Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 16, 2015 | Jun. 30, 2014 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | MISSION BROADCASTING INC | ||
Entity Central Index Key | 1142412 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $0 | ||
Entity Common Stock, Shares Outstanding | 1,000 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 |
BALANCE_SHEETS
BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $880 | $3,716 |
Accounts receivable, net of allowance for doubtful accounts of $90 and $96, respectively | 6,895 | 5,059 |
Current portion of broadcast rights | 1,335 | 1,390 |
Due from Nexstar Broadcasting, Inc. | 29,867 | |
Deferred tax assets, net | 9,351 | 8,160 |
Prepaid expenses and other current assets | 391 | 231 |
Total current assets | 48,719 | 18,556 |
Property and equipment, net | 24,166 | 26,760 |
Goodwill | 32,489 | 32,489 |
FCC licenses | 41,563 | 41,563 |
Other intangible assets, net | 21,310 | 24,038 |
Deferred tax assets, net | 14,956 | 25,727 |
Other noncurrent assets, net | 8,862 | 5,616 |
Total assets | 192,065 | 174,749 |
Current liabilities: | ||
Current portion of debt | 1,837 | 2,334 |
Current portion of broadcast rights payable | 1,413 | 1,454 |
Due to Nexstar Broadcasting, Inc. | 3,847 | |
Accounts payable | 907 | 723 |
Accrued expenses | 3,987 | 2,372 |
Other current liabilities | 406 | 401 |
Total current liabilities | 8,550 | 11,131 |
Debt | 233,357 | 230,131 |
Other liabilities | 8,667 | 8,080 |
Total liabilities | 250,574 | 249,342 |
Commitments and contingencies | ||
Shareholders' deficit: | ||
Common stock - $1.00 par value, 1,000 shares authorized, issued and outstanding as of each of December 31,2014 and 2013 | 1 | 1 |
Subscription receivable | -1 | -1 |
Accumulated deficit | -58,509 | -74,593 |
Total shareholders' deficit | -58,509 | -74,593 |
Total liabilities and shareholders' deficit | $192,065 | $174,749 |
BALANCE_SHEETS_Parenthetical
BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Current assets: | ||
Accounts receivable, allowance for doubtful accounts | $90 | $96 |
Shareholders' deficit: | ||
Common stock, par value (in dollars per share) | $1 | $1 |
Common stock, shares authorized (in shares) | 1,000 | 1,000 |
Common stock, shares issued (in shares) | 1,000 | 1,000 |
Common stock, shares outstanding (in shares) | 1,000 | 1,000 |
STATEMENTS_OF_OPERATIONS
STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues | |||
Retransmission compensation and other | $36,498 | $28,971 | $18,610 |
Revenue from Nexstar Broadcasting, Inc. | 42,079 | 39,513 | 33,352 |
Net revenue | 78,577 | 68,484 | 51,962 |
Operating expenses (income): | |||
Direct operating expenses, excluding depreciation and amortization | 18,135 | 14,550 | 7,320 |
Selling, general, and administrative expenses, excluding depreciation and amortization | 3,118 | 3,058 | 2,887 |
Fees incurred pursuant to local service agreements with Nexstar Broadcasting, Inc. | 9,780 | 9,740 | 7,740 |
Amortization of broadcast rights | 5,844 | 6,034 | 4,239 |
Amortization of intangible assets | 2,728 | 6,762 | 5,081 |
Depreciation | 2,760 | 3,535 | 2,853 |
Loss (gain) on asset disposal, net | 70 | 177 | -155 |
Total operating expenses | 42,435 | 43,856 | 29,965 |
Income from operations | 36,142 | 24,628 | 21,997 |
Interest expense, net | -10,014 | -16,181 | -15,037 |
Loss on extinguishment of debt | -21 | -14,332 | -233 |
Other expense | -302 | ||
Income (loss) before income taxes | 26,107 | -6,187 | 6,727 |
Income tax (expense) benefit | -10,023 | 2,441 | 40,515 |
Net income (loss) | $16,084 | ($3,746) | $47,242 |
STATEMENTS_OF_CHANGES_IN_SHARE
STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT (USD $) | Total | Common Stock [Member] | Subscription Receivable [Member] | Contra Equity Due from Nexstar Broadcasting, Inc. on Debt Issuance [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data, unless otherwise specified | |||||
Balance at Dec. 31, 2011 | ($307,419) | $1 | ($1) | ($189,330) | ($118,089) |
Balance (in shares) at Dec. 31, 2011 | 1,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Discount accretion on 8.875% senior secured second lien notes, Nexstar portion | -594 | -594 | |||
Net income (loss) | 47,242 | 47,242 | |||
Balance at Dec. 31, 2012 | -260,771 | 1 | -1 | -189,924 | -70,847 |
Balance (in shares) at Dec. 31, 2012 | 1,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Discount accretion on 8.875% senior secured second lien notes, Nexstar portion | -488 | -488 | |||
Repurchase of the 8.875% senior secured second lien notes, Nexstar portion | 186,905 | 186,905 | |||
Nexstar interest payments on 8.875% senior second lien notes, net of interest accrual | 3,507 | 3,507 | |||
Net income (loss) | -3,746 | -3,746 | |||
Balance at Dec. 31, 2013 | -74,593 | 1 | -1 | -74,593 | |
Balance (in shares) at Dec. 31, 2013 | 1,000 | 1,000 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 16,084 | 16,084 | |||
Balance at Dec. 31, 2014 | ($58,509) | $1 | ($1) | ($58,509) | |
Balance (in shares) at Dec. 31, 2014 | 1,000 | 1,000 |
STATEMENTS_OF_CHANGES_IN_SHARE1
STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT (Parenthetical) (Senior Secured Second Lien Notes Due 2017 [Member]) | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 19, 2010 |
Senior Secured Second Lien Notes Due 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Senior secured second lien notes, interest rate (in hundredths) | 8.88% | 8.88% | 8.88% |
STATEMENTS_OF_CASH_FLOWS
STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income (loss) | $16,084 | ($3,746) | $47,242 |
Adjustments to reconcile net income to net cash used in operating activities: | |||
Deferred income taxes | 9,580 | -2,538 | -40,621 |
Provision for bad debt | 60 | 84 | 2 |
Depreciation of property and equipment | 2,760 | 3,535 | 2,853 |
Amortization of intangible assets | 2,728 | 6,762 | 5,081 |
Amortization of debt financing costs | 556 | 527 | 229 |
Amortization of broadcast rights, excluding barter | 1,765 | 1,806 | 1,374 |
Payments for broadcast rights | -1,714 | -2,230 | -1,680 |
Loss (gain) on asset disposal, net | 70 | 177 | -155 |
Deferred gain recognition | -198 | -199 | -198 |
Premium on debt extinguishment | -11,827 | ||
Issue discount paid upon debt extinguishment | -3,397 | ||
Amortization of debt discount | 61 | 416 | 425 |
Loss on extinguishment of debt | 21 | 14,332 | 233 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | -1,896 | -1,520 | -1,101 |
Prepaid expenses and other current assets | -160 | -30 | -64 |
Other noncurrent assets | -49 | -58 | |
Accounts payable and accrued expenses | 1,816 | 1,021 | 417 |
Interest payable | -2,734 | 246 | |
Other noncurrent liabilities | -121 | -312 | 11 |
Due to/due from Nexstar Broadcasting, Inc. | -33,291 | 4,359 | -8,497 |
Net cash (used in) provided by operating activities | -1,928 | 4,428 | 5,797 |
Cash flows from investing activities: | |||
Purchases of property and equipment | -236 | -165 | -287 |
Deposits and payments for acquisitions | -3,200 | -59,508 | -6,000 |
Proceeds from disposal of property and equipment | 3,080 | 196 | |
Net cash used in investing activities | -3,436 | -56,593 | -6,091 |
Cash flows from financing activities: | |||
Proceeds from issuance of long-term debt | 5,500 | 195,000 | 48,000 |
Repayments of long-term debt | -2,832 | -138,010 | -49,115 |
Payments for debt financing costs | -140 | -1,427 | -171 |
Net cash provided by (used in) financing activities | 2,528 | 55,563 | -1,286 |
Net (decrease) increase in cash and cash equivalents | -2,836 | 3,398 | -1,580 |
Cash and cash equivalents at beginning of period | 3,716 | 318 | 1,898 |
Cash and cash equivalents at end of period | 880 | 3,716 | 318 |
Supplemental information: | |||
Interest paid | 9,399 | 21,369 | 14,137 |
Income taxes paid, net of refunds | 667 | 130 | 81 |
Non-cash investing and financing activities: | |||
Accrued purchases of property and equipment | 2 | ||
Accrued debt financing costs | $8 | $72 | $114 |
Organization_and_Business_Oper
Organization and Business Operations | 12 Months Ended |
Dec. 31, 2014 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Business Operations | 1. Organization and Business Operations |
As of December 31, 2014, Mission Broadcasting, Inc. (“Mission” or the “Company”) owned and operated 20 television stations and 2 digital multicast channels, affiliated with the NBC, ABC, CBS, FOX, MyNetworkTV or Bounce TV television networks, in markets located in New York, Pennsylvania, Illinois, Indiana, Missouri, Louisiana, Texas, Vermont, Arkansas and Montana. The Company operates in one reportable television broadcasting segment. Through local service agreements, Nexstar Broadcasting, Inc. (“Nexstar”) provides sales and operating services to all of the Mission television stations (see Notes 2 and 4). | |
The Company is highly leveraged, which makes it vulnerable to changes in general economic conditions. The Company’s ability to repay or refinance its debt will depend on, among other things, financial, business, market, competitive and other conditions, many of which are beyond its control, as well as Nexstar maintaining its pledge to continue the local service agreements with the Company’s stations. Management believes that with Nexstar’s pledge to continue the local service agreements, as described in a letter of support dated March 16, 2015, the Company’s available cash, anticipated cash flow from operations and available borrowings under its senior secured credit facility should be sufficient to fund working capital, capital expenditure requirements, interest payments and scheduled debt principal payments for at least the next twelve months from December 31, 2014, enabling Mission to continue to operate as a going concern. | |
Nexstar’s senior secured credit facility agreement contains covenants which require Nexstar to comply with certain financial ratios, including (a) a maximum consolidated total net leverage ratio, (b) a maximum consolidated first lien net leverage ratio, and (c) a minimum consolidated fixed charge coverage ratio. The covenants, which are calculated on a quarterly basis, include the combined results of Nexstar and its consolidated variable interest entities, including Mission. The Company’s senior secured credit facility does not contain financial covenant ratio requirements; however, it does include an event of default if Nexstar does not comply with all covenants contained in its credit agreement. As of December 31, 2014, Nexstar has informed Mission that it was in compliance with all covenants contained in its credit agreement governing its senior secured credit facility. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||
Dec. 31, 2014 | |||
Accounting Policies [Abstract] | |||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies | ||
Local Service Agreements and Purchase Options | |||
The following table summarizes the various local service agreements Mission’s stations had in effect as of December 31, 2014 with Nexstar: | |||
Service | Stations | ||
Agreements | |||
TBA Only(1) | WFXP and KHMT | ||
SSA & JSA(2) | KJTL, KJBO-LP, KLRT, KASN, KOLR, KCIT, KCPN-LP, KAMC, KRBC, KSAN, WUTR, WAWV, WYOU, KODE, WTVO, KTVE, WTVW and WVNY | ||
-1 | Mission has a time brokerage agreement (“TBA”) for each of these stations which allows Nexstar to program most of each station’s broadcast time, sell each station’s advertising time and retain the advertising revenue generated in exchange for monthly payments to Mission, based on the station’s monthly operating expenses. | ||
-2 | Mission has both a shared services agreement (“SSA”) and a joint sales agreement (“JSA”) for each of these stations. Each SSA allows the Nexstar station in the market to provide services including news production, technical maintenance and security, in exchange for Nexstar’s right to receive certain payments from Mission as described in the SSAs. Each JSA permits Nexstar to sell certain of the station’s advertising time and retain a percentage of the related revenue, as described in the JSAs. | ||
Under these agreements, Mission is responsible for certain operating expenses of its stations and therefore may have unlimited exposure to any potential operating losses. Mission will continue to operate its stations under the SSAs and JSAs or TBAs until the termination of such agreements. The local service agreements generally have terms of eight to ten years. Nexstar indemnifies Mission from Nexstar’s activities pursuant to the local service agreements. In compliance with Federal Communications Commission (“FCC”) regulations for both Nexstar and Mission, Mission maintains complete responsibility for and control over programming, finances, personnel and operation of its stations. | |||
Under the local service agreements, Nexstar has received substantially all of Mission’s available cash, after satisfaction of operating costs and debt obligations. Mission anticipates that Nexstar will continue to receive substantially all of Mission’s available cash, after satisfaction of operating costs and debt obligations. | |||
Mission has granted Nexstar purchase options to acquire the assets and assume the liabilities of each Mission station, subject to FCC consent, for consideration equal to the greater of (1) seven times the station’s cash flow, as defined in the option agreement, less the amount of its indebtedness as defined in the option agreement, or (2) the amount of its indebtedness. Cash flow is defined as income or loss from operations, plus depreciation and amortization (including amortization of broadcast rights), interest income, non-cash trade and barter expenses, nonrecurring expenses (including time brokerage agreement fees), network compensation payments received or receivable and corporate management fees, less payments for broadcast rights, non-cash trade and barter revenue and network compensation revenue. Additionally, on November 29, 2011, Mission’s shareholders granted Nexstar an option to purchase any or all of the Company’s stock, subject to FCC consent, for a price equal to the pro rata portion of the greater of (1) five times the stations’ cash flow, as defined in the agreement, reduced by the amount of indebtedness, as defined in the agreement, or (2) $100,000. These option agreements (which expire on various dates between 2017 and 2024) are freely exercisable or assignable by Nexstar without consent or approval by Mission or its shareholders. The Company expects these option agreements to be renewed upon expiration. | |||
Nexstar is deemed under accounting principles generally accepted in the United States of America (“U.S. GAAP”) to have a controlling financial interest in Mission as a variable interest entity (“VIE”) for financial reporting purposes as a result of (1) the local service agreements Nexstar has with the Mission stations, (2) Nexstar’s guarantee of the obligations incurred under Mission’s senior secured credit facility (see Note 7), (3) Nexstar having power over significant activities affecting Mission’s economic performance, including budgeting for advertising revenue, advertising and hiring and firing of sales force personnel and (4) the purchase options Mission has granted to Nexstar. Nexstar consolidates the financial accounts of Mission into its financial results. | |||
Characterization of SSA Fees | |||
The Company presents the fees incurred pursuant to SSAs with Nexstar as an operating expense in the Company’s Statements of Operations. The Company’s decision to characterize the SSA fees in this manner is based on management’s conclusion that (1) the benefit the Company’s stations receive from these local service agreements is sufficiently separate from the consideration paid to the Company from Nexstar under JSAs, (2) management can reasonably estimate the fair value of the benefit our stations receive under the SSA agreements, and (3) the SSA fees the Company pays to Nexstar do not exceed the estimated fair value of the benefits the Company’s stations receive. | |||
Basis of Presentation | |||
Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and use assumptions that affect the reported amounts of assets and liabilities and the disclosure for contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates made by management include those relating to the allowance for doubtful accounts, valuation of property and equipment, intangible assets and goodwill from business combinations, retransmission revenue recognized, trade and barter transactions, income taxes, the recoverability of broadcast rights, the carrying amounts and the recoverability and useful lives of tangible and intangible assets. Actual results may vary from such estimates recorded. | |||
Cash and Cash Equivalents | |||
The Company considers all highly liquid investments purchased with an original maturity of ninety days or less to be cash equivalents. | |||
