquished all rights to operate the station on the existing channel free from interference to the telecommunications operators. |
Related Party | Related Party Substantially all of the Company’s stations are Univision- or UniMás-affiliated television stations. The Company’s network affiliation agreements, as amended, with Univision provide certain of its owned stations the exclusive right to broadcast Univision’s primary network and UniMás network programming in their respective markets. These long-term affiliation agreements each expire in 2021, and can be renewed for multiple, successive two-year terms at Univision’s option, subject to the Company’s consent. Under the Univision network affiliation agreement, the Company retains the right to sell approximately six minutes per hour of the available advertising time on Univision’s primary network, subject to adjustment from time to time by Univision, but in no event less than four minutes. Under the UniMás network affiliation agreement, the Company retains the right to sell approximately four and a half minutes per hour of the available advertising time the UniMás network, subject to adjustment from time to time by Univision. Under the network affiliation agreements, Univision acts as the Company’s exclusive sales representative for the sale of national advertising on the Company’s Univision- and UniMás-affiliate television stations, and the Company pays certain sales representation fees to Univision relating to sales of all advertising for broadcast on the Company’s Univision- and UniMás-affiliate television stations. During the three-month periods ended September 30, 2015 and 2014, the amount the Company paid Univision in this capacity was $2.4 million and $2.6 million, respectively. During the nine-month periods ended September 30, 2015 and 2014, the amount the Company paid Univision in this capacity was $6.8 million and $7.8 million, respectively. The Company also generates revenue under two marketing and sales agreements with Univision, which give the Company the right through 2021 to manage the marketing and sales operations of Univision-owned UniMás and Univision affiliates in six markets – Albuquerque, Boston, Denver, Orlando, Tampa and Washington, D.C. In August 2008, the Company entered into a proxy agreement with Univision pursuant to which the Company granted Univision the right to negotiate the terms of retransmission consent agreements for its Univision- and UniMás-affiliated television station signals for a term of six years, expiring in December 2014, which Univision and the Company have extended through November 30, 2015. Among other things, the proxy agreement provides terms relating to compensation to be paid to the Company by Univision with respect to retransmission consent agreements entered into with Multichannel Video Programming Distributors (“MVPDs”). As of September 30, 2015, the amount due to the Company from Univision was $7.4 million related to the agreements for the carriage of its Univision and UniMás-affiliated television station signals. The term of the proxy agreement extends with respect to any MVPD for the length of the term of any retransmission consent agreement in effect before the expiration of the proxy agreement. Univision currently owns approximately 10% of the Company’s common stock on a fully-converted basis. The Class U common stock held by Univision has limited voting rights and does not include the right to elect directors. As the holder of all of the Company’s issued and outstanding Class U common stock, so long as Univision holds a certain number of shares, the Company will not, without the consent of Univision, merge, consolidate or enter into another business combination, dissolve or liquidate the Company or dispose of any interest in any Federal Communications Commission, or FCC, license for any of its Univision-affiliated television stations, among other things. Each share of Class U common stock is automatically convertible into one share of Class A common stock (subject to adjustment for stock splits, dividends or combinations) in connection with any transfer to a third party that is not an affiliate of Univision. |
Stock-Based Compensation | Stock-Based Compensation The Company measures all stock-based awards using a fair value method and recognizes the related stock-based compensation expense in the consolidated financial statements over the requisite service period. As stock-based compensation expense recognized in the Company’s consolidated financial statements is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Stock-based compensation expense related to grants of stock options and restricted stock units was $0.9 million for each of the three-month periods ended September 30, 2015 and 2014. Stock-based compensation expense related to grants of stock options and restricted stock units was $2.7 million and $2.2 million for the nine-month periods ended September 30, 2015 and 2014, respectively. Stock Options Stock-based compensation expense related to stock options is based on the fair value on the date of grant using the Black-Scholes option pricing model and is amortized over the vesting period, generally between 1 to 4 years. The fair value of each stock option granted was estimated using the following weighted-average assumptions: Nine-Month Period Fair value of options granted $ 4.10 Expected volatility 84 % Risk-free interest rate 1.6 % Expected lives 6.0 years Dividend rate 1.6 % As of September 30, 2015, there was approximately $1.1 million of total unrecognized compensation expense related to grants of stock options that is expected to be recognized over a weighted-average period of 1.5 years. Restricted Stock Units Stock-based compensation expense related to restricted stock units is based on the fair value of the Company’s stock price on the date of grant and is amortized over the vesting period, generally between 1 to 4 years. The following is a summary of non-vested restricted stock units granted (in thousands, except grant date fair value data): Nine-Month Period Ended September 30, 2015 Number Weighted-Average Restricted stock units 62 $ 6.76 As of September 30, 2015, there was approximately $1.7 million of total unrecognized compensation expense related to grants of restricted stock units that is expected to be recognized over a weighted-average period of 1.4 years. |
