Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 14, 2017 | Jun. 30, 2016 | |
Entity Registrant Name | HEMISPHERE MEDIA GROUP, INC. | ||
Entity Central Index Key | 1,567,345 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 150,644,146 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Common Class A | |||
Entity Common Stock, Shares Outstanding | 21,900,160 | ||
Common Class B | |||
Entity Common Stock, Shares Outstanding | 20,800,998 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash | $ 163,090 | $ 179,532 |
Accounts receivable, net of allowance for doubtful accounts of $1,711 and $1,512, respectively | 25,566 | 25,519 |
Due from related parties | 1,505 | 1,722 |
Programming rights | 5,450 | 5,552 |
Prepaid taxes and other current assets | 7,904 | 4,541 |
Total current assets | 203,515 | 216,866 |
Programming rights | 10,450 | 7,457 |
Property and equipment, net | 25,501 | 25,397 |
Broadcast license | 41,356 | 41,356 |
Goodwill | 164,887 | 164,887 |
Other intangibles, net | 64,849 | 78,185 |
Deferred taxes | 18,638 | 13,280 |
Other assets | 1,245 | 1,468 |
Total Assets | 530,441 | 548,896 |
Current Liabilities | ||
Accounts payable | 3,525 | 2,463 |
Due to related parties | 413 | 1,182 |
Accrued agency commissions | 6,725 | 8,168 |
Accrued compensation and benefits | 4,488 | 3,995 |
Accrued marketing | 6,378 | 6,569 |
Taxes payable | 1,619 | 1,722 |
Other accrued expenses | 3,610 | 3,047 |
Programming rights payable | 3,293 | 4,426 |
Current portion of long-term debt | 8,278 | |
Total current liabilities | 30,051 | 39,850 |
Programming rights payable | 107 | 365 |
Long-term debt, net of current portion | 210,270 | 209,391 |
Deferred taxes | 17,829 | 17,928 |
Defined benefit pension obligation | 2,844 | 2,721 |
Total Liabilities | 261,101 | 270,255 |
Stockholders' Equity | ||
Preferred stock, $0.0001 par value; 50,000,000 shares authorized; 0 shares issued and outstanding at December 31, 2016 and December 31, 2015 | ||
Additional paid-in capital | 261,051 | 256,551 |
Treasury stock, at cost 3,606,696 and 236,171 at December 31,2016 and December 31, 2015, respectively | (35,069) | (3,144) |
Retained earnings | 43,837 | 25,837 |
Accumulated comprehensive loss | (483) | (607) |
Total Stockholders' Equity | 269,340 | 278,641 |
Total Liabilities and Stockholders' Equity | 530,441 | 548,896 |
Common Class A | ||
Stockholders' Equity | ||
Common stock | 2 | 1 |
Common Class B | ||
Stockholders' Equity | ||
Common stock | $ 2 | $ 3 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance for doubtful accounts | $ 1,711 | $ 1,512 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Treasury stock, shares | 3,606,696 | 236,171 |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 24,944,913 | 15,342,440 |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 33,000,000 | 33,000,000 |
Common stock, shares issued | 20,800,998 | 30,027,418 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Consolidated Statements of Operations | |||
Net revenues | $ 138,525 | $ 129,790 | $ 111,989 |
Operating Expenses: | |||
Cost of revenues | 41,293 | 41,189 | 36,450 |
Selling, general and administrative | 38,333 | 36,037 | 31,608 |
Depreciation and amortization | 16,608 | 17,218 | 16,552 |
Other expenses | 2,262 | 446 | 1,282 |
Loss on disposition of assets | 6 | 33 | 70 |
Total operating expenses | 98,502 | 94,923 | 85,962 |
Operating income | 40,023 | 34,867 | 26,027 |
Other Expenses: | |||
Interest expense, net | (11,651) | (12,086) | (11,925) |
Loss on extinguishment of debt | (1,116) | ||
Total other expenses | (11,651) | (12,086) | (13,041) |
Income before income taxes | 28,372 | 22,781 | 12,986 |
Income tax expense | (10,372) | (9,042) | (2,429) |
Net income | $ 18,000 | $ 13,739 | $ 10,557 |
Earnings per share: | |||
Basic (in dollars per share) | $ 0.43 | $ 0.32 | $ 0.25 |
Diluted (in dollars per share) | $ 0.43 | $ 0.31 | $ 0.25 |
Weighted average shares outstanding: | |||
Basic (in shares) | 41,666 | 42,840 | 42,321 |
Diluted (in shares) | 42,274 | 43,802 | 42,622 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Consolidated Statements of Comprehensive Income | |||
Net income | $ 18,000 | $ 13,739 | $ 10,557 |
Other comprehensive income (loss): | |||
Adjustment to defined benefit plan, net of tax | 124 | (21) | 50 |
Comprehensive income | $ 18,124 | $ 13,718 | $ 10,607 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common StockCommon Class A | Common StockCommon Class B | Additional Paid In Capital | Treasury StockCommon Class A | Retained Earnings | Accumulated Comprehensive Income (Loss) | Total |
Balance at the beginning of the period at Dec. 31, 2013 | $ 1 | $ 3 | $ 240,817 | $ (938) | $ 1,541 | $ (636) | $ 240,788 |
Balance at the beginning of the period (in shares) at Dec. 31, 2013 | 11,241 | 33,000 | |||||
Consolidated Statements of Changes in Stockholders' Equity | |||||||
Net income | 10,557 | 10,557 | |||||
Issuance of restricted stock | 2,908 | 2,908 | |||||
Issuance of restricted stock (in shares) | 305 | ||||||
Excess tax benefits related to the issuance of restricted stock | 120 | 120 | |||||
Stock-based compensation | 3,012 | 3,012 | |||||
Repurchases of shares | (1,023) | (1,023) | |||||
Exercise of warrants | 1 | 1 | |||||
Conversion of Class B common stock to Class A common stock (in shares) | 2,973 | (2,973) | |||||
Other comprehensive income, net of tax | 50 | 50 | |||||
Balance at the end of the period at Dec. 31, 2014 | $ 1 | $ 3 | 246,858 | (1,961) | 12,098 | (586) | 256,413 |
Balance at the end of the period (in shares) at Dec. 31, 2014 | 14,519 | 30,027 | |||||
Consolidated Statements of Changes in Stockholders' Equity | |||||||
Net income | 13,739 | 13,739 | |||||
Issuance of restricted stock | 2,522 | 2,522 | |||||
Issuance of restricted stock (in shares) | 324 | ||||||
Excess tax benefits related to the issuance of restricted stock | 272 | 272 | |||||
Stock-based compensation | 3,053 | 3,053 | |||||
Repurchases of shares | (1,183) | (1,183) | |||||
Issuance of Class A common stock | 5,407 | 5,407 | |||||
Issuance of Class A common stock (in shares) | 479 | ||||||
Repurchase of warrants | (1,778) | (1,778) | |||||
Exercise of warrants | 60 | 60 | |||||
Exercise of warrants (in shares) | 5 | ||||||
Exercise of stock options | 157 | $ 157 | |||||
Exercise of stock options (in shares) | 15 | 15 | |||||
Other comprehensive income, net of tax | (21) | $ (21) | |||||
Balance at the end of the period at Dec. 31, 2015 | $ 1 | $ 3 | 256,551 | (3,144) | 25,837 | (607) | 278,641 |
Balance at the end of the period (in shares) at Dec. 31, 2015 | 15,342 | 30,027 | |||||
Consolidated Statements of Changes in Stockholders' Equity | |||||||
Net income | 18,000 | 18,000 | |||||
Issuance of restricted stock | 934 | 934 | |||||
Issuance of restricted stock (in shares) | 328 | ||||||
Excess tax benefits related to the issuance of restricted stock | 210 | 210 | |||||
Stock-based compensation | 3,757 | 3,757 | |||||
Repurchases of shares | (31,925) | (31,925) | |||||
Repurchase of warrants | (976) | (976) | |||||
Exercise of warrants | 420 | 420 | |||||
Exercise of warrants (in shares) | 35 | ||||||
Conversion of Class B common stock to Class A common stock | $ 1 | $ (1) | |||||
Conversion of Class B common stock to Class A common stock (in shares) | 9,226 | (9,226) | |||||
Exercise of stock options | 155 | 155 | |||||
Exercise of stock options (in shares) | 13 | ||||||
Other comprehensive income, net of tax | 124 | 124 | |||||
Balance at the end of the period at Dec. 31, 2016 | $ 2 | $ 2 | $ 261,051 | $ (35,069) | $ 43,837 | $ (483) | $ 269,340 |
Balance at the end of the period (in shares) at Dec. 31, 2016 | 24,944 | 20,801 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash Flows From Operating Activities: | |||
Net income | $ 18,000 | $ 13,739 | $ 10,557 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 16,608 | 17,218 | 16,552 |
Program amortization | 12,182 | 11,703 | 10,370 |
Amortization of deferred financing costs | 501 | 504 | 507 |
Amortization of original issue discount | 378 | 382 | 310 |
Stock-based compensation | 4,691 | 5,575 | 5,920 |
Provision for bad debts | 398 | 920 | 462 |
Loss on disposition of assets | 6 | 33 | 70 |
Loss on extinguishment of debt | 1,116 | ||
Deferred tax expense | (5,429) | (2,838) | (2,264) |
(Increase) decrease in: | |||
Accounts receivable | (453) | (1,676) | (7,430) |
Programming rights | (15,073) | (12,619) | (9,715) |
Due from related parties | 217 | (388) | (1,398) |
Prepaid expenses and other assets | (3,029) | 3,487 | (4,397) |
Increase (decrease) in: | |||
Accounts payable | 1,062 | 287 | 610 |
Due to related parties | (769) | 395 | 49 |
Accrued expenses | (578) | 4,206 | 3,400 |
Programming rights payable | (1,391) | 452 | (1,418) |
Taxes payable | (103) | 705 | (120) |
Other liabilities | 227 | 107 | 93 |
Net cash provided by operating activities | 27,445 | 42,192 | 23,274 |
Cash Flows From Investing Activities: | |||
Investment in joint venture | (111) | ||
Capital expenditures | (3,392) | (5,358) | (2,971) |
Proceeds from sale of assets | 10 | 3 | 10 |
Acquisition of cable networks | (101,891) | ||
Net cash used in investing activities | (3,493) | (5,355) | (104,852) |
Cash Flows From Financing Activities: | |||
Proceeds from long-term debt | 70,565 | ||
Repayments of long-term debt | (8,278) | (2,250) | (21,941) |
Financing fees | (756) | ||
Proceeds from issuance of stock | 5,407 | ||
Repurchase of warrants | (976) | (1,778) | |
Exercise of warrants | 420 | 60 | 1 |
Purchase of treasury stock | (31,925) | (1,183) | (1,023) |
Exercise of stock options | 155 | 157 | |
Excess tax benefits | 210 | 272 | 120 |
Net cash (used in) provided by financing activities | (40,394) | 685 | 46,966 |
Net (decrease) increase in cash | (16,442) | 37,522 | (34,612) |
Cash: | |||
Beginning | 179,532 | 142,010 | 176,622 |
Ending | 163,090 | 179,532 | 142,010 |
Cash payments for: | |||
Interest | 10,911 | 11,305 | 11,171 |
Income taxes | $ 15,023 | $ 5,812 | $ 4,438 |
Nature of Business and Signific
Nature of Business and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Nature of business | |
Nature of Business and Significant Accounting Policies | Note 1. Nature of Business and Significant Accounting Policies Nature of business: The accompanying Consolidated Financial Statements include the accounts of Hemisphere Media Group, Inc. ("Hemisphere" or the "Company"), the parent holding company of Cine Latino, Inc. ("Cinelatino"), WAPA Holdings, LLC (formerly known as InterMedia Español Holdings, LLC) ("WAPA Holdings"), and HMTV Cable, Inc., the parent company of the entities for the acquired networks consisting of Pasiones, TV Dominicana, and Centroamerica TV (see below). Hemisphere was formed on January 16, 2013 for purposes of effecting the transaction, (see Note 2), which was consummated on April 4, 2013. In these notes, the terms "Company," "we," "us" or "our" mean Hemisphere and all subsidiaries included in our Consolidated Financial Statements. On April 1, 2014, we acquired the assets of three Spanish-language cable television networks from Media World, LLC, a Florida limited liability company ("Seller"), for $101.9 million in cash. The three acquired cable networks include Pasiones, Centroamerica TV and TV Dominicana. On November 3, 2016, we acquired a minority interest in a newly formed joint venture with Lionsgate to launch a Spanish-language over-the-top (OTT) movie service (The "OTT JV"). The service plans to launch in the fiscal year ending December 31, 2017. The OTT JV had no activity from operations in the year ending December 31, 2016 and the Company did not make any capital contributions to the OTT JV in the fiscal year ending December 31, 2016. On November 30, 2016, we, in partnership with Colombian content producers, Radio Television Interamericana S.A., Compania de Medios de Informacion S.A.S and NTC Nacional de Television y Comunicaciones S.A., were awarded a ten (10) year renewable television broadcast concession license for Canal Uno in Colombia (the "Canal Uno JV"). Canal Uno is one of only three national broadcast television licenses in Colombia. The Canal Uno JV is expected to begin operations of the network through a newly formed joint venture vehicle on May 1, 2017. For the year ending December 31, 2016, we accounted for the investment under the equity method. For more information on the OTT JV and Canal Uno JV, see Note 5, "Equity Method Investments" of Notes to Consolidated Financial Statements, included in this Annual Report on Form 10-K. Reclassification: Certain prior year amounts on the presented consolidated balance sheet have been reclassified to conform with current year presentation. The prior year balance sheet presentation was adjusted to conform with current year adoption of ASU 2015-03 Simplifying the Presentation of Debt Issuance Costs , which requires that deferred financing fees be presented in the balance sheet as a direct reduction of Long-term debt. As a result, prior year assets and liabilities both decreased by $2.3 million. Principles of consolidation: The consolidated financial statements include our accounts and the accounts of our subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Basis of presentation: The accompanying consolidated financial statements for us and our subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Operating segments: The Company determines its operating segments based upon (i) financial information reviewed by the chief operating decision maker, the Chief Executive Officer, (ii) internal management and related reporting structure and (iii) the basis upon which the chief operating decision maker makes resource allocation decisions. We have one operating segment, Hemisphere. Net earnings per common share: Basic earnings per share ("EPS") are computed by dividing income attributable to common stockholders by the number of weighted-average outstanding shares of common stock. Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares only in the periods in which such effect would have been dilutive. The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS ( amounts in thousands, except per share amounts ): Years Ended December 31 2016 2015 2014 Numerator for earnings per common share calculation: Net income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator for earnings per common share calculation: Weighted-average common shares, basic Effect of dilutive securities Stock options, restricted stock and warrants ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average common shares, diluted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EPS Basic $ $ $ Diluted $ $ $ We apply the treasury stock method to measure the dilutive effect of its outstanding warrants, stock options and restricted stock awards and include the respective common share equivalents in the denominator of our diluted income per common share calculation. Per the Accounting Standards Codification ("ASC") 260 accounting guidance, under the treasury stock method, the incremental shares (difference between the number of shares assumed issued and the number of shares assumed purchased) shall be included in the denominator of the diluted EPS computation (ASC 260-10-45-23). The assumed exercise only occurs when the warrants are "In the Money" (exercise price is lower than the average market price for the period). If the warrants are "Out of the Money" (exercise price is higher than the average market price for the period), the exercise is not assumed since the result would be anti-dilutive. Potentially dilutive securities representing 1.9 million, 1.0 million and 1.1 million shares of common stock for the years ended December 31, 2016, 2015 and 2014, respectively, were excluded from the computation of diluted income per common share for this period because their effect would have been anti-dilutive. The net income per share amounts are the same for our Class A and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. In computing earnings per share, the Company's Nonvoting Stock is considered a participating security. Each share of Nonvoting Stock has identical rights, powers, limitations and restrictions in all respects as each share of common of the Company, including the right to receive the same consideration per share payable in respect of each share of common stock, except that holders of Nonvoting Stock shall have no voting rights or powers whatsoever. Revenue recognition: Revenue related to the sale of advertising and contracted time is recognized at the time of broadcast. Retransmission consent fees and subscriber fees received from multi-channel video providers are recognized in the period in which the services are performed, generally pursuant to multi-year carriage agreements based on the number of subscribers. In May 2014, the FASB issued an accounting pronouncement related to revenue recognition, which applies a single, comprehensive recognition model for all contracts with customers. This standard, as amended, contains principles with respect to the measurement and timing of recognition of revenue. The Company will recognize revenue to reflect the transfer of goods or services to customers at an amount that it expects to be entitled to receive in exchange for those goods or services. The new standard is effective for the annual reporting periods beginning after December 15, 2017. The Company will apply the new revenue standard beginning January 1, 2018. The Company has identified retransmission consent fees/ subscriber fees and advertising sales as significant and is currently in the process of analyzing each of these revenue streams in accordance with the new guidance to determine the impact on the consolidated financial statements. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). When the Company has completed its evaluation, it will determine the method of transition that will be used in adopting the new standard. Barter transactions: The Company engages in barter transactions in which advertising time is exchanged for products or services. Barter transactions are accounted for at the estimated fair value of the products or services received, or advertising time given up, whichever is more clearly determinable. Barter revenue is recognized at the time the advertising is broadcast. Barter expense is recorded at the time the merchandise or services are used and/or received. Barter revenue and expense included in the consolidated statements of operations are as follows ( amounts in thousands ): 2016 2015 2014 Barter revenue $ $ $ Barter expense ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Programming costs: Programming costs are recorded in cost of revenues based on the Company's contractual agreements with various third party programming Distributors which are generally multi-year agreements. Stock-based compensation: We have given equity incentives to certain employees. We account for such equity incentives in accordance with ASC 718 "Stock Compensation," which requires us to measure compensation cost for equity settled awards at fair value on the date of grant and recognize compensation cost in the consolidated statements of operations over the requisite service or performance period the award is expected to vest. Compensation cost is determined by using either the Monte Carlo simulation model or the Black-Scholes option pricing model. Advertising and marketing costs: The Company expenses advertising and marketing costs as incurred. The Company incurred advertising and marketing costs of $3.8 million, $3.5 million and $2.4 million for the years ended December 31, 2016, 2015 and 2014, respectively. Cash: The Company maintains its cash in bank deposit accounts which, at times, may exceed federally-insured limits. The Company has not experienced any losses in such accounts. Accounts receivable: Accounts receivable are carried at the original charge amount less an estimate made for doubtful receivables based on a review of all outstanding amounts. Management determines the allowance for doubtful accounts by regularly evaluating individual customer receivables and considering a customer's financial condition and current economic conditions. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded as income when received. The Company considers an account receivable to be past due if any portion of the receivable balance is outstanding for more than 90 days. Changes in the allowance for doubtful accounts for the years ended December 31, 2016, 2015 and 2014 consisted of the following (amounts in thousands): Year Description Beginning Additions Write-offs Recoveries End 2016 Allowance for doubtful accounts $ $ $ $ $ 2015 Allowance for doubtful accounts $ $ $ $ $ 2014 Allowance for doubtful accounts $ $ $ $ $ Programming rights: We enter into multi-year license agreements with various programming Distributors for distribution of their respective programming ("programming rights") and capitalize amounts paid to secure or extend these programming rights at the lower of unamortized cost or estimated net realizable value. If management estimates that the unamortized cost of programming rights exceeds the estimated net realizable value, an adjustment is recorded to reduce the carrying value of the programming rights. No such write-down was deemed necessary during the years ended December 31, 2016, 2015 and 2014. Programming rights are amortized over the term of the related license agreements or the number of exhibitions, whichever occurs first. The amortization of these rights, which was $12.2 million, $11.7 million and $10.4 million for the years ended December 31, 2016, 2015 and 2014, respectively, is recorded as part of cost of revenues in the accompanying consolidated statements of operations. Accumulated amortization of the programming rights was $18.3 million and $19.7 million at December 31, 2016 and 2015, respectively. Costs incurred in connection with the purchase of programs to be broadcast within one year are classified as current assets, while costs of those programs to be broadcast subsequently are considered noncurrent. Program obligations are classified as current or noncurrent in accordance with the payment terms of the license agreement. Property and equipment: Property and equipment are recorded at cost. Depreciation is determined using the straight-line method over the expected remaining useful lives of the respective assets. Useful lives range from 1 - 40 years for improvements, equipment, buildings and towers. Upon retirement or other disposition, the cost and related accumulated depreciation of the assets are removed from the accounts and the resulting gain or loss is reflected in the determination of net income or loss. Expenditures for maintenance and repairs are expensed as incurred. Property and equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Investments: The Company holds an investment in an equity method investees. Investments in equity method investees are those for which the Company has the ability to exercise significant influence, but does not control and is not the primary beneficiary. Significant influence typically exists if the Company has a 20% to 50% ownership interest in the venture unless persuasive evidence to the contrary exists. Under this method of accounting, the Company typically records its proportionate share of the net earnings or losses of equity method investees and a corresponding increase or decrease to the investment balances. Cash payments to equity method investees such as additional investments, loans and advances and expenses incurred on behalf of investees, as well as payments from equity method investees such as dividends, distributions and repayments of loans and advances are recorded as adjustments to investment balances. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. Goodwill and other intangibles: The Company's goodwill is recorded as a result of the Company's business combinations using the acquisition method of accounting. Indefinite lived intangible assets include a broadcast license, trademark and tradenames. Other intangible assets include customer relationships, non-compete agreement and affiliate agreements with an estimated useful life of one to ten years. Other intangible assets are amortized over their estimated lives using the straight-line method. Costs incurred to renew or extend the term of recognized intangible assets are capitalized and amortized over the useful life of the asset. The Company tests its broadcast license annually for impairment or whenever events or changes in circumstances indicate that such assets might be impaired. The impairment test consists of a comparison of the fair value of these assets with their carrying amounts using a discounted cash flow valuation method, assuming a hypothetical start-up scenario. The Company tests its trademarks and tradenames annually for impairment or whenever events or changes in circumstances indicate that such assets might be impaired. The test consists of a comparison of the fair value of these assets with the carrying amounts utilizing an income approach in the form of the royalty relief method, which measure the cost savings that a business enjoys since it does not have to pay a royalty rate for the use of a particular domain name and brand. The Company tests its goodwill annually for impairment or whenever events or changes in circumstances indicate that goodwill might be impaired. The first step of the goodwill impairment test compares the fair value of each reporting unit with its carrying amount, including goodwill. The fair value of the reporting units are determined through the use of a discounted cash flow analysis incorporating variables such as revenue projections, projected operating cash flow margins, and discount rates. The valuation assumptions used in the discounted cash flow model reflect historical performance of the Company and prevailing values in the broadcast and cable markets. If the fair value exceeds the carrying amount, goodwill is not considered impaired. If the carrying amount exceeds the fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of goodwill with the carrying amount of that goodwill. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss shall be recognized in an amount equal to that excess. The Company tests its other finite lived intangible asset for impairment whenever events or changes in circumstances indicate that such asset or asset group might be impaired. This analysis is performed by comparing the respective carrying value of the asset group to the current and expected future cash flows, on an undiscounted basis, to be generated from such asset group. If such analysis indicates that the carrying value of this asset group is not recoverable, the carrying value of such asset group is reduced to fair value. Deferred financing costs: Deferred financing costs are recorded net of accumulated amortization and are presented as a reduction to the principal amount of the long-term debt. Amortization is calculated on the effective-interest method over the term of the applicable loan. Amortization of deferred financing costs was $0.5 million, $0.5 million and $0.5 million, which is included in interest expense, net in the accompanying consolidated statements of operations for the years ended December 31, 2016, 2015 and 2014, respectively. Accumulated amortization of deferred financing costs was $1.5 million and $1.0 million at December 31, 2016 and 2015. The net deferred financing costs of $1.8 million and $2.3 million at December 31, 2016 and 2015, respectively, and have been presented on the consolidated balance sheets as a reduction to the principal amount of the Long-term debt outstanding. Income taxes: Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We record foreign withholding tax, which is withheld by foreign customers from their remittances to us, on a gross basis as a component of income taxes and separate from revenue in the consolidated statement of operations. We follow the accounting standard on accounting for uncertainty in income taxes, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under this guidance, we may recognize the tax benefit from an uncertain tax position only if it is more-likely-than-not that the tax position will be sustained upon examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The guidance on accounting for uncertainty in income taxes also addresses de-recognition, classification, interest and penalties on income taxes, and accounting in interim periods. To the extent that interest and penalties are assessed by taxing authorities on any underpayment of income taxes, such amounts are accrued and classified as a component of income tax expense. Fair value of financial instruments: The carrying amounts of cash, accounts receivable and accounts payable approximate fair value because of the short maturity of these items. The carrying value of the long-term debt approximates fair value because this instrument bears interest at a variable rate, is pre-payable, and is at terms currently available to the Company. Generally accepted accounting principles establish a framework for measuring fair value and expanded disclosures about fair value measurements. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. Under this guidance, assets and liabilities carried at fair value must be classified and disclosed in one of the following three categories: Level 1—inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date. Level 2—inputs to the valuation methodology include quoted prices in markets that are not active or quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3—inputs to the valuation methodology are unobservable, reflecting the entity's own assumptions about assumptions market participants would use in pricing the asset or liability. The categorization of an asset or liability within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The Company's programming rights and goodwill are classified as Level 3 in the fair value hierarchy, as they are measured at fair value on a non-recurring basis and are adjusted to fair value only when the carrying values exceed their fair values. For the years ended December 31, 2016, 2015 and 2014 there were no adjustments to fair value. The Company's variable-rate debt is classified as Level 2 in the fair value hierarchy, as its estimated fair value is derived from quoted market prices by independent dealers. The carrying value of the long-term debt approximates fair value at December 31, 2016 and 2015. Major customers and suppliers: Two of our Distributors accounted for more than 10% of our total net revenues for the year ended December 31, 2016. There were no other Distributors or other customers that accounted for more than 10% of revenue in any year. Our Networks are provided to these Distributors pursuant to affiliation agreements with varying terms. Recent accounting pronouncements: In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updated ("ASU", "Update") 2017-04—Intangibles—Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment. The amendments in this Update simplify how an entity is required to test goodwill for impairment by eliminating step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Under amendments in this Update, an entity would perform its annual, or interim, testing by comparing the fair value of a reporting unit with its carrying amount. An entity would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The amendments in this update are effective for annual periods beginning after December 15, 2020, and interim periods within those annual periods. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. In May 2014, the FASB and the International Accounting Standards Board updated the accounting guidance related to revenue recognition. The updated accounting guidance provides a single, contract-based revenue recognition model to help improve financial reporting by providing clearer guidance on when an entity should recognize revenue, and by reducing the number of standards to which an entity has to refer. In July 2015, the FASB voted to defer the effective date by one year for annual reporting periods beginning after December 31, 2017. The updated accounting guidance provides companies with alternative methods of adoption. In March 2016, the FASB issued ASU 2016-08-Revenue from Contracts with Customers (Topic 606): Principle versus Agent Considerations (Reporting Revenue Gross versus Net) . In April 2016, the FASB issued further guidance related to revenue recognition with ASU 2016-10 — Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ("Update 2016-10"). In May 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updated ("ASU") 2016-12—Revenue from contracts with Customers (Topic 605) Narrow-Scope Improvements and Practical Expedients. ASU 2016-08, ASU 2016-10, and ASU 2016-12 do not change the core principle of the guidance in Topic 606, rather they clarify issues around assessing collectability, agent vs principle, performance obligations and issues concerning implementation at transition to the ASU. The effective date for implementation remains unchanged and will impact the first interim period of our 2018 fiscal year. The Company has identified retransmission consent fees/ subscriber fees and advertising sales as significant and is currently in the process of analyzing each of these revenue streams in accordance with the new guidance to determine the impact on the consolidated financial statements. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). When the Company has completed its evaluation, it will determine the method of transition that will be used in adopting the new standard. The FASB issued ASU 2016-02—Leases (Topic 842) in February 2016. ASU 2016-02 amends the FASB Accounting Standards Codification, creating Topic 842, Leases. Topic 842 affects any entity that enters into a lease, with specified scope exemptions, and supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases, including operating leases. The recognition, measurement and presentation of expenses and cash flows from a lease by a lessee have not changed significantly from previous GAAP. The principle difference from previous guidance is that the assets and liabilities arising from an operating lease should be recognized in the statement of financial position. The guidance will be effective for the first interim period of our 2019 fiscal year. Early application of the amendments in this update is permitted. We are currently evaluating the impact of the new standard Use of estimates: In preparing these consolidated financial statements, management had to make estimates and assumptions that affected the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the balance sheets date, and the reported revenues and expenses for the years then ended. Such estimates are based on historical experience and other assumptions that are considered appropriate in the circumstances. However, actual results could differ from those estimates. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related party transactions | |
Related party transactions | Note 2. Related Party Transactions The Company has various agreements with MVS, a Mexican media and television conglomerate, which has directors and stockholders in common with the Company as follows: • An agreement through August 1, 2017, pursuant to which MVS provides Cinelatino with satellite and support services including origination, uplinking and satellite delivery of two feeds of Cinelatino's channel (for U.S. and Latin America), master control and monitoring, dubbing, subtitling and close captioning, and other support services (the "Satellite and Support Services Agreement"). This agreement was amended on May 20, 2015, to expand the services MVS provides to Cinelatino to include commercial insertion and editing services to support advertising sales on Cinelatino's U.S. feed. Expenses incurred under this agreement are included in cost of revenues in the accompanying condensed consolidated statements of operations. Total expenses incurred were $2.6 million, $2.3 million and $2.1 million for the years ended December 31, 2016, 2015 and 2014, respectively, and are included in cost of revenues. • A ten-year master license agreement through July 2017, which grants MVS the non-exclusive right (except with respect to pre-existing distribution arrangements between MVS and third party distributors that were effective at the time of the consummation of our initial public offering) to duplicate, distribute and exhibit Cinelatino's service via cable, satellite or by any other means in Latin America and in Mexico to the extent that Mexico distribution is not owned by MVS. Pursuant to the agreement, Cinelatino receives revenue net of MVS's distribution fee, which is presently equal to 13.5% of all license fees collected from Distributors in Latin America and Mexico. Total revenues recognized were $4.0 million, $5.1 million and $4.2 million for the years ended December 31, 2016, 2015 and 2014, respectively. MVS has terminated the agreement effective February 29, 2016. We continued to operate under the terms of the terminated agreement through December 31, 2016. • An affiliation agreement through August 1, 2017 for the distribution and exhibition of Cinelatino's programming service through Dish Mexico (dba Commercializadora de Frecuencias Satelitales, S de R.L. de C.V.), an MVS affiliate that transmits television programming services throughout Mexico. Total revenues recognized were $2.2 million, $2.0 million and $1.9 million for the years ended December 31, 2016, 2015 and 2014, respectively. • An affiliation agreement, effective July 2015 through January 2018 for the distribution and exhibition of Pasiones' Latin American programming service through Dish Mexico (dba Comercializadora de Frecuencias Satelitales, S de R.L. de C.V.), an MVS affiliate that transmits television programming services throughout Mexico. Total revenues recognized were $0.0 for the years ended December 31, 2016 and 2015. • In October 2016, we licensed programming from MVS. Expenses incurred under this agreement are included in cost of revenues and amounted to $0.0 million for the years ended December 31, 2016. At December 31, 2016, $0 million is included in programming rights related to this agreement. • In November 2013, we licensed six movies from MVS. Expenses incurred under this agreement are included in cost of revenues and amounted to $0.0 million for the years ended December 31, 2016, 2015, and 2014. At December 31, 2016 and 2015, $0.0 million is included in programming rights related to this agreement. Amounts due from MVS pursuant to the agreements noted above, amounted to $1.5 million and $1.7 million at December 31, 2016 and 2015, respectively, and are remitted monthly. Amounts due to MVS pursuant to the agreements noted above amounted to $0.5 million and $1.1 million at December 31, 2016 and 2015, respectively, and are remitted monthly. We renewed the three-year consulting agreement effective April 9, 2016 with James M. McNamara, a member of the Company's board of directors, to provide the development, production and maintenance of programming, affiliate relations, identification and negotiation of carriage opportunities, and the development, identification and negotiation of new business initiatives including sponsorship, new channels, direct-to-consumer programs and other interactive initiatives. Total expenses incurred under these agreements are included in selling, general and administrative expenses and amounted to $0.6 million for the year ended December 31, 2016 and $0.7 million for the years ended December 31, 2015 and 2014, respectively. Amounts due this related party totaled $0 at December 31, 2016 and 2015, respectively. We have entered into programming agreements with Panamax Films, LLC ("Panamax"), an entity owned by James M. McNamara for the licensing of three specific movie titles. Expenses incurred under this agreement are included in cost of revenues in the accompanying consolidated statements of operations, and amounted to $0.0 million for each of the years ended December 31, 2016, 2015 and 2014. At December 31, 2016 and 2015, $0.1 million and $0.1 million, respectively, is included in other assets in the accompanying consolidated balance sheets as prepaid programming related to these agreements. During 2013, we engaged Pantelion to assist in the licensing of a feature film in the United States. Pantelion is a joint venture made up of several organizations, including Panamax Films, LLC ("Panamax"), Lions Gate Films Inc. ("Lions Gate") and Grupo Televisa. Panamax is owned by James McNamara, who is also the Chairman of Pantelion. We agreed to pay to Pantelion, in connection with their services, up to 12.5% of all "licensing revenues". Total licensing revenues are included in net revenues in the accompanying consolidated statements of operations and amounted to $0.1 million for the year ended December 31, 2016 and $0.0 million for the years ended December 31, 2015 and 2014, respectively. Total expenses incurred are included in cost of revenues in the accompanying consolidated statements of operations and amounted to $0.0 for each of the years ended December 31, 2016, 2015, and 2014. Amounts due Pantelion at December 31, 2016 and 2015 totaled $0. In October 2015, Pantelion purchased advertising time on one of our channels, which amounted to $0.0 million, net of commission. We entered into agreements to license the rights to motion pictures from Lions Gate for a total license fee of $1.0 million. Some of the titles are owned or controlled by Pantelion, for which Lions Gate acts as Pantelion's exclusive licensing agent. Fees paid by Cinelatino to Lions Gate may be remunerated to Pantelion in accordance with their financial arrangements. Expenses incurred under this agreement are included in cost of revenues in the accompanying consolidated statements of operations, and amounted to $0.3 million and $0.2 million for the years ended December 31, 2016 and 2015, respectively. At December 31, 2016 and 2015, $0.3 million and $0.2 million, respectively, is included in programming rights, related to these agreements, in the accompanying consolidated balance sheets. We entered into a services agreement with InterMedia Advisors, LLC ("IMA") which has officers, directors and stockholders in common with the Company for services including, without limitation, office space and operational support pursuant to a reimbursement agreement with IMA's affiliate, InterMedia Partners VII, L.P. Expenses incurred under this agreement are included in selling, general and administrative expenses in the accompanying consolidated statements of operations and amounted to $0.1 million for the year ended December 31, 2016 and $0.0 million for the years ended December 31, 2015 and 2014, respectively. The amounts due from this related party amounted to $0.1 million and $0.0 million as of December 31, 2016 and 2015, respectively. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property and Equipment | |
Property and Equipment | Note 3. Property and Equipment Property and equipment at December 31, 2016 and 2015 consists of the following (amounts in thousands ): 2016 2015 Land and improvements $ $ Building Equipment Towers ​ ​ ​ ​ ​ ​ ​ ​ Less: accumulated depreciation ) ) ​ ​ ​ ​ ​ ​ ​ ​ Equipment installations in progress ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation expense was $3.2 million, $3.7 million and $3.8 million for the years ended December 31, 2016, 2015 and 2014, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and intangible assets | |