Accounts Receivable and Allowance for Doubtful Accounts | |||
The Company’s accounts receivable consist primarily of billings to cable and satellite carriers for compensation associated with retransmission consent agreements. The Company maintains an allowance for doubtful accounts when necessary for estimated losses resulting from the inability of customers to make required payments. Management evaluates the collectability of accounts receivable based on a combination of factors, including customer payment history, known customer circumstances, as well as the overall aging of customer balances and trends. In circumstances where management is aware of a specific customer’s inability to meet its financial obligations, an allowance is recorded to reduce the receivable amount to an amount estimated to be collected. | |||
Concentration of Credit Risk | |||
Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents and accounts receivable. Cash deposits are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits; however, the Company believes these deposits are maintained with financial institutions of reputable credit and are not subject to any unusual credit risk. A significant portion of the Company’s accounts receivable is due from local and national advertising agencies. The Company does not require collateral from its customers, but maintains reserves for potential credit losses. Management believes that the allowance for doubtful accounts is adequate, but if the financial condition of the Company’s customers were to deteriorate, additional allowances may be required. The Company has not experienced significant losses related to receivables from individual customers or by geographical area. | |||
Revenue Recognition | |||
The Company’s revenue is primarily derived from the sale of television advertising by Nexstar under JSAs, retransmission compensation and other broadcast related revenues: | |||
• | Revenue from Nexstar, representing a percentage of net advertising revenue derived from the sale of commercials on the Company’s stations, is recognized in the period during which the spots are broadcast. | ||
• | Retransmission compensation is recognized based on the estimated number of subscribers over the contract period, based on historical levels and trends for individual providers. | ||
• | Other revenues, which include tower rent revenue and network compensation, are recognized in the period during which the services are provided. | ||
The Company barters advertising time for certain program material. These transactions, except those involving exchange of advertising time for network programming, are recorded at management’s estimate of the fair value of the advertising time exchanged, which approximates the fair value of the program material received. The fair value of advertising time exchanged is estimated by applying average historical advertising rates for specific time periods. Revenue from barter transactions is recognized as the related advertisement spots are broadcast. Barter expense is recognized at the time program broadcast rights assets are used. The Company recorded $4.1 million, $4.2 million and $2.9 million of barter revenue and barter expense for the years ended December 31, 2014, 2013 and 2012, respectively. Barter expense is included in amortization of broadcast rights in the Company’s Statements of Operations. | |||
Broadcast Rights and Broadcast Rights Payable | |||
The Company records broadcast rights contracts as an asset and a liability when the following criteria are met: (1) the license period has begun, (2) the cost of each program is known or reasonably determinable, (3) the program material has been accepted in accordance with the license agreement, and (4) the program is produced and available for broadcast. Cash broadcast rights are initially recorded at the contract cost. Barter broadcast rights are recorded at fair value, which is estimated by using average historical rates for the time periods where the programming will air. Broadcast rights are amortized on a straight-line basis over the period the programming airs. The current portion of broadcast rights represents those rights available for broadcast which will be amortized in the succeeding year. At least quarterly, the Company evaluates the net realizable value, calculated using the average historical rates for the programs or the time periods the programming will air, of broadcast rights and adjusts amortization in that quarter for any deficiency calculated. | |||
Property and Equipment, Net | |||
Property and equipment is stated at cost or estimated fair value at the date of acquisition. The cost and related accumulated depreciation applicable to assets sold or retired are removed from the accounts and the gain or loss on disposition is recognized. Major renewals and betterments are capitalized and ordinary repairs and maintenance are charged to expense in the period incurred. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (see Note 5). | |||
Intangible Assets, Net | |||
Intangible assets consist primarily of goodwill, broadcast licenses (“FCC licenses”) and network affiliation agreements arising from acquisitions. The purchase prices of acquired businesses are allocated to the assets and liabilities acquired at estimated fair values at the date of acquisition using various valuation techniques, including discounted projected cash flows, the cost approach and the income approach. The excess of the purchase price over the fair values of net assets acquired is recorded as goodwill. The Company’s goodwill and FCC licenses are considered to be indefinite-lived intangible assets and are not amortized but are tested for impairment annually or whenever events or changes in circumstances indicate that such assets might be impaired. The use of an indefinite life for FCC licenses contemplates the Company’s historical ability to renew its licenses, that such renewals generally may be obtained indefinitely and at little cost and that the technology used in broadcasting is not expected to be replaced in the foreseeable future. Therefore, cash flows derived from the FCC licenses are expected to continue indefinitely. Network affiliation agreements are subject to amortization computed on a straight-line basis over the estimated useful life of 15 years. The 15 year life assumes affiliation contracts will be renewed upon expiration. Changes in the likelihood of renewal could require a change in the useful life of such assets and cause an acceleration of amortization. The Company evaluates the remaining lives of its network affiliations whenever changes occur in the likelihood of affiliation contract renewals, and at least on an annual basis. | |||
The Company aggregates its stations by market (“reporting unit”) for purposes of goodwill and FCC license impairment testing because management views, manages and evaluates its stations on a market basis. The Company first assesses the qualitative factors to determine the likelihood of the goodwill and FCC licenses being impaired. The qualitative analysis includes, but is not limited to, assessing the changes in macroeconomic conditions, regulatory environment, industry and market conditions, and the financial performance versus budget of the reporting units, as well as any other events or circumstances specific to the reporting units or the FCC licenses. If it is more likely than not that a reporting unit’s goodwill or a station’s FCC license is greater than its carrying amount, no further testing will be required. Otherwise, the Company will apply the quantitative impairment test method. The quantitative impairment test for FCC licenses consists of a market-by-market comparison of the carrying amount of FCC licenses with their fair value, using a discounted cash flow analysis. The quantitative impairment test for goodwill utilizes a two-step fair value approach. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of the reporting unit to its carrying amount. The fair value of a reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by performing an assumed purchase price allocation, using the reporting unit fair value (as determined in Step 1) as the purchase price. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss is recognized in an amount equal to that excess. | |||
Determining the fair value of reporting units requires management to make a number of judgments about assumptions and estimates that are highly subjective and that are based on unobservable inputs. The actual results may differ from these assumptions and estimates; and it is possible that such differences could have a material impact on the Company’s Financial Statements. In addition to the various inputs (i.e., market growth, operating profit margins, discount rates) used to calculate the fair value of FCC licenses and reporting units, the Company evaluates the reasonableness of its assumptions by comparing the total fair value of all its reporting units to its total market capitalization; and by comparing the fair values of its reporting units and FCC licenses to recent market television station sale transactions. | |||
The Company tests network affiliation agreements for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable, relying on a number of factors including operating results, business plans, economic projections and anticipated future cash flows. An impairment in the carrying amount of a network affiliation agreement is recognized when the expected discounted future operating cash flow derived from the operation to which the asset relates is less than its carrying value. The impairment test for network affiliation agreements consists of a station-by-station comparison of the carrying amount of network affiliation agreements with their fair value, using a discounted cash flow analysis. | |||
Debt Financing Costs | |||
Debt financing costs represent direct costs incurred to obtain long-term financing and are amortized to interest expense over the term of the related debt using the effective interest method. Previously capitalized debt financing costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. As of December 31, 2014 and 2013, debt financing costs of $2.9 million and $3.8 million, respectively, were included in other noncurrent assets in the accompanying Balance Sheets. | |||
Comprehensive Income (Loss) | |||
Comprehensive income (loss) includes net income (loss) and certain items that are excluded from net income (loss) and recorded as a separate component of shareholders’ deficit. During the years ended December 31, 2014, 2013 and 2012, the Company had no items of other comprehensive income (loss) and, therefore, comprehensive income (loss) does not differ from reported net income (loss). | |||
Financial Instruments | |||
The Company utilizes the following categories to classify the valuation methodologies for fair values of financial assets and liabilities: | |||
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |||
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). | |||
The carrying amount of cash and cash equivalents, accounts receivable, broadcast rights payable, accounts payable and accrued expenses approximates fair value due to their short-term nature. See Note 7 for fair value disclosures related to the Company’s debt. | |||
Income Taxes | |||
The Company accounts for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. | |||
The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The Company recognizes interest and penalties relating to income taxes within income tax expense. | |||
Recent Accounting Pronouncements | |||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 places responsibility on management to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern. The standard is intended to reduce diversity in the timing and content of footnote disclosures and require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this accounting standard update are effective for interim and annual periods ending after December 15, 2016. Early application is permitted. The Company does not expect the implementation of this standard to have a material impact on its financial position or results of operations. | |||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which updates the accounting guidance on revenue recognition. This standard is intended to provide a more robust framework for addressing revenue issues, improve comparability of revenue recognition practices, and improve disclosure requirements. The standard is effective for interim and annual reporting periods beginning after December 15, 2016. Early application is not permitted. The Company is currently evaluating the impact of the provisions of the accounting standard update. | |||
In April 2014, the FASB issued ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360). ASU 2014-08 provides guidance that raises the threshold for disposals to qualify as a discontinued operation. ASU 2014-08 also allows companies to have significant continuing involvement and continuing cash flows with the discontinued operation and requires additional disclosures for discontinued operation and new disclosures for individually material disposal transactions that do not meet the definition of a discontinued operation. The update is effective for the years beginning after December 15, 2014. Early application is permitted. The Company does not expect the implementation of this standard to have a material impact on its financial position or results of operations. |
Acquisition
Acquisition | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Combinations [Abstract] | |||||||||
Acquisitions | 3. Acquisitions | ||||||||
2013 Acquisitions | |||||||||
WVNY | |||||||||
On March 1, 2013, the Company acquired the assets of WVNY, the ABC affiliate, in the Burlington-Plattsburgh, Vermont market from Smith Media, LLC for $5.7 million in cash, funded by a combination of the Company’s $5.0 million borrowings under its revolving credit facility and cash on hand. This acquisition allows the Company entrance into this market. No significant transaction costs were incurred in connection with this acquisition during the year ended December 31, 2013. | |||||||||
The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): | |||||||||
Prepaid expenses and other current assets | $ | 23 | |||||||
Property and equipment | 717 | ||||||||
FCC licenses | 2,797 | ||||||||
Network affiliation agreements | 1,060 | ||||||||
Other intangible assets | 32 | ||||||||
Goodwill | 1,032 | ||||||||
Net assets acquired | $ | 5,661 | |||||||
The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. The intangible asset related to the network affiliation agreements acquired is amortized over 15 years. Other intangible assets are amortized over an estimated weighted average useful life of 5 months. | |||||||||
WVNY’s net revenue of $2.9 million and net income of $1.5 million from the date of acquisition to December 31, 2013 have been included in the accompanying Statement of Operations. | |||||||||
KLRT/KASN | |||||||||
Effective January 1, 2013, Mission acquired the assets of KLRT, the FOX affiliate, and KASN, the CW affiliate, both in the Little Rock, Arkansas market, from Newport Television LLC and Newport Television License LLC for $59.7 million in cash. Pursuant to the terms of the purchase agreement, Mission made an initial payment of $6.0 million against the purchase price on July 18, 2012. The remainder of the purchase price was funded by Mission through the proceeds of $60.0 million term loan under its senior secured credit facility. This acquisition allows Mission entrance into this market. | |||||||||
The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): | |||||||||
Broadcast rights | $ | 2,279 | |||||||
Prepaid expenses and other current assets | 71 | ||||||||
Property and equipment | 11,153 | ||||||||
FCC licenses of consolidated VIEs | 16,827 | ||||||||
Network affiliation agreements | 17,002 | ||||||||
Other intangible assets | 2,511 | ||||||||
Goodwill | 12,727 | ||||||||
Other assets | 7 | ||||||||
Total assets acquired | 62,577 | ||||||||
Less: Broadcast rights payable | (2,492 | ) | |||||||
Less: Accounts payable and accrued expenses | (386 | ) | |||||||
Net assets acquired | $ | 59,699 | |||||||
The fair value assigned to goodwill is attributable to future expense reductions utilizing management’s leverage in programming and other station operating costs. The goodwill and FCC licenses are deductible for tax purposes. The intangible asset related to the network affiliation agreements acquired is amortized over 15 years. Other intangible assets are amortized over an estimated weighted average useful life of one year. | |||||||||
