Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 06, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38987 | |
Entity Registrant Name | IHEARTMEDIA, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-0241222 | |
Entity Address, Address Line One | 20880 Stone Oak Parkway | |
Entity Address, City or Town | San Antonio, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78258 | |
City Area Code | 210 | |
Local Phone Number | 822-2828 | |
Title of 12(b) Security | Class A Common Stock | |
Trading Symbol | IHRT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Bankruptcy Proceedings, Reporting Current | true | |
Entity Central Index Key | 0001400891 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Class A Shares | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 123,309,506 | |
Class B Shares | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 21,347,363 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 213,479 | $ 336,236 |
Accounts receivable, net of allowance of $36,496 in 2023 and $29,171 in 2022 | 983,927 | 1,037,827 |
Prepaid expenses | 136,692 | 79,098 |
Other current assets | 14,901 | 19,618 |
Total Current Assets | 1,348,999 | 1,472,779 |
PROPERTY, PLANT AND EQUIPMENT | ||
Property, plant and equipment, net | 580,848 | 694,842 |
INTANGIBLE ASSETS AND GOODWILL | ||
Indefinite-lived intangibles - licenses and other | 1,112,751 | 1,476,319 |
Other intangibles, net | 1,234,357 | 1,419,670 |
Goodwill | 1,721,223 | 2,313,403 |
OTHER ASSETS | ||
Operating lease right-of-use assets | 713,941 | 788,280 |
Other assets | 165,399 | 170,594 |
Total Assets | 6,877,518 | 8,335,887 |
CURRENT LIABILITIES | ||
Accounts payable | 179,707 | 240,454 |
Current operating lease liabilities | 75,559 | 70,024 |
Accrued expenses | 262,405 | 325,427 |
Accrued interest | 52,626 | 64,165 |
Deferred revenue | 171,973 | 131,084 |
Current portion of long-term debt | 390 | 664 |
Total Current Liabilities | 742,660 | 831,818 |
Long-term debt | 5,228,316 | 5,413,503 |
Noncurrent operating lease liabilities | 772,068 | 848,918 |
Deferred income taxes | 377,247 | 483,810 |
Other long-term liabilities | 164,048 | 73,332 |
Commitments and contingent liabilities (Note 6) | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Noncontrolling interest | 8,868 | 9,609 |
Preferred stock, par value $.001 per share, 100,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 2,939,331 | 2,912,500 |
Accumulated deficit | (3,343,265) | (2,227,482) |
Accumulated other comprehensive loss | (1,786) | (1,331) |
Cost of shares (979,162 in 2023 and 597,482 in 2022) held in treasury | (10,115) | (8,934) |
Total Stockholders' Equity (Deficit) | (406,821) | 684,506 |
Total Liabilities and Stockholders' Equity (Deficit) | 6,877,518 | 8,335,887 |
Class A Common Stock | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Common stock | 125 | 123 |
Class B Common Stock | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Common stock | 21 | 21 |
Special Warrants | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Common stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Class of Stock [Line Items] | ||
Allowance for receivables | $ 36,496 | $ 29,171 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Shares held in treasury (in shares) | 979,162 | 597,482 |
Class A Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 124,273,910 | 122,370,425 |
Class B Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 21,347,363 | 21,477,181 |
Special Warrants | ||
Class of Stock [Line Items] | ||
Common stock, shares issued (in shares) | 5,101,870 | 5,111,312 |
Common stock, shares outstanding (in shares) | 5,101,870 | 5,111,312 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 952,989 | $ 988,930 | $ 2,684,242 | $ 2,786,393 |
Operating expenses: | ||||
Direct operating expenses (excludes depreciation and amortization) | 379,997 | 371,719 | 1,079,678 | 1,067,625 |
Selling, general and administrative expenses (excludes depreciation and amortization) | 393,628 | 399,892 | 1,190,202 | 1,163,293 |
Depreciation and amortization | 106,451 | 109,305 | 323,028 | 334,144 |
Impairment charges | 570 | 309,750 | 965,087 | 311,329 |
Other operating expense, net | 3,378 | 9,451 | 3,338 | 25,985 |
Operating income (loss) | 68,965 | (211,187) | (877,091) | (115,983) |
Interest expense, net | 99,509 | 87,890 | 293,659 | 248,603 |
Gain (loss) on investments, net | (7,381) | (3,466) | (19,924) | 4,359 |
Equity in loss of nonconsolidated affiliates | (3,514) | (132) | (3,518) | (190) |
Gain on extinguishment of debt | 23,947 | 6,892 | 51,474 | 15,095 |
Other expense, net | (738) | (581) | (1,109) | (3,026) |
Loss before income taxes | (18,230) | (296,364) | (1,143,827) | (348,348) |
Income tax benefit (expense) | 9,261 | (13,412) | 29,513 | 5,015 |
Net loss | (8,969) | (309,776) | (1,114,314) | (343,333) |
Less amount attributable to noncontrolling interest | 84 | 587 | 1,469 | 1,211 |
Net loss attributable to the Company | (9,053) | (310,363) | (1,115,783) | (344,544) |
Other comprehensive loss, net of tax: | ||||
Foreign currency translation adjustments | (332) | (606) | (455) | (1,503) |
Other comprehensive loss, net of tax | (332) | (606) | (455) | (1,503) |
Comprehensive loss | (9,385) | (310,969) | (1,116,238) | (346,047) |
Less amount attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Comprehensive loss attributable to the Company | $ (9,385) | $ (310,969) | $ (1,116,238) | $ (346,047) |
Net loss attributable to the Company per common share: | ||||
Basic (in dollars per share) | $ (0.06) | $ (2.09) | $ (7.48) | $ (2.33) |
Weighted average common shares outstanding - Basic (in shares) | 149,695 | 148,299 | 149,084 | 147,957 |
Diluted (in dollars per share) | $ (0.06) | $ (2.09) | $ (7.48) | $ (2.33) |
Weighted average common shares outstanding - Diluted (in shares) | 149,695 | 148,299 | 149,084 | 147,957 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) - USD ($) $ in Thousands | Total | Class A Shares | Class B Shares | Special Warrants | Common Stock | Common Stock Class A Shares | Common Stock Class B Shares | Common Stock Special Warrants | Non- controlling Interest | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Treasury Stock | |||||
Beginning balance (in shares) at Dec. 31, 2021 | [1] | 120,633,937 | 21,590,192 | 5,304,430 | ||||||||||||||
Beginning balance at Dec. 31, 2021 | $ 915,765 | $ 142 | $ 8,410 | $ 2,876,571 | $ (1,962,819) | $ (257) | $ (6,282) | |||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Net income (loss) | (343,333) | 1,211 | (344,544) | |||||||||||||||
Vesting of restricted stock and other (in shares) | [1] | 1,403,195 | ||||||||||||||||
Vesting of restricted stock and other | (2,139) | 2 | 472 | (2,613) | ||||||||||||||
Share-based compensation | 24,582 | 24,582 | ||||||||||||||||
Conversion of Special Warrants to Class A and Class B Shares (in shares) | 96,516 | 96,516 | [1] | 96,602 | [1] | (193,118) | [1] | |||||||||||
Conversion of Class B Shares to Class A Shares (in shares) | [1] | 207,438 | (207,438) | |||||||||||||||
Other | (562) | (562) | ||||||||||||||||
Other comprehensive loss | (1,503) | (1,503) | ||||||||||||||||
Ending balance (in shares) at Sep. 30, 2022 | [1],[2] | 122,341,086 | 21,479,356 | 5,111,312 | ||||||||||||||
Ending balance at Sep. 30, 2022 | 592,810 | 144 | 9,059 | 2,901,625 | (2,307,363) | (1,760) | (8,895) | |||||||||||
Beginning balance (in shares) at Jun. 30, 2022 | [2] | 122,068,221 | 21,391,972 | 5,293,055 | ||||||||||||||
Beginning balance at Jun. 30, 2022 | 893,421 | 143 | 8,659 | 2,891,129 | (1,997,000) | (1,154) | (8,356) | |||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Net income (loss) | (309,776) | 587 | (310,363) | |||||||||||||||
Vesting of restricted stock and other (in shares) | [2] | 178,506 | ||||||||||||||||
Vesting of restricted stock and other | (479) | 1 | 59 | (539) | ||||||||||||||
Share-based compensation | 10,437 | 10,437 | ||||||||||||||||
Conversion of Special Warrants to Class A and Class B Shares (in shares) | 85,141 | 85,141 | [2] | 96,602 | [2] | (181,743) | [2] | |||||||||||
Conversion of Class B Shares to Class A Shares (in shares) | [2] | 9,218 | (9,218) | |||||||||||||||
Other | (187) | (187) | ||||||||||||||||
Other comprehensive loss | (606) | (606) | ||||||||||||||||
Ending balance (in shares) at Sep. 30, 2022 | [1],[2] | 122,341,086 | 21,479,356 | 5,111,312 | ||||||||||||||
Ending balance at Sep. 30, 2022 | 592,810 | 144 | 9,059 | 2,901,625 | (2,307,363) | (1,760) | (8,895) | |||||||||||
Beginning balance (in shares) at Dec. 31, 2022 | 5,111,312 | 122,370,425 | [1] | 21,477,181 | [1] | 5,111,312 | [1] | |||||||||||
Beginning balance at Dec. 31, 2022 | 684,506 | 144 | 9,609 | 2,912,500 | (2,227,482) | (1,331) | (8,934) | |||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Net income (loss) | (1,114,314) | 1,469 | (1,115,783) | |||||||||||||||
Vesting of restricted stock and other (in shares) | [1] | 1,764,225 | ||||||||||||||||
Vesting of restricted stock and other | (1,181) | 2 | (2) | (1,181) | ||||||||||||||
Share-based compensation | 26,833 | 26,833 | ||||||||||||||||
Conversion of Special Warrants to Class A and Class B Shares (in shares) | 9,383 | 59 | 9,383 | [1] | 59 | [1] | (9,442) | [1] | ||||||||||
Conversion of Class B Shares to Class A Shares (in shares) | [1] | 129,877 | (129,877) | |||||||||||||||
Other | (2,210) | (2,210) | ||||||||||||||||
Other comprehensive loss | (455) | (455) | ||||||||||||||||
Ending balance (in shares) at Sep. 30, 2023 | 5,101,870 | 124,273,910 | [1],[2] | 21,347,363 | [1],[2] | 5,101,870 | [1],[2] | |||||||||||
Ending balance at Sep. 30, 2023 | (406,821) | 146 | 8,868 | 2,939,331 | (3,343,265) | (1,786) | (10,115) | |||||||||||
Beginning balance (in shares) at Jun. 30, 2023 | [2] | 124,046,612 | 21,347,363 | 5,111,055 | ||||||||||||||
Beginning balance at Jun. 30, 2023 | (403,458) | 145 | 10,351 | 2,931,598 | (3,334,212) | (1,454) | (9,886) | |||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Net income (loss) | (8,969) | 84 | (9,053) | |||||||||||||||
Vesting of restricted stock and other (in shares) | [2] | 218,113 | ||||||||||||||||
Vesting of restricted stock and other | (229) | 1 | (1) | (229) | ||||||||||||||
Share-based compensation | 7,734 | 7,734 | ||||||||||||||||
Conversion of Special Warrants to Class A and Class B Shares (in shares) | 9,185 | [2] | 0 | (9,185) | [2] | |||||||||||||
Other | (1,567) | (1,567) | ||||||||||||||||
Other comprehensive loss | (332) | (332) | ||||||||||||||||
Ending balance (in shares) at Sep. 30, 2023 | 5,101,870 | 124,273,910 | [1],[2] | 21,347,363 | [1],[2] | 5,101,870 | [1],[2] | |||||||||||
Ending balance at Sep. 30, 2023 | $ (406,821) | $ 146 | $ 8,868 | $ 2,939,331 | $ (3,343,265) | $ (1,786) | $ (10,115) | |||||||||||
[1]The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2023, 2022 or 2021.[2]The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2023 or 2022. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (1,114,314) | $ (343,333) |
Reconciling items: | ||
Impairment charges | 965,087 | 311,329 |
Depreciation and amortization | 323,028 | 334,144 |
Deferred taxes | (107,089) | (31,304) |
Provision for doubtful accounts | 22,914 | 10,137 |
Amortization of deferred financing charges and note discounts, net | 5,026 | 4,589 |
Share-based compensation | 26,833 | 24,582 |
Loss on disposal of operating and other assets | 1,706 | 24,547 |
(Gain) Loss on investments | 19,924 | (4,359) |
Equity in loss of nonconsolidated affiliates | 3,518 | 190 |
Gain on extinguishment of debt | (51,474) | (15,095) |
Barter and trade income | (21,419) | (27,174) |
Other reconciling items, net | 800 | 1,504 |
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions: | ||
Decrease in accounts receivable | 30,769 | 38,685 |
Increase in prepaid expenses and other current assets | (56,835) | (47,561) |
Decrease (Increase) in other long-term assets | 401 | (5,817) |
Decrease in accounts payable | (60,748) | (927) |
Decrease in accrued expenses | (6,656) | (84,308) |
Decrease in accrued interest | (11,539) | (4,524) |
Increase in deferred income | 42,497 | 18,392 |
Increase in other long-term liabilities | 46,529 | 3,002 |
Cash provided by operating activities | 58,958 | 206,699 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (90,456) | (112,567) |
Proceeds from disposal of assets | 54,101 | 34,690 |
Change in other, net | (3,636) | (4,930) |
Cash used for investing activities | (39,991) | (82,807) |
Cash flows from financing activities: | ||
Payments on long-term debt and credit facilities | (138,565) | (173,990) |
Change in other, net | (3,392) | (5,667) |