Goodwill and intangible assets | Note 4. Goodwill and Intangible Assets Goodwill and intangible assets consist of the following at December 31, 2016 and 2015 ( amounts in thousands ): December 31, 2016 2015 Broadcast license $ $ Goodwill Other intangibles ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ A summary of changes in the Company's goodwill and other indefinite lived intangible assets, on a net basis, for the years ended December 31, 2016 and 2015 is as follows (amounts in thousands ): Net Balance at Additions Impairment Net Balance at Broadcast license $ $ — $ — $ Goodwill — — Brands — — Other intangibles — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total indefinite-lived intangibles $ $ — $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Balance at Additions Impairment Net Balance at Broadcast licenses $ $ — $ — $ Goodwill — — Brands — — Other intangibles — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total indefinite-lived intangibles $ $ — $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ A summary of the changes in the Company's other amortizable intangible assets for the years ended December 31, 2016 and 2015 is as follows ( amounts in thousands ): Net Balance at Additions Amortization Net Balance at Affiliate relationships $ $ — $ ) $ Advertiser relationships — ) Non-compete agreement — ) Other intangibles ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total finite-lived intangibles $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Balance at Additions Amortization Net Balance at Affiliate relationships $ $ — $ ) $ Advertiser relationships — ) Non-compete agreement — ) Other intangibles ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total finite-lived intangibles $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The aggregate amortization expense of the Company's amortizable intangible assets was $13.4 million, $13.5 million and $12.7 million for the years ended December 31, 2016, 2015 and 2014. The weighted average remaining amortization period is 4.2 years at December 31, 2016. Future estimated amortization expense is as follows (amounts in thousands): Year Ending December 31, Amount 2017 $ 2018 2019 2020 2021 and thereafter ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments | |
Equity Method Investments | Note 5. Equity Method Investments On November 3, 2016, we acquired a minority interest in a newly formed joint venture with Lionsgate to launch a Spanish-language OTT movie service. The service plans to launch in the fiscal year ending December 31, 2017. The OTT JV had no activity from operations in the year ending December 31, 2016 and the Company did not make any capital contributions to the OTT JV in the fiscal year ending December 31, 2016. On November 30, 2016, we, in partnership with Colombian content producers, Radio Television Interamericana S.A., Compania de Medios de Informacion S.A.S and NTC Nacional de Television y Comunicaciones S.A., were awarded a ten (10) year renewable television broadcast concession license for Canal Uno in Colombia. Canal Uno is one of only three national broadcast television licenses in Colombia. The Canal Uno JV is expected to begin operations of the network through a newly formed joint venture vehicle on May 1, 2017. For the year ending December 31, 2016, we accounted for the investment under the equity method. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income taxes | |
Income taxes | Note 6. Income Taxes For the years ended December 31, 2016, 2015 and 2014, Income before provision for income taxes, includes the following components ( amounts in thousands ): 2016 2015 2014 Domestic income $ $ $ Foreign income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the years ended December 31, 2016, 2015 and 2014, income tax expense is composed of the following (amounts in thousands ): 2016 2015 2014 Current income tax expense $ $ $ Deferred income tax (benefit) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current tax expense for the years ended December 31, 2016, 2015 and 2014 includes $1.7 million, $1.5 million and $1.1 million of foreign withholding tax, respectively. For the years ended December 31, 2016, 2015 and 2014 the Company's income tax expense and effective tax rates were as follows: 2016 2015 2014 Pre-tax book income—US Only % % % Pre-tax book income—PR Only % % % Permanent items % % % Return to provision true-ups—Current/Deferred –1.1 % –1.4 % –3.8 % Foreign rate differential % % % Foreign tax credits –32.0 % –24.5 % –31.1 % Change in valuation allowance % % –19.6 % Foreign withholding taxes % % % Deferred foreign tax credit offset % –2.2 % % State taxes and state rate change % –0.3 % % UTP adjustment % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, 2016, the items that significantly affect the differences between the tax provision calculated at the statutory federal income tax rate and the actual tax benefit recorded primarily relate to increases in taxes in Puerto Rico and foreign withholding taxes that will generate offsetting U.S. foreign tax credits. The foreign rate differential is created by significant operations taxed in Puerto Rico which has a higher tax rate than the US federal rate. The operations that are taxed in Puerto Rico are also taxed in the U.S., generating a foreign tax credit. As a result, Puerto Rico timing differences creating deferred tax liabilities represent future Puerto Rico taxes and future potential foreign tax credits. The deferred foreign tax credit offset represents the future foreign tax credits related to the Puerto Rico timing differences. The Company receives revenue from various foreign jurisdictions that are subject to withholding taxes. These withholding taxes have been recorded in the provision for income taxes and generate foreign tax credits. For the year ended December 31, 2015, the items that significantly affect the differences between the tax provision calculated at the statutory federal income tax rate and the actual tax benefit recorded relate to increases in taxes in Puerto Rico and foreign withholding taxes that will generate offsetting U.S. foreign tax credits. For the year ended December 31, 2014, the items that significantly affect the differences between the tax provision calculated at the statutory federal income tax rate and the actual tax benefit recorded relate to increases in taxes in Puerto Rico that will generate offsetting U.S. foreign tax credits and the reduction of the valuation allowance. The realization of deferred tax assets depends on the generation of sufficient taxable income of the appropriate character and in the appropriate taxing jurisdiction during the future periods in which the related temporary differences become deductible. A valuation allowance is provided to reduce such deferred tax assets to amounts more likely than not to be ultimately realized. The Company reversed a valuation allowance of $2.5 million on the deferred tax assets to increase the total amount that management believed would be ultimately realized, due to the expected increase in income following the Cable Networks Acquisition on April 1, 2014. The Company may be audited by federal, state and local tax authorities, and from time to time these audits could result in proposed assessments. The Company has open tax years from 2012 forward for federal and state tax purposes. During 2015, the Company received a notice that the Hemisphere Media Group, Inc. 2013 tax return was selected for examination by the IRS. The audit was closed with no findings in 2016. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities calculated for financial reporting purposes and the amounts calculated for preparing its income tax returns in accordance with tax regulations and the net tax effects of operating loss and tax credits carried forward. Net deferred tax liabilities consist of the following components as of December 31, 2016 and 2015 (amounts in thousands ): 2016 2015 Deferred tax assets: Allowances for doubtful accounts $ $ Deferred branch tax benefit State tax Federal deduction true-up — Deferred income — Fixed assets Accrued expenses Foreign tax credit Stock compensation Pension Intangibles ​ ​ ​ ​ ​ ​ ​ ​ Other DTA — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities: Prepaid expenses ) ) Intangibles ) ) Property and equipment ) ) Amortization expense ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total deferred tax liabilities ) ) ​ ​ ​ ​ ​ ​ ​ ​ $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The deferred tax amounts mentioned above have been classified on the accompanying consolidated balance sheets at December 31, 2016 and 2015 as follows ( amounts in thousands ): 2016 2015 Non-current assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-current liabilities $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2016 and 2015, the Company has foreign tax credit carryforwards for U.S. federal purposes and foreign minimum credits totaling $11.4 million and $5.6 million, respectively, which expire during the years 2021 through 2025. These tax credits were generated on revenues earned by our channels for airing content in Puerto Rico, Mexico and Latin America. Upon audit, taxing authorities may prohibit the realization of all or part of an uncertain tax position. The Company regularly assesses the outcome of potential examinations in each of the tax jurisdictions when determining the adequacy of the amount of unrecognized tax benefit recorded. The Company recognizes interest and penalties related to uncertain tax positions, if any, in income tax expense. As of December 31, 2016, the Company has uncertain tax position reserves of $0.4 million and $0.3 million recorded related interest expense of $0.0 million as of December 31, 2016 and 2015. During 2014, the Company identified an uncertain tax position and recorded a liability of $0.7 million with an offsetting deferred tax asset. The company accrued no interest related to this item. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Long-term debt | |
Long-term debt | Note 7. Long-Term Debt Long-term debt as of December 31, 2016 and 2015 consists of the following ( amounts in thousands ): December 31, 2016 December 31, 2015 Senior Notes due July 2020 $ $ Less: Current portion — ) ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Note that the prior year balance sheet presentation was adjusted to conform with current year adoption of ASU 2015-03 Simplifying the Presentation of Debt Issuance Costs , which requires that deferred financing fees be presented in the balance sheet as a direct reduction of Long-term debt. As a result, prior year assets and liabilities both decreased by $2.3 million. On July 31, 2014, certain of our subsidiaries (the "Borrowers") amended the Term Loan Facility (the "Existing Term Loan Facility") which provides for an aggregate principal amount of $225.0 million and matures on July 30, 2020. Pricing on the Existing Term Loan Facility was set at LIBOR plus 400 basis points subject to a LIBOR floor of 1.00% resulting in an effective interest rate 5.00%, and 0.5% of original issue discount ("OID"). The Existing Term Loan Facility also provides an uncommitted accordion option (the "Incremental Facility") allowing for additional borrowings under the Existing Term Loan Facility up to an aggregate principal amount equal to (i) $40.0 million plus (ii) an additional amount of up to 4.0x first lien net leverage. The obligations under the Existing Term Loan Facility are guaranteed by HMTV, LLC, our direct wholly-owned subsidiary, and all of our existing and future subsidiaries (subject to certain exceptions in the case of immaterial subsidiaries). Additionally, the Existing Term Loan Facility provides for an uncommitted incremental revolving loan option in an aggregate principal amount of up to $20.0 million, which shall be secured on a pari passu basis by the collateral securing the Existing Term Loan Facility. The Existing Term Loan Facility is secured by a first-priority perfected security interest in substantially all of our assets. The proceeds of the Existing Term Loan Facility, were used to pay fees and expenses associated with the Cable Networks Acquisition, and for general corporate purposes including potential future acquisitions. The OID of $1.3 million, net of accumulated amortization of $1.1 million at December 31, 2016, was recorded as a reduction to the principal amount of the Existing Term Loan Facility outstanding and will be amortized as a component of interest expense over the term of the Existing Term Loan Facility. We recorded $1.8 million of deferred financing costs associated with the Existing Term Loan Facility, as amended, net of accumulated amortization of $1.5 million at December 31, 2016, which was recorded as a reduction to the principal amount of the Long-term debt outstanding and will be amortized utilizing the effective interest rate method over the remaining term of the Existing Term Loan Facility. In July 2014, we recorded a $1.1 million loss on early extinguishment of debt; $0.7 million related to deferred costs and $0.4 million related to OID. The Existing Term Loan Facility principal payments are payable on quarterly due dates commencing September 30, 2014, with a final installment on July 30, 2020. In addition, pursuant to the terms of the Existing Term Loan Facility, within 90 days after the end of each fiscal year (commencing with the fiscal year ending December 31, 2015), the Borrowers are required to make a prepayment of the loan principal in an amount equal to 50% of the excess cash flow of the most recently completed fiscal year. Excess cash flow is generally defined as net income plus depreciation and amortization expense, less mandatory prepayments of the term loan, interest charges, income taxes and capital expenditures, and adjusted for the change in working capital. The percentage of the excess cash flow used to determine the amount of the prepayment of the loan declines from 50% to 25% and again to 0% at lower leverage ratios. In March of 2016, the Company made an excess cash flow payment of $8.3 million. As permitted under the Existing Term Loan Facility, the excess cash flow payment was allocated at our election and in direct order of maturity, accordingly, we did not make the scheduled quarterly loan amortization payments in 2016. Following are maturities of long-term debt, at December 31, 2016 ( amounts in thousands ): (a) Year Ending December 31, 2017 $ — 2018 — 2019 2020 ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (a) Table does not consider any future excess cash payments. On February 14, 2017 (the "Closing Date), the Borrowers amended the Existing Term Loan Facility. (the "Amended Term Loan Facility") (see Note 12 Subsequent Event). The Amended Term Loan Facility provides for term loans in the aggregate principal amount of $213.3 million, which will mature on February 14, 2024. (the Existing Term Loan Facility was due to mature on July 30, 2020). The Amended Term Loan Facility, issued with 0.5% of original issue discount, will bear interest at the Borrowers' option of either (i) LIBOR plus a margin of 3.50% (decreased from a margin of 4.00% under the Existing Term Loan Facility) or (ii) or an Alternate Base Rate ("ABR") plus a margin of 2.50% (decreased from a margin of 3.00% under the