KLRT/KASN’s net revenue of $20.4 million and net income of $9.4 million during the year ended December 31, 2013 have been included in the accompanying Statement of Operations. | |||||||||
No significant transaction costs were incurred in connection with this acquisition during the year ended December 31, 2013. During the year ended December 31, 2012, transaction costs relating to the KLRT/KASN acquisition, including legal and professional of $0.1 million, were expensed as incurred during the year ended December 31, 2012. | |||||||||
Unaudited Pro Forma Information | |||||||||
The WVNY acquisition is immaterial. Thus, pro forma information has not been provided for this acquisition. | |||||||||
The following unaudited pro forma information has been presented as if the acquisition of KLRT and KASN had occurred on January 1, 2012, for the year ended December 31 (in thousands): | |||||||||
Unaudited | |||||||||
2013 | 2012 | ||||||||
Net revenue | $ | 68,484 | $ | 69,343 | |||||
(Loss) income before income taxes | (5,924 | ) | 7,659 | ||||||
Net (loss) income | (3,584 | ) | 47,809 | ||||||
The above selected unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of the results of operations in future periods or results that would have been achieved had the Company owned the acquired stations during the specified period. | |||||||||
Pending Acquisition | |||||||||
Parker | |||||||||
On December 18, 2013, Mission entered into a definitive agreement with Excalibur Broadcasting, LLC (“Excalibur”) to acquire Parker Broadcasting of Colorado, LLC (“Parker”), the owner of television station KFQX, the FOX affiliate in the Grand Junction, Colorado market. The acquisition will allow Mission entrance into this market. The FCC has not granted consent to Mission’s acquisition of Parker. On May 27, 2014, Mission and Excalibur terminated their purchase agreement and Mission assumed Excalibur’s rights, title and interest in an existing purchase agreement to acquire Parker for $4.0 million in cash, subject to adjustments for working capital. In connection with this restructuring, Mission paid a deposit of $3.2 million on June 13, 2014. The acquisition is subject to FCC approval and other customary conditions and Mission is expecting it to close during 2015. Mission expects to fund the remaining purchase price through cash generated from operations prior to closing. No significant transaction costs were incurred in connection with this acquisition during the year ended December 31, 2014. |
Local_Service_Agreements_with_
Local Service Agreements with Nexstar | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Local Service Agreements [Abstract] | |||||||||
Local Service Agreements with Nexstar | 4. Local Service Agreements with Nexstar | ||||||||
The Company has entered into local service agreements with Nexstar to provide sales and/or operating services to all of its stations. For the stations with an SSA, the Nexstar station in the market provides certain services including news production, technical maintenance and security, in exchange for monthly payments to Nexstar. For each station that the Company has entered into an SSA, it has also entered into a JSA, whereby Nexstar sells certain advertising time of the station and retains a percentage of the related revenue. For the stations with a TBA, Nexstar programs most of the station’s broadcast time, sells the station’s advertising time and retains the advertising revenue it generates in exchange for monthly payments to Mission, based on the station’s monthly operating expenses. JSA and TBA fees generated from Nexstar under the agreements are reported as “Revenue from Nexstar Broadcasting, Inc.,” and SSA fees incurred by Mission under the agreements are reported as “Fees incurred pursuant to local service agreements with Nexstar Broadcasting, Inc.” in the accompanying Statements of Operations. | |||||||||
Under these agreements, Mission is responsible for certain operating expenses of its stations and therefore may have unlimited exposure to any potential operating losses. Mission will continue to operate its stations under the SSAs and JSAs or TBAs until the termination of such agreements. The local service agreements generally have a term of eight to ten years. Nexstar indemnifies Mission from Nexstar’s activities pursuant to the local service agreements to which Nexstar is a party. | |||||||||
Under the local service agreements, Nexstar receives substantially all of the Company’s available cash, after satisfaction of operating costs and debt obligations. The Company anticipates that Nexstar will continue to receive substantially all of its available cash, after satisfaction of operating costs and debt obligations. In compliance with FCC regulations for both the Company and Nexstar, Mission maintains complete responsibility for and control over programming, finances, personnel and operations of its stations. The Company had the following local service agreements in effect with Nexstar as of December 31, 2014: | |||||||||
Station | Market | Type of Agreement | Expiration | Consideration from Nexstar | |||||
WFXP | Erie, PA | TBA | 8/16/16 | Monthly payments received from Nexstar | |||||
KHMT | Billings, MT | TBA | 12/13/17 | Monthly payments received from Nexstar | |||||
KJTL/KJBO-LP | Wichita Falls, TX-Lawton, OK | SSA | 5/31/19 | $60 thousand per month paid to Nexstar | |||||
JSA | 5/31/19 | 70% of net revenue received from Nexstar | |||||||
WYOU | Wilkes Barre-Scranton, PA | SSA | 1/4/18 | $35 thousand per month paid to Nexstar | |||||
JSA | 9/30/24 | 70% of net revenue received from Nexstar | |||||||
KODE | Joplin, MO-Pittsburg, KS | SSA | 3/31/22 | $75 thousand per month paid to Nexstar | |||||
JSA | 9/30/24 | 70% of net revenue received from Nexstar | |||||||
KRBC | Abilene-Sweetwater, TX | SSA | 6/12/23 | $25 thousand per month paid to Nexstar | |||||
JSA | 6/30/23 | 70% of net revenue received from Nexstar | |||||||
KSAN | San Angelo, TX | SSA | 5/31/24 | $10 thousand per month paid to Nexstar | |||||
JSA | 5/31/24 | 70% of net revenue received from Nexstar | |||||||
WAWV | Terre Haute, IN | SSA | 5/8/23 | $10 thousand per month paid to Nexstar | |||||
JSA | 5/8/23 | 70% of net revenue received from Nexstar | |||||||
KCIT/KCPN-LP | Amarillo, TX | SSA | 4/30/19 | $50 thousand per month paid to Nexstar | |||||
JSA | 4/30/19 | 70% of net revenue received from Nexstar | |||||||
KAMC | Lubbock, TX | SSA | 2/15/19 | $75 thousand per month paid to Nexstar | |||||
JSA | 2/15/19 | 70% of net revenue received from Nexstar | |||||||
KOLR | Springfield, MO | SSA | 2/15/19 | $150 thousand per month paid to Nexstar | |||||
JSA | 2/15/19 | 70% of net revenue received from Nexstar | |||||||
WUTR | Utica, NY | SSA | 3/31/24 | $10 thousand per month paid to Nexstar | |||||
JSA | 3/31/24 | 70% of net revenue received from Nexstar | |||||||
WTVO | Rockford, IL | SSA | 10/31/24 | $75 thousand per month paid to Nexstar | |||||
JSA | 10/31/24 | 70% of net revenue received from Nexstar | |||||||
KTVE | Monroe, LA-El Dorado, AR | SSA | 1/16/18 | $20 thousand per month paid to Nexstar | |||||
JSA | 1/16/18 | 70% of net revenue received from Nexstar | |||||||
WTVW | Evansville, IN | SSA | 11/30/19 | $50 thousand per month paid to Nexstar | |||||
JSA | 11/30/19 | 70% of net revenue received from Nexstar | |||||||
KLRT/KASN | Little Rock-Pine Bluff, AR | SSA | 1/1/21 | $150 thousand per month paid to Nexstar | |||||
JSA | 1/1/21 | 70% of net revenue received from Nexstar | |||||||
WVNY | Burlington-Plattsburgh, VT | SSA | 3/1/21 | $20 thousand per month paid to Nexstar | |||||
JSA | 3/1/21 | 70% of net revenue received from Nexstar | |||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Property Plant And Equipment [Abstract] | |||||||||||
Property and Equipment | 5. Property and Equipment | ||||||||||
Property and equipment consisted of the following, as of December 31 (dollars in thousands): | |||||||||||
Estimated | |||||||||||
useful life, | |||||||||||
in years | 2014 | 2013 | |||||||||
Buildings and improvements | 39 | $ | 8,115 | $ | 8,016 | ||||||
Land | N/A | 1,688 | 1,688 | ||||||||
Leasehold improvements | term of lease | 70 | 70 | ||||||||
Studio and transmission equipment | 15-May | 42,730 | 43,566 | ||||||||
Office equipment and furniture | 7-Mar | 1,372 | 1,504 | ||||||||
Vehicles | 5 | 791 | 851 | ||||||||
Construction in progress | N/A | 33 | - | ||||||||
54,799 | 55,695 | ||||||||||
Less: accumulated depreciation | (30,633 | ) | (28,935 | ) | |||||||
Property and equipment, net | $ | 24,166 | $ | 26,760 | |||||||
In 2001, entities acquired by the Company sold certain of their telecommunications tower facilities for cash and then entered into noncancelable operating leases with the buyer for tower space. In connection with this transaction, a gain on the sale was deferred and is being recognized over the lease term which expires in May 2021. As of December 31, 2014 and 2013, the balance of deferred gain included $1.0 million and $1.2 million, respectively, in other noncurrent liabilities in the accompanying Balance Sheets and $0.2 million in other current liabilities as of each of the years then ended. | |||||||||||
In 2013, the Company sold certain of its studio equipment, computers, furniture and fixtures and vehicles to Nexstar for $2.9 million in cash. No gain or loss was recognized by the Company in connection with this transaction. |
Intangible_Assets_and_Goodwill
Intangible Assets and Goodwill | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||
Intangible Assets and Goodwill | |||||||||||||||||||||||||||||
6. Intangible Assets and Goodwill | |||||||||||||||||||||||||||||
Intangible assets subject to amortization consisted of the following, as of December 31 (in thousands): | |||||||||||||||||||||||||||||
Estimated | 2014 | 2013 | |||||||||||||||||||||||||||
useful life, | Accumulated | Accumulated | |||||||||||||||||||||||||||
in years | Gross | Amortization | Net | Gross | Amortization | Net | |||||||||||||||||||||||
Network affiliation agreements | 15 | $ | 84,505 | $ | (64,419 | ) | $ | 20,086 | $ | 84,505 | $ | (61,716 | ) | $ | 22,789 | ||||||||||||||
Other definite-lived | 15-Jan | 15,661 | (14,437 | ) | 1,224 | 15,661 | (14,412 | ) | 1,249 | ||||||||||||||||||||
intangible assets | |||||||||||||||||||||||||||||
Other intangible assets | $ | 100,166 | $ | (78,856 | ) | $ | 21,310 | $ | 100,166 | $ | (76,128 | ) | $ | 24,038 | |||||||||||||||
The estimated useful life of network affiliation agreements contemplates renewals of the underlying agreements based on the Company’s historical ability to renew such agreements without significant cost or modifications to the conditions from which the value of the affiliation was derived. These renewals can result in estimated useful lives of individual affiliations ranging from 12 to 20 years. Management has determined that 15 years is a reasonable estimate within the range of such estimated useful lives. | |||||||||||||||||||||||||||||
No events or circumstances were noted leading management to conclude that impairment testing should be performed on intangible assets subject to amortization during 2014 and 2013. | |||||||||||||||||||||||||||||
The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years and thereafter for definite-lived intangibles assets as of December 31, 2014 (in thousands): | |||||||||||||||||||||||||||||
2015 | $ | 2,561 | |||||||||||||||||||||||||||
2016 | 2,561 | ||||||||||||||||||||||||||||
2017 | 2,437 | ||||||||||||||||||||||||||||
2018 | 2,145 | ||||||||||||||||||||||||||||
2019 | 1,936 | ||||||||||||||||||||||||||||
Thereafter | 9,670 | ||||||||||||||||||||||||||||
$ | 21,310 | ||||||||||||||||||||||||||||
The changes in the carrying amounts of goodwill and FCC licenses for the years ended December 31, 2014 and 2013 are as follows (in thousands): | |||||||||||||||||||||||||||||
Goodwill | FCC Licenses | ||||||||||||||||||||||||||||
Accumulated | Accumulated | ||||||||||||||||||||||||||||
Gross | Impairment | Net | Gross | Impairment | Net | ||||||||||||||||||||||||
Balances as of December 31, 2012 | $ | 20,280 | $ | (1,550 | ) | $ | 18,730 | $ | 32,636 | $ | (10,697 | ) | $ | 21,939 | |||||||||||||||
Acquisitions (See Note 3) | 13,759 | - | 13,759 | 19,624 | - | 19,624 | |||||||||||||||||||||||
Balances as of December 31, 2013 | 34,039 | (1,550 | ) | 32,489 | 52,260 | (10,697 | ) | 41,563 | |||||||||||||||||||||
Balances as of December 31, 2014 | 34,039 | (1,550 | ) | 32,489 | 52,260 | (10,697 | ) | 41,563 | |||||||||||||||||||||
The Company did not have any indicators of impairment in 2014 and therefore did not perform interim impairment tests for goodwill or FCC licenses during this period. The Company performed its annual impairment tests on these intangible assets in the fourth quarter of 2014 using the qualitative analysis approach and concluded that it was more likely than not that the fair value of the reporting units and the fair value of FCC licenses would sufficiently exceed their respective carrying amounts and thus it was not necessary to perform the quantitative test method. | |||||||||||||||||||||||||||||
The Company’s quantitative annual impairment test of goodwill and FCC licenses performed as of December 31, 2013 resulted in no impairment charge being recognized. |
Debt
Debt | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Debt | 7. Debt | ||||||||||||||||
Long-term debt consisted of the following, as of December 31 (in thousands): | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Term loans, net of discount of $370 and $431, respectively | $ | 229,694 | $ | 232,465 | |||||||||||||
Revolving loans | 5,500 | - | |||||||||||||||
Less: current portion | (1,837 | ) | (2,334 | ) | |||||||||||||
$ | 233,357 | $ | 230,131 | ||||||||||||||
Senior Secured Credit Facility | |||||||||||||||||
On March 10, 2014, pursuant to the mandatory prepayment provisions under Mission’s credit agreement, Mission prepaid $1.0 million of the outstanding principal balance under its Term Loan B-2. The mandatory prepayment was calculated per the credit agreement, based on the consolidated first lien indebtedness ratio, as defined in Nexstar’s credit agreement. | |||||||||||||||||
Effective April 30, 2014, Mission amended its credit agreement. The amendment decreased Mission’s total commitment under its Term Loan A from $90.0 million to $60.0 million. Pursuant to the terms of the amended credit agreement, Mission may reallocate its unused Term Loan A commitment to Nexstar. Additionally, the amendment increased the fee on unused Term Loan A commitment from 0.5% to 1.0% and extended the quarterly principal payments commencement from June 30, 2014 to December 31, 2014. | |||||||||||||||||
On October 31, 2014, Mission re-allocated all of its $60.0 million unused Term Loan A commitment to Nexstar. | |||||||||||||||||
On December 1, 2014, Mission amended its credit agreement which decreased its revolving loan commitment from $30.0 million to $8.0 million. | |||||||||||||||||
On December 31, 2014, Mission borrowed $5.5 million under its revolving credit facility in order to pay Nexstar for amounts due under service arrangements. | |||||||||||||||||
As of December 31, 2014 and 2013, the Mission senior secured credit facility (the “Mission Facility”) had $229.7 million and $232.5 million term loans outstanding, respectively, and $5.5 million and no amounts outstanding under its revolving credit facility as of the years then ended. | |||||||||||||||||
The Mission Term Loan B-2, which matures in October 2020, is payable in consecutive quarterly installments of 0.25%, with the remainder due at maturity. During the years ended December 31, 2014 and 2013, Mission repaid scheduled maturities of $1.8 million and $1.1 million, respectively, of its term loans. | |||||||||||||||||
Interest rates are selected at Mission’s option and the applicable margin is adjusted quarterly as defined in Mission’s Fourth Amended and Restated Credit Agreement. The interest rate of Mission’s Term Loan B-2 was 3.75% as of each of the years ended December 31, 2014 and 2013 and the interest rate on Mission’s revolving loans was 2.4% as of each of the years then ended. Interest is payable periodically based on the type of interest rate selected. Additionally, Mission is required to pay quarterly commitment fees on the unused portion of its revolving loan commitment of 0.5% per annum. | |||||||||||||||||
8.875% Senior Secured Second Lien Notes | |||||||||||||||||
On April 19, 2010, Mission and Nexstar, as co-issuers, completed the issuance and sale of $325.0 million senior secured second lien notes due 2017 (the “8.875% Notes”). | |||||||||||||||||