Cash used for financing activities | (141,957) | (179,657) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (192) | (965) |
Net decrease in cash, cash equivalents and restricted cash | (123,182) | (56,730) |
Cash, cash equivalents and restricted cash at beginning of period | 336,661 | 352,554 |
Cash, cash equivalents and restricted cash at end of period | 213,479 | 295,824 |
SUPPLEMENTAL DISCLOSURES: | ||
Cash paid for interest | 304,216 | 249,910 |
Cash paid for income taxes | $ 13,254 | $ 12,054 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Preparation of Interim Financial Statements All references in this Quarterly Report on Form 10-Q to the “Company,” “we,” “us” and “our” refer to iHeartMedia, Inc. and its consolidated subsidiaries. The accompanying consolidated financial statements were prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of management, include all normal and recurring adjustments necessary to present fairly the results of the interim periods shown. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such SEC rules and regulations. Management believes that the disclosures made are adequate to make the information presented not misleading. The financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The Company reports based on three reportable segments: ▪ the Multiplatform Group, which includes the Company's Broadcast radio, Networks and Sponsorships and Events businesses; ▪ the Digital Audio Group, which includes all of the Company's Digital businesses, including Podcasting; and ▪ the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), a full-service media representation business, and RCS Sound Software ("RCS"), a provider of scheduling and broadcast software and services. The consolidated financial statements include the accounts of the Company and its subsidiaries. Also included in the consolidated financial statements are entities for which the Company has a controlling interest or is the primary beneficiary. Investments in companies which the Company does not control but exercises significant influence over operating and financial policies of the company are accounted for under the equity method. All significant intercompany transactions are eliminated in the consolidation process. Economic Conditions The Company's advertising revenue is impacted by changes in economic conditions. Increasing interest rates and high inflation have contributed to a challenging macroeconomic environment since 2022. This challenging environment has led to broader market uncertainty and has delayed the Company's expected recovery and has had an adverse impact on the Company's revenues and cash flows. The current market uncertainty and macroeconomic conditions, a recession, or a downturn in the U.S. economy could have a significant impact on the Company's ability to generate revenue and cash flows. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES Act”) was signed into law. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company was able to defer the payment of $29.3 million in certain employment taxes during 2020, half of which was due and paid on January 3, 2022, and the other half of which was due and paid on January 3, 2023. In addition, the Company claimed $12.4 million in refundable payroll tax credits related to the CARES Act provisions, of which $0.7 million was received in 2020, $3.8 million was received in 2021 and $7.9 million was received in January 2022. Economic uncertainty due to inflation and higher interest rates since 2022 has resulted in, among other things, lower advertising spending by businesses. This economic uncertainty has had an adverse impact on the Company's revenues, cash flows, and trading values of the Company's debt and equity securities which indicated a need for the Company to perform an interim impairment test as of June 30, 2023 on the goodwill recorded in its reporting units, as well as its indefinite-lived Federal Communication Commission ("FCC") licenses. The June 30, 2023 testing resulted in non-cash impairment charges of $595.5 million and $363.6 million to reduce the goodwill and FCC license balances, respectively. No impairment was required in the third quarter as part of the 2023 annual impairment testing. As of September 30, 2023, the Company had approximately $213.5 million in cash and cash equivalents, and the $450.0 million senior secured asset-based revolving credit facility entered into on May 17, 2022 (the "ABL Facility") had a borrowing base of $436.7 million, no outstanding borrowings and $24.9 million of outstanding letters of credit, resulting in $411.8 million of borrowing base availability. The Company's total available liquidity as of September 30, 2023 was approximately $625 million. Based on current available liquidity, the Company expects to be able to meet its obligations as they become due over the coming year. Reclassifications Certain prior period amounts have been reclassified to conform to the 2023 presentation. Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Consolidated Balance Sheets to the total of the amounts reported in the Consolidated Statements of Cash Flows: (In thousands) September 30, December 31, Cash and cash equivalents $ 213,479 $ 336,236 Restricted cash included in: Other current assets — 425 Total cash, cash equivalents and restricted cash in the Statement of Cash Flows $ 213,479 $ 336,661 Certain Relationships and Related Party Transactions From time to time, certain companies in which the Company holds minority equity interests, purchase advertising in the ordinary course. None of these ordinary course transactions have had a material impact on the Company. New Accounting Pronouncements Recently Adopted In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification 606. The Company adopted this guidance during the first quarter of 2023. The adoption did not have a material impact on the Company’s financial position, results of operations or cash flows. |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE Disaggregation of Revenue The following tables show revenue streams for the three and nine months ended September 30, 2023 and 2022: (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Eliminations Consolidated Three Months Ended September 30, 2023 Revenue from contracts with customers: Broadcast Radio (1) $ 455,103 $ — $ — $ — $ 455,103 Networks (2) 116,334 — — — 116,334 Sponsorship and Events (3) 49,500 — — — 49,500 Digital, excluding Podcast (4) — 164,559 — (1,222) 163,337 Podcast (5) — 102,663 — — 102,663 Audio & Media Services (6) — — 61,979 (1,373) 60,606 Other (7) 5,210 — — — 5,210 Total 626,147 267,222 61,979 (2,595) 952,753 Revenue from leases (8) 236 — — — 236 Revenue, total $ 626,383 $ 267,222 $ 61,979 $ (2,595) $ 952,989 Three Months Ended September 30, 2022 Revenue from contracts with customers: Broadcast Radio (1) $ 484,812 $ — $ — $ — $ 484,812 Networks (2) 127,239 — — — 127,239 Sponsorship and Events (3) 42,562 — — — 42,562 Digital, excluding Podcast (4) — 162,700 — (1,314) 161,386 Podcast (5) — 91,253 — — 91,253 Audio & Media Services (6) — — 77,794 (1,287) 76,507 Other (7) 4,865 — — (112) 4,753 Total 659,478 253,953 77,794 (2,713) 988,512 Revenue from leases (8) 418 418 Revenue, total $ 659,896 $ 253,953 $ 77,794 $ (2,713) $ 988,930 (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Eliminations Consolidated Nine Months Ended September 30, 2023 Revenue from contracts with customers: Broadcast Radio (1) $ 1,267,493 $ — $ — $ — $ 1,267,493 Networks (2) 346,456 — — — 346,456 Sponsorship and Events (3) 120,297 — — — 120,297 Digital, excluding Podcast (4) — 475,291 — (3,627) 471,664 Podcast (5) — 276,181 — — 276,181 Audio & Media Services (6) — — 189,134 (4,077) 185,057 Other (7) 15,719 — — — 15,719 Total 1,749,965 751,472 189,134 (7,704) 2,682,867 Revenue from leases (8) 1,375 — — — 1,375 Revenue, total $ 1,751,340 $ 751,472 $ 189,134 $ (7,704) $ 2,684,242 Nine Months Ended September 30, 2022 Revenue from contracts with customers: Broadcast Radio (1) $ 1,362,601 $ — $ — $ — $ 1,362,601 Networks (2) 372,329 — — — 372,329 Sponsorship and Events (3) 114,226 — — — 114,226 Digital, excluding Podcast (4) — 475,254 — (3,959) 471,295 Podcast (5) — 245,479 — — 245,479 Audio & Media Services (6) — — 209,716 (4,006) 205,710 Other (7) 14,127 — — (447) 13,680 Total 1,863,283 720,733 209,716 (8,412) 2,785,320 Revenue from leases (8) 1,073 — — — 1,073 Revenue, total $ 1,864,356 $ 720,733 $ 209,716 $ (8,412) $ 2,786,393 (1) Broadcast Radio revenue is generated through the sale of advertising time on the Company’s domestic radio stations. (2) Networks revenue is generated through the sale of advertising on the Company’s Premiere and Total Traffic & Weather network programs and through the syndication of network programming to other media companies. (3) Sponsorship and events revenue is generated through local events and major nationally-recognized tent pole events and include sponsorship and other advertising revenue, ticket sales, and licensing, as well as endorsement and appearance fees generated by on-air talent. (4) Digital, excluding Podcast revenue is generated through the sale of streaming and display advertisements on digital platforms and through subscriptions to iHeartRadio streaming services. (5) Podcast revenue is generated through the sale of advertising on the Company's podcast network. (6) Audio & Media Services revenue is generated by services provided to broadcast industry participants through the Company’s Katz Media and RCS businesses. As a media representation firm, Katz Media generates revenue via commissions on media sold on behalf of the radio and television stations that it represents, while RCS generates revenue by providing broadcast software and media streaming, along with research services for radio stations, broadcast television stations, cable channels, record labels, ad agencies and Internet stations worldwide. (7) Other revenue represents fees earned for miscellaneous services, including on-site promotions, activations, and local marketing agreements. (8) Revenue from leases is primarily generated by the lease of towers to other media companies, which are all categorized as operating leases. Trade and Barter Trade and barter transactions represent the exchange of advertising spots for merchandise, services, advertising and promotion or other assets in the ordinary course of business. The transaction price for these contracts is measured at the estimated fair value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots promised to the customer. The revenues and expenses may not be recognized in the same period depending on the timing of the services, advertising or promotion received in exchange for advertising spots. Trade and barter revenues and expenses, which are included in consolidated revenue and selling, general and administrative expenses, respectively, were as follows: Three Months Ended Nine Months Ended (In thousands) 2023 2022 2023 2022 Trade and barter revenues $ 77,228 $ 57,236 $ 175,492 $ 130,557 Trade and barter expenses 49,995 38,001 128,902 113,752 In addition to the trade and barter revenue in the table above, the Company recognized $9.7 million and $14.9 million during the three months ended September 30, 2023 and 2022, respectively, and $21.4 million and $27.2 million during the nine months ended September 30, 2023 and 2022, respectively, in connection with investments made in companies in exchange for advertising services. The following tables show the Company’s deferred revenue balance from contracts with customers: Three Months Ended Nine Months Ended (In thousands) 2023 2022 2023 2022 Deferred revenue from contracts with customers: Beginning balance (1) $ 184,827 $ 189,679 $ 157,910 $ 161,114 Revenue recognized, included in beginning balance (73,407) (76,172) (102,588) (111,443) Additions, net of revenue recognized during period, and other 84,600 64,879 140,698 128,715 Ending balance $ 196,020 $ 178,386 $ 196,020 $ 178,386 (1) Deferred revenue from contracts with customers, which excludes other sources of deferred revenue that are not related to contracts with customers, is included within deferred revenue and other long-term liabilities on the Consolidated Balance Sheets, depending upon when revenue is expected to be recognized. The Company’s contracts with customers generally have terms of one year or less; however, as of September 30, 2023, the Company expects to recognize $313.5 million of revenue in future periods for remaining performance obligations from current contracts with customers that have an original expected duration greater than one year, with substantially all of this amount to be recognized over the next five years. Commissions related to the Company’s media representation business have been excluded from this amount as they are contingent upon future sales. Revenue from Leases As of September 30, 2023, the future lease payments to be received by the Company are as follows: (In thousands) 2023 $ 200 2024 449 2025 248 2026 132 2027 80 Thereafter 96 Total $ 1,205 |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