Existing Term Loan Facility). There is no LIBOR floor (a decrease from a LIBOR floor of 1.00% under the Existing Term Loan Facility). The Amended Term Loan Facility will require the Borrowers to make amortization payments (in quarterly installments) equal to 1.00% per annum with respect to the Existing Term Loan Facility with any remaining amount due at final maturity. The Amended Term Loan Facility principal payments will commence on March 31, 2017 with a final installment on February 14, 2024. Voluntary prepayments will be permitted, in whole or in part, subject to certain minimum prepayment requirements; provided that any prepayments made prior to the date that is six months from the Closing Date of the Amended Term Loan Facility, for the purpose of repricing or effectively repricing the Amended Term Loan Facility, will be required to include a 1.00% prepayment premium. Following are maturities of long-term debt under the Amended Term Loan Facility, ( amounts in thousands ): (a) Year Ending December 31, 2017 $ 2018 2019 2020 2021 and thereafter ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Amended Term Loan Facility, among other terms, provides for an uncommitted incremental loan option (the "Incremental Facility") allowing for increases for borrowings under the Amended Term Loan Facility and borrowing of new tranches of term loans, up to an aggregate principal amount equal to (i) $65.0 million (increased from $40.0 million from the Existing Credit Agreement) plus (ii) an additional amount (the "Incremental Facility Increase") provided, if after giving effect to such Incremental Facility Increase (as well as any other additional term loans), on a pro forma basis, the First Lien Net Leverage Ratio (as defined in the Amended Credit Agreement) for the most recent four consecutive fiscal quarters does not exceed 4.00:1.00 and the Total Net Leverage Ratio (as defined in the Amended Credit Agreement) for the most recent four consecutive fiscal quarters does not exceed 6.00:1.00. The First Lien Net Leverage Ratio and the Total Net Leverage Ratio each caps the cash netted against debt up to a maximum amount of $60.0 million (increased from $45.0 million under the Existing Credit Agreement). Additionally, the Amended Term Loan Facility also provides for an uncommitted incremental revolving loan option (the "Incremental Revolving Facility") allowing for an aggregate principal amount of up to $30.0 million, which shall be secured on a pari passu basis by the collateral securing the Amended Term Loan Facility. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity | |
Stockholders' equity | Note 8. Stockholders' Equity Capitalization Capital Stock In connection with the Transaction (i) the holders of Cinelatino common stock and the holder of membership interests in WAPA Holdings (the "Cinelatino/WAPA Investors") surrendered their respective interests and received an aggregate of 33,000,000 shares of Hemisphere Class B common stock, par value $0.0001 ("Class B common stock")(of which 1.5 million Class B Common Stock is subject to forfeiture if the market price of shares of Hemisphere Class A common stock does not reach certain levels), a cash payment equal to an aggregate of $5.0 million, and purchased 2,333,334 warrants from Azteca founders to purchase Hemisphere Class A common stock, par value $0.0001 (such warrants, "Warrants" and such stock, "Class A common stock"); (ii) each share of Azteca common stock was automatically converted into one share of Class A common stock; (iii) each Amended Azteca Warrant, as defined below, was automatically converted into an equal number of Warrants; and (iv) immediately prior to the consummation of the Transaction, Azteca Acquisition Holdings, LLC and certain existing shareholders of Azteca contributed 250,000 shares of Azteca common stock to Azteca for cancellation and agreed to subject an additional 250,000 shares of Class A common stock to certain forfeiture provisions (a total of 503,788 shares of Class A common stock is subject to forfeiture) if the market price of shares of Hemisphere Class A common stock does not reach certain levels. Following the consummation of the Transaction, there were 10,991,100 shares of Class A stock outstanding and 33,000,000 shares of Hemisphere Class B stock outstanding. Subsequent to the Transaction, an additional 250,000 shares of Class A restricted stock were issued. From time to time the Company has issued Class A common stock to certain members of management and board of directors as equity compensation, subject to time and performance vesting conditions, as discussed below. As of December 31, 2016, the Company had 21,900,160 shares of Class A common stock (including shares subject to forfeiture), and 20,800,998 shares of Class B common stock (including shares subject to forfeiture), issued and outstanding. Pursuant to the Equity Restructuring and Warrant Purchase Agreement, dated as of January 22, 2013, by and among Azteca Acquisition Holdings, LLC and the Company and the other parties identified therein, certain initial stockholders of Azteca Acquisition Corporation (which merged with the Company in connection with its initial public offering), agreed to subject 378,788 shares of Class A common stock to certain forfeiture provisions if the market price of shares of Hemisphere Class A common stock did not equal or exceed $15.00 per share for any 20 trading days within at least one 30-trading day period within 36 months of April 4, 2013. Effective the close of trading on April 4, 2016, such holders forfeited 378,788 shares of Class A common stock back to the Company as a result. In the event the last sale price of the Class A common stock does not equal or exceed $15.00 per share (as adjusted for stock splits, share dividends, reorganizations, recapitalizations and the like) for any 20 trading days within at least one 30-trading day period before April 4, 2018, 125,000 shares of Class A common stock and 1.5 million shares of Class B Common Shares will be forfeited. On June 8, 2016, the Company completed a privately negotiated stock repurchase of 2.8 million shares of Class A common stock at a price of $10.50 per share for $29.4 million. On March 16, 2016, the Company completed a repurchase of 100,000 shares of Class A common stock at a price of $13.35 per share for $1.3 million. The repurchased shares were placed into treasury to be used for general corporate purposes. On October 21, 2016, an aggregate of 9.2 million shares of Class B common stock held by InterMedia Partners VII, L.P. and its affiliates ("IM") were distributed to limited partners of IM. A beneficial owner of shares of Class B common stock may transfer, directly or indirectly, shares of Class B common stock, whether by sale, assignment, gift or otherwise, only to a Class B Permitted Transferee (as defined in the Company's amended an and restated certificate of incorporation) and no Class B stockholder may otherwise transfer beneficial ownership (as hereinafter defined) of any shares of Class B common stock. As such, shares of Class B common stock held by IM were converted to shares of Class A common stock, including an aggregate of 419,383 shares of Class B common stock that are subject to forfeiture and distribution as elected by IM's limited partners were converted into shares of Class A common stock. Warrants The Company has issued 14.7 million warrants, which qualify as equity instruments. Each warrant entitles the holder to purchase one-half of the number of shares of our Class A common stock at a price of $6.00 per half share. At December 31, 2016, 12.3 million warrants were issued and outstanding, which are exercisable into 6.1 million shares of our Class A common stock. Warrants are only exercisable for a whole number of shares of common stock (i.e. only an even number of warrants may be exercised at any given time by a registered holder). Thus, a holder must exercise at least two warrants, at an effective exercise price of $12.00 per warrant. At the option of the Company, 8.7 million warrants may be called for redemption, provided that the last sale price of our Class A common stock reported has been at least $18.00 per share on each of twenty trading days within the thirty-day period ending on the third business day prior to the date on which notice of redemption is given. The warrants expire on April 4, 2018. During the year ended December 31, 2016, we repurchased 1.0 million warrants for $1.0 million, and we issued 35,000 shares of Class A common stock upon the exercise of 70,000 warrants for total exercise proceeds of $0.4 million. Voting Class B common stock votes on a 10 to 1 basis with the Class A common stock, which means that each share of Class B common stock will have 10 votes and each share of Class A common stock will have 1 vote. The Class B common stock shall be convertible in whole or in part at any time at the option of the holder or holders thereof, into an equal number of Class A common stock. Warrants are not entitled to vote, unless converted into shares of the Company's Class A common stock. Equity Incentive Plans Effective May 16, 2016, the stockholders of all classes of capital stock of the Company approved at the annual stockholder meeting the Hemisphere Media Group, Inc. Amended and Restated 2013 Equity Incentive Plan (the "2013 Equity Incentive Plan") to increase the number of shares of Class A common stock that may be delivered under the 2013 Equity Incentive Plan by 3.2 million shares, provide limits on non-employee director awards and additional provisions as set forth therein (a copy of the 2013 Equity Incentive Plan is provided in the Company's 2016 annual proxy statement). An aggregate of 7.2 million shares of our Class A common stock were authorized for issuance under the terms of the Equity Incentive Plan. At December 31, 2016, 2.8 million shares remained available for issuance of stock options or other stock-based awards under our 2013 Equity Incentive Plan (including shares of restricted Class A common stock surrendered to the Company in payment of taxes required to be withheld in respect of vested shares of restricted Class A common stock, which are available for re-issuance). The expiration date of the 2013 Equity Incentive Plan, on and after which date no awards may be granted, is April 4, 2023. The Company's board of directors, or a committee thereof, administers the 2013 Equity Incentive Plan and has the sole and plenary authority to, among other things: (i) designate participants; (ii) determine the type, size, and terms and conditions of awards to be granted; and (iii) determine the method by which an award may be settled, exercised, canceled, forfeited or suspended. The Company's time-based restricted stock awards and option awards generally vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the grantee's continued employment or service with the Company. The Company's event-based restricted stock awards and option awards generally vest either upon the Company's Class A common stock attaining a $15.00 closing price per share, as quoted on the NASDAQ Global Market, on at least 10 trading days, subject to the grantee's continued employment or service with the Company. Other event-based restricted stock awards granted to certain members of our Board vest on the day preceding the Company's annual shareholder meeting. Stock-Based Compensation Stock-based compensation expense related to stock options and restricted stock was $4.7 million, $5.6 million and $5.9 million for the years ended December 31, 2016, 2015, and 2014, respectively. At December 31, 2016, there was $3.5 million of total unrecognized compensation cost related to non-vested stock options, which is expected to be recognized over a weighted-average period of 2.2 years. At December 31, 2016, there was $3.3 million of total unrecognized compensation cost related to non-vested restricted stock, which is expected to be recognized over a weighted-average period of 2.0 years. Stock Options The fair value of stock options granted is estimated at the date of grant using the Black-Scholes pricing model for time-based options and the Monte Carlo simulation model for event-based options. The expected term of options granted is derived using the simplified method under ASC 718-10-S99-1/SEC Topic 14.D for "plain vanilla" options and the Monte Carlo simulation for event-based options. Expected volatility is based on the historical volatility of the Company's competitors given its lack of trading history. The risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. The Company has estimated forfeitures of 1.5%, as the awards are to management for which the Company expects lower turnover, and has assumed no dividend yield, as dividends have never been paid to stock or option holders and will not be paid for the foreseeable future. Black-Scholes Option Valuation Assumptions 2016 2015 2014 Risk-free interest rate 1.60% - 2.44% 1.76% - 2.12% 1.76% - 1.92% Dividend yield — — — Volatility 26.4% - 32.4% 25.8% - 29.5% 28.4% - 30.9% Weighted-average expected term (years) 6.0 - 6.3 The following table summarizes stock option activity for the years ended December 31, 2016, 2015 and 2014 (shares and intrinsic values in thousands): Number of Weighted- Weighted- Aggregate Outstanding at December 31, 2013 $ $ Granted $ — Exercised — — — — Forfeited or expired — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2014 $ $ Granted $ — Exercised ) — — Forfeited or expired ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2015 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Granted $ — Exercised ) — — Forfeited or expired — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Vested at December 31, 2016 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercisable at December 31, 2016 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The weighted average grant date fair value of options granted for the years ended December 31, 2016, 2015 and 2014 was $3.71, $4.13 and $3.75. At December 31, 2016, 0.3 million options granted are unvested, event-based options. Restricted Stock Certain employees and directors have been awarded restricted stock under the 2013 Equity Incentive Plan. The time-based restricted stock grants vest primarily over a period of three years. The fair value and expected term of event-based restricted stock grants is estimated at the grant date using the Monte Carlo simulation model. The following table summarizes restricted share activity for the years ended December 31, 2016, 2015 and 2014 ( shares in thousands ): Number of Weighted-average Outstanding at December 31, 2013 $ Granted Vested ) Forfeited — — ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2014 $ Granted $ Vested ) Forfeited — — ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2015 $ Granted Vested ) Forfeited — — ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2016, 0.2 million shares of restricted stock issued are unvested, event-based shares. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Contingencies | |