Income (Loss) Per Share | Income (Loss) Per Share The following table illustrates the reconciliation of the basic and diluted income (loss) per share computations required by Accounting Standards Codification (ASC) 260-10, “Earnings per Share” (in thousands, except share and per share data): Three-Month Period Nine-Month Period Ended September 30, Ended September 30, 2015 2014 2015 2014 Basic earnings per share: Numerator: Net income (loss) $ 9,293 $ 8,057 $ 19,818 $ 21,180 Denominator: Weighted average common shares outstanding 88,090,143 89,179,192 87,820,029 89,048,459 Per share: Net income (loss) per share $ 0.11 $ 0.09 $ 0.23 $ 0.24 Diluted earnings per share: Numerator: Net income (loss) $ 9,293 $ 8,057 $ 19,818 $ 21,180 Denominator: Weighted average common shares outstanding 88,090,143 89,179,192 87,820,029 89,048,459 Dilutive securities: Stock options and restricted stock units 2,333,190 2,060,606 2,382,360 2,082,154 Diluted shares outstanding 90,423,333 91,239,798 90,202,389 91,130,613 Per share: Net income (loss) per share $ 0.10 $ 0.09 $ 0.22 $ 0.23 Basic income (loss) per share is computed as net income (loss) divided by the weighted average number of shares outstanding for the period. Diluted income (loss) per share reflects the potential dilution, if any, that could occur from shares issuable through stock options and restricted stock awards. For the three- and nine-month periods ended September 30, 2015, a total of 10,211 and 50,806 shares of dilutive securities, respectively, were not included in the computation of diluted income per share because the exercise prices of the dilutive securities were greater than the average market price of the common shares. For the three- and nine-month periods ended September 30, 2014, a total of 1,274,750 and 1,336,750 shares of dilutive securities, respectively, were not included in the computation of diluted income per share because the exercise prices of the dilutive securities were greater than the average market price of the common shares. |
Treasury Stock | Treasury Stock On August 18, 2014, the Board of Directors approved a share repurchase program of up to $10.0 million of the Company’s outstanding Class A common stock. On November 25, 2014, the Board of Directors approved an extension of the share repurchase program with a repurchase authorization of up to an additional $10.0 million of the Company’s outstanding Class A common stock, for a total repurchase authorization of up to $20.0 million. Under the share repurchase program the Company is authorized to purchase shares from time to time through open market purchases or negotiated purchases, subject to market conditions and other factors. The share repurchase program may be suspended or discontinued at any time without prior notice. Treasury stock is included as a deduction from equity in the Stockholders’ Equity section of the Consolidated Balance Sheets. The Company did not repurchase any shares of Class A common stock during the nine-month period ended September 30, 2015. As of September 30, 2015, the Company repurchased to date a total of approximately 2.5 million shares of Class A common stock at an average price of $5.08 since the beginning of this program, for an aggregate purchase price of approximately $12.5 million. All repurchased shares were retired as of December 31, 2014. |
2013 Credit Facility | 2013 Credit Facility On May 31, 2013, the Company entered into the 2013 Credit Facility pursuant to the 2013 Credit Agreement. The 2013 Credit Facility consists of a $20.0 million senior secured Term Loan A Facility (the “Term Loan A Facility”), a $375.0 million senior secured Term Loan B Facility (the “Term Loan B Facility”; and together with the Term Loan A Facility, the “Term Loan Facilities”) which was drawn on August 1, 2013 (the “Term Loan B Borrowing Date”), and a $30.0 million senior secured Revolving Credit Facility (the “Revolving Credit Facility”). In addition, the 2013 Credit Facility provides that the Company may increase the aggregate principal amount of the 2013 Credit Facility by up to an additional $100.0 million, subject to the Company satisfying certain conditions. Borrowings under the Term Loan A Facility were used on the closing date of the 2013 Credit Facility (the “Closing Date”) (together with cash on hand) to (a) repay in full all of the outstanding obligations of the Company and its subsidiaries under the then outstanding credit facility, and (b) pay fees and expenses in connection with the 2013 Credit Facility. As discussed in more detail below, on August 1, 2013, the Company drew on the Company’s Term Loan B Facility to (a) repay in full all of the outstanding loans under the Term Loan A Facility and (b) redeem in full all of the Company’s then outstanding notes (the “Notes”). The Company intends to use any future borrowings under the Revolving Credit Facility to provide for working capital, capital expenditures and other general corporate purposes of the Company and from time to time fund a portion of certain acquisitions, in each case subject to the terms and conditions set forth in the 2013 Credit Agreement. The 2013 Credit Facility is guaranteed on a senior secured basis by all of the Company’s existing and future wholly-owned domestic subsidiaries (the “Credit Parties”). The 2013 Credit Facility is secured on a first priority basis by the Company’s and the Credit Parties’ assets. Upon the redemption of the Notes, the security interests and guaranties of the Company and its Credit Parties under the indenture governing the Notes (the “Indenture”), and the Notes were terminated and released. The Company’s borrowings under the 2013 Credit Facility bear interest on the outstanding principal amount thereof from the date when made at a rate per annum equal to either: (i) the Base Rate (as defined in the 2013 Credit Agreement) plus the Applicable Margin (as defined in the 2013 Credit Agreement); or (ii) LIBOR (as defined in the 2013 Credit Agreement) plus the Applicable Margin (as defined in the 2013 Credit Agreement). As of September 30, 2015, the Company’s effective interest rate was 3.5%. The Term Loan A Facility expired on the Term Loan B Borrowing Date, which was August 1, 2013. The Term Loan B Facility expires on May 31, 2020 (the “Term Loan B Maturity Date”) and the Revolving Credit Facility expires on May 31, 2018 (the “Revolving Loan Maturity Date”). As defined in the 2013 Credit Facility, “Applicable Margin” means: (a) with respect to the Term Loans (i) if a Base Rate Loan, one and one half percent (1.50%) per annum and (ii) if a LIBOR Rate Loan, two and one half percent (2.50%) per annum; and (b) with respect to the Revolving Loans: (i) for the period commencing on the Closing Date through the last day of the calendar month during which financial statements for the fiscal quarter ending September 30, 2013 are delivered: (A) if a Base Rate Loan, one and one half percent (1.50%) per annum and (B) if a LIBOR Rate Loan, two and one half percent (2.50%) per annum; and (ii) thereafter, the Applicable Margin for the Revolving Loans shall equal the applicable LIBOR margin or Base Rate margin in effect from time to time determined as set forth below based upon the applicable First Lien Net Leverage Ratio then in effect pursuant to the appropriate column under the table below: First Lien Net Leverage Ratio LIBOR Margin Base Rate Margin ³ 4.50 to 1.00 2.50 % 1.50 % < 4.50 to 1.00 2.25 % 1.25 % In the event the Company engages in a transaction that has the effect of reducing the yield of any loans outstanding under the Term Loan B Facility within six months of the Term Loan B Borrowing Date, the Company will owe 1% of the amount of the loans so repriced or replaced to the Lenders thereof (such fee, the “Repricing Fee”). Other than the Repricing Fee, the amounts outstanding under the 2013 Credit Facility may be prepaid at the option of the Company without premium or penalty, provided that certain limitations are observed, and subject to customary breakage fees in connection with the prepayment of a LIBOR rate loan. The principal amount of the (i) Term Loan A Facility shall be paid in full on the Term Loan B Borrowing Date, (ii) Term Loan B Facility shall be paid in installments on the dates and in the respective amounts set forth in the 2013 Credit Agreement, with the final balance due on the Term Loan B Maturity Date and (iii) Revolving Credit Facility shall be due on the Revolving Loan Maturity Date. Subject to certain exceptions, the 2013 Credit Agreement contains covenants that limit the ability of the Company and the Credit Parties to, among other things: incur additional indebtedness or change or amend the terms of any senior indebtedness, subject to certain conditions; incur liens on the property or assets of the Company and the Credit Parties; dispose of certain assets; consummate any merger, consolidation or sale of substantially all assets; make certain investments; enter into transactions with affiliates; use loan proceeds to purchase or carry margin stock or for any other prohibited purpose; incur certain contingent obligations; make certain restricted payments; and enter new lines of business, change accounting methods or amend the organizational documents of the Company or any Credit Party in any materially adverse way to the agent or the lenders. The 2013 Credit Agreement also requires compliance with a financial covenant related to total net leverage ratio (calculated as set forth in the 2013 Credit Agreement) in the event that the revolving credit facility is drawn. The 2013 Credit Agreement also provides for certain customary events of default, including the following: default for three (3) business days in the payment of interest on borrowings under the 2013 Credit Facility when due; default in payment when due of the principal amount of borrowings under the 2013 Credit Facility; failure by the Company or any Credit Party to comply with the negative covenants, financial covenants (provided, that, an event of default under the Term Loan Facilities will not have occurred due to a violation of the financial covenants until the revolving lenders have terminated their commitments and declared all obligations to be due and payable), and certain other covenants relating to maintenance of customary property insurance coverage, maintenance of books and accounting records and permitted uses of proceeds from borrowings under the 2013 Credit Facility, each as set forth in the 2013 Credit Agreement; failure by the Company or any Credit Party to comply with any of the other agreements in the 2013 Credit Agreement and related loan documents that continues for thirty (30) days (or ten (10) days in the case of certain financial statement delivery obligations) after officers of the Company first become aware of such failure or first receive written notice of such failure from any lender; default in the payment of other indebtedness if the amount of such indebtedness aggregates to $15.0 million or more, or failure to comply with the terms of any agreements related to such indebtedness if the holder or holders of such indebtedness can cause such indebtedness to be declared due and payable; failure of the Company or any Credit Party to pay, vacate or stay final judgments aggregating over $15.0 million for a period of thirty (30) days after the entry thereof; certain events of bankruptcy or insolvency with respect to the Company or any Credit Party; certain change of control events; the revocation or invalidation of any agreement or instrument governing the Notes or any subordinated indebtedness, including the Intercreditor Agreement; and any termination, suspension, revocation, forfeiture, expiration (without timely application for renewal) or material adverse amendment of any material media license. In connection with the Company entering into the 2013 Credit Agreement, the Company and the Credit Parties also entered into an Amended and Restated Security Agreement, pursuant to which the Company and the Credit Parties each granted a first priority security interest in the