On October 1, 2013, Mission repurchased $125.7 million of the outstanding principal balance under the 8.875% Notes at 108.875%, plus accrued and unpaid interest, in accordance with a tender offer dated September 17, 2013. The repurchase was funded by a combination of the proceeds from the issuance of Mission’s Term Loan B-2 and cash on hand. The tender offer expired on October 15, 2013 and Mission repurchased $9.7 million outstanding principal balance of the 8.875% Notes at the redemption price of 107.0%, funded by cash on hand, on November 18, 2013. These repurchases resulted in a loss on extinguishment of debt of $14.2 million in Mission’s Statement of Operations. The remaining principal balance under the 8.875% Notes was repurchased by Nexstar and resulted in a net reduction to the contra equity due from Nexstar Broadcasting, Inc. of $186.9 million in Mission’s Statement of Changes in Shareholders’ Equity. As of December 31, 2013, Mission and Nexstar fully repaid all the outstanding obligations under the 8.875% Notes. | |||||||||||||||||
Unused Commitments and Borrowing Availability | |||||||||||||||||
As of December 31, 2014, the Company had $2.5 million of total unused revolving loan commitments under the Mission Facility, all of which was available for borrowing, based on the covenant calculations. On January 30, 2015, Mission repaid the outstanding principal balance under its revolving credit facility of $5.5 million. | |||||||||||||||||
Collateralization and Guarantees of Debt | |||||||||||||||||
Nexstar Broadcasting Group, Inc. and its subsidiaries guarantee full payment of all obligations under the Mission Credit Facility in the event of its default. Similarly, Mission is a guarantor of Nexstar’s bank credit facility and senior unsecured notes (the “6.875% Notes”). The bank credit facilities are collateralized by a security interest in substantially all the combined assets, excluding FCC licenses, of Mission and Nexstar. See Note 11 for additional information on Mission’s guarantee of Nexstar’s debt. | |||||||||||||||||
Debt Covenants | |||||||||||||||||
The Mission Facility does not require financial covenant ratios, but does provide for default in the event Nexstar does not comply with all covenants contained in its credit agreement. Nexstar was in compliance with its debt covenants as of December 31, 2014. | |||||||||||||||||
Fair Value of Debt | |||||||||||||||||
The aggregate carrying amounts and estimated fair values of the Company’s debt were as follows, as of December 31 (in thousands): | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Carrying | Fair | Carrying | Fair | ||||||||||||||
Amount | Value | Amount | Value | ||||||||||||||
Term loans | $ | 229,694 | $ | 227,195 | $ | 232,465 | $ | 233,299 | |||||||||
Revolving loans | 5,500 | 5,386 | - | - | |||||||||||||
-1 | The fair value of senior secured credit facilities is computed based on borrowing rates currently available to Mission for bank loans with similar terms and average maturities. These fair value measurements are considered Level 3, as significant inputs to the fair value calculation are unobservable in the market. | ||||||||||||||||
-2 | The fair value of Mission’s fixed rate debt is estimated based on bid prices obtained from an investment banking firm that regularly makes a market for these financial instruments. This fair value measurement is considered Level 2, as quoted market prices are available for low volume trading of these securities. | ||||||||||||||||
Debt Maturities | |||||||||||||||||
As of December 31, 2014, the scheduled maturities of Mission’s debt, excluding the unamortized discount, for the years ended December 31 are summarized as follows (in thousands): | |||||||||||||||||
2015 | $ | 1,837 | |||||||||||||||
2016 | 2,335 | ||||||||||||||||
2017 | 7,835 | ||||||||||||||||
2018 | 2,335 | ||||||||||||||||
2019 | 2,335 | ||||||||||||||||
Thereafter | 218,887 | ||||||||||||||||
$ | 235,564 | ||||||||||||||||
Common_Stock
Common Stock | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Common Stock | 8. Common Stock |
The Company is owned by two shareholders, Nancie J. Smith, Chairman of the Board and Secretary, and Dennis Thatcher, President, Treasurer and Director. As of December 31, 2014 and 2013, the Company had authorized, issued and outstanding 1,000 shares of common stock with a one dollar par value. Each share of common stock is entitled to one vote. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Taxes | 9. Income Taxes | ||||||||||||
The income tax (benefit) expense consisted of the following components for the years ended December 31 (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current tax expense (benefit): | |||||||||||||
Federal | $ | 403 | $ | (4 | ) | $ | 4 | ||||||
State | 56 | 101 | 102 | ||||||||||
459 | 97 | 106 | |||||||||||
Deferred tax expense (benefit): | |||||||||||||
Federal | 7,899 | (2,128 | ) | (38,337 | ) | ||||||||
State | 1,665 | (410 | ) | (2,284 | ) | ||||||||
9,564 | (2,538 | ) | (40,621 | ) | |||||||||
Income tax expense (benefit) | $ | 10,023 | $ | (2,441 | ) | $ | (40,515 | ) | |||||
The Company’s 2012 income tax benefit relating to operations primarily resulted from a reduction in its valuation allowance. Based on the weight of available evidence including the Company’s generation of pre-tax income from operations on a three-year look-back basis, forecast of future earnings, and the anticipated ability to sustain a level of earnings, the Company determined, in the fourth quarter of 2012, it is more likely than not a substantial portion of its deferred tax assets will be realized and the Company decreased its valuation allowance by $43.0 million through its income tax benefit in the 2012 Consolidated Statement of Operations. | |||||||||||||
The income tax (benefit) expense differs from the amount computed by applying the statutory federal income tax rate of 35% to income from operations before income taxes. The sources and tax effects of the differences were as follows, for the years ended December 31 (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income tax expense (benefit) at 35% statutory | $ | 9,137 | $ | (2,165 | ) | $ | 2,354 | ||||||
federal rate | |||||||||||||
Change in valuation allowance | - | - | (43,035 | ) | |||||||||
State and local taxes, net of federal benefit | 1,020 | (173 | ) | 418 | |||||||||
Other | (134 | ) | (103 | ) | (252 | ) | |||||||
Income tax expense (benefit) | $ | 10,023 | $ | (2,441 | ) | $ | (40,515 | ) | |||||
The components of the net deferred tax asset (liability) were as follows, as of December 31 (in thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforwards | $ | 37,566 | $ | 45,175 | |||||||||
Other intangible assets | - | 2,103 | |||||||||||
Deferred revenue | 466 | 562 | |||||||||||
Other | 1,997 | 1,603 | |||||||||||
Total deferred tax assets | 40,029 | 49,443 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Property and equipment | (3,638 | ) | (3,300 | ) | |||||||||
Goodwill | (3,866 | ) | (5,619 | ) | |||||||||
Other intangible assets | (1,974 | ) | - | ||||||||||
FCC licenses | (6,244 | ) | (6,637 | ) | |||||||||
Total deferred tax liabilities | (15,722 | ) | (15,556 | ) | |||||||||
Net deferred tax assets | $ | 24,307 | $ | 33,887 | |||||||||
During the years ended December 31, 2014, 2013 and 2012, there were no changes to the gross unrecognized tax benefit of $3.7 million. If the gross unrecognized tax benefit were recognized, it would result in a favorable effect on the Company’s effective tax rate. The Company does not expect the amount of unrecognized tax benefits to significantly change in the next twelve months. | |||||||||||||
Interest expense and penalties related to the Company’s uncertain tax positions would be reflected as a component of income tax expense in the Company’s Statements of Operations. For the years ended December 31, 2014, 2013 and 2012, the Company did not accrue interest on the unrecognized tax benefits as an unfavorable outcome upon examination would not result in a cash outlay but would reduce NOLs. | |||||||||||||
The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal tax examinations for years after 2010. Additionally, any NOLs that were generated in prior years and utilized in the current or future years may also be subject to examination by the Internal Revenue Service. State jurisdictions that remain subject to examination are not considered significant. | |||||||||||||
As of December 31, 2014, the Company has federal NOLs available of $112.8 million and post-apportionment state NOLs available of $31.8 million which are available to reduce future taxable income if utilized before their expiration. The federal NOLs expire at various dates through 2033 if not utilized. Utilization of NOLs in the future may be limited if changes in the Company’s ownership occur. |
FCC_Regulatory_Matters
FCC Regulatory Matters | 12 Months Ended |
Dec. 31, 2014 | |
Risks And Uncertainties [Abstract] | |
FCC Regulatory Matters | 10. FCC Regulatory Matters |
Television broadcasting is subject to the jurisdiction of the FCC under the Communications Act of 1934, as amended (the “Communications Act”). The Communications Act prohibits the operation of television broadcasting stations except under a license issued by the FCC, and empowers the FCC, among other things, to issue, revoke, and modify broadcasting licenses, determine the location of television stations, regulate the equipment used by television stations, adopt regulations to carry out the provisions of the Communications Act and impose penalties for the violation of such regulations. The FCC’s ongoing rule making proceedings could have a significant future impact on the television industry and on the operation of the Company’s stations. In addition, the U.S. Congress may act to amend the Communications Act or adopt other legislation in a manner that could impact the Company’s stations and the television broadcast industry in general. | |
The FCC has adopted rules with respect to the final conversion of existing low power and television translator stations to digital operations. The FCC has established a September 1, 2015 deadline by which low power and television translator stations must cease analog operations, but it recently has solicited comment on whether that deadline should be extended. | |
Media Ownership | |
The FCC is required to review its media ownership rules every four years and to eliminate those rules it finds no longer serve the “public interest, convenience and necessity.” | |
In March 2014, the FCC initiated its 2014 quadrennial review with the adoption of a Further Notice of Proposed Rulemaking (the “FNPRM”). The FNPRM incorporates the record of the uncompleted 2010 quadrennial review proceeding and solicits comment on proposed changes to the media ownership rules. Among the proposals in the FNPRM are (1) retention of the current local television ownership rule (but with modifications to certain service contour definitions to conform to digital television broadcasting), (2) elimination of the radio/television cross-ownership rule, (3) elimination of the newspaper/radio cross-ownership rule, and (4) retention of the newspaper/television cross-ownership rule, while considering waivers of that rule in certain circumstances. The FNPRM also proposes to define a category of sharing agreements designated as SSAs between television stations, and to require television stations to disclose those SSAs. Comments and reply comments on the FNPRM were filed in the third quarter of 2014. | |
Concurrently with its adoption of the FNPRM, the FCC also adopted a rule making television JSAs attributable to the seller of advertising time in certain circumstances. Under this rule, where a party owns a full-power television station in a market and sells more than 15% of the weekly advertising time for another, non-owned station in the same market under a JSA, that party will be deemed to have an attributable interest in the latter station for purposes of the local television ownership rule. Parties to newly attributable JSAs that do not comply with the local television ownership rule were given two years to modify or terminate their JSAs to come into compliance. Congressional legislation signed into law in late 2014 extended this compliance period for an additional six months, and the compliance deadline is now December 19, 2016. Although the FCC has indicated that it will consider waivers of the new JSA attribution rule, the FCC thus far has not granted any such waiver and has provided little guidance on what factors must be present for a waiver to be granted. Various parties, including Nexstar, have appealed this new rule to the U.S. Court of Appeals for the D.C. Circuit. Mission has intervened in this proceeding. If the Company is required to amend or terminate its existing JSAs with Nexstar, it could have a reduction in revenue and increased costs if it is unable to successfully implement alternative arrangements that are as beneficial as the existing JSAs. | |
Also in March 2014, the FCC’s Media Bureau issued a public notice announcing “processing guidelines” for certain pending and future applications for FCC approval of television acquisitions. The public notice indicates that the FCC will “closely scrutinize” applications which propose a JSA, SSA or local marketing agreement (“LMA”) between television stations, combined with an option, a similar “contingent interest,” or a loan guarantee. These new processing guidelines have impacted the Company’s pending and previously announced acquisitions and may affect the Company’s acquisition of additional stations in the future. | |
In September 2013, the FCC commenced a rulemaking proceeding to consider whether to eliminate the “UHF discount” that is currently used to calculate compliance with the national television ownership limit. | |
Spectrum | |
The FCC has initiated various proceedings to assess the availability of spectrum to meet future wireless broadband needs. The FCC’s March 2010 “National Broadband Plan” recommends the reallocation of 120 megahertz of the spectrum currently used for broadcast television for wireless broadband use. The FCC has thus far adopted rules permitting television stations to share a single 6 megahertz channel and requested comment on proposals that include, among other things, whether to add new frequency allocations in the television bands for licensed fixed and mobile wireless uses and whether to implement technical rule modifications to improve the viability of certain channels that are underutilized by digital television stations. In February 2012, the U.S. Congress adopted legislation authorizing the FCC to conduct an incentive auction whereby television broadcasters could voluntarily relinquish all or part of their spectrum in exchange for consideration. In June 2014, the FCC released a Report and Order in which it adopted a framework for the auction. This Report and Order is the subject of a pending court appeal. In December 2014, the FCC released a public notice proposing certain procedures that the FCC will follow in the incentive auction and the subsequent “repacking” of broadcast television spectrum. Comments on this public notice were filed in the first quarter of 2015. The FCC is deciding additional issues related to the incentive auction, including still-outstanding technical issues, in other proceedings. The FCC has stated its intention to conduct the incentive auction in 2016. The reallocation of television spectrum for wireless broadband use will require some television stations to change channel or otherwise modify their technical facilities. Future steps to reallocate television spectrum to broadband use may be to the detriment of the Company’s investment in digital facilities, could require substantial additional investment to continue current operations, and may require viewers to invest in additional equipment or subscription services to continue receiving broadcast television signals. The Company cannot predict the timing or results of television spectrum reallocation efforts or their impact to its business. | |
Retransmission Consent | |
On March 3, 2011, the FCC initiated a Notice of Proposed Rulemaking to reexamine its rules (i) governing the requirements for good faith negotiations between multichannel video program distributors (“MVPDs”) and broadcasters, including implementing a prohibition on one station negotiating retransmission consent terms for another station under a local service agreement; (ii) for providing advance notice to consumers in the event of dispute; and (iii) to extend certain cable-only obligations to all MVPDs. The FCC also asked for comment on eliminating the network non-duplication and syndicated exclusivity protection rules, which may permit MVPDs to import out-of-market television stations during a retransmission consent dispute. | |