LEASES | LEASES The Company enters into operating lease contracts for land, buildings, structures and other equipment. Arrangements are evaluated at inception to determine whether such arrangements contain a lease. Operating leases primarily include land and building lease contracts and leases of radio towers. Arrangements to lease building space consist primarily of the rental of office space, but may also include leases of other equipment, including automobiles and copiers. Operating leases are reflected on the Company's balance sheet within Operating lease right-of-use assets ("ROU assets") and the related short-term and long-term liabilities are included within Current and Noncurrent operating lease liabilities, respectively. The Company's finance leases are included within Property, plant and equipment with the related liabilities included within Long-term debt. ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the respective lease term. Lease expense is recognized on a straight-line basis over the lease term. On September 29, 2023, the Company completed the sale of 122 of our broadcast tower sites and related assets for $45.3 million and entered into operating leases for the use of space on 121 of the broadcast tower sites and related assets sold. The Company realized a net loss of $3.2 million on the sale, which was recorded in Other Operating Expense, net in the Statement of Comprehensive Loss. The leases are for an initial term of ten years and include four optional five-year renewal periods. In connection with the transaction, the Company recorded ROU assets and lease liabilities with aggregate values of $26.3 million related to these leases. The Company tests for impairment of assets whenever events and circumstances indicate that such assets might be impaired. During the three and nine months ended September 30, 2023, the Company recognized non-cash impairment charges of $0.6 million and $6.1 million, respectively, due to changes in sublease assumptions for ROU assets related to certain operating leases for which management has made proactive decisions to abandon and sublease in connection with strategic actions to streamline the Company’s real estate footprint. During the three and nine months ended September 30, 2023, there were no non-cash impairment charges related to leasehold improvements. During the three months ended September 30, 2022, the Company recognized non-cash impairment charges of $7.6 million, including $7.1 million related to ROU assets and $0.5 million related to leasehold improvements. During the nine months ended September 30, 2022, the Company recognized non-cash impairment charges of $9.2 million, including $8.5 million related to ROU assets, and $0.7 million related to leasehold improvements. These charges were primarily to streamline the Company's real estate footprint. The implicit rate within the Company's lease agreements is generally not determinable. As such, the Company uses the incremental borrowing rate ("IBR") to determine the present value of lease payments at the commencement of the lease. The IBR, as defined in ASC 842, is "the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment." The following table provides supplemental cash flow information related to leases for the periods presented: Nine Months Ended September 30, (In thousands) 2023 2022 Cash paid for amounts included in measurement of operating lease liabilities $ 104,784 $ 109,158 Lease liabilities arising from obtaining right-of-use assets (1) 37,736 153,866 (1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the nine months ended September 30, 2023 and 2022, respectively. The Company reflects changes in the lease liability and changes in the ROU asset on a net basis in the Statements of Cash Flows. The operating lease expense was $50.9 million and $65.6 million for the nine months ended September 30, 2023 and 2022, respectively. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL | PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL Property, Plant and Equipment The Company’s property, plant and equipment consisted of the following classes of assets as of September 30, 2023 and December 31, 2022, respectively: (In thousands) September 30, December 31, Land, buildings and improvements $ 330,565 $ 340,692 Towers, transmitters and studio equipment 195,741 215,655 Computer equipment and software 653,171 617,794 Furniture and other equipment 48,977 41,924 Construction in progress 30,364 29,091 1,258,818 1,245,156 Less: accumulated depreciation 677,970 550,314 Property, plant and equipment, net $ 580,848 $ 694,842 On September 29, 2023, the Company completed a sale-leaseback of 122 of our broadcast tower sites and related assets for $45.3 million, and entered into operating leases for the use of space on 121 of the broadcast tower sites and related assets sold. The Company realized a net loss of $3.2 million on the sale, which was recorded in Other Operating Expense, net in the Statement of Comprehensive Loss. Indefinite-lived Intangible Assets The Company’s indefinite-lived intangible assets primarily consist of Federal Communications Commission ("FCC") broadcast licenses in its Multiplatform Group segment. The Company performs its annual impairment test on goodwill and indefinite-lived intangible assets, including FCC licenses, as of July 1 of each year. In addition, the Company tests for impairment of other intangible assets whenever events and circumstances indicate that such assets might be impaired. As discussed in Note 1, Basis of Presentation , economic uncertainty due to inflation and higher interest rates since 2022 has resulted in, among other things, lower advertising spending by businesses. This economic uncertainty has had an adverse impact on the Company's revenues and cash flows. In addition, the economic uncertainty has had a significant impact on the trading values of the Company's debt and equity securities for a sustained period. As a result, the Company performed an interim impairment test as of June 30, 2023 on its FCC licenses, which resulted in a non-cash impairment charge of $363.6 million to the FCC licenses balance in the second quarter of 2023. No impairment was identified related to our FCC licenses as part of the 2023 annual impairment test performed during the third quarter. Other Intangible Assets Other intangible assets consists of definite-lived intangible assets, which primarily include customer and advertiser relationships, talent and representation contracts, trademarks and tradenames and other contractual rights, all of which are amortized over the shorter of either the respective lives of the agreements or over the period of time that the assets are expected to contribute directly or indirectly to the Company’s future cash flows. The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets. These assets are recorded at amortized cost. The Company tests for possible impairment of other intangible assets whenever events and circumstances indicate that they might be impaired. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value. In connection with its interim impairment testing as of June 30, 2023, the Company also assessed its other intangible assets. Based on the Company’s assessment, no impairment indicators were identified related to the definite-lived intangible assets. The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of September 30, 2023 and December 31, 2022, respectively: (In thousands) September 30, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer / advertiser relationships $ 1,652,455 $ (758,798) $ 1,652,455 $ (633,352) Talent and other contracts 338,900 (192,816) 338,900 (160,500) Trademarks and tradenames 335,862 (147,972) 335,862 (122,403) Other 18,443 (11,717) 18,443 (9,735) Total $ 2,345,660 $ (1,111,303) $ 2,345,660 $ (925,990) Total amortization expense related to definite-lived intangible assets for the Company for the three months ended September 30, 2023 and 2022 was $61.7 million and $63.4 million, respectively. Total amortization expense related to definite-lived intangible assets for the Company for the nine months ended September 30, 2023 and 2022 was $185.3 million and $189.9 million, respectively. As acquisitions and dispositions occur in the future, amortization expense may vary. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets: (In thousands) 2024 $ 244,707 2025 213,514 2026 201,512 2027 176,171 2028 160,395 Goodwill The following table presents the changes in the carrying amount of goodwill: (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Consolidated Balance as of January 1, 2023 (1) $ 1,462,022 $ 747,350 $ 104,031 2,313,403 Impairment $ (121,563) $ (439,383) $ (34,515) (595,461) Acquisitions — 3,375 — 3,375 Foreign currency — (62) (32) (94) Balance as of September 30, 2023 $ 1,340,459 $ 311,280 $ 69,484 $ 1,721,223 (1) Beginning goodwill balance is presented net of prior accumulated impairment losses of $1.2 billion related to the Multiplatform Group segment. Refer to the table above for impairments recorded in 2023. Goodwill Impairment At least annually, the Company performs its impairment test for each reporting unit’s goodwill. The Company also tests goodwill at interim dates if events or changes in circumstances indicate that goodwill might be impaired. As discussed above, economic uncertainty has had a significant impact on the Company's revenue and cash flows, as well as the trading values of the Company's debt and equity securities for a sustained period. As a result, the Company performed an impairment test as of June 30, 2023 on its goodwill, resulting in a non-cash impairment charge of $595.5 million to the goodwill balance in the second quarter of 2023. No impairment was identified related to our goodwill balance as part of the 2023 annual impairment test performed during the third quarter. |
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL | PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL Property, Plant and Equipment The Company’s property, plant and equipment consisted of the following classes of assets as of September 30, 2023 and December 31, 2022, respectively: (In thousands) September 30, December 31, Land, buildings and improvements $ 330,565 $ 340,692 Towers, transmitters and studio equipment 195,741 215,655 Computer equipment and software 653,171 617,794 Furniture and other equipment 48,977 41,924 Construction in progress 30,364 29,091 1,258,818 1,245,156 Less: accumulated depreciation 677,970 550,314 Property, plant and equipment, net $ 580,848 $ 694,842 On September 29, 2023, the Company completed a sale-leaseback of 122 of our broadcast tower sites and related assets for $45.3 million, and entered into operating leases for the use of space on 121 of the broadcast tower sites and related assets sold. The Company realized a net loss of $3.2 million on the sale, which was recorded in Other Operating Expense, net in the Statement of Comprehensive Loss. Indefinite-lived Intangible Assets The Company’s indefinite-lived intangible assets primarily consist of Federal Communications Commission ("FCC") broadcast licenses in its Multiplatform Group segment. The Company performs its annual impairment test on goodwill and indefinite-lived intangible assets, including FCC licenses, as of July 1 of each year. In addition, the Company tests for impairment of other intangible assets whenever events and circumstances indicate that such assets might be impaired. As discussed in Note 1, Basis of Presentation , economic uncertainty due to inflation and higher interest rates since 2022 has resulted in, among other things, lower advertising spending by businesses. This economic uncertainty has had an adverse impact on the Company's revenues and cash flows. In addition, the economic uncertainty has had a significant impact on the trading values of the Company's debt and equity securities for a sustained period. As a result, the Company performed an interim impairment test as of June 30, 2023 on its FCC licenses, which resulted in a non-cash impairment charge of $363.6 million to the FCC licenses balance in the second quarter of 2023. No impairment was identified related to our FCC licenses as part of the 2023 annual impairment test performed during the third quarter. Other Intangible Assets Other intangible assets consists of definite-lived intangible assets, which primarily include customer and advertiser relationships, talent and representation contracts, trademarks and tradenames and other contractual rights, all of which are amortized over the shorter of either the respective lives of the agreements or over the period of time that the assets are expected to contribute directly or indirectly to the Company’s future cash flows. The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets. These assets are recorded at amortized cost. The Company tests for possible impairment of other intangible assets whenever events and circumstances indicate that they might be impaired. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value. In connection with its interim impairment testing as of June 30, 2023, the Company also assessed its other intangible assets. Based on the Company’s assessment, no impairment indicators were identified related to the definite-lived intangible assets. The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of September 30, 2023 and December 31, 2022, respectively: (In thousands) September 30, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer / advertiser relationships $ 1,652,455 $ (758,798) $ 1,652,455 $ (633,352) Talent and other contracts 338,900 (192,816) 338,900 (160,500) Trademarks and tradenames 335,862 (147,972) 335,862 (122,403) Other 18,443 (11,717) 18,443 (9,735) Total $ 2,345,660 $ (1,111,303) $ 2,345,660 $ (925,990) Total amortization expense related to definite-lived intangible assets for the Company for the three months ended September 30, 2023 and 2022 was $61.7 million and $63.4 million, respectively. Total amortization expense related to definite-lived intangible assets for the Company for the nine months ended September 30, 2023 and 2022 was $185.3 million and $189.9 million, respectively. As acquisitions and dispositions occur in the future, amortization expense may vary. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets: (In thousands) 2024 $ 244,707 2025 213,514 2026 201,512 2027 176,171 2028 160,395 Goodwill The following table presents the changes in the carrying amount of goodwill: (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Consolidated Balance as of January 1, 2023 (1) $ 1,462,022 $ 747,350 $ 104,031 2,313,403 Impairment $ (121,563) $ (439,383) $ (34,515) (595,461) Acquisitions — 3,375 — 3,375 Foreign currency — (62) (32) (94) Balance as of September 30, 2023 $ 1,340,459 $ 311,280 $ 69,484 $ 1,721,223 (1) Beginning goodwill balance is presented net of prior accumulated impairment losses of $1.2 billion related to the Multiplatform Group segment. Refer to the table above for impairments recorded in 2023. Goodwill Impairment At least annually, the Company performs its impairment test for each reporting unit’s goodwill. The Company also tests goodwill at interim dates if events or changes in circumstances indicate that goodwill might be impaired. As discussed above, economic uncertainty has had a significant impact on the Company's revenue and cash flows, as well as the trading values of the Company's debt and equity securities for a sustained period. As a result, the Company performed an impairment test as of June 30, 2023 on its goodwill, resulting in a non-cash impairment charge of $595.5 million to the goodwill balance in the second quarter of 2023. No impairment was identified related to our goodwill balance as part of the 2023 annual impairment test performed during the third quarter. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt outstanding for the Company as of September 30, 2023 and December 31, 2022 consisted of the following: (In thousands) September 30, 2023 December 31, 2022 Term Loan Facility due 2026 $ 1,864,032 $ 1,864,032 Incremental Term Loan Facility due 2026 401,220 401,220 Asset-based Revolving Credit Facility due 2027 (1) — — 6.375% Senior Secured Notes due 2026 800,000 800,000 5.25% Senior Secured Notes due 2027 750,000 750,000 4.75% Senior Secured Notes due 2028 500,000 500,000 Other secured subsidiary debt (2) 3,485 4,462 Total consolidated secured debt 4,318,737 4,319,714 8.375% Senior Unsecured Notes due 2027 (3) 931,357 1,120,366 Other unsecured subsidiary debt — 52 Original issue discount (8,323) (10,569) Long-term debt fees (13,065) (15,396) Total debt 5,228,706 5,414,167 Less: Current portion 390 664 Total long-term debt $ 5,228,316 $ 5,413,503 (1) As of September 30, 2023, the ABL Facility had a borrowing base of $436.7 million, no outstanding borrowings and $24.9 million of outstanding letters of credit, resulting in $411.8 million of borrowing base availability. (2) Other secured subsidiary debt consists of finance lease obligations maturing at various dates from 2024 through 2045. (3) During the three months ended September 30, 2023, the Company repurchased $89.1 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $65.2 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $23.9 million. During the nine months ended September 30, 2023, the Company repurchased $189.0 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $137.5 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $51.5 million. During the three months ended September 30, 2022, the Company repurchased $75.0 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $68.1 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $6.9 million. During the nine months ended September 30, 2022, the Company repurchased $188.5 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $173.4 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $15.1 million. The Company’s weighted average interest rate was 7.3% and 6.9% as of September 30, 2023 and December 31, 2022, respectively. The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $4.4 billion and $4.8 billion as of September 30, 2023 and December 31, 2022, respectively. Under the fair value hierarchy established by ASC 820-10-35, the market value of the Company’s debt is classified as either Level 1 or Level 2. On June 15, 2023, iHeartCommunications, Inc. ("iHeartCommunications"), a wholly-owned subsidiary of iHeartMedia, entered into an amendment to the credit agreement governing its term loan credit facilities (the "Term Loan Facility"). The amendment replaces the prior Eurocurrency interest rate, based upon LIBOR, with the Secured Overnight Financing Rate (“SOFR”) successor rate plus a SOFR adjustment as specified in the credit agreement. The Term Loan Facility margins remain the same with the Term Loan Facility due 2026 containing margins of 3.00% for Term SOFR Loans (as defined in the credit agreement) and 2.00% for Base Rate Loans (as defined in the credit agreement), and the incremental Term Loan Facility due 2026 containing margins of 3.25% for Term SOFR Loans with a floor of 0.50% and 2.25% for Base Rate Loans with a floor of 1.50%. Surety Bonds and Letters of Credit As of September 30, 2023, the Company and its subsidiaries had outstanding surety bonds and commercial standby letters of credit of $9.0 million and $24.9 million, respectively. These surety bonds and letters of credit relate to various operational matters including insurance, lease and performance bonds as well as other items. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company and its subsidiaries are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in the Company’s assumptions or the effectiveness of its strategies related to these proceedings. Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations. Although the Company is involved in a variety of legal proceedings in the ordinary course of business, a large portion of the Company’s litigation arises in the following contexts: commercial/contract disputes; defamation matters; employment and benefits related claims; intellectual property claims; real estate matters; governmental investigations; and tax disputes. Alien Ownership Restrictions and FCC Declaratory Ruling |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s income tax benefit (expense) for the three and nine months ended September 30, 2023 and the three and nine months ended September 30, 2022 consisted of the following components: (In thousands) Three Months Ended Nine Months Ended 2023 2022 2023 2022 Current tax benefit (expense) $ (38,930) $ 15,871 $ (77,576) $ (26,289) Deferred tax benefit (expense) 48,191 (29,283) 107,089 31,304 Income tax benefit (expense) $ 9,261 $ (13,412) $ 29,513 $ 5,015 The effective tax rates for the three and nine months ended September 30, 2023 were 50.8% and 2.6%, respectively. The effective tax rates were primarily impacted by the forecasted increase in valuation allowance against certain deferred tax assets, related primarily to disallowed interest expense carryforwards, due to uncertainty regarding the Company’s ability to utilize those assets in future periods, as well as to impairment charges to non-deductible goodwill as discussed in Note 4, Property, Plant and Equipment, Intangible Assets and Goodwill . The effective tax rates for the three and nine months ended September 30, 2022 were (4.5)% and 1.4%, respectively. The effective tax rates were primarily impacted by the forecasted increase in valuation allowance against certain deferred tax assets, related primarily to disallowed interest expense carryforwards and net operating loss carryforwards, due to uncertainty regarding the Company’s ability to utilize those assets in future periods. |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY (DEFICIT) | STOCKHOLDERS' EQUITY (DEFICIT) Pursuant to the Company's 2019 Eq uity Incentive Plan (the "2019 Plan"), the Company historically granted restricted stock units and options to purchase shares of the Company's Class A common stock to certain key individuals. On April 21, 2021, the 2021 Long-Term Incentive Award Plan (the “2021 Plan”) was approved by stockholders and replaced the 2019 Plan. Pursuant to the 2021 Plan, the Company will continue to grant equity awards covering shares of the Company's Class A common stock to certain key individuals. Share-based Compensation Share-based compensation expenses are recorded in Selling, general and administrative expenses and were $8.2 million and $10.4 million for the three months ended September 30, 2023 and 2022, respectively. Share-based compensation expenses were $27.6 million and $24.6 million for the Company for the nine months ended September 30, 2023 and 2022, respectively. The Company periodically issues restricted stock units ("RSUs") and performance-based RSUs ("Performance RSUs") to certain key employees. The RSUs vest solely due to continued service over time. The Performance RSUs generally vest upon the achievement of certain total stockholder return goals, Adjusted EBITDA goals, Diversity, Equity and Inclusion goals, and continued service. The majority of these awards are being measured over an approximately 3-year period from the date of issuance, while certain Performance RSUs are measured over a 50-month period from the date of issuance. On May 18, 2023, the Company issued additional RSUs and Performance RSUs to certain key employees. The following table presents the Company's total share based compensation expense by award type for the three and nine months ended September 30, 2023 and 2022: (In thousands) Three Months Ended Nine Months Ended 2023 2022 2023 2022 RSUs $ 5,112 $ 6,219 $ 16,750 $ 14,471 Performance RSUs 2,288 2,044 6,520 3,544 Options 791 2,174 4,285 6,567 Total Share Based Compensation Expense $ 8,191 $ 10,437 $ 27,555 $ 24,582 As of September 30, 2023, there was $36.5 million of unrecognized compensation cost related to unvested share-based compensation arrangements with vesting based solely on service conditions. This cost is expected to be recognized over a weighted average period of approximately 1.9 years. In addition, as of September 30, 2023, there were unrecognized compensation costs of $22.3 million for the Performance RSUs related to unvested share-based compensation arrangements that will vest based on certain performance and service conditions. These costs will be recognized over a 3-year or 50-month period from the date of issuance. Special Warrants Each Special Warrant issued under the special warrant agreement entered into in connection with the Company's emergence from bankruptcy in 2019 may be exercised by its holder to purchase one share of Class A common stock or Class