collateral securing the 2013 Credit Facility for the benefit of the lenders under the 2013 Credit Facility. On August 1, 2013, the Company drew on borrowings under the Company’s Term Loan B Facility. The borrowings were used to (i) repay in full all of the outstanding loans under the Company’s Term Loan A Facility; (ii) redeem in full and terminate all of its outstanding obligations (the “Redemption”) on August 2, 2013 (the “Redemption Date”) under the Indenture, in an aggregate principal amount of approximately $324 million, and (iii) pay any fees and expenses in connection therewith. The redemption price for the redeemed Notes was 106.563% of the principal amount, plus accrued and unpaid interest thereon to the Redemption Date. The Redemption constituted a complete redemption of the Notes, such that no amount remained outstanding following the Redemption. Accordingly, the Indenture has been satisfied and discharged in accordance with its terms and the Notes have been cancelled, effective as of the Redemption Date. The Company recorded a loss on debt extinguishment of $29.7 million, primarily due to the premium associated with the redemption of the Notes, the unamortized bond discount and finance costs. On December 30, 2014, the Company made a prepayment of $20.0 million to reduce the amount of loans outstanding under the Term Loan B Facility. On December 31, 2013, the Company made prepayments of $10.0 million to reduce the amount of loans outstanding under the Term Loan B Facility. The carrying amount and estimated fair value of the Term Loan B Facility as of September 30 , 2015 were both |
Derivative Instruments | Derivative Instruments The Company uses derivatives in the management of its interest rate risk with respect to its variable rate debt. The Company‘s strategy is to eliminate the cash flow risk on a portion of its variable rate debt caused by changes in the benchmark interest rate (LIBOR). Derivative instruments are not entered into for speculative purposes. As required by the terms of the Company’s 2013 Credit Agreement, on December 16, 2013, the Company entered into three forward-starting interest rate swap agreements with an aggregate notional amount of $186.0 million at a fixed rate of 2.73%, resulting in an all-in fixed rate of 5.23%. The interest rate swap agreements take effect on December 31, 2015 with a maturity date on December 31, 2018. Under these interest rate swap agreements, the Company pays at a fixed rate and receives payments at a variable rate based on three-month LIBOR. The interest rate swap agreements effectively fix the floating LIBOR-based interest of $186.0 million outstanding LIBOR-based debt. The interest rate swap agreements were designated and qualified as a cash flow hedge; therefore, the effective portion of the changes in fair value is recorded in accumulated other comprehensive income. Any ineffective portions of the changes in fair value of the interest rate swap agreements will be immediately recognized directly to interest expense in the consolidated statement of operations. The change in fair value of the interest rate swap agreements for the three-month period ended September 30 , 2015 , 2015 The carrying amount of the interest rate swap agreements is recorded at fair value, including non-performance risk, when material. The fair value of each interest rate swap agreement is determined by using multiple broker quotes, adjusted for non-performance risk, when material, which estimate the future discounted cash flows of any future payments that may be made under such agreements. The fair value of the interest rate swap liability as of September 30 , 2015 |
Fair Value Measurements | Fair Value Measurements ASC 820, “Fair Value Measurements and Disclosures”, defines and establishes a framework for measuring fair value and expands disclosures about fair value measurements. In accordance with ASC 820, the Company has categorized its financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the company has the ability to access at the measurement date. Level 2 – Assets and liabilities whose values are based on quoted prices for similar attributes in active markets; quoted prices in markets where trading occurs infrequently; and inputs other than quoted prices that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets (in millions): September 30, 2015 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Liabilities: Interest rate swap $ 7.2 $ — $ 7.2 $ — Contingent Consideration $ 0.1 $ — $ — $ 0.1 December 31, 2014 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Liabilities: Interest rate swap $ 3.4 $ — $ 3.4 $ — Contingent Consideration $ 1.3 $ — $ — $ 1.3 |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) includes the cumulative gains and losses of derivative instruments that qualify as cash flow hedges. The following table provides a rollforward of accumulated other comprehensive income (loss) for the nine-month periods ended , 2015 and 2014 2015 2014 Accumulated other comprehensive income (loss) as of January 1, $ (2.1 ) $ 0.2 Other comprehensive income (loss) (3.8 ) (2.1 ) Income tax benefit (expense) 1.5 0.8 Other comprehensive income (loss), net of tax (2.3 ) (1.3 ) Accumulated other comprehensive income (loss) as of September 30, $ (4.4 ) $ (1.1 ) |
Cost of Revenue | Cost of Revenue Cost of revenue consists primarily of the costs of online media acquired from third-party publishers. Media cost is classified as cost of revenue in the period in which the corresponding revenue is recognized. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606) In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments |
The Company and Significant A14
The Company and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Fair Value of Each Stock Option Granted Weighted-Average Assumptions | The fair value of each stock option granted was estimated using the following weighted-average assumptions: Nine-Month Period Fair value of options granted $ 4.10 Expected volatility 84 % Risk-free interest rate 1.6 % Expected lives 6.0 years Dividend rate 1.6 % |