Contingencies | Note 9. Contingencies The Company is involved in various legal actions, generally related to its operations. Management believes, based on advice from legal counsel, that the outcome of such legal actions will not adversely affect the financial condition of the Company. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Commitments | |
Commitments | Note 10. Commitments The Company has entered into certain rental property contracts with third parties, which are accounted for as operating leases. Rental expense was $0.7 million, $0.6 million and $0.3 million for the years ended December 31, 2016, 2015 and 2014, respectively The Company has certain commitments including various operating leases. Future minimum payments for these commitments and other commitments, primarily programming, are as follows (amounts in thousands): Year Ending December 31, Operating Other Total 2017 $ $ $ 2018 2019 2020 2021 and thereafter ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Plans | |
Retirement Plans | Note 11. Retirement Plans WAPA, a wholly owned subsidiary of the Company, makes contributions to the Televicentro de Puerto Rico Special Retirement Benefits (the "Retirement Plan"). The Retirement Plan is available to all reporters and union employees after completing three (3) months of service. Eligible employees, those meeting active service minimums and minimum age requirements, are eligible to receive a one-time lump sum payment at retirement, of two (2) weeks per year of service capped at a maximum payment of forty-five (45) weeks. The number of retirees is capped at five (5) per year. There are 164 participants in the Retirement Plan. Following is the plan's projected benefit obligation at December 31, 2016 and 2015. (amounts in thousands ): 2016 2015 Projected benefit obligation: Balance, beginning of the year $ $ Service cost Interest cost Actuarial (gain) loss ) Benefits paid to participants ) ) ​ ​ ​ ​ ​ ​ ​ ​ Balance, end of year $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2016, 2015 and 2014, the funded status of the plan was as follows ( amounts in thousands ): 2016 2015 2014 Excess of benefit obligation over the value of plan assets $ ) $ ) $ ) Unrecognized net actuarial loss Unrecognized prior service cost ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accrued benefit cost $ ) $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The plan is unfunded. As such, the Company is not required to make annual contributions to the plan. At December 31, 2016 and 2015, the amounts recognized in the consolidated balance sheets were classified as follows ( amounts in thousands): 2016 2015 Accrued benefit cost $ ) $ ) Accumulated other comprehensive loss ​ ​ ​ ​ ​ ​ ​ ​ Net amount recognized $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amounts recorded in accumulated other comprehensive loss are reported net of tax. The benefits expected to be paid in each of the next five years and thereafter are as follows ( amounts in thousands ): Years Ending December 31, Amount 2017 $ 2018 2019 2020 2021 2022 through 2025 ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At December 31, 2016 and 2015, the following weighted-average rates were used: 2016 2015 Discount rate on the benefit obligation % % Rate of employee compensation increase % % Pension expense for the years ended December 31, 2016, 2015 and 2014, consists of the following ( amounts in thousands ): 2016 2015 2014 Service cost $ $ $ Interest cost Expected return on plan assets — — — Recognized actuarial loss (gain) — — — Amortization of prior service cost Net loss amortization ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ WAPA makes contributions to the Plan, a multiemployer pension plan with a plan year end of December 31 that provides defined benefits to certain employees covered by two CBAs, one of which was scheduled to expire on July 23, 2015 and the other of which expires on June 27, 2016. Pursuant to its terms, the CBA which was scheduled to expire on July 23, 2015 automatically renewed for a period of eighteen (18) months upon such expiration date and remained in effect through January 23. Following the expiration of the extension period, the Company and UPAGRA continue to engage in active and good faith negotiations. WAPA's contribution rates to the Plan are generally determined in accordance with the provisions of the CBAs and a rehabilitation plan that was adopted by the TNGIPP. The risks in participating in such a plan are different from the risks of single-employer plans, in the following respects: • Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of any other participating employer. • If a participating employer ceases to contribute to a multiemployer plan, the unfunded obligation of the plan allocable to such withdrawing employer may be borne by the remaining participating employer. Under current law regarding multiemployer defined benefit plans, WAPA's withdrawal (or amass withdrawal of all contributing employers from any underfunded multiemployer defined benefit plan) would require us to make payments to the plan for our proportionate share of the multiemployer plan's UVBs benefits. Under the statutory requirements applicable to withdrawal liability with respect to a multiemployer pension plan, in the event of a complete withdrawal from the Plan, WAPA's payment amount for a given year would be determined based on its highest contribution rate (as limited by the Multiemployer Pension Reform Act of 2014) and highest and its highest average contribution hours over a period of three consecutive plan years out of the ten-year period preceding the date of withdrawal. To the extent that the prescribed payment amount was not sufficient to discharge WAPA's share of the Plan's UVBs, WAPA's payment obligation would nevertheless end after 20 years of payments (absent a withdrawal that is part of a mass withdrawal, in which case the annual payments would continue indefinitely or until WAPA paid its proportionate share of the Plan's UVBs). WAPA has received Annual Funding Notices, Report of Summary Plan Information, Critical Status Notices ("Notices") and the above-noted Rehabilitation Plan, as defined by the Pension Protection Act of 2006 ("PPA"), from the Plan. The Notices indicate that the Plan actuary has certified that the Plan is in critical status, the "Red Zone", as defined by the PPA, and that a plan of rehabilitation ("Rehabilitation Plan") was adopted by the Trustees of the Plan ("Trustees") on May 1, 2010 and then updated on November 17, 2015. On May 29, 2010, the Trustees sent WAPA a Notice of Reduction and Adjustment of Benefits Due to Critical Status explaining all changes adopted under the Rehabilitation Plan, including the reduction or elimination of benefits referred to as "adjustable benefits." In connection with the adoption of the Rehabilitation Plan, most of the Plan participating unions and contributing employers (including the Newspaper Guild International and WAPA), agreed to one of the "schedules" of changes as set forth under the Rehabilitation Plan. WAPA elected the "Preferred Schedule" and executed a Memorandum of Agreement, effective May 27, 2010 (the "MOA") and agreed to the following contribution rate increases: 3.0% beginning on January 1, 2013; an additional 3.0% beginning on January 1, 2014; and an additional 3% beginning on January 1, 2015. In 2015, The Plan's Trustee's reviewed the Rehabilitation Plan and the financial projections under the Plan and determined that is was not prudent to continue benefit accruals under the current Plan and that implementation of an updated plan with a new benefit design would be in the best interest of the Plan's participants. As a result, the Plan's Board of Trustee's adopted changes to the Rehabilitation Plan effective January 1, 2016. Under the Rehabilitation Plan, as revised in 2015, WAPA will need to agree to one of the updated "schedules" of changes as set forth under the revised Rehabilitation Plan. These schedule options include a new preferred schedule that does not require contribution increases but requires the employer to commit to remaining in the Plan for an additional five years, or the existing preferred schedule or a default schedule, both of which require annual contribution increases of 3% (starting January 1, 2016). The contribution increases and effect of the Rehabilitation Plan as described above are not anticipated to have a material effect on the Company's results of operations. However, in the event other contributing employers are unable to, or fail to, meet their ongoing funding obligations, the financial impact on WAPA to contribute to any plan underfunding may be material. In addition, if a United States multiemployer defined benefit plan fails to satisfy certain minimum funding requirements, the Internal Revenue Service may impose a nondeductible excise tax of 5.0% on the amount of the accumulated funding deficiency for those employers contributing to the fund. If WAPA completely or partially withdrew from the Plan, it would be obligated to pay complete or partial withdrawal liability (which could be material). Pursuant to the last available notice (for the Plan year ended December 31, 2014), WAPA's contributions to the Plan exceeded 5% of total contributions made to the Plan. Further information about the Plan is presented in the table below ( amounts in thousands ): Pension Protection Funding Improvement WAPA's Expiration Surcharge Pension Fund EIN 2013 Status 2016 2015 2014 TNGIPP (Plan No. 001) 52-1082662 Red Implemented $ $ $ Yes July 21, 2015 |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events | |
Subsequent Events | Note 12. Subsequent Event On February 14, 2017, certain of our subsidiaries entered into an amendment to our credit agreement providing for a $213.3 million senior secured term loan B facility (the "Amended Term Loan Facility"), which extended the maturity date by over three years from July 2020 to February 2024. Interest on the Amended Term Loan Facility was set at LIBOR plus 350 (decreased from a margin of 4.00% under the Existing Term Loan Facility) basis points and no LIBOR floor (decreased from a LIBOR floor of 1.00% under the Existing Term Loan Facility). The Amended Term Loan Facility principal payments are payable on quarterly due dates commencing March 14, 2017, and a final installment on February 14, 2024. Estimated transaction costs total approximately $2.3 million. We are currently evaluating the accounting for the debt refinancing and related transaction costs. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data (Unaudited) | |
Quarterly Financial Data (Unaudited) | Note 13. Quarterly Financial Data (Unaudited) (Amounts in thousands, except per share amounts) 2016 Quarters Ended(a) March 31 June 30 September 30 December 31 Net revenues $ $ $ Operating income Net income Earnings per share: Basic $ $ $ $ Dilutive $ $ $ $ 2015 Quarters Ended(a) March 31 June 30 September 30 December 31 Net revenues $ $ $ $ Operating income Net income Earnings per share: Basic $ $ $ $ Dilutive $ $ $ $ 2014 Quarters Ended(b) March 31 June 30 September 30 December 31 Net revenues $ $ $ $ Operating income Net income Earnings per share: Basic $ $ $ $ Dilutive $ $ $ $ (a) The sum of the quarters will not equal the full year due to rounding. (b) On April 1, 2014, the Cable Networks Acquisition was consummated, and the operating results are included in our consolidated financial statements as of the date of the acquisition. |
Nature of Business and Signif21
Nature of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Nature of business | |
Reclassification: | Reclassification: Certain prior year amounts on the presented consolidated balance sheet have been reclassified to conform with current year presentation. The prior year balance sheet presentation was adjusted to conform with current year adoption of ASU 2015-03 Simplifying the Presentation of Debt Issuance Costs , which requires that deferred financing fees be presented in the balance sheet as a direct reduction of Long-term debt. As a result, prior year assets and liabilities both decreased by $2.3 million. |
Principles of consolidation: | Principles of consolidation: The consolidated financial statements include our accounts and the accounts of our subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Basis of presentation: | Basis of presentation: The accompanying consolidated financial statements for us and our subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). |
Operating Segments: | Operating segments: The Company determines its operating segments based upon (i) financial information reviewed by the chief operating decision maker, the Chief Executive Officer, (ii) internal management and related reporting structure and (iii) the basis upon which the chief operating decision maker makes resource allocation decisions. We have one operating segment, Hemisphere. |
Net earnings per common share: | Net earnings per common share: Basic earnings per share ("EPS") are computed by dividing income attributable to common stockholders by the number of weighted-average outstanding shares of common stock. Diluted EPS reflects the effect of the assumed exercise of stock options and vesting of restricted shares only in the periods in which such effect would have been dilutive. The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS ( amounts in thousands, except per share amounts ): Years Ended December 31 2016 2015 2014 Numerator for earnings per common share calculation: Net income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator for earnings per common share calculation: Weighted-average common shares, basic Effect of dilutive securities Stock options, restricted stock and warrants ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average common shares, diluted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EPS Basic $ $ $ Diluted $ $ $ We apply the treasury stock method to measure the dilutive effect of its outstanding warrants, stock options and restricted stock awards and include the respective common share equivalents in the denominator of our diluted income per common share calculation. Per the Accounting Standards Codification ("ASC") 260 accounting guidance, under the treasury stock method, the incremental shares (difference between the number of shares assumed issued and the number of shares assumed purchased) shall be included in the denominator of the diluted EPS computation (ASC 260-10-45-23). The assumed exercise only occurs when the warrants are "In the Money" (exercise price is lower than the average market price for the period). If the warrants are "Out of the Money" (exercise price is higher than the average market price for the period), the exercise is not assumed since the result would be anti-dilutive. Potentially dilutive securities representing 1.9 million, 1.0 million and 1.1 million shares of common stock for the years ended December 31, 2016, 2015 and 2014, respectively, were excluded from the computation of diluted income per common share for this period because their effect would have been anti-dilutive. The net income per share amounts are the same for our Class A and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. In computing earnings per share, the Company's Nonvoting Stock is considered a participating security. Each share of Nonvoting Stock has identical rights, powers, limitations and restrictions in all respects as each share of common of the Company, including the right to receive the same consideration per share payable in respect of each share of common stock, except that holders of Nonvoting Stock shall have no voting rights or powers whatsoever. |