B common stock at an exercise price of $0.001 per share, unless the Company in its sole discretion believes such exercise would, alone or in combination with any other existing or proposed ownership of common stock, result in, subject to certain exceptions, (a) such exercising holder owning more than 4.99 percent of the Company's outstanding Class A common stock, (b) more than 22.5 percent of the Company's capital stock or voting interests being owned directly or indirectly by foreign individuals or entities, (c) the Company exceeding any other applicable foreign ownership threshold or (d) violation of any provision of the Communications Act or restrictions on ownership or transfer imposed by the Company's certificate of incorporation or the decisions, rules and policies of the FCC. Any holder exercising Special Warrants must complete and timely deliver to the warrant agent the required exercise forms and certifications required under the special warrant agreement. The Communications Act and FCC regulations prohibit foreign entities or individuals from indirectly (i.e., through a parent company) owning or voting more than 25 percent of a licensee’s equity, unless the FCC determines that greater indirect foreign ownership is in the public interest. As mentioned in Note 6 above, on November 5, 2020, the FCC issued the 2020 Declaratory Ruling, which permits the Company to be up to 100% foreign owned. During the three and nine months ended September 30, 2023, there were 9,185 and 9,383 Special Warrants, respectively, exercised for shares of Class A common stock. During the three and nine months ended September 30, 2023, there were none and 59 Special Warrants, respectively, exercised for shares of Class B common stock. During the three and nine months ended September 30, 2022, stockholders exercised 85,141 and 96,516 Special Warrants, respectively, for an equivalent number of shares of Class A common stock. During the three and nine months ended September 30, 2022, there were 96,602 Special Warrants exercised for shares of Class B common stock. Computation of Loss per Share (In thousands, except per share data) Three Months Ended Nine Months Ended 2023 2022 2023 2022 NUMERATOR: Net loss attributable to the Company – common shares $ (9,053) $ (310,363) $ (1,115,783) $ (344,544) DENOMINATOR (1) : Weighted average common shares outstanding - basic 149,695 148,299 149,084 147,957 Stock options and restricted stock (2) : — — — — Weighted average common shares outstanding - diluted 149,695 148,299 149,084 147,957 Net loss attributable to the Company per common share: Basic $ (0.06) $ (2.09) $ (7.48) $ (2.33) Diluted $ (0.06) $ (2.09) $ (7.48) $ (2.33) (1) All of the outstanding Special Warrants are included in both the basic and diluted weighted average common shares outstanding of the Company for the three and nine months ended September 30, 2023 and 2022. (2) Outstanding equity service awards representing 14.6 million and 11.7 million shares of Class A common stock of the Company for the three months ended September 30, 2023 and 2022, respectively, and 13.3 million and 10.8 million for the nine |
SEGMENT DATA
SEGMENT DATA | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | SEGMENT DATAThe Company’s primary businesses are included in its Multiplatform Group and Digital Audio Group segments. Revenue and expenses earned and charged between Multiplatform Group, Digital Audio Group, Audio & Media Services Group, and Corporate are eliminated in consolidation. The Multiplatform Group provides media and entertainment services via broadcast delivery and also includes the Company’s events and national syndication businesses. The Digital Audio Group provides media and entertainment services via digital delivery. The Audio & Media Services Group provides other audio and media services, including the Company’s media representation business (Katz Media) and its provider of scheduling and broadcast software (RCS). Corporate includes infrastructure and support, including executive, information technology, human resources, legal, finance and administrative functions for the Company’s businesses. Share-based payments are recorded in Selling, general and administrative expense. The following tables present the Company's segment results for the Company for the three and nine months ended September 30, 2023 and 2022: Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Three Months Ended September 30, 2023 Revenue $ 626,383 $ 267,222 $ 61,979 $ — $ (2,595) $ 952,989 Operating expenses (1) 463,939 173,565 45,003 69,295 (2,595) 749,207 Segment Adjusted EBITDA (2) $ 162,444 $ 93,657 $ 16,976 $ (69,295) $ — $ 203,782 Depreciation and amortization (106,451) Impairment charges (570) Other operating expense, net (3,378) Restructuring expenses (16,227) Share-based compensation expense (8,191) Operating income $ 68,965 Intersegment revenues $ — $ 1,222 $ 1,373 $ — $ — $ 2,595 Capital expenditures 10,822 6,069 1,509 10,118 — 28,518 Share-based compensation expense — — — 8,191 — 8,191 Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Three Months Ended September 30, 2022 Revenue $ 659,896 $ 253,953 $ 77,794 $ — $ (2,713) $ 988,930 Operating expenses (1) 452,631 175,636 48,044 63,090 (2,713) 736,688 Segment Adjusted EBITDA (2) $ 207,265 $ 78,317 $ 29,750 $ (63,090) $ — $ 252,242 Depreciation and amortization (109,305) Impairment charges (309,750) Other operating expense, net (9,451) Restructuring expenses (24,486) Share-based compensation expense (10,437) Operating loss $ (211,187) Intersegment revenues $ 112 $ 1,314 $ 1,287 $ — $ — $ 2,713 Capital expenditures 31,613 4,808 1,276 2,660 — 40,357 Share-based compensation expense — — — 10,437 — 10,437 Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Nine Months Ended September 30, 2023 Revenue $ 1,751,340 $ 751,472 $ 189,134 $ — $ (7,704) $ 2,684,242 Operating expenses (1) 1,339,441 519,115 138,315 206,689 (7,704) 2,195,856 Segment Adjusted EBITDA (2) $ 411,899 $ 232,357 $ 50,819 $ (206,689) $ — $ 488,386 Depreciation and amortization (323,028) Impairment charges (965,087) Other operating expense, net (3,338) Restructuring expenses (46,469) Share-based compensation expense (27,555) Operating loss $ (877,091) Intersegment revenues $ — $ 3,627 $ 4,077 $ — $ — $ 7,704 Capital expenditures 52,116 17,348 6,300 14,692 — 90,456 Share-based compensation expense — — — 27,555 — 27,555 Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Nine Months Ended September 30, 2022 Revenue $ 1,864,356 $ 720,733 $ 209,716 $ (8,412) $ 2,786,393 Operating expenses (1) 1,328,688 511,025 141,509 178,938 (8,412) 2,151,748 Segment Adjusted EBITDA (2) $ 535,668 $ 209,708 $ 68,207 $ (178,938) $ — $ 634,645 Depreciation and amortization (334,144) Impairment charges (311,329) Other operating expense, net (25,985) Restructuring expenses (54,588) Share-based compensation expense (24,582) Operating loss $ (115,983) Intersegment revenues $ 447 $ 3,959 $ 4,006 $ — $ 8,412 Capital expenditures 80,329 15,876 5,398 10,964 112,567 Share-based compensation expense — — — 24,582 24,582 (1) Consolidated operating expenses consist of Direct operating expenses and Selling, general and administrative expenses and exclude Restructuring expenses, share-based compensation expenses and depreciation and amortization. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) Attributable to Parent | $ (9,053) | $ (310,363) | $ (1,115,783) | $ (344,544) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The accompanying consolidated financial statements were prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of management, include all normal and recurring adjustments necessary to present fairly the results of the interim periods shown. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such SEC rules and regulations. Management believes that the disclosures made are adequate to make the information presented not misleading. The financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The Company reports based on three reportable segments: ▪ the Multiplatform Group, which includes the Company's Broadcast radio, Networks and Sponsorships and Events businesses; ▪ the Digital Audio Group, which includes all of the Company's Digital businesses, including Podcasting; and ▪ the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), a full-service media representation business, and RCS Sound Software ("RCS"), a provider of scheduling and broadcast software and services. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to the 2023 presentation. |
New Accounting Pronouncements Recently Adopted | New Accounting Pronouncements Recently Adopted In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification 606. The Company adopted this guidance during the first quarter of 2023. The adoption did not have a material impact on the Company’s financial position, results of operations or cash flows. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Restricted Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Consolidated Balance Sheets to the total of the amounts reported in the Consolidated Statements of Cash Flows: (In thousands) September 30, December 31, Cash and cash equivalents $ 213,479 $ 336,236 Restricted cash included in: Other current assets — 425 Total cash, cash equivalents and restricted cash in the Statement of Cash Flows $ 213,479 $ 336,661 |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables show revenue streams for the three and nine months ended September 30, 2023 and 2022: (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Eliminations Consolidated Three Months Ended September 30, 2023 Revenue from contracts with customers: Broadcast Radio (1) $ 455,103 $ — $ — $ — $ 455,103 Networks (2) 116,334 — — — 116,334 Sponsorship and Events (3) 49,500 — — — 49,500 Digital, excluding Podcast (4) — 164,559 — (1,222) 163,337 Podcast (5) — 102,663 — — 102,663 Audio & Media Services (6) — — 61,979 (1,373) 60,606 Other (7) 5,210 — — — 5,210 Total 626,147 267,222 61,979 (2,595) 952,753 Revenue from leases (8) 236 — — — 236 Revenue, total $ 626,383 $ 267,222 $ 61,979 $ (2,595) $ 952,989 Three Months Ended September 30, 2022 Revenue from contracts with customers: Broadcast Radio (1) $ 484,812 $ — $ — $ — $ 484,812 Networks (2) 127,239 — — — 127,239 Sponsorship and Events (3) 42,562 — — — 42,562 Digital, excluding Podcast (4) — 162,700 — (1,314) 161,386 Podcast (5) — 91,253 — — 91,253 Audio & Media Services (6) — — 77,794 (1,287) 76,507 Other (7) 4,865 — — (112) 4,753 Total 659,478 253,953 77,794 (2,713) 988,512 Revenue from leases (8) 418 418 Revenue, total $ 659,896 $ 253,953 $ 77,794 $ (2,713) $ 988,930 (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Eliminations Consolidated Nine Months Ended September 30, 2023 Revenue from contracts with customers: Broadcast Radio (1) $ 1,267,493 $ — $ — $ — $ 1,267,493 Networks (2) 346,456 — — — 346,456 Sponsorship and Events (3) 120,297 — — — 120,297 Digital, excluding Podcast (4) — 475,291 — (3,627) 471,664 Podcast (5) — 276,181 — — 276,181 Audio & Media Services (6) — — 189,134 (4,077) 185,057 Other (7) 15,719 — — — 15,719 Total 1,749,965 751,472 189,134 (7,704) 2,682,867 Revenue from leases (8) 1,375 — — — 1,375 Revenue, total $ 1,751,340 $ 751,472 $ 189,134 $ (7,704) $ 2,684,242 Nine Months Ended September 30, 2022 Revenue from contracts with customers: Broadcast Radio (1) $ 1,362,601 $ — $ — $ — $ 1,362,601 Networks (2) 372,329 — — — 372,329 Sponsorship and Events (3) 114,226 — — — 114,226 Digital, excluding Podcast (4) — 475,254 — (3,959) 471,295 Podcast (5) — 245,479 — — 245,479 Audio & Media Services (6) — — 209,716 (4,006) 205,710 Other (7) 14,127 — — (447) 13,680 Total 1,863,283 720,733 209,716 (8,412) 2,785,320 Revenue from leases (8) 1,073 — — — 1,073 Revenue, total $ 1,864,356 $ 720,733 $ 209,716 $ (8,412) $ 2,786,393 (1) Broadcast Radio revenue is generated through the sale of advertising time on the Company’s domestic radio stations. (2) Networks revenue is generated through the sale of advertising on the Company’s Premiere and Total Traffic & Weather network programs and through the syndication of network programming to other media companies. (3) Sponsorship and events revenue is generated through local events and major nationally-recognized tent pole events and include sponsorship and other advertising revenue, ticket sales, and licensing, as well as endorsement and appearance fees generated by on-air talent. (4) Digital, excluding Podcast revenue is generated through the sale of streaming and display advertisements on digital platforms and through subscriptions to iHeartRadio streaming services. (5) Podcast revenue is generated through the sale of advertising on the Company's podcast network. (6) Audio & Media Services revenue is generated by services provided to broadcast industry participants through the Company’s Katz Media and RCS businesses. As a media representation firm, Katz Media generates revenue via commissions on media sold on behalf of the radio and television stations that it represents, while RCS generates revenue by providing broadcast software and media streaming, along with research services for radio stations, broadcast television stations, cable channels, record labels, ad agencies and Internet stations worldwide. (7) Other revenue represents fees earned for miscellaneous services, including on-site promotions, activations, and local marketing agreements. (8) Revenue from leases is primarily generated by the lease of towers to other media companies, which are all categorized as operating leases. |