Summary of Nonvested Restricted Stock Units Granted | The following is a summary of non-vested restricted stock units granted (in thousands, except grant date fair value data): Nine-Month Period Ended September 30, 2015 Number Weighted-Average Restricted stock units 62 $ 6.76 |
Reconciliation of Basic and Diluted Income (Loss) Per Share | The following table illustrates the reconciliation of the basic and diluted income (loss) per share computations required by Accounting Standards Codification (ASC) 260-10, “Earnings per Share” (in thousands, except share and per share data): Three-Month Period Nine-Month Period Ended September 30, Ended September 30, 2015 2014 2015 2014 Basic earnings per share: Numerator: Net income (loss) $ 9,293 $ 8,057 $ 19,818 $ 21,180 Denominator: Weighted average common shares outstanding 88,090,143 89,179,192 87,820,029 89,048,459 Per share: Net income (loss) per share $ 0.11 $ 0.09 $ 0.23 $ 0.24 Diluted earnings per share: Numerator: Net income (loss) $ 9,293 $ 8,057 $ 19,818 $ 21,180 Denominator: Weighted average common shares outstanding 88,090,143 89,179,192 87,820,029 89,048,459 Dilutive securities: Stock options and restricted stock units 2,333,190 2,060,606 2,382,360 2,082,154 Diluted shares outstanding 90,423,333 91,239,798 90,202,389 91,130,613 Per share: Net income (loss) per share $ 0.10 $ 0.09 $ 0.22 $ 0.23 |
Margin for Revolving Loans | (ii) thereafter, the Applicable Margin for the Revolving Loans shall equal the applicable LIBOR margin or Base Rate margin in effect from time to time determined as set forth below based upon the applicable First Lien Net Leverage Ratio then in effect pursuant to the appropriate column under the table below: First Lien Net Leverage Ratio LIBOR Margin Base Rate Margin ³ 4.50 to 1.00 2.50 % 1.50 % < 4.50 to 1.00 2.25 % 1.25 % |
Fair Value of Assets and Liabilities on a Recurring Basis | The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets (in millions): September 30, 2015 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Liabilities: Interest rate swap $ 7.2 $ — $ 7.2 $ — Contingent Consideration $ 0.1 $ — $ — $ 0.1 December 31, 2014 Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category Level 1 Level 2 Level 3 Liabilities: Interest rate swap $ 3.4 $ — $ 3.4 $ — Contingent Consideration $ 1.3 $ — $ — $ 1.3 |
Summary of Components of AOCI | Accumulated other comprehensive income (loss) includes the cumulative gains and losses of derivative instruments that qualify as cash flow hedges. The following table provides a rollforward of accumulated other comprehensive income (loss) for the nine-month periods ended , 2015 and 2014 2015 2014 Accumulated other comprehensive income (loss) as of January 1, $ (2.1 ) $ 0.2 Other comprehensive income (loss) (3.8 ) (2.1 ) Income tax benefit (expense) 1.5 0.8 Other comprehensive income (loss), net of tax (2.3 ) (1.3 ) Accumulated other comprehensive income (loss) as of September 30, $ (4.4 ) $ (1.1 ) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Separate Financial Data for Each of Company's Operating Segment | Separate financial data for each of the Company’s operating segments are provided below. Segment operating profit (loss) is defined as operating profit (loss) before corporate expenses. There were no significant sources of revenue generated outside the United States during the three- and nine-month periods ended September 30 , 2015 Three-Month Period Nine-Month Period Ended September 30, % Ended September 30, % 2015 2014 Change 2015 2014 Change Net revenue Television $ 43,393 $ 41,301 5 % $ 119,292 $ 122,193 (2 )% Radio 20,855 18,081 15 % 56,785 51,691 10 % Digital 5,013 2,892 73 % 12,625 2,892 337 % Consolidated 69,261 62,274 11 % 188,702 176,776 7 % Cost of revenue - digital media 1,881 1,489 26 % 4,633 1,489 211 % Direct operating expenses Television 15,159 15,171 (0 )% 44,658 45,075 (1 )% Radio 11,027 10,131 9 % 31,865 30,652 4 % Digital 1,438 1,005 43 % 4,830 1,005 381 % Consolidated 27,624 26,307 5 % 81,353 76,732 6 % Selling, general and administrative expenses Television 5,286 4,952 7 % 15,270 14,685 4 % Radio 4,838 4,150 17 % 14,132 12,500 13 % Digital 1,056 535 97 % 2,763 535 416 % Consolidated 11,180 9,637 16 % 32,165 27,720 16 % Depreciation and amortization Television 2,964 2,621 13 % 8,589 8,007 7 % Radio 767 868 (12 )% 2,465 2,500 (1 )% Digital 299 296 1 % 896 296 203 % Consolidated 4,030 3,785 6 % 11,950 10,803 11 % Segment operating profit (loss) Television 19,984 18,557 8 % 50,775 54,426 (7 )% Radio 4,223 2,932 44 % 8,323 6,039 38 % Digital 339 (433 ) NM (497 ) (433 ) 15 % Consolidated 24,546 21,056 17 % 58,601 60,032 (2 )% Corporate expenses 5,535 4,899 13 % 15,578 14,996 4 % Operating income (loss) 19,011 16,157 18 % 43,023 45,036 (4 )% Interest expense (3,286 ) (3,501 ) (6 )% (9,769 ) (10,408 ) (6 )% Interest income 12 12 (— )% 31 37 (16 )% Income (loss) before income taxes $ 15,737 $ 12,668 24 % $ 33,285 $ 34,665 (4 )% Capital expenditures Television $ 294 $ 1,351 $ 6,653 $ 3,925 Radio 1,341 1,029 4,616 2,779 Digital 159 15 259 20 Consolidated $ 1,794 $ 2,395 $ 11,528 $ 6,724 September 30, December 31, Total assets 2015 2014 Television $ 386,959 $ 380,775 Radio 133,077 124,050 Digital 23,022 22,942 Consolidated $ 543,058 $ 527,767 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Summary of Purchase Price Allocation for Company's Acquisition of Pulpo | The following is a summary of the purchase price allocation for the Company’s acquisition of Pulpo (in millions): Accounts receivable $ 1.6 Prepaids and other assets 0.1 Property and equipment 0.5 Intangible assets subject to amortization 3.4 Goodwill 14.1 Current liabilities (1.8 ) Deferred income taxes (1.5 ) |
The Company and Significant A17
The Company and Significant Accounting Policies - Additional Information (Detail) | Dec. 30, 2014USD ($) | Nov. 25, 2014USD ($) | Dec. 31, 2013USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($)shares | Sep. 30, 2013USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($)shares | Sep. 30, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($) | Aug. 18, 2014USD ($) | Dec. 16, 2013USD ($)Derivative | May. 31, 2013USD ($) |
Accounting Policies [Line Items] | |||||||||||||