Revenue recognition: | Revenue recognition: Revenue related to the sale of advertising and contracted time is recognized at the time of broadcast. Retransmission consent fees and subscriber fees received from multi-channel video providers are recognized in the period in which the services are performed, generally pursuant to multi-year carriage agreements based on the number of subscribers. In May 2014, the FASB issued an accounting pronouncement related to revenue recognition, which applies a single, comprehensive recognition model for all contracts with customers. This standard, as amended, contains principles with respect to the measurement and timing of recognition of revenue. The Company will recognize revenue to reflect the transfer of goods or services to customers at an amount that it expects to be entitled to receive in exchange for those goods or services. The new standard is effective for the annual reporting periods beginning after December 15, 2017. The Company will apply the new revenue standard beginning January 1, 2018. The Company has identified retransmission consent fees/ subscriber fees and advertising sales as significant and is currently in the process of analyzing each of these revenue streams in accordance with the new guidance to determine the impact on the consolidated financial statements. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). When the Company has completed its evaluation, it will determine the method of transition that will be used in adopting the new standard. |
Barter transactions: | Barter transactions: The Company engages in barter transactions in which advertising time is exchanged for products or services. Barter transactions are accounted for at the estimated fair value of the products or services received, or advertising time given up, whichever is more clearly determinable. Barter revenue is recognized at the time the advertising is broadcast. Barter expense is recorded at the time the merchandise or services are used and/or received. Barter revenue and expense included in the consolidated statements of operations are as follows ( amounts in thousands ): 2016 2015 2014 Barter revenue $ $ $ Barter expense ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Programming costs: | Programming costs: Programming costs are recorded in cost of revenues based on the Company's contractual agreements with various third party programming Distributors which are generally multi-year agreements. |
Stock based compensation: | Stock-based compensation: We have given equity incentives to certain employees. We account for such equity incentives in accordance with ASC 718 "Stock Compensation," which requires us to measure compensation cost for equity settled awards at fair value on the date of grant and recognize compensation cost in the consolidated statements of operations over the requisite service or performance period the award is expected to vest. Compensation cost is determined by using either the Monte Carlo simulation model or the Black-Scholes option pricing model. |
Advertising and marketing costs: | Advertising and marketing costs: The Company expenses advertising and marketing costs as incurred. The Company incurred advertising and marketing costs of $3.8 million, $3.5 million and $2.4 million for the years ended December 31, 2016, 2015 and 2014, respectively. |
Cash: | Cash: The Company maintains its cash in bank deposit accounts which, at times, may exceed federally-insured limits. The Company has not experienced any losses in such accounts. |
Accounts receivable: | Accounts receivable: Accounts receivable are carried at the original charge amount less an estimate made for doubtful receivables based on a review of all outstanding amounts. Management determines the allowance for doubtful accounts by regularly evaluating individual customer receivables and considering a customer's financial condition and current economic conditions. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded as income when received. The Company considers an account receivable to be past due if any portion of the receivable balance is outstanding for more than 90 days. Changes in the allowance for doubtful accounts for the years ended December 31, 2016, 2015 and 2014 consisted of the following (amounts in thousands): Year Description Beginning Additions Write-offs Recoveries End 2016 Allowance for doubtful accounts $ $ $ $ $ 2015 Allowance for doubtful accounts $ $ $ $ $ 2014 Allowance for doubtful accounts $ $ $ $ $ |
Programming rights: | Programming rights: We enter into multi-year license agreements with various programming Distributors for distribution of their respective programming ("programming rights") and capitalize amounts paid to secure or extend these programming rights at the lower of unamortized cost or estimated net realizable value. If management estimates that the unamortized cost of programming rights exceeds the estimated net realizable value, an adjustment is recorded to reduce the carrying value of the programming rights. No such write-down was deemed necessary during the years ended December 31, 2016, 2015 and 2014. Programming rights are amortized over the term of the related license agreements or the number of exhibitions, whichever occurs first. The amortization of these rights, which was $12.2 million, $11.7 million and $10.4 million for the years ended December 31, 2016, 2015 and 2014, respectively, is recorded as part of cost of revenues in the accompanying consolidated statements of operations. Accumulated amortization of the programming rights was $18.3 million and $19.7 million at December 31, 2016 and 2015, respectively. Costs incurred in connection with the purchase of programs to be broadcast within one year are classified as current assets, while costs of those programs to be broadcast subsequently are considered noncurrent. Program obligations are classified as current or noncurrent in accordance with the payment terms of the license agreement. |
Property and equipment: | Property and equipment: Property and equipment are recorded at cost. Depreciation is determined using the straight-line method over the expected remaining useful lives of the respective assets. Useful lives range from 1 - 40 years for improvements, equipment, buildings and towers. Upon retirement or other disposition, the cost and related accumulated depreciation of the assets are removed from the accounts and the resulting gain or loss is reflected in the determination of net income or loss. Expenditures for maintenance and repairs are expensed as incurred. Property and equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. |
Investments: | Investments: The Company holds an investment in an equity method investees. Investments in equity method investees are those for which the Company has the ability to exercise significant influence, but does not control and is not the primary beneficiary. Significant influence typically exists if the Company has a 20% to 50% ownership interest in the venture unless persuasive evidence to the contrary exists. Under this method of accounting, the Company typically records its proportionate share of the net earnings or losses of equity method investees and a corresponding increase or decrease to the investment balances. Cash payments to equity method investees such as additional investments, loans and advances and expenses incurred on behalf of investees, as well as payments from equity method investees such as dividends, distributions and repayments of loans and advances are recorded as adjustments to investment balances. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. |
Goodwill and other intangibles: | Goodwill and other intangibles: The Company's goodwill is recorded as a result of the Company's business combinations using the acquisition method of accounting. Indefinite lived intangible assets include a broadcast license, trademark and tradenames. Other intangible assets include customer relationships, non-compete agreement and affiliate agreements with an estimated useful life of one to ten years. Other intangible assets are amortized over their estimated lives using the straight-line method. Costs incurred to renew or extend the term of recognized intangible assets are capitalized and amortized over the useful life of the asset. The Company tests its broadcast license annually for impairment or whenever events or changes in circumstances indicate that such assets might be impaired. The impairment test consists of a comparison of the fair value of these assets with their carrying amounts using a discounted cash flow valuation method, assuming a hypothetical start-up scenario. The Company tests its trademarks and tradenames annually for impairment or whenever events or changes in circumstances indicate that such assets might be impaired. The test consists of a comparison of the fair value of these assets with the carrying amounts utilizing an income approach in the form of the royalty relief method, which measure the cost savings that a business enjoys since it does not have to pay a royalty rate for the use of a particular domain name and brand. The Company tests its goodwill annually for impairment or whenever events or changes in circumstances indicate that goodwill might be impaired. The first step of the goodwill impairment test compares the fair value of each reporting unit with its carrying amount, including goodwill. The fair value of the reporting units are determined through the use of a discounted cash flow analysis incorporating variables such as revenue projections, projected operating cash flow margins, and discount rates. The valuation assumptions used in the discounted cash flow model reflect historical performance of the Company and prevailing values in the broadcast and cable markets. If the fair value exceeds the carrying amount, goodwill is not considered impaired. If the carrying amount exceeds the fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of goodwill with the carrying amount of that goodwill. If the carrying amount of goodwill exceeds the implied fair value, an impairment loss shall be recognized in an amount equal to that excess. The Company tests its other finite lived intangible asset for impairment whenever events or changes in circumstances indicate that such asset or asset group might be impaired. This analysis is performed by comparing the respective carrying value of the asset group to the current and expected future cash flows, on an undiscounted basis, to be generated from such asset group. If such analysis indicates that the carrying value of this asset group is not recoverable, the carrying value of such asset group is reduced to fair value. |
Deferred financing costs: | Deferred financing costs: Deferred financing costs are recorded net of accumulated amortization and are presented as a reduction to the principal amount of the long-term debt. Amortization is calculated on the effective-interest method over the term of the applicable loan. Amortization of deferred financing costs was $0.5 million, $0.5 million and $0.5 million, which is included in interest expense, net in the accompanying consolidated statements of operations for the years ended December 31, 2016, 2015 and 2014, respectively. Accumulated amortization of deferred financing costs was $1.5 million and $1.0 million at December 31, 2016 and 2015. The net deferred financing costs of $1.8 million and $2.3 million at December 31, 2016 and 2015, respectively, and have been presented on the consolidated balance sheets as a reduction to the principal amount of the Long-term debt outstanding. |
Income taxes: | Income taxes: Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We record foreign withholding tax, which is withheld by foreign customers from their remittances to us, on a gross basis as a component of income taxes and separate from revenue in the consolidated statement of operations. We follow the accounting standard on accounting for uncertainty in income taxes, which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under this guidance, we may recognize the tax benefit from an uncertain tax position only if it is more-likely-than-not that the tax position will be sustained upon examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The guidance on accounting for uncertainty in income taxes also addresses de-recognition, classification, interest and penalties on income taxes, and accounting in interim periods. To the extent that interest and penalties are assessed by taxing authorities on any underpayment of income taxes, such amounts are accrued and classified as a component of income tax expense. |