Schedule of Barter and Trade Revenues and Expenses | Trade and barter revenues and expenses, which are included in consolidated revenue and selling, general and administrative expenses, respectively, were as follows: Three Months Ended Nine Months Ended (In thousands) 2023 2022 2023 2022 Trade and barter revenues $ 77,228 $ 57,236 $ 175,492 $ 130,557 Trade and barter expenses 49,995 38,001 128,902 113,752 |
Schedule of Contract with Customer, Asset and Liability | The following tables show the Company’s deferred revenue balance from contracts with customers: Three Months Ended Nine Months Ended (In thousands) 2023 2022 2023 2022 Deferred revenue from contracts with customers: Beginning balance (1) $ 184,827 $ 189,679 $ 157,910 $ 161,114 Revenue recognized, included in beginning balance (73,407) (76,172) (102,588) (111,443) Additions, net of revenue recognized during period, and other 84,600 64,879 140,698 128,715 Ending balance $ 196,020 $ 178,386 $ 196,020 $ 178,386 (1) Deferred revenue from contracts with customers, which excludes other sources of deferred revenue that are not related to contracts with customers, is included within deferred revenue and other long-term liabilities on the Consolidated Balance Sheets, depending upon when revenue is expected to be recognized. |
Schedule of Future Lease Payments to be Received | As of September 30, 2023, the future lease payments to be received by the Company are as follows: (In thousands) 2023 $ 200 2024 449 2025 248 2026 132 2027 80 Thereafter 96 Total $ 1,205 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental cash flow information related to leases for the periods presented: Nine Months Ended September 30, (In thousands) 2023 2022 Cash paid for amounts included in measurement of operating lease liabilities $ 104,784 $ 109,158 Lease liabilities arising from obtaining right-of-use assets (1) 37,736 153,866 (1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the nine months ended September 30, 2023 and 2022, respectively. |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | The Company’s property, plant and equipment consisted of the following classes of assets as of September 30, 2023 and December 31, 2022, respectively: (In thousands) September 30, December 31, Land, buildings and improvements $ 330,565 $ 340,692 Towers, transmitters and studio equipment 195,741 215,655 Computer equipment and software 653,171 617,794 Furniture and other equipment 48,977 41,924 Construction in progress 30,364 29,091 1,258,818 1,245,156 Less: accumulated depreciation 677,970 550,314 Property, plant and equipment, net $ 580,848 $ 694,842 |
Schedule of Gross Carrying Amount and Accumulated Amortization for Other Intangible Assets | The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of September 30, 2023 and December 31, 2022, respectively: (In thousands) September 30, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer / advertiser relationships $ 1,652,455 $ (758,798) $ 1,652,455 $ (633,352) Talent and other contracts 338,900 (192,816) 338,900 (160,500) Trademarks and tradenames 335,862 (147,972) 335,862 (122,403) Other 18,443 (11,717) 18,443 (9,735) Total $ 2,345,660 $ (1,111,303) $ 2,345,660 $ (925,990) |
Schedule of Future Amortization Expense | The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets: (In thousands) 2024 $ 244,707 2025 213,514 2026 201,512 2027 176,171 2028 160,395 |
Schedule of Changes in Carrying Amount of Goodwill | The following table presents the changes in the carrying amount of goodwill: (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Consolidated Balance as of January 1, 2023 (1) $ 1,462,022 $ 747,350 $ 104,031 2,313,403 Impairment $ (121,563) $ (439,383) $ (34,515) (595,461) Acquisitions — 3,375 — 3,375 Foreign currency — (62) (32) (94) Balance as of September 30, 2023 $ 1,340,459 $ 311,280 $ 69,484 $ 1,721,223 (1) Beginning goodwill balance is presented net of prior accumulated impairment losses of $1.2 billion related to the Multiplatform Group segment. Refer to the table above for impairments recorded in 2023. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Outstanding | Long-term debt outstanding for the Company as of September 30, 2023 and December 31, 2022 consisted of the following: (In thousands) September 30, 2023 December 31, 2022 Term Loan Facility due 2026 $ 1,864,032 $ 1,864,032 Incremental Term Loan Facility due 2026 401,220 401,220 Asset-based Revolving Credit Facility due 2027 (1) — — 6.375% Senior Secured Notes due 2026 800,000 800,000 5.25% Senior Secured Notes due 2027 750,000 750,000 4.75% Senior Secured Notes due 2028 500,000 500,000 Other secured subsidiary debt (2) 3,485 4,462 Total consolidated secured debt 4,318,737 4,319,714 8.375% Senior Unsecured Notes due 2027 (3) 931,357 1,120,366 Other unsecured subsidiary debt — 52 Original issue discount (8,323) (10,569) Long-term debt fees (13,065) (15,396) Total debt 5,228,706 5,414,167 Less: Current portion 390 664 Total long-term debt $ 5,228,316 $ 5,413,503 (1) As of September 30, 2023, the ABL Facility had a borrowing base of $436.7 million, no outstanding borrowings and $24.9 million of outstanding letters of credit, resulting in $411.8 million of borrowing base availability. (2) Other secured subsidiary debt consists of finance lease obligations maturing at various dates from 2024 through 2045. (3) During the three months ended September 30, 2023, the Company repurchased $89.1 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $65.2 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $23.9 million. During the nine months ended September 30, 2023, the Company repurchased $189.0 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $137.5 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $51.5 million. During the three months ended September 30, 2022, the Company repurchased $75.0 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $68.1 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $6.9 million. During the nine months ended September 30, 2022, the Company repurchased $188.5 million aggregate principal amount of iHeartCommunications Inc.'s 8.375% Senior Unsecured Notes due 2027 for $173.4 million in cash, excluding accrued interest, via open market transactions. The repurchased notes were subsequently cancelled and retired, resulting in a gain on extinguishment of debt of $15.1 million. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit (Expense) | The Company’s income tax benefit (expense) for the three and nine months ended September 30, 2023 and the three and nine months ended September 30, 2022 consisted of the following components: (In thousands) Three Months Ended Nine Months Ended 2023 2022 2023 2022 Current tax benefit (expense) $ (38,930) $ 15,871 $ (77,576) $ (26,289) Deferred tax benefit (expense) 48,191 (29,283) 107,089 31,304 Income tax benefit (expense) $ 9,261 $ (13,412) $ 29,513 $ 5,015 |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Share-Based Payment Arrangement, Cost by Plan | The following table presents the Company's total share based compensation expense by award type for the three and nine months ended September 30, 2023 and 2022: (In thousands) Three Months Ended Nine Months Ended 2023 2022 2023 2022 RSUs $ 5,112 $ 6,219 $ 16,750 $ 14,471 Performance RSUs 2,288 2,044 6,520 3,544 Options 791 2,174 4,285 6,567 Total Share Based Compensation Expense $ 8,191 $ 10,437 $ 27,555 $ 24,582 |
Schedule of Computation of Income (Loss) per Share | (In thousands, except per share data) Three Months Ended Nine Months Ended 2023 2022 2023 2022 NUMERATOR: Net loss attributable to the Company – common shares $ (9,053) $ (310,363) $ (1,115,783) $ (344,544) DENOMINATOR (1) : Weighted average common shares outstanding - basic 149,695 148,299 149,084 147,957 Stock options and restricted stock (2) : — — — — Weighted average common shares outstanding - diluted 149,695 148,299 149,084 147,957 Net loss attributable to the Company per common share: Basic $ (0.06) $ (2.09) $ (7.48) $ (2.33) Diluted $ (0.06) $ (2.09) $ (7.48) $ (2.33) (1) All of the outstanding Special Warrants are included in both the basic and diluted weighted average common shares outstanding of the Company for the three and nine months ended September 30, 2023 and 2022. (2) Outstanding equity service awards representing 14.6 million and 11.7 million shares of Class A common stock of the Company for the three months ended September 30, 2023 and 2022, respectively, and 13.3 million and 10.8 million for the nine |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Reportable Segment Results | The following tables present the Company's segment results for the Company for the three and nine months ended September 30, 2023 and 2022: Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Three Months Ended September 30, 2023 Revenue $ 626,383 $ 267,222 $ 61,979 $ — $ (2,595) $ 952,989 Operating expenses (1) 463,939 173,565 45,003 69,295 (2,595) 749,207 Segment Adjusted EBITDA (2) $ 162,444 $ 93,657 $ 16,976 $ (69,295) $ — $ 203,782 Depreciation and amortization (106,451) Impairment charges (570) Other operating expense, net (3,378) Restructuring expenses (16,227) Share-based compensation expense (8,191) Operating income $ 68,965 Intersegment revenues $ — $ 1,222 $ 1,373 $ — $ — $ 2,595 Capital expenditures 10,822 6,069 1,509 10,118 — 28,518 Share-based compensation expense — — — 8,191 — 8,191 Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Three Months Ended September 30, 2022 Revenue $ 659,896 $ 253,953 $ 77,794 $ — $ (2,713) $ 988,930 Operating expenses (1) 452,631 175,636 48,044 63,090 (2,713) 736,688 Segment Adjusted EBITDA (2) $ 207,265 $ 78,317 $ 29,750 $ (63,090) $ — $ 252,242 Depreciation and amortization (109,305) Impairment charges (309,750) Other operating expense, net (9,451) Restructuring expenses (24,486) Share-based compensation expense (10,437) Operating loss $ (211,187) Intersegment revenues $ 112 $ 1,314 $ 1,287 $ — $ — $ 2,713 Capital expenditures 31,613 4,808 1,276 2,660 — 40,357 Share-based compensation expense — — — 10,437 — 10,437 Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Nine Months Ended September 30, 2023 Revenue $ 1,751,340 $ 751,472 $ 189,134 $ — $ (7,704) $ 2,684,242 Operating expenses (1) 1,339,441 519,115 138,315 206,689 (7,704) 2,195,856 Segment Adjusted EBITDA (2) $ 411,899 $ 232,357 $ 50,819 $ (206,689) $ — $ 488,386 Depreciation and amortization (323,028) Impairment charges (965,087) Other operating expense, net (3,338) Restructuring expenses (46,469) Share-based compensation expense (27,555) Operating loss $ (877,091) Intersegment revenues $ — $ 3,627 $ 4,077 $ — $ — $ 7,704 Capital expenditures 52,116 17,348 6,300 14,692 — 90,456 Share-based compensation expense — — — 27,555 — 27,555 Segments (In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated Nine Months Ended September 30, 2022 Revenue $ 1,864,356 $ 720,733 $ 209,716 $ (8,412) $ 2,786,393 Operating expenses (1) 1,328,688 511,025 141,509 178,938 (8,412) 2,151,748 Segment Adjusted EBITDA (2) $ 535,668 $ 209,708 $ 68,207 $ (178,938) $ — $ 634,645 Depreciation and amortization (334,144) Impairment charges (311,329) Other operating expense, net (25,985) Restructuring expenses (54,588) Share-based compensation expense (24,582) Operating loss $ (115,983) Intersegment revenues $ 447 $ 3,959 $ 4,006 $ — $ 8,412 Capital expenditures 80,329 15,876 5,398 10,964 112,567 Share-based compensation expense — — — 24,582 24,582 (1) Consolidated operating expenses consist of Direct operating expenses and Selling, general and administrative expenses and exclude Restructuring expenses, share-based compensation expenses and depreciation and amortization. |