Non-cash stock-based compensation | $ 900,000 | $ 900,000 | $ 2,684,000 | $ 2,192,000 | |||||||||
Total unrecognized compensation expense employee stock option plans | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | ||||||||||
Shares of dilutive securities not included in computation of diluted income per share | shares | 10,211 | 1,274,750 | 50,806 | 1,336,750 | |||||||||
Interest Rate Swap Agreements | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Interest rate swap inception date | Dec. 16, 2013 | ||||||||||||
Number of forward-starting swap agreements | Derivative | 3 | ||||||||||||
Aggregated notional amount of interest swap agreements | $ 186,000,000 | ||||||||||||
Derivative average Interest rate | 2.73% | ||||||||||||
Derivative fixed Interest rate | 5.23% | ||||||||||||
Interest rate swap effective date | Dec. 31, 2015 | ||||||||||||
Interest rate swap expiration date | Dec. 31, 2018 | ||||||||||||
Change in fair value of interest rate | $ (1,100,000) | $ 500,000 | $ (2,300,000) | $ (1,300,000) | |||||||||
Unrealized gains or losses included in accumulated other comprehensive income or loss | 0 | ||||||||||||
Fair value of the interest rate swap liability | $ 7,200,000 | $ 7,200,000 | $ 7,200,000 | $ 3,400,000 | |||||||||
Term Loan B Facility | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Gain (loss) on debt extinguishment | $ (29,700,000) | ||||||||||||
Repayment of loans | $ 20,000,000 | $ 10,000,000 | |||||||||||
Two Thousand Thirteen Revolving Credit Facility | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Effective interest rate | 3.50% | 3.50% | 3.50% | ||||||||||
Interest rate on borrowings under 2013 Credit Facility | if a Base Rate Loan, one and one half percent (1.50%) per annum and (B) if a LIBOR Rate Loan, two and one half percent (2.50%) per annum; | ||||||||||||
Percentage of repricing fee | 1.00% | ||||||||||||
Certain customary events of default, number of business days to default in the payment of interest on borrowings | 3 days | ||||||||||||
Certain customary events of default, number of days default continue for compliance with other agreement | 30 days | ||||||||||||
Certain customary events of default, number of days default continue for financial statement delivery obligations | 10 days | ||||||||||||
Certain customary events of default, indebtedness aggregate amount | $ 15,000,000 | ||||||||||||
Certain customary events of default, failure in payment of final judgments aggregate amount | $ 15,000,000 | ||||||||||||
Certain customary events of default, failure in payment of final judgments aggregate amount period | 30 days | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Base Rate Margin | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Variable interest rate basis spread on debt | 1.50% | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | LIBOR Margin | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Variable interest rate basis spread on debt | 2.50% | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Term Loan B Facility | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Senior Secured debt | $ 375,000,000 | ||||||||||||
Maturity date of revolving credit facility | May 31, 2020 | ||||||||||||
Period considered for applicability of repricing fees | 6 months | ||||||||||||
Principal amount repurchased | $ 324,000,000 | ||||||||||||
Redemption price on principal amount with net proceeds, accrued and unpaid expenses | 106.563% | ||||||||||||
Carrying value of term loan | $ 337,500,000 | $ 337,500,000 | $ 337,500,000 | ||||||||||
Estimated fair value of term loan | $ 337,500,000 | $ 337,500,000 | $ 337,500,000 | ||||||||||
Two Thousand Thirteen Revolving Credit Facility | Senior Secured Revolving Credit Facility | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Senior Secured debt | 30,000,000 | ||||||||||||
Maturity date of revolving credit facility | May 31, 2018 | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Term Loan A | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Senior Secured debt | 20,000,000 | ||||||||||||
Maturity date of revolving credit facility | Aug. 1, 2013 | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Term Loan And Revolving Credit Facility | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Additional borrowing capacity | $ 100,000,000 | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Term Loan | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Interest rate on borrowings under 2013 Credit Facility | if a Base Rate Loan, one and one half percent (1.50%) per annum and (ii) if a LIBOR Rate Loan, two and one half percent (2.50%) per annum; | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Term Loan | Base Rate Margin | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Variable interest rate basis spread on debt | 1.50% | ||||||||||||
Two Thousand Thirteen Revolving Credit Facility | Term Loan | LIBOR Margin | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Variable interest rate basis spread on debt | 2.50% | ||||||||||||
Class A common stock | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Amount approved under share purchase program | $ 20,000,000 | $ 10,000,000 | |||||||||||
Additional share amount added to repurchase program | $ 10,000,000 | ||||||||||||
Stock repurchased during period, shares | shares | 0 | 0 | 0 | ||||||||||
Stock Repurchased And Retired During Period Shares | shares | 2,500,000 | ||||||||||||
Average price of repurchased shares | $ / shares | $ 5.08 | ||||||||||||
Stock Repurchased And Retired During Period Value | $ 12,500,000 | ||||||||||||
Employee Stock Options | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Weighted average period for unrecognized compensation expense related to grants of stock options | 1 year 6 months | ||||||||||||
Restricted Stock Units | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Weighted average period for unrecognized compensation expense related to grants of stock options | 1 year 4 months 24 days | ||||||||||||
Total unrecognized compensation expense related to grants of restricted stock and restricted stock units | $ 1,700,000 | $ 1,700,000 | 1,700,000 | ||||||||||