In March 2014, the FCC adopted a rule that prohibits joint retransmission consent negotiation between television stations in the same market which are not commonly owned and which are ranked among the top four stations in the market in terms of audience share. This new rule requires the Company to negotiate retransmission consent agreements for certain of its stations separately from Nexstar. This new rule is now effective. On December 5, 2014, legislation was enacted which extended the joint negotiation prohibition to all non-commonly owned television stations in a market. | |
Concurrently with its adoption of the joint negotiation rule, the FCC also adopted a further notice of proposed rulemaking which seeks comment on the elimination or modification of the network non-duplication and syndicated exclusivity rules. The FCC’s prohibition on certain joint retransmission consent negotiations and its possible elimination or modification of the network non-duplication and syndicated exclusivity protection rules may affect the Company’s ability to sustain its current level of retransmission consent revenues or grow such revenues in the future and could have an adverse effect on the Company’s business, financial condition and results of operations. The Company cannot predict the resolution of the FCC’s network non-duplication and syndicated exclusivity proposals, or the impact of these proposals or the FCC’s new prohibition on certain joint negotiations, on its business. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments And Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies | 11. Commitments and Contingencies | ||||
Broadcast Rights Commitments | |||||
Broadcast rights acquired for cash under license agreements are recorded as an asset and a corresponding liability at the inception of the license period. Future minimum payments for license agreements for which the license period has not commenced and no asset or liability has been recorded are as follows as of December 31, 2014 (in thousands): | |||||
2015 | $ | 1,041 | |||
2016 | 755 | ||||
2017 | 485 | ||||
2018 | 146 | ||||
$ | 2,427 | ||||
Operating Leases | |||||
The Company leases office space, vehicles, towers, antenna sites, studio and other operating equipment under noncancelable operating lease arrangements expiring through April 2032. Rent expense recorded in the Company’s Consolidated Statements of Operations for such leases was $1.6 million during each of the years ended December 31, 2014, 2013 and 2012. Future minimum lease payments under these operating leases are as follows as of December 31, 2014 (in thousands): | |||||
2015 | $ | 1,857 | |||
2016 | 1,931 | ||||
2017 | 1,951 | ||||
2018 | 2,006 | ||||
2019 | 2,095 | ||||
Thereafter | 10,843 | ||||
$ | 20,683 | ||||
Guarantees of Nexstar Debt | |||||
Mission is a guarantor of and has pledged substantially all its assets, excluding FCC licenses, to guarantee Nexstar’s credit facility. Mission is also a guarantor of Nexstar’s 6.875% Notes. The 6.875% Notes are general senior unsecured obligations subordinated to all of Mission’s senior debt. In the event that Nexstar is unable to repay amounts due under these debt obligations, Mission will be obligated to repay such amounts. The maximum potential amount of future payments that Mission would be required to make under these guarantees would be generally limited to the amount of borrowings outstanding under Nexstar’s senior secured credit facility and 6.875% Notes. As of December 31, 2014, Nexstar had $525.6 million outstanding obligations under its 6.875% Notes due on November 15, 2020 and had a maximum commitment of $511.3 million under its senior secured credit facility, of which $260.0 million in Term Loan B-2 and $156.3 million in Term Loan A were outstanding. Nexstar’s Term Loan B-2, which matures on October 1, 2020, is payable in consecutive quarterly installments of 0.25%, with the remainder due at maturity. Nexstar’s Term Loan A, which matures on June 28, 2018, is payable in quarterly installments that increase over time from 5.0% to 10.0%, adjusted for any prepayments, with the remainder due at maturity. | |||||
On January 29, 2015, Nexstar completed the issuance and sale of $275.0 million 6.125% senior unsecured notes at par (the “6.125% Notes”). The notes will mature on February 15, 2022. Mission is a guarantor of the 6.125% Notes subject to certain customary release provisions. | |||||
In January and February of 2015, Nexstar borrowed a net amount of $40.0 million under its revolving loan facility. | |||||
Purchase Options Granted to Nexstar | |||||
In consideration of the guarantee of Mission’s bank credit facility by Nexstar Broadcasting Group, Inc. and subsidiaries, Mission has granted Nexstar purchase options to acquire the assets and assume the liabilities of each Mission station, subject to FCC consent, for consideration equal to the greater of (1) seven times the station’s cash flow, as defined in the option agreement, less the amount of its indebtedness as defined in the option agreement, or (2) the amount of its indebtedness. Cash flow is defined as income or loss from operations, plus depreciation and amortization (including amortization of broadcast rights), interest income, non-cash trade and barter expenses, nonrecurring expenses (including time brokerage agreement fees), network compensation payments received or receivable and corporate management fees, less payments for broadcast rights, non-cash trade and barter revenue and network compensation revenue. Additionally, on November 29, 2011, Mission’s shareholders granted Nexstar an option to purchase any or all of the Company’s stock, subject to FCC consent, for a price equal to the pro rata portion of the greater of (1) five times the stations’ cash flow, as defined in the agreement, reduced by the amount of indebtedness, as defined in the agreement, or (2) $100,000. These option agreements (which expire on various dates between 2017 and 2024) are freely exercisable or assignable by Nexstar without consent or approval by Mission or its shareholders. The Company expects these option agreements to be renewed upon expiration. | |||||
Indemnification Obligations | |||||
In connection with certain agreements that the Company enters into in the normal course of its business, including local service agreements, business acquisitions and borrowing arrangements, the Company enters into contractual arrangements under which the Company agrees to indemnify the third party to such arrangement from losses, claims and damages incurred by the indemnified party for certain events as defined within the particular contract. Such indemnification obligations may not be subject to maximum loss clauses and the maximum potential amount of future payments the Company could be required to make under these indemnification arrangements may be unlimited. Historically, payments made related to these indemnifications have been insignificant and the Company has not incurred significant costs to defend lawsuits or settle claims related to these indemnification agreements. | |||||
Litigation | |||||
From time to time, the Company is involved with claims that arise out of the normal course of its business. In the opinion of management, any resulting liability with respect to these claims would not have a material adverse effect on the Company’s financial position or results of operations. |
Employee_Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2014 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefits | 12. Employee Benefits |
The Company has established a retirement savings plan under Section 401(k) of the Internal Revenue Code (the “Plan”). The Plan covers substantially all employees of the Company who meet minimum age and service requirements, and allows participants to defer a portion of their annual compensation on a pre-tax basis. Contributions to the Plan may be made at the discretion of the Company. The Company contributed $20 thousand, $20 thousand and $16 thousand to the Plan for the years ended December 31, 2014, 2013 and 2012, respectively. |
Valuation_and_Qualifying_Accou
Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Valuation And Qualifying Accounts [Abstract] | |||||||||||||||||||
Valuation and Qualifying Accounts | 13. Valuation and Qualifying Accounts | ||||||||||||||||||
Valuation Allowance on Deferred Tax Assets Rollforward | |||||||||||||||||||
Additions | |||||||||||||||||||
Balance at | Charged to | Balance at | |||||||||||||||||
Beginning | Costs and | End of | |||||||||||||||||
of Period | Expenses | Deductions(1) | Period | ||||||||||||||||
Year Ended December 31, 2014 | $ | - | $ | - | $ | - | $ | - | |||||||||||
Year Ended December 31, 2013 | - | - | - | - | |||||||||||||||
Year Ended December 31, 2012 | 43,035 | - | (43,035 | ) | - | ||||||||||||||
-1 | In the fourth quarter of 2012, the Company released the valuation allowance against deferred tax assets. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events |
On January 29, 2015, Nexstar completed the issuance and sale of its 6.125% Notes. In January and February 2015, Nexstar borrowed a net amount of $40.0 million under its revolving loan facility. Mission is a guarantor of Nexstar’s debt. See Note 11 for additional information. | |
On January 30, 2015, Mission repaid the outstanding principal balance under its revolving credit facility of $5.5 million. | |
On September 13, 2013, Mission entered into a definitive agreement to acquire WICZ, the FOX affiliate, and WBPN-LP, the MyNetworkTV affiliate, both in the Binghamton, New York market, from Stainless Broadcasting, L.P. (“Stainless”) Under the terms of the purchase agreement, Mission originally agreed to acquire the assets of WICZ and WBPN-LP. A deposit of $0.2 million was paid by Mission to Stainless in September 2013 upon signing the agreement. On March 12, 2015, the purchase agreement was terminated and Stainless refunded the deposit to Mission. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Characterization of SSA Fees | Characterization of SSA Fees | |
The Company presents the fees incurred pursuant to SSAs with Nexstar as an operating expense in the Company’s Statements of Operations. The Company’s decision to characterize the SSA fees in this manner is based on management’s conclusion that (1) the benefit the Company’s stations receive from these local service agreements is sufficiently separate from the consideration paid to the Company from Nexstar under JSAs, (2) management can reasonably estimate the fair value of the benefit our stations receive under the SSA agreements, and (3) the SSA fees the Company pays to Nexstar do not exceed the estimated fair value of the benefits the Company’s stations receive. | ||
Basis of Presentation | Basis of Presentation | |
Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. | ||
Use of Estimates | Use of Estimates | |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and use assumptions that affect the reported amounts of assets and liabilities and the disclosure for contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates made by management include those relating to the allowance for doubtful accounts, valuation of property and equipment, intangible assets and goodwill from business combinations, retransmission revenue recognized, trade and barter transactions, income taxes, the recoverability of broadcast rights, the carrying amounts and the recoverability and useful lives of tangible and intangible assets. Actual results may vary from such estimates recorded. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
The Company considers all highly liquid investments purchased with an original maturity of ninety days or less to be cash equivalents. | ||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | |
The Company’s accounts receivable consist primarily of billings to cable and satellite carriers for compensation associated with retransmission consent agreements. The Company maintains an allowance for doubtful accounts when necessary for estimated losses resulting from the inability of customers to make required payments. Management evaluates the collectability of accounts receivable based on a combination of factors, including customer payment history, known customer circumstances, as well as the overall aging of customer balances and trends. In circumstances where management is aware of a specific customer’s inability to meet its financial obligations, an allowance is recorded to reduce the receivable amount to an amount estimated to be collected. | ||
Concentration of Credit Risk | Concentration of Credit Risk | |
Financial instruments which potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents and accounts receivable. Cash deposits are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits; however, the Company believes these deposits are maintained with financial institutions of reputable credit and are not subject to any unusual credit risk. A significant portion of the Company’s accounts receivable is due from local and national advertising agencies. The Company does not require collateral from its customers, but maintains reserves for potential credit losses. Management believes that the allowance for doubtful accounts is adequate, but if the financial condition of the Company’s customers were to deteriorate, additional allowances may be required. The Company has not experienced significant losses related to receivables from individual customers or by geographical area. | ||
Revenue Recognition | Revenue Recognition | |
The Company’s revenue is primarily derived from the sale of television advertising by Nexstar under JSAs, retransmission compensation and other broadcast related revenues: | ||
• | Revenue from Nexstar, representing a percentage of net advertising revenue derived from the sale of commercials on the Company’s stations, is recognized in the period during which the spots are broadcast. | |
• | Retransmission compensation is recognized based on the estimated number of subscribers over the contract period, based on historical levels and trends for individual providers. | |
• | Other revenues, which include tower rent revenue and network compensation, are recognized in the period during which the services are provided. | |
The Company barters advertising time for certain program material. These transactions, except those involving exchange of advertising time for network programming, are recorded at management’s estimate of the fair value of the advertising time exchanged, which approximates the fair value of the program material received. The fair value of advertising time exchanged is estimated by applying average historical advertising rates for specific time periods. Revenue from barter transactions is recognized as the related advertisement spots are broadcast. Barter expense is recognized at the time program broadcast rights assets are used. The Company recorded $4.1 million, $4.2 million and $2.9 million of barter revenue and barter expense for the years ended December 31, 2014, 2013 and 2012, respectively. Barter expense is included in amortization of broadcast rights in the Company’s Statements of Operations. | ||
Broadcast Rights and Broadcast Rights Payable | Broadcast Rights and Broadcast Rights Payable | |
The Company records broadcast rights contracts as an asset and a liability when the following criteria are met: (1) the license period has begun, (2) the cost of each program is known or reasonably determinable, (3) the program material has been accepted in accordance with the license agreement, and (4) the program is produced and available for broadcast. Cash broadcast rights are initially recorded at the contract cost. Barter broadcast rights are recorded at fair value, which is estimated by using average historical rates for the time periods where the programming will air. Broadcast rights are amortized on a straight-line basis over the period the programming airs. The current portion of broadcast rights represents those rights available for broadcast which will be amortized in the succeeding year. At least quarterly, the Company evaluates the net realizable value, calculated using the average historical rates for the programs or the time periods the programming will air, of broadcast rights and adjusts amortization in that quarter for any deficiency calculated. | ||
Property and Equipment, Net | Property and Equipment, Net | |
Property and equipment is stated at cost or estimated fair value at the date of acquisition. The cost and related accumulated depreciation applicable to assets sold or retired are removed from the accounts and the gain or loss on disposition is recognized. Major renewals and betterments are capitalized and ordinary repairs and maintenance are charged to expense in the period incurred. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (see Note 5). | ||