BASIS OF PRESENTATION - Narrati
BASIS OF PRESENTATION - Narrative (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2023 USD ($) | Jan. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) segment | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 USD ($) | Mar. 27, 2020 USD ($) | |
Short-Term Debt [Line Items] | ||||||||
Number of reportable segments | segment | 3 | |||||||
Employer social security payments, deferred payment, CARES Act | $ 29,300,000 | |||||||
Refundable payroll tax credit, CARES Act | $ 12,400,000 | |||||||
Refundable payroll tax credit received, CARES Act | $ 7,900,000 | $ 3,800,000 | $ 700,000 | |||||
Goodwill impairment | $ 595,500,000 | $ 0 | $ 595,461,000 | |||||
Cash and cash equivalents | 213,479,000 | 213,479,000 | $ 336,236,000 | |||||
Total available liquidity amount | 625,000,000 | 625,000,000 | ||||||
Subsidiary | Revolving Credit Facility | Asset-based Revolving Credit Facility due 2027 | Line of Credit | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument, face amount | 450,000,000 | 450,000,000 | ||||||
Maximum borrowings provided under credit facility | 436,700,000 | 436,700,000 | ||||||
Long-term line of credit | 0 | 0 | ||||||
Letters of credit outstanding | 24,900,000 | 24,900,000 | ||||||
Line of credit, remaining borrowing availability | $ 411,800,000 | $ 411,800,000 | ||||||
Licenses | ||||||||
Short-Term Debt [Line Items] | ||||||||
Impairment of intangible assets, indefinite-lived | $ 363,600,000 |
BASIS OF PRESENTATION - Reconci
BASIS OF PRESENTATION - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 213,479 | $ 336,236 | ||
Restricted cash included in: | ||||
Other current assets | 0 | 425 | ||
Total cash, cash equivalents and restricted cash in the Statement of Cash Flows | $ 213,479 | $ 336,661 | $ 295,824 | $ 352,554 |
REVENUE - Disaggregation of Rev
REVENUE - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | $ 952,753 | $ 988,512 | $ 2,682,867 | $ 2,785,320 |
Revenue from leases | 236 | 418 | 1,375 | 1,073 |
Revenue, total | 952,989 | 988,930 | 2,684,242 | 2,786,393 |
Broadcast Radio | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 455,103 | 484,812 | 1,267,493 | 1,362,601 |
Networks | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 116,334 | 127,239 | 346,456 | 372,329 |
Sponsorship and Events | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 49,500 | 42,562 | 120,297 | 114,226 |
Digital, excluding Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 163,337 | 161,386 | 471,664 | 471,295 |
Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 102,663 | 91,253 | 276,181 | 245,479 |
Audio and Media Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 60,606 | 76,507 | 185,057 | 205,710 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 5,210 | 4,753 | 15,719 | 13,680 |
Operating segments | Multiplatform Group | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 626,147 | 659,478 | 1,749,965 | 1,863,283 |
Revenue from leases | 236 | 418 | 1,375 | 1,073 |
Revenue, total | 626,383 | 659,896 | 1,751,340 | 1,864,356 |
Operating segments | Multiplatform Group | Broadcast Radio | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 455,103 | 484,812 | 1,267,493 | 1,362,601 |
Operating segments | Multiplatform Group | Networks | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 116,334 | 127,239 | 346,456 | 372,329 |
Operating segments | Multiplatform Group | Sponsorship and Events | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 49,500 | 42,562 | 120,297 | 114,226 |
Operating segments | Multiplatform Group | Digital, excluding Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Multiplatform Group | Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Multiplatform Group | Audio and Media Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Multiplatform Group | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 5,210 | 4,865 | 15,719 | 14,127 |
Operating segments | Digital Audio Group | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 267,222 | 253,953 | 751,472 | 720,733 |
Revenue from leases | 0 | 0 | 0 | |
Revenue, total | 267,222 | 253,953 | 751,472 | 720,733 |
Operating segments | Digital Audio Group | Broadcast Radio | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Digital Audio Group | Networks | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Digital Audio Group | Sponsorship and Events | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Digital Audio Group | Digital, excluding Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 164,559 | 162,700 | 475,291 | 475,254 |
Operating segments | Digital Audio Group | Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 102,663 | 91,253 | 276,181 | 245,479 |
Operating segments | Digital Audio Group | Audio and Media Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Digital Audio Group | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Audio & Media Services Group | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 61,979 | 77,794 | 189,134 | 209,716 |
Revenue from leases | 0 | 0 | 0 | |
Revenue, total | 61,979 | 77,794 | 189,134 | 209,716 |
Operating segments | Audio & Media Services Group | Broadcast Radio | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Audio & Media Services Group | Networks | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Audio & Media Services Group | Sponsorship and Events | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Audio & Media Services Group | Digital, excluding Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Audio & Media Services Group | Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Operating segments | Audio & Media Services Group | Audio and Media Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 61,979 | 77,794 | 189,134 | 209,716 |
Operating segments | Audio & Media Services Group | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | (2,595) | (2,713) | (7,704) | (8,412) |
Revenue from leases | 0 | 0 | 0 | |
Revenue, total | (2,595) | (2,713) | (7,704) | (8,412) |
Eliminations | Broadcast Radio | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Eliminations | Networks | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Eliminations | Sponsorship and Events | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Eliminations | Digital, excluding Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | (1,222) | (1,314) | (3,627) | (3,959) |
Eliminations | Podcast | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | 0 | 0 | 0 | 0 |
Eliminations | Audio and Media Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | (1,373) | (1,287) | (4,077) | (4,006) |
Eliminations | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue from contracts with customers | $ 0 | $ (112) | $ 0 | $ (447) |
REVENUE - Schedule of Barter an
REVENUE - Schedule of Barter and Trade Revenue and Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Trade and barter revenues | $ 952,753 | $ 988,512 | $ 2,682,867 | $ 2,785,320 |
Trade and Barter Transactions | ||||
Disaggregation of Revenue [Line Items] | ||||
Trade and barter revenues | 77,228 | 57,236 | 175,492 | 130,557 |
Trade and barter expenses | $ 49,995 | $ 38,001 | $ 128,902 | $ 113,752 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Trade and barter revenues | $ 952,753 | $ 988,512 | $ 2,682,867 | $ 2,785,320 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation | $ 313,500 | $ 313,500 | ||
Revenue, remaining performance obligation, period | 5 years | 5 years | ||
Advertising Trade and Barter Transactions | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Trade and barter revenues | $ 9,700 | $ 14,900 | $ 21,400 | $ 27,200 |
REVENUE - Schedule of Contract
REVENUE - Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Deferred revenue from contracts with customers: | ||||
Beginning balance | $ 184,827 | $ 189,679 | $ 157,910 | $ 161,114 |
Revenue recognized, included in beginning balance | (73,407) | (76,172) | (102,588) | (111,443) |
Additions, net of revenue recognized during period, and other | 84,600 | 64,879 | 140,698 | 128,715 |
Ending balance | $ 196,020 | $ 178,386 | $ 196,020 | $ 178,386 |
REVENUE - Revenue From Leases (
REVENUE - Revenue From Leases (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
2023 | $ 200 |
2024 | 449 |
2025 | 248 |
2026 | 132 |
2027 | 80 |
Thereafter | 96 |
Total | $ 1,205 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 29, 2023 USD ($) broadcast_tower_site | Sep. 30, 2023 USD ($) option | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) option | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Leases [Abstract] | ||||||
Number of broadcast tower sites sold | broadcast_tower_site | 122 | |||||
Sale leaseback assets | $ 45,300,000 | |||||
Number of broadcast tower sites entered into operating leases for use | broadcast_tower_site | 121 | |||||
Sale and leaseback realized loss | $ (3,200,000) | |||||
Lease initial term | 10 years | 10 years | ||||
Number of optional renewal | option | 4 | 4 | ||||
Renewal periods | 5 years | |||||
Operating lease right-of-use assets | $ 26,300,000 | $ 713,941,000 | $ 713,941,000 | $ 788,280,000 | ||
Total operating lease liability | $ 26,300,000 | |||||
Non-cash impairment charge on operating lease | 600,000 | $ 7,100,000 | 6,100,000 | $ 8,500,000 | ||
Impairment of leasehold impairment | $ 0 | 500,000 | 0 | 700,000 | ||
Non-cash impairment charges | $ 7,600,000 | 9,200,000 | ||||
Operating lease expense | $ 50,900,000 | $ 65,600,000 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||
Cash paid for amounts included in measurement of operating lease liabilities | $ 104,784 | $ 109,158 |
Lease liabilities arising from obtaining right-of-use assets | $ 37,736 | $ 153,866 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL - Schedule Of Property, Plant And Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,258,818 | $ 1,245,156 |
Less: accumulated depreciation | 677,970 | 550,314 |
Property, plant and equipment, net | 580,848 | 694,842 |
Land, buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 330,565 | 340,692 |
Towers, transmitters and studio equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 195,741 | 215,655 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 653,171 | 617,794 |
Furniture and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 48,977 | 41,924 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 30,364 | $ 29,091 |
PROPERTY, PLANT AND EQUIPMENT_4
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 29, 2023 USD ($) broadcast_tower_site | Jun. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | |
Indefinite-lived Intangible Assets [Line Items] | ||||||
Number of broadcast tower sites sold | broadcast_tower_site | 122 | |||||
Sale leaseback assets | $ 45,300,000 | |||||
Number of broadcast tower sites entered into operating leases for use | broadcast_tower_site | 121 | |||||
Sale and leaseback realized loss | $ (3,200,000) | |||||
Total amortization expense related to definite-lived intangible assets | $ 61,700,000 | $ 63,400,000 | $ 185,300,000 | $ 189,900,000 | ||
Goodwill impairment | $ 595,500,000 | $ 0 | $ 595,461,000 | |||
Licenses | ||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||
Impairment of intangible assets, indefinite-lived | $ 363,600,000 |
PROPERTY, PLANT AND EQUIPMENT_5
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL - Schedule Of Gross Carrying Amount and Accumulated Amortization for Other Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 2,345,660 | $ 2,345,660 |
Accumulated Amortization | (1,111,303) | (925,990) |
Customer / advertiser relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,652,455 | 1,652,455 |
Accumulated Amortization | (758,798) | (633,352) |
Talent and other contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 338,900 | 338,900 |
Accumulated Amortization | (192,816) | (160,500) |
Trademarks and tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 335,862 | 335,862 |
Accumulated Amortization | (147,972) | (122,403) |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 18,443 | 18,443 |
Accumulated Amortization | $ (11,717) | $ (9,735) |
PROPERTY, PLANT AND EQUIPMENT_6
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL - Schedule Of Future Amortization Expense (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Property, Plant and Equipment [Abstract] | |
2024 | $ 244,707 |
2025 | 213,514 |
2026 | 201,512 |
2027 | 176,171 |
2028 | $ 160,395 |
PROPERTY, PLANT AND EQUIPMENT_7
PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL - Schedule Of Changes In Carrying Amount Of Goodwill (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Goodwill | ||||