Minimum | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Stock options vesting period | 1 year | ||||||||||||
Minimum | Restricted Stock Units | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Stock options vesting period | 1 year | ||||||||||||
Maximum | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Stock options vesting period | 4 years | ||||||||||||
Maximum | Restricted Stock Units | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Stock options vesting period | 4 years | ||||||||||||
Univision | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Expiry year of long-term affiliation agreements | 2,021 | ||||||||||||
Renewal period of affiliation agreements | 2 years | ||||||||||||
Affiliate advertising minutes per hour for which entity has right to sell | 6 minutes | ||||||||||||
Payment of sales representation fees to television stations | 2,400,000 | $ 2,600,000 | $ 6,800,000 | $ 7,800,000 | |||||||||
Period to grant television station for terms of retransmission consent agreements | 6 years | ||||||||||||
Retransmission consent agreements expiring date | Dec. 31, 2014 | ||||||||||||
Amount due from television stations for carriage | $ 7,400,000 | $ 7,400,000 | $ 7,400,000 | ||||||||||
Common stock percentage held by Univision | 10.00% | 10.00% | 10.00% | ||||||||||
Common stock conversion ratio | 100.00% | ||||||||||||
UniMas | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Affiliate advertising minutes per hour for which entity has right to sell | 4 minutes 30 seconds |
The Company and Significant A18
The Company and Significant Accounting Policies - Fair Value of Stock Option Granted Estimated Using Weighted-Average Assumptions (Detail) | 9 Months Ended |
Sep. 30, 2015$ / shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Fair value of options granted | $ 4.10 |
Expected volatility | 84.00% |
Risk-free interest rate | 1.60% |
Expected lives | 6 years |
Dividend rate | 1.60% |
The Company and Significant A19
The Company and Significant Accounting Policies - Summary of Nonvested Restricted Stock Units Granted (Detail) shares in Thousands | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Restricted stock units, Granted | shares | 62 |
Weighted-Average Fair Value of Restricted stock units, Granted | $ 6.76 |
The Company and Significant A20
The Company and Significant Accounting Policies - Reconciliation of Basic and Diluted Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share Basic And Diluted [Abstract] | ||||
Net income (loss) | $ 9,293 | $ 8,057 | $ 19,818 | $ 21,180 |
Denominator: | ||||
Weighted average common shares outstanding, basic | 88,090,143 | 89,179,192 | 87,820,029 | 89,048,459 |
Basic earnings per share: | ||||
Net income (loss) per share, basic | $ 0.11 | $ 0.09 | $ 0.23 | $ 0.24 |
Net income (loss) | $ 9,293 | $ 8,057 | $ 19,818 | $ 21,180 |
Denominator: | ||||
Weighted average common shares outstanding, basic | 88,090,143 | 89,179,192 | 87,820,029 | 89,048,459 |
Dilutive securities: | ||||
Stock options and restricted stock units | 2,333,190 | 2,060,606 | 2,382,360 | 2,082,154 |
Weighted average common shares outstanding, diluted | 90,423,333 | 91,239,798 | 90,202,389 | 91,130,613 |
Diluted earnings per share: | ||||
Net income (loss) per share | $ 0.10 | $ 0.09 | $ 0.22 | $ 0.23 |
The Company and Significant A21
The Company and Significant Accounting Policies - Margin for Revolving Loans (Detail) | 9 Months Ended |
Sep. 30, 2015 | |
Greater than or Equal to 4.50 to 1.00 | |
Debt Instrument [Line Items] | |
First lien net leverage ratio upper limit | 4.50 |
First lien net leverage ratio lower limit | 1 |
Greater than or Equal to 4.50 to 1.00 | LIBOR Margin | |
Debt Instrument [Line Items] | |
Margin Rate | 2.50% |
Greater than or Equal to 4.50 to 1.00 | Base Rate Margin | |
Debt Instrument [Line Items] | |
Margin Rate | 1.50% |
Less than 4.50 to 1.00 | |
Debt Instrument [Line Items] | |
First lien net leverage ratio upper limit | 4.50 |
First lien net leverage ratio lower limit | 1 |
Less than 4.50 to 1.00 | LIBOR Margin | |
Debt Instrument [Line Items] | |
Margin Rate | 2.25% |
Less than 4.50 to 1.00 | Base Rate Margin | |
Debt Instrument [Line Items] | |
Margin Rate | 1.25% |
The Company and Significant A22
The Company and Significant Accounting Policies - Fair Value Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities | $ 0.1 | $ 1.3 |
Interest Rate Swap Agreements | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities | 7.2 | 3.4 |
Level 2 | Interest Rate Swap Agreements | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities | 7.2 | 3.4 |
Level 3 | Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities | $ 0.1 | $ 1.3 |
The Company and Significant A23
The Company and Significant Accounting Policies - Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||||
Accumulated other comprehensive income (loss) | $ (2,138) | $ 200 | ||
Other comprehensive income (loss) | (3,800) | (2,100) | ||
Income tax benefit (expense) | 1,500 | 800 | ||
Total other comprehensive income (loss) | $ (1,126) | $ 474 | (2,322) | (1,296) |
Accumulated other comprehensive income (loss) | $ (4,460) | $ (1,100) | $ (4,460) | $ (1,100) |
Segment Information - Additiona
Segment Information - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)SegmentStation | Sep. 30, 2014USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | Segment | 3 | |||
Net revenue | $ 69,261 | $ 62,274 | $ 188,702 | $ 176,776 |
Television | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 43,393 | 41,301 | $ 119,292 | 122,193 |
Number of stations owned | Station | 58 | |||
Television | Television Station Channel Modification | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 5,500 | $ 10,500 | ||
Radio | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 20,855 | $ 18,081 | $ 56,785 | $ 51,691 |
Number of stations owned | Station | 49 | |||
Advertisements and Syndicate Radio Programming | ||||
Segment Reporting Information [Line Items] | ||||
Number of stations owned | Station | 350 | |||
Pulpo Media Inc | ||||
Segment Reporting Information [Line Items] | ||||
Business acquisition date | Jun. 18, 2014 |
Segment Information - Separate