Intangible Assets, Net | ||
Intangible Assets, Net | ||
Intangible assets consist primarily of goodwill, broadcast licenses (“FCC licenses”) and network affiliation agreements arising from acquisitions. The purchase prices of acquired businesses are allocated to the assets and liabilities acquired at estimated fair values at the date of acquisition using various valuation techniques, including discounted projected cash flows, the cost approach and the income approach. The excess of the purchase price over the fair values of net assets acquired is recorded as goodwill. The Company’s goodwill and FCC licenses are considered to be indefinite-lived intangible assets and are not amortized but are tested for impairment annually or whenever events or changes in circumstances indicate that such assets might be impaired. The use of an indefinite life for FCC licenses contemplates the Company’s historical ability to renew its licenses, that such renewals generally may be obtained indefinitely and at little cost and that the technology used in broadcasting is not expected to be replaced in the foreseeable future. Therefore, cash flows derived from the FCC licenses are expected to continue indefinitely. Network affiliation agreements are subject to amortization computed on a straight-line basis over the estimated useful life of 15 years. The 15 year life assumes affiliation contracts will be renewed upon expiration. Changes in the likelihood of renewal could require a change in the useful life of such assets and cause an acceleration of amortization. The Company evaluates the remaining lives of its network affiliations whenever changes occur in the likelihood of affiliation contract renewals, and at least on an annual basis. | ||
The Company aggregates its stations by market (“reporting unit”) for purposes of goodwill and FCC license impairment testing because management views, manages and evaluates its stations on a market basis. The Company first assesses the qualitative factors to determine the likelihood of the goodwill and FCC licenses being impaired. The qualitative analysis includes, but is not limited to, assessing the changes in macroeconomic conditions, regulatory environment, industry and market conditions, and the financial performance versus budget of the reporting units, as well as any other events or circumstances specific to the reporting units or the FCC licenses. If it is more likely than not that a reporting unit’s goodwill or a station’s FCC license is greater than its carrying amount, no further testing will be required. Otherwise, the Company will apply the quantitative impairment test method. The quantitative impairment test for FCC licenses consists of a market-by-market comparison of the carrying amount of FCC licenses with their fair value, using a discounted cash flow analysis. The quantitative impairment test for goodwill utilizes a two-step fair value approach. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of the reporting unit to its carrying amount. The fair value of a reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined by performing an assumed purchase price allocation, using the reporting unit fair value (as determined in Step 1) as the purchase price. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss is recognized in an amount equal to that excess. | ||
Determining the fair value of reporting units requires management to make a number of judgments about assumptions and estimates that are highly subjective and that are based on unobservable inputs. The actual results may differ from these assumptions and estimates; and it is possible that such differences could have a material impact on the Company’s Financial Statements. In addition to the various inputs (i.e., market growth, operating profit margins, discount rates) used to calculate the fair value of FCC licenses and reporting units, the Company evaluates the reasonableness of its assumptions by comparing the total fair value of all its reporting units to its total market capitalization; and by comparing the fair values of its reporting units and FCC licenses to recent market television station sale transactions. | ||
The Company tests network affiliation agreements for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable, relying on a number of factors including operating results, business plans, economic projections and anticipated future cash flows. An impairment in the carrying amount of a network affiliation agreement is recognized when the expected discounted future operating cash flow derived from the operation to which the asset relates is less than its carrying value. The impairment test for network affiliation agreements consists of a station-by-station comparison of the carrying amount of network affiliation agreements with their fair value, using a discounted cash flow analysis. | ||
Debt Financing Costs | Debt Financing Costs | |
Debt financing costs represent direct costs incurred to obtain long-term financing and are amortized to interest expense over the term of the related debt using the effective interest method. Previously capitalized debt financing costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. As of December 31, 2014 and 2013, debt financing costs of $2.9 million and $3.8 million, respectively, were included in other noncurrent assets in the accompanying Balance Sheets. | ||
Comprehensive Income (Loss) | ||
Comprehensive Income (Loss) | ||
Comprehensive income (loss) includes net income (loss) and certain items that are excluded from net income (loss) and recorded as a separate component of shareholders’ deficit. During the years ended December 31, 2014, 2013 and 2012, the Company had no items of other comprehensive income (loss) and, therefore, comprehensive income (loss) does not differ from reported net income (loss). | ||
Financial Instruments | Financial Instruments | |
The Company utilizes the following categories to classify the valuation methodologies for fair values of financial assets and liabilities: | ||
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | ||
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; | ||
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). | ||
The carrying amount of cash and cash equivalents, accounts receivable, broadcast rights payable, accounts payable and accrued expenses approximates fair value due to their short-term nature. See Note 7 for fair value disclosures related to the Company’s debt. | ||
Income Taxes | Income Taxes | |
The Company accounts for income taxes under the asset and liability method which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. | ||
The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The Company recognizes interest and penalties relating to income taxes within income tax expense. | ||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 places responsibility on management to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern. The standard is intended to reduce diversity in the timing and content of footnote disclosures and require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this accounting standard update are effective for interim and annual periods ending after December 15, 2016. Early application is permitted. The Company does not expect the implementation of this standard to have a material impact on its financial position or results of operations. | ||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which updates the accounting guidance on revenue recognition. This standard is intended to provide a more robust framework for addressing revenue issues, improve comparability of revenue recognition practices, and improve disclosure requirements. The standard is effective for interim and annual reporting periods beginning after December 15, 2016. Early application is not permitted. The Company is currently evaluating the impact of the provisions of the accounting standard update. | ||
In April 2014, the FASB issued ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360). ASU 2014-08 provides guidance that raises the threshold for disposals to qualify as a discontinued operation. ASU 2014-08 also allows companies to have significant continuing involvement and continuing cash flows with the discontinued operation and requires additional disclosures for discontinued operation and new disclosures for individually material disposal transactions that do not meet the definition of a discontinued operation. The update is effective for the years beginning after December 15, 2014. Early application is permitted. The Company does not expect the implementation of this standard to have a material impact on its financial position or results of operations. |
Acquisition_Tables
Acquisition (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Acquisition [Line Items] | |||||||||
Unaudited Pro forma Information | The following unaudited pro forma information has been presented as if the acquisition of KLRT and KASN had occurred on January 1, 2012, for the year ended December 31 (in thousands): | ||||||||
Unaudited | |||||||||
2013 | 2012 | ||||||||
Net revenue | $ | 68,484 | $ | 69,343 | |||||
(Loss) income before income taxes | (5,924 | ) | 7,659 | ||||||
Net (loss) income | (3,584 | ) | 47,809 | ||||||
WVNY [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Fair Values of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): | ||||||||
Prepaid expenses and other current assets | $ | 23 | |||||||
Property and equipment | 717 | ||||||||
FCC licenses | 2,797 | ||||||||
Network affiliation agreements | 1,060 | ||||||||
Other intangible assets | 32 | ||||||||
Goodwill | 1,032 | ||||||||
Net assets acquired | $ | 5,661 | |||||||
KLRT/KASN [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Fair Values of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed in the acquisition are as follows (in thousands): | ||||||||
Broadcast rights | $ | 2,279 | |||||||
Prepaid expenses and other current assets | 71 | ||||||||
Property and equipment | 11,153 | ||||||||
FCC licenses of consolidated VIEs | 16,827 | ||||||||
Network affiliation agreements | 17,002 | ||||||||
Other intangible assets | 2,511 | ||||||||
Goodwill | 12,727 | ||||||||
Other assets | 7 | ||||||||
Total assets acquired | 62,577 | ||||||||
Less: Broadcast rights payable | (2,492 | ) | |||||||
Less: Accounts payable and accrued expenses | (386 | ) | |||||||
Net assets acquired | $ | 59,699 | |||||||
Local_Service_Agreements_with_1
Local Service Agreements with Nexstar (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Local Service Agreements [Abstract] | |||||||||
Local Service Agreements in Effect with Nexstar | Under the local service agreements, Nexstar receives substantially all of the Company’s available cash, after satisfaction of operating costs and debt obligations. The Company anticipates that Nexstar will continue to receive substantially all of its available cash, after satisfaction of operating costs and debt obligations. In compliance with FCC regulations for both the Company and Nexstar, Mission maintains complete responsibility for and control over programming, finances, personnel and operations of its stations. The Company had the following local service agreements in effect with Nexstar as of December 31, 2014: | ||||||||
Station | Market | Type of Agreement | Expiration | Consideration from Nexstar | |||||
WFXP | Erie, PA | TBA | 8/16/16 | Monthly payments received from Nexstar | |||||
KHMT | Billings, MT | TBA | 12/13/17 | Monthly payments received from Nexstar | |||||
KJTL/KJBO-LP | Wichita Falls, TX-Lawton, OK | SSA | 5/31/19 | $60 thousand per month paid to Nexstar | |||||
JSA | 5/31/19 | 70% of net revenue received from Nexstar | |||||||
WYOU | Wilkes Barre-Scranton, PA | SSA | 1/4/18 | $35 thousand per month paid to Nexstar | |||||
JSA | 9/30/24 | 70% of net revenue received from Nexstar | |||||||
KODE | Joplin, MO-Pittsburg, KS | SSA | 3/31/22 | $75 thousand per month paid to Nexstar | |||||
JSA | 9/30/24 | 70% of net revenue received from Nexstar | |||||||
KRBC | Abilene-Sweetwater, TX | SSA | 6/12/23 | $25 thousand per month paid to Nexstar | |||||
JSA | 6/30/23 | 70% of net revenue received from Nexstar | |||||||
KSAN | San Angelo, TX | SSA | 5/31/24 | $10 thousand per month paid to Nexstar | |||||
JSA | 5/31/24 | 70% of net revenue received from Nexstar | |||||||
WAWV | Terre Haute, IN | SSA | 5/8/23 | $10 thousand per month paid to Nexstar | |||||
JSA | 5/8/23 | 70% of net revenue received from Nexstar | |||||||
KCIT/KCPN-LP | Amarillo, TX | SSA | 4/30/19 | $50 thousand per month paid to Nexstar | |||||
JSA | 4/30/19 | 70% of net revenue received from Nexstar | |||||||
KAMC | Lubbock, TX | SSA | 2/15/19 | $75 thousand per month paid to Nexstar | |||||
JSA | 2/15/19 | 70% of net revenue received from Nexstar | |||||||
KOLR | Springfield, MO | SSA | 2/15/19 | $150 thousand per month paid to Nexstar | |||||
JSA | 2/15/19 | 70% of net revenue received from Nexstar | |||||||
WUTR | Utica, NY | SSA | 3/31/24 | $10 thousand per month paid to Nexstar | |||||
JSA | 3/31/24 | 70% of net revenue received from Nexstar | |||||||
WTVO | Rockford, IL | SSA | 10/31/24 | $75 thousand per month paid to Nexstar | |||||
JSA | 10/31/24 | 70% of net revenue received from Nexstar | |||||||
KTVE | Monroe, LA-El Dorado, AR | SSA | 1/16/18 | $20 thousand per month paid to Nexstar | |||||
JSA | 1/16/18 | 70% of net revenue received from Nexstar | |||||||
WTVW | Evansville, IN | SSA | 11/30/19 | $50 thousand per month paid to Nexstar | |||||
JSA | 11/30/19 | 70% of net revenue received from Nexstar | |||||||
KLRT/KASN | Little Rock-Pine Bluff, AR | SSA | 1/1/21 | $150 thousand per month paid to Nexstar | |||||
JSA | 1/1/21 | 70% of net revenue received from Nexstar | |||||||
WVNY | Burlington-Plattsburgh, VT | SSA | 3/1/21 | $20 thousand per month paid to Nexstar | |||||
JSA | 3/1/21 | 70% of net revenue received from Nexstar | |||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Property Plant And Equipment [Abstract] | |||||||||||
Schedule of Property and Equipment | Property and equipment consisted of the following, as of December 31 (dollars in thousands): | ||||||||||
Estimated | |||||||||||
useful life, | |||||||||||
in years | 2014 | 2013 | |||||||||
Buildings and improvements | 39 | $ | 8,115 | $ | 8,016 | ||||||
Land | N/A | 1,688 | 1,688 | ||||||||
Leasehold improvements | term of lease | 70 | 70 | ||||||||
Studio and transmission equipment | 15-May | 42,730 | 43,566 | ||||||||
Office equipment and furniture | 7-Mar | 1,372 | 1,504 | ||||||||
Vehicles | 5 | 791 | 851 | ||||||||
Construction in progress | N/A | 33 | - | ||||||||
54,799 | 55,695 | ||||||||||
Less: accumulated depreciation | (30,633 | ) | (28,935 | ) | |||||||
Property and equipment, net | $ | 24,166 | $ | 26,760 | |||||||
Intangible_Assets_and_Goodwill1
Intangible Assets and Goodwill (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||
Intangible Assets Subject to Amortization | Intangible assets subject to amortization consisted of the following, as of December 31 (in thousands): | ||||||||||||||||||||||||||||
Estimated | 2014 | 2013 | |||||||||||||||||||||||||||
useful life, | Accumulated | Accumulated | |||||||||||||||||||||||||||
in years | Gross | Amortization | Net | Gross | Amortization | Net | |||||||||||||||||||||||
Network affiliation agreements | 15 | $ | 84,505 | $ | (64,419 | ) | $ | 20,086 | $ | 84,505 | $ | (61,716 | ) | $ | 22,789 | ||||||||||||||
Other definite-lived | 15-Jan | 15,661 | (14,437 | ) | 1,224 | 15,661 | (14,412 | ) | 1,249 | ||||||||||||||||||||
intangible assets | |||||||||||||||||||||||||||||
Other intangible assets | $ | 100,166 | $ | (78,856 | ) | $ | 21,310 | $ | 100,166 | $ | (76,128 | ) | $ | 24,038 | |||||||||||||||
Estimated Amortization Expense of Definite-Lived Intangibles Assets | The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years and thereafter for definite-lived intangibles assets as of December 31, 2014 (in thousands): | ||||||||||||||||||||||||||||
2015 | $ | 2,561 | |||||||||||||||||||||||||||
2016 | 2,561 | ||||||||||||||||||||||||||||
2017 | 2,437 | ||||||||||||||||||||||||||||
2018 | 2,145 | ||||||||||||||||||||||||||||
2019 | 1,936 | ||||||||||||||||||||||||||||
Thereafter | 9,670 | ||||||||||||||||||||||||||||
$ | 21,310 | ||||||||||||||||||||||||||||
Goodwill and FCC Licenses | The changes in the carrying amounts of goodwill and FCC licenses for the years ended December 31, 2014 and 2013 are as follows (in thousands): | ||||||||||||||||||||||||||||
Goodwill | FCC Licenses | ||||||||||||||||||||||||||||
Accumulated | Accumulated | ||||||||||||||||||||||||||||