Beginning balance | $ 2,313,403,000 | |||
Impairment | $ (595,500,000) | $ 0 | (595,461,000) | |
Acquisitions | 3,375,000 | |||
Foreign currency | (94,000) | |||
Ending balance | 1,721,223,000 | 1,721,223,000 | ||
Multiplatform Group | ||||
Goodwill | ||||
Beginning balance | 1,462,022,000 | |||
Impairment | (121,563,000) | |||
Acquisitions | 0 | |||
Foreign currency | 0 | |||
Ending balance | 1,340,459,000 | 1,340,459,000 | ||
Goodwill accumulated impairment losses | $ 1,200,000,000 | |||
Digital Audio Group | ||||
Goodwill | ||||
Beginning balance | 747,350,000 | |||
Impairment | (439,383,000) | |||
Acquisitions | 3,375,000 | |||
Foreign currency | (62,000) | |||
Ending balance | 311,280,000 | 311,280,000 | ||
Audio & Media Services Group | ||||
Goodwill | ||||
Beginning balance | 104,031,000 | |||
Impairment | (34,515,000) | |||
Acquisitions | 0 | |||
Foreign currency | (32,000) | |||
Ending balance | $ 69,484,000 | $ 69,484,000 |
LONG-TERM DEBT - Schedule Of Lo
LONG-TERM DEBT - Schedule Of Long-Term Debt Outstanding (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 5,228,706,000 | $ 5,228,706,000 | $ 5,414,167,000 | ||
Original issue discount | (8,323,000) | (8,323,000) | (10,569,000) | ||
Long-term debt fees | (13,065,000) | (13,065,000) | (15,396,000) | ||
Less: Current portion | 390,000 | 390,000 | 664,000 | ||
Total long-term debt | 5,228,316,000 | 5,228,316,000 | 5,413,503,000 | ||
Gain on extinguishment of debt | 23,947,000 | $ 6,892,000 | 51,474,000 | $ 15,095,000 | |
Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 4,318,737,000 | 4,318,737,000 | 4,319,714,000 | ||
Secured Debt | Term Loan Facility due 2026 | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 1,864,032,000 | 1,864,032,000 | 1,864,032,000 | ||
Secured Debt | Incremental Term Loan Facility due 2026 | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 401,220,000 | 401,220,000 | 401,220,000 | ||
Secured Debt | Asset-based Revolving Credit Facility due 2027 | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 0 | $ 0 | 0 | ||
Secured Debt | 6.375% Senior Secured Notes due 2026 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as a percent) | 6.375% | 6.375% | |||
Long-term debt | $ 800,000,000 | $ 800,000,000 | 800,000,000 | ||
Secured Debt | 5.25% Senior Secured Notes due 2027 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as a percent) | 5.25% | 5.25% | |||
Long-term debt | $ 750,000,000 | $ 750,000,000 | 750,000,000 | ||
Secured Debt | 4.75% Senior Secured Notes due 2028 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as a percent) | 4.75% | 4.75% | |||
Long-term debt | $ 500,000,000 | $ 500,000,000 | 500,000,000 | ||
Secured Debt | Other secured subsidiary debt | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 3,485,000 | $ 3,485,000 | 4,462,000 | ||
Unsecured Debt | 8.375% Senior Unsecured Notes due 2027 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as a percent) | 8.375% | 8.375% | |||
Long-term debt | $ 931,357,000 | $ 931,357,000 | 1,120,366,000 | ||
Repurchased debt principal amount during period | 89,100,000 | 75,000,000 | 189,000,000 | 188,500,000 | |
Payment for repurchase of debt | 65,200,000 | 68,100,000 | 137,500,000 | 173,400,000 | |
Gain on extinguishment of debt | 23,900,000 | $ 6,900,000 | 51,500,000 | $ 15,100,000 | |
Unsecured Debt | Other unsecured subsidiary debt | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 0 | 0 | $ 52,000 | ||
Line of Credit | Asset-based Revolving Credit Facility due 2027 | Subsidiary | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowings provided under credit facility | 436,700,000 | 436,700,000 | |||
Long-term line of credit | 0 | 0 | |||
Letters of credit outstanding | 24,900,000 | 24,900,000 | |||
Line of credit, remaining borrowing availability | $ 411,800,000 | $ 411,800,000 |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) - USD ($) $ in Billions | Jun. 15, 2023 | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | 7.30% | 6.90% | |
Aggregate market value of debt | $ 4.4 | $ 4.8 | |
Term Loan Facility | Secured Debt | Secured Overnight Financing Rate | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 3% | ||
Term Loan Facility | Secured Debt | Base Rate | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2% | ||
Incremental Term Loan Facility due 2026 | Secured Debt | Secured Overnight Financing Rate | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 3.25% | ||
Debt instrument, floor rate | 0.50% | ||
Incremental Term Loan Facility due 2026 | Secured Debt | Base Rate | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.25% | ||
Debt instrument, floor rate | 1.50% |
LONG-TERM DEBT - Surety Bonds a
LONG-TERM DEBT - Surety Bonds and Letters of Credit (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Surety bonds | |
Debt Instrument [Line Items] | |
Guarantees obligations | $ 9 |
Commercial standby letters of credit | |
Debt Instrument [Line Items] | |
Guarantees obligations | $ 24.9 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - Special Warrants | Nov. 05, 2020 | Jul. 25, 2019 |
Loss Contingencies [Line Items] | ||
FCC petitions for declaratory ruling, percentage of voting stock and equity owned by non-US individuals and entities (up to) | 25% | |
FCC petitions for declaratory ruling, foreign owned percentage permitted | 100% |
INCOME TAXES - Schedule of Comp
INCOME TAXES - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Current tax benefit (expense) | $ (38,930) | $ 15,871 | $ (77,576) | $ (26,289) |
Deferred tax benefit (expense) | 48,191 | (29,283) | 107,089 | 31,304 |
Income tax benefit (expense) | $ 9,261 | $ (13,412) | $ 29,513 | $ 5,015 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rates (as a percent) | 50.80% | (4.50%) | 2.60% | 1.40% |
STOCKHOLDERS' EQUITY (DEFICIT_2
STOCKHOLDERS' EQUITY (DEFICIT) - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
May 01, 2019 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Nov. 05, 2020 | Jul. 25, 2019 | ||
Class of Stock [Line Items] | ||||||||
Share-based compensation expense | $ 8,191 | $ 10,437 | $ 27,555 | $ 24,582 | ||||
Award vesting period (in months) | 3 years | |||||||
Class A Shares | ||||||||
Class of Stock [Line Items] | ||||||||
Conversion of Special Warrants to Class A and Class B Shares (in shares) | 9,185 | [1] | 85,141 | 9,383 | 96,516 | |||
Class B Shares | ||||||||
Class of Stock [Line Items] | ||||||||
Conversion of Special Warrants to Class A and Class B Shares (in shares) | 0 | 59 | ||||||
Special Warrants | ||||||||
Class of Stock [Line Items] | ||||||||
Special warrants, number of securities called by each warrant (in shares) | 1 | |||||||
Special warrants, exercise price per share (in dollars per share) | $ 0.001 | |||||||
Special warrants, conversion terms, ownership percentage of common stock (as a percent) | 4.99% | |||||||
Special warrants, conversion terms, ownership percentage of capital stock or voting interests (as a percent) | 22.50% | |||||||
FCC petitions for declaratory ruling, percentage of voting stock and equity owned by non-US individuals and entities (up to) | 25% | |||||||
FCC petitions for declaratory ruling, foreign owned percentage permitted | 100% | |||||||
Awards Vesting Based On Service Conditions | ||||||||
Class of Stock [Line Items] | ||||||||
Unrecognized compensation cost | $ 36,500 | $ 36,500 | ||||||
Unrecognized compensation cost, weighted average period (in years) | 1 year 10 months 24 days | |||||||
Performance RSUs | ||||||||
Class of Stock [Line Items] | ||||||||
Share-based compensation expense | 2,288 | $ 2,044 | $ 6,520 | $ 3,544 | ||||
Award vesting period (in months) | 50 months | |||||||
Unrecognized compensation cost | $ 22,300 | $ 22,300 | ||||||
Performance RSUs | Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Unrecognized compensation cost, weighted average period (in years) | 3 years | |||||||
Performance RSUs | Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Unrecognized compensation cost, weighted average period (in years) | 50 months | |||||||
[1]The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2023 or 2022. |
STOCKHOLDERS' EQUITY (DEFICIT_3
STOCKHOLDERS' EQUITY (DEFICIT) - Share Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Class of Stock [Line Items] | ||||
Share-based compensation expense | $ 8,191 | $ 10,437 | $ 27,555 | $ 24,582 |
RSUs | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | 5,112 | 6,219 | 16,750 | 14,471 |
Performance RSUs | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | 2,288 | 2,044 | 6,520 | 3,544 |
Options | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | $ 791 | $ 2,174 | $ 4,285 | $ 6,567 |
STOCKHOLDERS' EQUITY (DEFICIT_4
STOCKHOLDERS' EQUITY (DEFICIT) - Computation of Income (Loss) per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
NUMERATOR: | ||||
Net loss attributable to the Company – common shares, basic | $ (9,053) | $ (310,363) | $ (1,115,783) | $ (344,544) |
Net loss attributable to the Company – common shares, diluted | $ (9,053) | $ (310,363) | $ (1,115,783) | $ (344,544) |
DENOMINATOR: | ||||
Weighted average common shares outstanding - basic (in shares) | 149,695 | 148,299 | 149,084 | 147,957 |
Stock options and restricted stock (in shares) | 0 | 0 | 0 | 0 |
Weighted average common shares outstanding - diluted (in shares) | 149,695 | 148,299 | 149,084 | 147,957 |
Net loss attributable to the Company per common share: | ||||
Basic (in dollars per share) | $ (0.06) | $ (2.09) | $ (7.48) | $ (2.33) |
Diluted (in dollars per share) | $ (0.06) | $ (2.09) | $ (7.48) | $ (2.33) |
Outstanding equity awards excluded from computation of diluted earnings per share (in shares) | 14,600 | 11,700 | 13,300 | 10,800 |
SEGMENT DATA (Details)
SEGMENT DATA (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 952,989 | $ 988,930 | $ 2,684,242 | $ 2,786,393 |
Operating expenses | 749,207 | 736,688 | 2,195,856 | 2,151,748 |
Segment Adjusted EBITDA | 203,782 | 252,242 | 488,386 | 634,645 |
Depreciation and amortization | (106,451) | (109,305) | (323,028) | (334,144) |
Impairment charges | (570) | (309,750) | (965,087) | (311,329) |
Other operating expense, net | (3,378) | (9,451) | (3,338) | (25,985) |
Restructuring expenses | (16,227) | (24,486) | (46,469) | (54,588) |
Share-based compensation expense | (8,191) | (10,437) | (27,555) | (24,582) |
Operating income (loss) | 68,965 | (211,187) | (877,091) | (115,983) |
Capital expenditures | 28,518 | 40,357 | 90,456 | 112,567 |
Operating segments | Multiplatform Group | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 626,383 | 659,896 | 1,751,340 | 1,864,356 |
Operating expenses | 463,939 | 452,631 | 1,339,441 | 1,328,688 |
Segment Adjusted EBITDA | 162,444 | 207,265 | 411,899 | 535,668 |
Share-based compensation expense | 0 | 0 | 0 | 0 |
Capital expenditures | 10,822 | 31,613 | 52,116 | 80,329 |
Operating segments | Digital Audio Group | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 267,222 | 253,953 | 751,472 | 720,733 |
Operating expenses | 173,565 | 175,636 | 519,115 | 511,025 |
Segment Adjusted EBITDA | 93,657 | 78,317 | 232,357 | 209,708 |
Share-based compensation expense | 0 | 0 | 0 | 0 |
Capital expenditures | 6,069 | 4,808 | 17,348 | 15,876 |
Operating segments | Audio & Media Services Group | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 61,979 | 77,794 | 189,134 | 209,716 |
Operating expenses | 45,003 | 48,044 | 138,315 | 141,509 |
Segment Adjusted EBITDA | 16,976 | 29,750 | 50,819 | 68,207 |
Share-based compensation expense | 0 | 0 | 0 | 0 |
Capital expenditures | 1,509 | 1,276 | 6,300 | 5,398 |
Corporate and other reconciling items | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | |
Operating expenses | 69,295 | 63,090 | 206,689 | 178,938 |
Segment Adjusted EBITDA | (69,295) | (63,090) | (206,689) | (178,938) |
Share-based compensation expense | (8,191) | (10,437) | (27,555) | (24,582) |
Capital expenditures | 10,118 | 2,660 | 14,692 | 10,964 |
Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | (2,595) | (2,713) | (7,704) | (8,412) |
Operating expenses | (2,595) | (2,713) | (7,704) | (8,412) |
Segment Adjusted EBITDA | 0 | 0 | 0 | 0 |
Intersegment revenues | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,595 | 2,713 | 7,704 | 8,412 |
Intersegment revenues | Multiplatform Group | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 112 | 0 | 447 |
Intersegment revenues | Digital Audio Group | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 1,222 | 1,314 | 3,627 | 3,959 |
Intersegment revenues | Audio & Media Services Group | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 1,373 | $ 1,287 | $ 4,077 | $ 4,006 |