Segment Information - Separate Financial Data for Each of Company's Operating Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||
Net revenue | $ 69,261 | $ 62,274 | $ 188,702 | $ 176,776 | |
Cost of revenue - digital media | 1,881 | 1,489 | 4,633 | 1,489 | |
Direct operating expenses | 27,624 | 26,307 | 81,353 | 76,732 | |
Selling, general and administrative expenses | 11,180 | 9,637 | 32,165 | 27,720 | |
Depreciation and amortization | 4,030 | 3,785 | 11,950 | 10,803 | |
Operating income (loss) | 19,011 | 16,157 | 43,023 | 45,036 | |
Corporate expenses | 5,535 | 4,899 | 15,578 | 14,996 | |
Interest expense | (3,286) | (3,501) | (9,769) | (10,408) | |
Interest income | 12 | 12 | 31 | 37 | |
Income (loss) before income taxes | 15,737 | 12,668 | 33,285 | 34,665 | |
Capital expenditures | 1,794 | 2,395 | 11,528 | 6,724 | |
Total assets | $ 543,058 | $ 543,058 | $ 527,767 | ||
Percentage change in net revenue | 11.00% | 7.00% | |||
Percentage change in direct operating expenses | 5.00% | 6.00% | |||
Percentage change in selling, general and administrative expenses | 16.00% | 16.00% | |||
Percentage change in depreciation and amortization | 6.00% | 11.00% | |||
Percentage change in segment operating profit (loss) | 17.00% | (2.00%) | |||
Percentage change in Corporate expenses | 13.00% | 4.00% | |||
Percentage change in operating income (loss) | 18.00% | (4.00%) | |||
Percentage change in interest expenses | (6.00%) | (6.00%) | |||
Percentage change in interest income | (16.00%) | ||||
Percentage change in income (loss) before income taxes | 24.00% | (4.00%) | |||
Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | $ 24,546 | 21,056 | $ 58,601 | 60,032 | |
Corporate, Non-Segment | |||||
Segment Reporting Information [Line Items] | |||||
Corporate expenses | 5,535 | 4,899 | 15,578 | 14,996 | |
Television | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 43,393 | 41,301 | 119,292 | 122,193 | |
Direct operating expenses | 15,159 | 15,171 | 44,658 | 45,075 | |
Selling, general and administrative expenses | 5,286 | 4,952 | 15,270 | 14,685 | |
Depreciation and amortization | 2,964 | 2,621 | 8,589 | 8,007 | |
Capital expenditures | 294 | 1,351 | 6,653 | 3,925 | |
Total assets | $ 386,959 | $ 386,959 | 380,775 | ||
Percentage change in net revenue | 5.00% | (2.00%) | |||
Percentage change in direct operating expenses | 0.00% | (1.00%) | |||
Percentage change in selling, general and administrative expenses | 7.00% | 4.00% | |||
Percentage change in depreciation and amortization | 13.00% | 7.00% | |||
Percentage change in segment operating profit (loss) | 8.00% | (7.00%) | |||
Television | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | $ 19,984 | 18,557 | $ 50,775 | 54,426 | |
Radio | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 20,855 | 18,081 | 56,785 | 51,691 | |
Direct operating expenses | 11,027 | 10,131 | 31,865 | 30,652 | |
Selling, general and administrative expenses | 4,838 | 4,150 | 14,132 | 12,500 | |
Depreciation and amortization | 767 | 868 | 2,465 | 2,500 | |
Capital expenditures | 1,341 | 1,029 | 4,616 | 2,779 | |
Total assets | $ 133,077 | $ 133,077 | 124,050 | ||
Percentage change in net revenue | 15.00% | 10.00% | |||
Percentage change in direct operating expenses | 9.00% | 4.00% | |||
Percentage change in selling, general and administrative expenses | 17.00% | 13.00% | |||
Percentage change in depreciation and amortization | (12.00%) | (1.00%) | |||
Percentage change in segment operating profit (loss) | 44.00% | 38.00% | |||
Radio | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | $ 4,223 | 2,932 | $ 8,323 | 6,039 | |
Digital | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 5,013 | 2,892 | 12,625 | 2,892 | |
Cost of revenue - digital media | 1,881 | 1,489 | 4,633 | 1,489 | |
Direct operating expenses | 1,438 | 1,005 | 4,830 | 1,005 | |
Selling, general and administrative expenses | 1,056 | 535 | 2,763 | 535 | |
Depreciation and amortization | 299 | 296 | 896 | 296 | |
Capital expenditures | 159 | 15 | 259 | 20 | |
Total assets | $ 23,022 | $ 23,022 | $ 22,942 | ||
Percentage change in net revenue | 73.00% | 337.00% | |||
Percentage change in Cost of revenue | 26.00% | 211.00% | |||
Percentage change in direct operating expenses | 43.00% | 381.00% | |||
Percentage change in selling, general and administrative expenses | 97.00% | 416.00% | |||
Percentage change in depreciation and amortization | 1.00% | 203.00% | |||
Percentage change in segment operating profit (loss) | 15.00% | ||||
Digital | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | $ 339 | $ (433) | $ (497) | $ (433) |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Millions | Jun. 18, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2015 |
Business Acquisition [Line Items] | ||||
Accounts receivables assets acquired, fair value | $ 1.6 | |||
Gross amount account receivables asset acquired | 1.7 | |||
Amount due under contract expected to be uncollectible | $ 0.1 | |||
Pulpo Media Inc | ||||
Business Acquisition [Line Items] | ||||
Ownership Interest acquired | 100.00% | |||
Business acquisition date | Jun. 18, 2014 | |||
Aggregate cash consideration | $ 15 | |||
Cash acquired | 0.7 | |||
Fair value of contingent consideration | $ 1.4 | $ 1.3 | $ 0.1 | |
Additional consideration payment term | 90 days | |||
Contingent consideration agreement, payment period | 3 years | |||
Contingent consideration arrangements, maximum | $ 3 | |||
Contingent consideration arrangements, minimum | 0 | |||
Contingent consideration, payment | $ 1 | |||
Accounts receivables assets acquired, fair value | $ 1.6 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price Allocation for Company's Acquisition of Pulpo Media, Inc (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Jun. 18, 2014 |
Business Acquisition [Line Items] | |||
Accounts receivable | $ 1,600 | ||
Goodwill | $ 50,081 | $ 50,081 | |
Pulpo Media Inc | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 1,600 | ||
Prepaids and other assets | 100 | ||
Property and equipment | 500 | ||
Intangible assets subject to amortization | 3,400 | ||
Goodwill | 14,100 | ||
Current liabilities | (1,800) | ||
Deferred income taxes | $ (1,500) |