Gross | Impairment | Net | Gross | Impairment | Net | ||||||||||||||||||||||||
Balances as of December 31, 2012 | $ | 20,280 | $ | (1,550 | ) | $ | 18,730 | $ | 32,636 | $ | (10,697 | ) | $ | 21,939 | |||||||||||||||
Acquisitions (See Note 3) | 13,759 | - | 13,759 | 19,624 | - | 19,624 | |||||||||||||||||||||||
Balances as of December 31, 2013 | 34,039 | (1,550 | ) | 32,489 | 52,260 | (10,697 | ) | 41,563 | |||||||||||||||||||||
Balances as of December 31, 2014 | 34,039 | (1,550 | ) | 32,489 | 52,260 | (10,697 | ) | 41,563 | |||||||||||||||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Long Term Debt | Long-term debt consisted of the following, as of December 31 (in thousands): | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Term loans, net of discount of $370 and $431, respectively | $ | 229,694 | $ | 232,465 | |||||||||||||
Revolving loans | 5,500 | - | |||||||||||||||
Less: current portion | (1,837 | ) | (2,334 | ) | |||||||||||||
$ | 233,357 | $ | 230,131 | ||||||||||||||
Fair Value of Debt | The aggregate carrying amounts and estimated fair values of the Company’s debt were as follows, as of December 31 (in thousands): | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Carrying | Fair | Carrying | Fair | ||||||||||||||
Amount | Value | Amount | Value | ||||||||||||||
Term loans | $ | 229,694 | $ | 227,195 | $ | 232,465 | $ | 233,299 | |||||||||
Revolving loans | 5,500 | 5,386 | - | - | |||||||||||||
Maturities of Debt | As of December 31, 2014, the scheduled maturities of Mission’s debt, excluding the unamortized discount, for the years ended December 31 are summarized as follows (in thousands): | ||||||||||||||||
2015 | $ | 1,837 | |||||||||||||||
2016 | 2,335 | ||||||||||||||||
2017 | 7,835 | ||||||||||||||||
2018 | 2,335 | ||||||||||||||||
2019 | 2,335 | ||||||||||||||||
Thereafter | 218,887 | ||||||||||||||||
$ | 235,564 | ||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Components of Income Tax (Benefit) Expense | The income tax (benefit) expense consisted of the following components for the years ended December 31 (in thousands): | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current tax expense (benefit): | |||||||||||||
Federal | $ | 403 | $ | (4 | ) | $ | 4 | ||||||
State | 56 | 101 | 102 | ||||||||||
459 | 97 | 106 | |||||||||||
Deferred tax expense (benefit): | |||||||||||||
Federal | 7,899 | (2,128 | ) | (38,337 | ) | ||||||||
State | 1,665 | (410 | ) | (2,284 | ) | ||||||||
9,564 | (2,538 | ) | (40,621 | ) | |||||||||
Income tax expense (benefit) | $ | 10,023 | $ | (2,441 | ) | $ | (40,515 | ) | |||||
Schedule of Effective Income Tax Expense Reconciliation | The income tax (benefit) expense differs from the amount computed by applying the statutory federal income tax rate of 35% to income from operations before income taxes. The sources and tax effects of the differences were as follows, for the years ended December 31 (in thousands): | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income tax expense (benefit) at 35% statutory | $ | 9,137 | $ | (2,165 | ) | $ | 2,354 | ||||||
federal rate | |||||||||||||
Change in valuation allowance | - | - | (43,035 | ) | |||||||||
State and local taxes, net of federal benefit | 1,020 | (173 | ) | 418 | |||||||||
Other | (134 | ) | (103 | ) | (252 | ) | |||||||
Income tax expense (benefit) | $ | 10,023 | $ | (2,441 | ) | $ | (40,515 | ) | |||||
Schedule of Components of Net Deferred Tax Asset (Liability) | The components of the net deferred tax asset (liability) were as follows, as of December 31 (in thousands): | ||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforwards | $ | 37,566 | $ | 45,175 | |||||||||
Other intangible assets | - | 2,103 | |||||||||||
Deferred revenue | 466 | 562 | |||||||||||
Other | 1,997 | 1,603 | |||||||||||
Total deferred tax assets | 40,029 | 49,443 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Property and equipment | (3,638 | ) | (3,300 | ) | |||||||||
Goodwill | (3,866 | ) | (5,619 | ) | |||||||||
Other intangible assets | (1,974 | ) | - | ||||||||||
FCC licenses | (6,244 | ) | (6,637 | ) | |||||||||
Total deferred tax liabilities | (15,722 | ) | (15,556 | ) | |||||||||
Net deferred tax assets | $ | 24,307 | $ | 33,887 | |||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments And Contingencies Disclosure [Abstract] | |||||
Future Minimum Payments for un-booked broadcast rights | Future minimum payments for license agreements for which the license period has not commenced and no asset or liability has been recorded are as follows as of December 31, 2014 (in thousands): | ||||
2015 | $ | 1,041 | |||
2016 | 755 | ||||
2017 | 485 | ||||
2018 | 146 | ||||
$ | 2,427 | ||||
Future Minimum Lease Payments under Operating Leases | Future minimum lease payments under these operating leases are as follows as of December 31, 2014 (in thousands): | ||||
2015 | $ | 1,857 | |||
2016 | 1,931 | ||||
2017 | 1,951 | ||||
2018 | 2,006 | ||||
2019 | 2,095 | ||||
Thereafter | 10,843 | ||||
$ | 20,683 | ||||
Valuation_and_Qualifying_Accou1
Valuation and Qualifying Accounts (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Valuation And Qualifying Accounts [Abstract] | |||||||||||||||||||
Valuation and Qualifying Accounts | Valuation Allowance on Deferred Tax Assets Rollforward | ||||||||||||||||||
Additions | |||||||||||||||||||
Balance at | Charged to | Balance at | |||||||||||||||||
Beginning | Costs and | End of | |||||||||||||||||
of Period | Expenses | Deductions(1) | Period | ||||||||||||||||
Year Ended December 31, 2014 | $ | - | $ | - | $ | - | $ | - | |||||||||||
Year Ended December 31, 2013 | - | - | - | - | |||||||||||||||
Year Ended December 31, 2012 | 43,035 | - | (43,035 | ) | - | ||||||||||||||
-1 | In the fourth quarter of 2012, the Company released the valuation allowance against deferred tax assets. |
Organization_and_Business_Oper1
Organization and Business Operations - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Segment | |
Channel | |
TelevisionStation | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of television stations owned and operated | 20 |
Number of digital multicast channels owned and operated | 2 |
Number of reportable segments | 1 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 29, 2011 | |
Local Service Agreements [Abstract] | ||||
Minimum Terms on Local Service Agreements | 8 years | |||
Maximum Terms on Local Service Agreements | 10 years | |||
Revenue Recognition [Abstract] | ||||
Advertising Barter Transactions, Advertising Barter Revenue | $4,100,000 | $4,200,000 | $2,900,000 | |
Advertising Barter Transactions, Advertising Barter Costs | 4,100,000 | 4,200,000 | 2,900,000 | |
Debt Financing Costs [Abstract] | ||||
Debt financing costs | 2,900,000 | 3,800,000 | ||
Network Affiliation Agreements [Member] | ||||
Intangible Assets [Abstract] | ||||
Network affiliation agreements useful life | 15 years | 15 years | 15 years | |
Minimum [Member] | Network Affiliation Agreements [Member] | ||||
Intangible Assets [Abstract] | ||||
Network affiliation agreements useful life | 12 years | |||
Maximum [Member] | Network Affiliation Agreements [Member] | ||||
Intangible Assets [Abstract] | ||||
Network affiliation agreements useful life | 20 years | |||
Option Agreement To Sell The Assets Of Mission Stations To Nexstar | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||||
Minimum purchase price Mission agreed to sell its capital stock to Nexstar | $100,000 | |||
Option Agreement To Sell The Assets Of Mission Stations To Nexstar | Minimum [Member] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||||
Options expiration date year | 2017 | |||
Option Agreement To Sell The Assets Of Mission Stations To Nexstar | Maximum [Member] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||||
Options expiration date year | 2024 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | 10 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 01, 2013 | Dec. 31, 2013 | Jul. 18, 2012 | Jan. 31, 2013 | Jun. 13, 2014 | Dec. 18, 2013 | |
Business Acquisition [Line Items] | |||||||||
Net revenue | $78,577,000 | $68,484,000 | $51,962,000 | ||||||
Net income (loss) | 16,084,000 | -3,746,000 | 47,242,000 | ||||||
WVNY [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Effective date of acquisition | 1-Mar-13 | ||||||||
Purchase price | 5,700,000 | ||||||||
Borrowings from revolving credit facility | 5,000,000 | ||||||||
Acquisition related costs | 0 | ||||||||
Estimated useful life | 15 years | ||||||||
Weighted average estimated useful life of other intangible assets | 5 months | ||||||||
Net revenue | 2,900,000 | ||||||||
Net income (loss) | 1,500,000 | ||||||||
KLRT/KASN [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Effective date of acquisition | 1-Jan-13 | ||||||||
Purchase price | 59,700,000 | ||||||||
Acquisition related costs | 0 | 100,000 | |||||||
Estimated useful life | 15 years | ||||||||
Weighted average estimated useful life of other intangible assets | 1 year | ||||||||
Net revenue | 20,400,000 | ||||||||
Net income (loss) | 9,400,000 | ||||||||
Deposit paid upon signing an agreement to acquire a business | 6,000,000 | ||||||||
Proceeds from term loan under the credit facility | 60,000,000 | ||||||||
Parker [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related costs | 0 | ||||||||
Deposit paid upon signing an agreement to acquire a business | 3,200,000 | ||||||||
Effective date of agreement | 13-Jun-14 | ||||||||
Purchase price of stations to be acquired | $4,000,000 |
Acquisitions_Fair_Values_of_As
Acquisitions - Fair Values of Assets Acquired And Liabilities Assumed (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 01, 2013 | Jan. 31, 2013 |
In Thousands, unless otherwise specified | |||||
The fair values of the assets acquired and liabilities assumed [Abstract] | |||||
Goodwill | $32,489 | $32,489 | $18,730 | ||
WVNY [Member] | |||||
The fair values of the assets acquired and liabilities assumed [Abstract] | |||||
Prepaid expenses and other current assets | 23 | ||||
Property and equipment | 717 | ||||
FCC licenses | 2,797 | ||||
Network affiliation agreements | 1,060 | ||||
Other intangible assets | 32 | ||||
Goodwill | 1,032 | ||||
Net assets acquired | 5,661 | ||||
KLRT/KASN [Member] | |||||
The fair values of the assets acquired and liabilities assumed [Abstract] | |||||
Broadcast rights | 2,279 | ||||
Prepaid expenses and other current assets | 71 | ||||
Property and equipment | 11,153 | ||||
FCC licenses | 16,827 | ||||
Network affiliation agreements | 17,002 | ||||
Other intangible assets | 2,511 | ||||
Goodwill | 12,727 | ||||
Other assets | 7 | ||||
Total assets acquired | 62,577 | ||||
Less: Broadcast rights payable | -2,492 | ||||
Less: Accounts payable and accrued expenses | -386 | ||||
Net assets acquired | $59,699 |
Acquisitions_Unaudited_Pro_For
Acquisitions - Unaudited Pro Forma Information (Details) (KLRT/KASN [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
KLRT/KASN [Member] | ||
Unaudited Pro Forma Information [Abstract] | ||
Net revenue | $68,484 | $69,343 |
(Loss) income before income taxes | -5,924 | 7,659 |
Net (loss) income | ($3,584) | $47,809 |
Local_Service_Agreements_with_2
Local Service Agreements with Nexstar - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Local Service Agreements [Abstract] | |
Minimum term of agreements | 8 years |
Maximum term of agreements | 10 years |
Local_Service_Agreements_with_3
Local Service Agreements with Nexstar - Local Service Agreements in Effect with Nexstar (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
WFXP [Member] | Time Brokerage Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WFXP |
Market | Erie, PA |
Type of Agreement | TBA |
Expiration date | 8/16/16 |
Consideration received for local servicing agreement | Monthly payments received from Nexstar |
KHMT [Member] | Time Brokerage Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KHMT |
Market | Billings, MT |
Type of Agreement | TBA |
Expiration date | 12/13/17 |
Consideration received for local servicing agreement | Monthly payments received from Nexstar |
KJTL/KJBO-LP [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KJTL/KJBO-LP |
Market | Wichita Falls, TX-Lawton, OK |
Type of Agreement | SSA |
Expiration date | 5/31/19 |
Monthly consideration paid to Nexstar | 60 |
KJTL/KJBO-LP [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 5/31/19 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
WYOU [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WYOU |
Market | Wilkes Barre-Scranton, PA |
Type of Agreement | SSA |
Expiration date | 1/4/18 |
Monthly consideration paid to Nexstar | 35 |
WYOU [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 9/30/24 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KODE [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KODE |
Market | Joplin, MO-Pittsburg, KS |
Type of Agreement | SSA |
Expiration date | 3/31/22 |
Monthly consideration paid to Nexstar | 75 |
KODE [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 9/30/24 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KRBC [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KRBC |
Market | Abilene-Sweetwater, TX |
Type of Agreement | SSA |
Expiration date | 6/12/23 |
Monthly consideration paid to Nexstar | 25 |
KRBC [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 6/30/23 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KSAN [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KSAN |
Market | San Angelo, TX |
Type of Agreement | SSA |
Expiration date | 5/31/24 |
Monthly consideration paid to Nexstar | 10 |
KSAN [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 5/31/24 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
WAWV [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WAWV |
Market | Terre Haute, IN |
Type of Agreement | SSA |
Expiration date | 5/8/23 |
Monthly consideration paid to Nexstar | 10 |
WAWV [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 5/8/23 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KCIT/KCPN-LP [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KCIT/KCPN-LP |
Market | Amarillo, TX |
Type of Agreement | SSA |
Expiration date | 4/30/19 |
Monthly consideration paid to Nexstar | 50 |
KCIT/KCPN-LP [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 4/30/19 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KAMC [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KAMC |
Market | Lubbock, TX |
Type of Agreement | SSA |
Expiration date | 2/15/19 |
Monthly consideration paid to Nexstar | 75 |
KAMC [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 2/15/19 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KOLR [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KOLR |
Market | Springfield, MO |
Type of Agreement | SSA |
Expiration date | 2/15/19 |
Monthly consideration paid to Nexstar | 150 |
KOLR [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 2/15/19 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
WUTR [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WUTR |
Market | Utica, NY |
Type of Agreement | SSA |
Expiration date | 3/31/24 |
Monthly consideration paid to Nexstar | 10 |
WUTR [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 3/31/24 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
WTVO [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WTVO |
Market | Rockford, IL |
Type of Agreement | SSA |
Expiration date | 10/31/24 |
Monthly consideration paid to Nexstar | 75 |
WTVO [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 10/31/24 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KTVE [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KTVE |
Market | Monroe, LA-El Dorado, AR |
Type of Agreement | SSA |
Expiration date | 1/16/18 |
Monthly consideration paid to Nexstar | 20 |
KTVE [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 1/16/18 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
WTVW [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WTVW |
Market | Evansville, IN |
Type of Agreement | SSA |
Expiration date | 11/30/19 |
Monthly consideration paid to Nexstar | 50 |
WTVW [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 11/30/19 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
KLRT/KASN [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | KLRT/KASN |
Market | Little Rock-Pine Bluff, AR |
Type of Agreement | SSA |
Expiration date | 1/1/21 |
Monthly consideration paid to Nexstar | 150 |
KLRT/KASN [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 1/1/21 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
WVNY [Member] | Shared Services Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Station | WVNY |
Market | Burlington-Plattsburgh, VT |
Type of Agreement | SSA |
Expiration date | 3/1/21 |
Monthly consideration paid to Nexstar | 20 |
WVNY [Member] | Joint Sales Agreement [Member] | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Type of Agreement | JSA |
Expiration date | 3/1/21 |
Percentage of station's net revenue collected per month received from Nexstar (in hundredths) | 70.00% |
Property_and_Equipment_Schedul
Property and Equipment - Schedule of Property and Equipment (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $54,799 | $55,695 |
Less: accumulated depreciation | -30,633 | -28,935 |
Property and equipment, net | 24,166 | 26,760 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 39 years | |
Property and equipment, gross | 8,115 | 8,016 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,688 | 1,688 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | term of lease | |
Property and equipment, gross | 70 | 70 |
Studio and Transmission Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 42,730 | 43,566 |
Studio and Transmission Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Studio and Transmission Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 15 years | |
Office Equipment and Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,372 | 1,504 |
Office Equipment and Furniture [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Office Equipment and Furniture [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Property and equipment, gross | 791 | 851 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $33 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Proceeds from disposal of property and equipment | $3,080,000 | $196,000 | |
Nexstar [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Proceeds from disposal of property and equipment | 2,900,000 | ||
Gain loss on sale of property and equipment | 0 | ||
Telecommunications Tower Facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Lease expiry date | 2021-05 | ||
Telecommunications Tower Facilities [Member] | Other Noncurrent Liabilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Deferred gain on sale of assets | 1,200,000 | 1,000,000 | |
Telecommunications Tower Facilities [Member] | Other Current Liabilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Deferred gain on sale of assets | $200,000 | 200,000 |
Intangible_Assets_and_Goodwill2
Intangible Assets and Goodwill - Intangible Assets Subject to Amortization (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $100,166 | $100,166 | |
Accumulated Amortization | -78,856 | -76,128 | |
Net | 21,310 | 24,038 | |
Network Affiliation Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 15 years | 15 years | 15 years |
Gross | 84,505 | 84,505 | |
Accumulated Amortization | -64,419 | -61,716 | |
Net | 20,086 | 22,789 | |
Network Affiliation Agreements [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 12 years | ||
Network Affiliation Agreements [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 20 years | ||
Other Definite-Lived Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 15,661 | 15,661 | |
Accumulated Amortization | -14,437 | -14,412 | |
Net | $1,224 | $1,249 | |
Other Definite-Lived Intangible Assets [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 1 year | ||
Other Definite-Lived Intangible Assets [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 15 years |
Intangible_Assets_and_Goodwill3
Intangible Assets and Goodwill - Additional Information (Details) (Network Affiliation Agreements [Member]) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 15 years | 15 years | 15 years |
Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 12 years | ||
Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 20 years |
Intangible_Assets_and_Goodwill4
Intangible Assets and Goodwill - Estimated Amortization Expense of Definite-Lived Intangibles Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite Lived Intangible Assets Future Amortization Expense Current And Five Succeeding Fiscal Years [Abstract] | ||
2015 | $2,561 | |
2016 | 2,561 | |
2017 | 2,437 | |
2018 | 2,145 | |
2019 | 1,936 | |
Thereafter | 9,670 | |
Net | $21,310 | $24,038 |
Intangible_Assets_and_Goodwill5
Intangible Assets and Goodwill - Goodwill and FCC Licenses (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2012 |
Goodwill [Roll Forward] | |||
Goodwill, Gross | $34,039 | $34,039 | $20,280 |
Goodwill, Accumulated Impairment | -1,550 | -1,550 | -1,550 |
Goodwill, Net | 32,489 | 32,489 | 18,730 |
Goodwill Acquisitions, Gross | 13,759 | ||
Goodwill Acquisitions, Net | 13,759 | ||
FCC Licenses [Abstract] | |||
FCC Licenses, Gross | 52,260 | 52,260 | 32,636 |
FCC Licenses, Accumulated Impairment | -10,697 | -10,697 | -10,697 |
FCC Licenses, Net | 41,563 | 41,563 | 21,939 |
FCC Licenses Acquisitions, Gross | 19,624 | ||
FCC Licenses Acquisitions, Net | $19,624 |
Debt_Long_Term_Debt_Details
Debt - Long Term Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Long term Debt [Abstract] | ||
Less: current portion | ($1,837,000) | ($2,334,000) |
Debt, noncurrent | 233,357,000 | 230,131,000 |
Term Loans [Member] | ||
Long term Debt [Abstract] | ||
Term loans, net of discount of $370 and $431, respectively | 229,694,000 | 232,465,000 |
Revolving Loans [Member] | ||
Long term Debt [Abstract] | ||
Revolving loans | $5,500,000 | $0 |
Debt_Long_Term_Debt_Parentheti
Debt - Long Term Debt (Parenthetical) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long term Debt [Abstract] | ||
Debt discount | $370 | $431 |
Debt_Additional_Information_De
Debt - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | ||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 10, 2014 | Apr. 30, 2014 | Oct. 31, 2014 | Dec. 31, 2014 | Jan. 30, 2015 | Nov. 18, 2013 | Oct. 01, 2013 | Dec. 01, 2014 | Apr. 19, 2010 | |
Long term Debt [Abstract] | ||||||||||||
Gain (loss) on extinguishment of debt | ($21,000) | ($14,332,000) | ($233,000) | |||||||||
Repurchase of the 8.875% senior secured second lien notes, Nexstar portion | 186,905,000 | |||||||||||
Term Loans [Member] | ||||||||||||
Long term Debt [Abstract] | ||||||||||||
Prepayment of outstanding principal balance | 1,000,000 | |||||||||||
Term loans, net of discount of $370 and $431, respectively | 229,694,000 | 232,465,000 | 229,694,000 | |||||||||
Maturity date | 31-Oct-20 | 31-Oct-20 | ||||||||||
Term loan periodic payment percentage (in hundredths) | 0.25% | 0.25% | ||||||||||
Payment of contractual maturities under the term loans | 1,800,000 | 1,100,000 | ||||||||||
Frequency of periodic payments of principal | quarterly | |||||||||||
Interest rate during the period (in hundredths) | 3.75% | 3.75% | ||||||||||
Term Loan A [Member] | ||||||||||||
Long term Debt [Abstract] | ||||||||||||
Total commitments under Term Loan A facility | 90,000,000 | 60,000,000 | ||||||||||
Commitment fees | 0.50% | 1.00% | ||||||||||
Reallocation of unused term loan commitment to Nexstar | 60,000,000 | |||||||||||
Revolving Credit Facility [Member] | ||||||||||||
Long term Debt [Abstract] | ||||||||||||
Commitment fees | 0.50% | 0.50% | ||||||||||
Commitment for revolving Loan facility | 30,000,000 | 8,000,000 | ||||||||||
Borrowings from revolving credit facility | 5,500,000 | |||||||||||
Revolving loans | 5,500,000 | 0 | 5,500,000 | |||||||||
Interest rate during the period (in hundredths) | 2.40% | 2.40% | ||||||||||
Available borrowing capacity | 2,500,000 | 2,500,000 | ||||||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||||||||
Long term Debt [Abstract] | ||||||||||||
Prepayment of outstanding principal balance | 5,500,000 | |||||||||||
8.875% Senior Secured Second Lien Notes Due 2017 [Member] | ||||||||||||
Long term Debt [Abstract] | ||||||||||||
Debt instrument principal amount | 325,000,000 | |||||||||||
Senior secured second lien notes, interest rate (in hundredths) | 8.88% | 8.88% | 8.88% | |||||||||
Debt redeemed | 9,700,000 | 125,700,000 | ||||||||||
Redemption price as percentage of par value (in hundredths) | 107.00% | 108.88% | ||||||||||
Gain (loss) on extinguishment of debt | -14,200,000 | |||||||||||
Repurchase of the 8.875% senior secured second lien notes, Nexstar portion | $186,900,000 | |||||||||||
Nexstar 6.875% Senior Unsecured Notes | Nexstar | ||||||||||||
Long term Debt [Abstract] | ||||||||||||
Maturity date | 15-Nov-20 | |||||||||||
Senior secured second lien notes, interest rate (in hundredths) | 6.88% | 6.88% |
Debt_Fair_Value_of_Debt_Detail
Debt - Fair Value of Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term loans | $229,694,000 | $232,465,000 |
Debt, Fair Value | 227,195,000 | 233,299,000 |
Revolving Loans [Member] | ||
Debt Instrument [Line Items] | ||
Revolving loans | 5,500,000 | 0 |
Debt, Fair Value | $5,386,000 |
Debt_Maturities_of_Debt_Detail
Debt - Maturities of Debt (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Debt Maturities [Abstract] | |
2015 | $1,837 |
2016 | 2,335 |
2017 | 7,835 |
2018 | 2,335 |
2019 | 2,335 |
Thereafter | 218,887 |
Debt | $235,564 |
Common_Stock_Details
Common Stock (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Stockholder | Stockholder | |
Equity [Abstract] | ||
Number of shareholders | 2 | 2 |
Common stock, shares authorized (in shares) | 1,000 | 1,000 |
Common stock, shares issued (in shares) | 1,000 | 1,000 |
Common stock, shares outstanding (in shares) | 1,000 | 1,000 |
Common stock, par value (in dollars per share) | $1 | $1 |
Common stock voting rights, description | Each share of common stock is entitled to one vote. |
Income_Taxes_Components_of_Inc
Income Taxes - Components of Income Tax (Benefit) Expense (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current tax expense (benefit) [Abstract] | |||
Federal | $403 | ($4) | $4 |
State | 56 | 101 | 102 |
Current tax expense (benefit) | 459 | 97 | 106 |
Deferred tax expense (benefit) [Abstract] | |||
Federal | 7,899 | -2,128 | -38,337 |
State | 1,665 | -410 | -2,284 |
Deferred tax expense (benefit) | 9,564 | -2,538 | -40,621 |
Income tax expense (benefit) | $10,023 | ($2,441) | ($40,515) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Loss Carryforwards [Line Items] | |||
Decrease in valuation allowance | ($43,035,000) | ||
Statutory federal income tax rate (in hundredths) | 35.00% | 35.00% | 35.00% |
Gross unrecognized tax benefits | 3,700,000 | 3,700,000 | 3,700,000 |
Accrued interest on unrecognized tax benefits | 0 | 0 | 0 |
Federal [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 112,800,000 | ||
Operating loss carryforwards expiration date | 1-Jan-33 | ||
State [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | $31,800,000 |
Income_Taxes_Schedule_of_Effec
Income Taxes - Schedule of Effective Income Tax Expense Reconciliation (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Effective income tax expense reconciliation [Abstract] | |||
Income tax expense (benefit) at 35% statutory federal rate | $9,137 | ($2,165) | $2,354 |
Change in valuation allowance | -43,035 | ||
State and local taxes, net of federal benefit | 1,020 | -173 | 418 |
Other | -134 | -103 | -252 |
Income tax expense (benefit) | $10,023 | ($2,441) | ($40,515) |
Income_Taxes_Schedule_of_Compo
Income Taxes - Schedule of Components of Net Deferred Tax Asset (Liability) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Net operating loss carryforwards | $37,566 | $45,175 |
Other intangible assets | 2,103 | |
Deferred revenue | 466 | 562 |
Other | 1,997 | 1,603 |
Total deferred tax assets | 40,029 | 49,443 |
Deferred tax liabilities: | ||
Property and equipment | -3,638 | -3,300 |
Goodwill | -3,866 | -5,619 |
Other intangible assets | -1,974 | |
FCC licenses | -6,244 | -6,637 |
Total deferred tax liabilities | -15,722 | -15,556 |
Net deferred tax assets | $24,307 | $33,887 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Broadcast Rights Commitments(Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Broadcast Rights Commitments [Abstract] | |
2015 | $1,041 |
2016 | 755 |
2017 | 485 |
2018 | 146 |
Future minimum payment due for license agreement, total | $2,427 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | 2 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 29, 2011 | Feb. 28, 2015 | Jan. 29, 2015 | |
Operating Leases [Abstract] | ||||||
Operating lease rent expense | $1,600,000 | $1,600,000 | $1,600,000 | |||
Option Agreement to Sell Mission's Capital Stock to Nexstar [Member] | ||||||
Other Commitments [Abstract] | ||||||
Minimum purchase price Mission agreed to sell its capital stock to Nexstar | 100,000 | |||||
Option Agreement To Sell The Assets Of Mission Stations To Nexstar | ||||||
Other Commitments [Abstract] | ||||||
Minimum purchase price Mission agreed to sell its capital stock to Nexstar | 100,000 | |||||
Minimum [Member] | Option Agreement To Sell The Assets Of Mission Stations To Nexstar | ||||||
Other Commitments [Abstract] | ||||||
Options expiration date year | 2017 | |||||
Maximum [Member] | Option Agreement To Sell The Assets Of Mission Stations To Nexstar | ||||||
Other Commitments [Abstract] | ||||||
Options expiration date year | 2024 | |||||
Nexstar | Subsequent Event [Member] | Nexstar Revolving Loans [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Borrowings from revolving credit facility | 40,000,000 | |||||
Nexstar | Nexstar Term Loan [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Maximum guarantee exposure | 511,300,000 | |||||
Nexstar | Nexstar Term Loan B-2 [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Current exposure under the guarantee | 260,000,000 | |||||
Maturity date | 1-Oct-20 | |||||
Term loan periodic payment percentage (in hundredths) | 0.25% | |||||
Nexstar | Nexstar 6.875% Senior Unsecured Notes | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Maximum guarantee exposure | 525,600,000 | |||||
Interest rate (in hundredths) | 6.88% | |||||
Maturity date | 15-Nov-20 | |||||
Nexstar | Nexstar Term Loan A [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Current exposure under the guarantee | 156,300,000 | |||||
Maturity date | 28-Jun-18 | |||||
Nexstar | Nexstar Term Loan A [Member] | Minimum [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Term loan periodic payment percentage (in hundredths) | 5.00% | |||||
Nexstar | Nexstar Term Loan A [Member] | Maximum [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Term loan periodic payment percentage (in hundredths) | 10.00% | |||||
Nexstar | Nexstar 6.125% Seniorb Unsecured bNotes [bMember] | Subsequent Event [Member] | ||||||
Guarantees of Nexstar Debt [Abstract] | ||||||
Interest rate (in hundredths) | 6.13% | |||||
Maturity date | 15-Feb-22 | |||||
Debt instrument principal amount | $275,000,000 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Operating Leases (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases Operating [Abstract] | |
2015 | $1,857 |
2016 | 1,931 |
2017 | 1,951 |
2018 | 2,006 |
2019 | 2,095 |
Thereafter | 10,843 |
Operating leases future minimum payments due, total | $20,683 |
Employee_Benefits_Additional_I
Employee Benefits - Additional Information (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation And Retirement Disclosure [Abstract] | |||
Contributions by employer | $20 | $20 | $16 |
Valuation_and_Qualifying_Accou2
Valuation and Qualifying Accounts (Details) (Valuation Allowance on Deferred Tax Assets Rollforward [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | |
Valuation Allowance on Deferred Tax Assets Rollforward [Member] | ||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Balance at Beginning of Period | $43,035 | |
Deductions | ($43,035) | [1] |
[1] | In the fourth quarter of 2012, the Company released the valuation allowance against deferred tax assets. |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Details) (USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 2 Months Ended | 0 Months Ended | |
Sep. 13, 2013 | Dec. 31, 2014 | Mar. 12, 2015 | Feb. 28, 2015 | Jan. 30, 2015 | Jan. 29, 2015 | |
Stainless [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Effective date of agreement | 13-Sep-13 | |||||
Deposit paid upon signing an agreement to acquire a business | $200,000 | |||||
Revolving Loans [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Borrowings from revolving credit facility | 5,500,000 | |||||
Subsequent Event [Member] | Stainless [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Business acquisition date of purchase agreement termination | 12-Mar-15 | |||||
Subsequent Event [Member] | Nexstar 6.125% Seniorb Unsecured bNotes [bMember] | Nexstar | ||||||
Subsequent Event [Line Items] | ||||||
Interest rate (in hundredths) | 6.13% | |||||
Subsequent Event [Member] | Nexstar Revolving Loans [Member] | Nexstar | ||||||
Subsequent Event [Line Items] | ||||||
Borrowings from revolving credit facility | 40,000,000 | |||||
Subsequent Event [Member] | Revolving Loans [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Repayments of lines of credit | $5,500,000 |