Fair value of financial instruments: | Fair value of financial instruments: The carrying amounts of cash, accounts receivable and accounts payable approximate fair value because of the short maturity of these items. The carrying value of the long-term debt approximates fair value because this instrument bears interest at a variable rate, is pre-payable, and is at terms currently available to the Company. Generally accepted accounting principles establish a framework for measuring fair value and expanded disclosures about fair value measurements. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. Under this guidance, assets and liabilities carried at fair value must be classified and disclosed in one of the following three categories: Level 1—inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date. Level 2—inputs to the valuation methodology include quoted prices in markets that are not active or quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3—inputs to the valuation methodology are unobservable, reflecting the entity's own assumptions about assumptions market participants would use in pricing the asset or liability. The categorization of an asset or liability within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The Company's programming rights and goodwill are classified as Level 3 in the fair value hierarchy, as they are measured at fair value on a non-recurring basis and are adjusted to fair value only when the carrying values exceed their fair values. For the years ended December 31, 2016, 2015 and 2014 there were no adjustments to fair value. The Company's variable-rate debt is classified as Level 2 in the fair value hierarchy, as its estimated fair value is derived from quoted market prices by independent dealers. The carrying value of the long-term debt approximates fair value at December 31, 2016 and 2015. |
Major customers and suppliers: | Major customers and suppliers: Two of our Distributors accounted for more than 10% of our total net revenues for the year ended December 31, 2016. There were no other Distributors or other customers that accounted for more than 10% of revenue in any year. Our Networks are provided to these Distributors pursuant to affiliation agreements with varying terms. |
Recent accounting pronouncements: | Recent accounting pronouncements: In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updated ("ASU", "Update") 2017-04—Intangibles—Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment. The amendments in this Update simplify how an entity is required to test goodwill for impairment by eliminating step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Under amendments in this Update, an entity would perform its annual, or interim, testing by comparing the fair value of a reporting unit with its carrying amount. An entity would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The amendments in this update are effective for annual periods beginning after December 15, 2020, and interim periods within those annual periods. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. In May 2014, the FASB and the International Accounting Standards Board updated the accounting guidance related to revenue recognition. The updated accounting guidance provides a single, contract-based revenue recognition model to help improve financial reporting by providing clearer guidance on when an entity should recognize revenue, and by reducing the number of standards to which an entity has to refer. In July 2015, the FASB voted to defer the effective date by one year for annual reporting periods beginning after December 31, 2017. The updated accounting guidance provides companies with alternative methods of adoption. In March 2016, the FASB issued ASU 2016-08-Revenue from Contracts with Customers (Topic 606): Principle versus Agent Considerations (Reporting Revenue Gross versus Net) . In April 2016, the FASB issued further guidance related to revenue recognition with ASU 2016-10 — Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ("Update 2016-10"). In May 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updated ("ASU") 2016-12—Revenue from contracts with Customers (Topic 605) Narrow-Scope Improvements and Practical Expedients. ASU 2016-08, ASU 2016-10, and ASU 2016-12 do not change the core principle of the guidance in Topic 606, rather they clarify issues around assessing collectability, agent vs principle, performance obligations and issues concerning implementation at transition to the ASU. The effective date for implementation remains unchanged and will impact the first interim period of our 2018 fiscal year. The Company has identified retransmission consent fees/ subscriber fees and advertising sales as significant and is currently in the process of analyzing each of these revenue streams in accordance with the new guidance to determine the impact on the consolidated financial statements. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). When the Company has completed its evaluation, it will determine the method of transition that will be used in adopting the new standard. The FASB issued ASU 2016-02—Leases (Topic 842) in February 2016. ASU 2016-02 amends the FASB Accounting Standards Codification, creating Topic 842, Leases. Topic 842 affects any entity that enters into a lease, with specified scope exemptions, and supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases, including operating leases. The recognition, measurement and presentation of expenses and cash flows from a lease by a lessee have not changed significantly from previous GAAP. The principle difference from previous guidance is that the assets and liabilities arising from an operating lease should be recognized in the statement of financial position. The guidance will be effective for the first interim period of our 2019 fiscal year. Early application of the amendments in this update is permitted. We are currently evaluating the impact of the new standard |
Use of estimates: | Use of estimates: In preparing these consolidated financial statements, management had to make estimates and assumptions that affected the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the balance sheets date, and the reported revenues and expenses for the years then ended. Such estimates are based on historical experience and other assumptions that are considered appropriate in the circumstances. However, actual results could differ from those estimates. |
Nature of Business and Signif22
Nature of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Nature of business | |
Schedule of the computation of the common shares outstanding used in determining basic and diluted EPS | The following table sets forth the computation of the common shares outstanding used in determining basic and diluted EPS ( amounts in thousands, except per share amounts ): Years Ended December 31 2016 2015 2014 Numerator for earnings per common share calculation: Net income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator for earnings per common share calculation: Weighted-average common shares, basic Effect of dilutive securities Stock options, restricted stock and warrants ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average common shares, diluted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EPS Basic $ $ $ Diluted $ $ $ |
Schedule of barter revenue and expense included in the consolidated statements of operations | Barter revenue and expense included in the consolidated statements of operations are as follows ( amounts in thousands ): 2016 2015 2014 Barter revenue $ $ $ Barter expense ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of changes in the allowance for doubtful accounts | Changes in the allowance for doubtful accounts for the years ended December 31, 2016, 2015 and 2014 consisted of the following (amounts in thousands): Year Description Beginning Additions Write-offs Recoveries End 2016 Allowance for doubtful accounts $ $ $ $ $ 2015 Allowance for doubtful accounts $ $ $ $ $ 2014 Allowance for doubtful accounts $ $ $ $ $ |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property and Equipment | |
Schedule of property and equipment | Property and equipment at December 31, 2016 and 2015 consists of the following (amounts in thousands ): 2016 2015 Land and improvements $ $ Building Equipment Towers ​ ​ ​ ​ ​ ​ ​ ​ Less: accumulated depreciation ) ) ​ ​ ​ ​ ​ ​ ​ ​ Equipment installations in progress ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and intangible assets | |
Schedule of goodwill and intangible assets | Goodwill and intangible assets consist of the following at December 31, 2016 and 2015 ( amounts in thousands ): December 31, 2016 2015 Broadcast license $ $ Goodwill Other intangibles ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the changes in goodwill and other indefinite lived intangible assets | A summary of changes in the Company's goodwill and other indefinite lived intangible assets, on a net basis, for the years ended December 31, 2016 and 2015 is as follows (amounts in thousands ): Net Balance at Additions Impairment Net Balance at Broadcast license $ $ — $ — $ Goodwill — — Brands — — Other intangibles — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total indefinite-lived intangibles $ $ — $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Balance at Additions Impairment Net Balance at Broadcast licenses $ $ — $ — $ Goodwill — — Brands — — Other intangibles — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total indefinite-lived intangibles $ $ — $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the changes in other amortizable intangible assets | A summary of the changes in the Company's other amortizable intangible assets for the years ended December 31, 2016 and 2015 is as follows ( amounts in thousands ): Net Balance at Additions Amortization Net Balance at Affiliate relationships $ $ — $ ) $ Advertiser relationships — ) Non-compete agreement — ) Other intangibles ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total finite-lived intangibles $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Balance at Additions Amortization Net Balance at Affiliate relationships $ $ — $ ) $ Advertiser relationships — ) Non-compete agreement — ) Other intangibles ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total finite-lived intangibles $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of future estimated amortization expense | Future estimated amortization expense is as follows (amounts in thousands): Year Ending December 31, Amount 2017 $ 2018 2019 2020 2021 and thereafter ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income taxes | |
Schedule of components of income before provision for income taxes | For the years ended December 31, 2016, 2015 and 2014, Income before provision for income taxes, includes the following components ( amounts in thousands ): 2016 2015 2014 Domestic income $ $ $ Foreign income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of composition of income tax expense | For the years ended December 31, 2016, 2015 and 2014, income tax expense is composed of the following (amounts in thousands ): 2016 2015 2014 Current income tax expense $ $ $ Deferred income tax (benefit) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of Company's income tax expense and effective tax rates | 2016 2015 2014 Pre-tax book income—US Only % % % Pre-tax book income—PR Only % % % Permanent items % % % Return to provision true-ups—Current/Deferred –1.1 % –1.4 % –3.8 % Foreign rate differential % % % Foreign tax credits –32.0 % –24.5 % –31.1 % Change in valuation allowance % % –19.6 % Foreign withholding taxes % % % Deferred foreign tax credit offset % –2.2 % % State taxes and state rate change % –0.3 % % UTP adjustment % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of components of net deferred tax liabilities | Net deferred tax liabilities consist of the following components as of December 31, 2016 and 2015 (amounts in thousands ): 2016 2015 Deferred tax assets: Allowances for doubtful accounts $ $ Deferred branch tax benefit State tax Federal deduction true-up — Deferred income — Fixed assets Accrued expenses Foreign tax credit Stock compensation Pension Intangibles ​ ​ ​ ​ ​ ​ ​ ​ Other DTA — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities: Prepaid expenses ) ) Intangibles ) ) Property and equipment ) ) Amortization expense ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total deferred tax liabilities ) ) ​ ​ ​ ​ ​ ​ ​ ​ $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of classification of deferred tax amounts | The deferred tax amounts mentioned above have been classified on the accompanying consolidated balance sheets at December 31, 2016 and 2015 as follows ( amounts in thousands ): 2016 2015 Non-current assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-current liabilities $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of long-term debt | Long-term debt as of December 31, 2016 and 2015 consists of the following ( amounts in thousands ): December 31, 2016 December 31, 2015 Senior Notes due July 2020 $ $ Less: Current portion — ) ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of maturities of long-term debt | Following are maturities of long-term debt, at December 31, 2016 ( amounts in thousands ): (a) Year Ending December 31, 2017 $ — 2018 — 2019 2020 ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (a) Table does not consider any future excess cash payments. |
Amended Term Loan Facility | |
Schedule of maturities of long-term debt | Following are maturities of long-term debt under the Amended Term Loan Facility, ( amounts in thousands ): (a) Year Ending December 31, 2017 $ 2018 2019 2020 2021 and thereafter ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity incentive plans | |
Summary of stock option activity | The following table summarizes stock option activity for the years ended December 31, 2016, 2015 and 2014 (shares and intrinsic values in thousands): Number of Weighted- Weighted- Aggregate Outstanding at December 31, 2013 $ $ Granted $ — Exercised — — — — Forfeited or expired — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2014 $ $ Granted $ — Exercised ) — — Forfeited or expired ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2015 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Granted $ — Exercised ) — — Forfeited or expired — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Vested at December 31, 2016 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercisable at December 31, 2016 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of restricted share activity | The following table summarizes restricted share activity for the years ended December 31, 2016, 2015 and 2014 ( shares in thousands ): Number of Weighted-average Outstanding at December 31, 2013 $ Granted Vested ) Forfeited — — ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2014 $ Granted $ Vested ) Forfeited — — ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2015 $ Granted Vested ) Forfeited — — ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Time Based Stock Option | Black Scholes Pricing Model | |
Equity incentive plans | |
Schedule of valuation assumptions | Black-Scholes Option Valuation Assumptions 2016 2015 2014 Risk-free interest rate 1.60% - 2.44% 1.76% - 2.12% 1.76% - 1.92% Dividend yield — — — Volatility 26.4% - 32.4% 25.8% - 29.5% 28.4% - 30.9% Weighted-average expected term (years) 6.0 - 6.3 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments | |
Schedule of future minimum payments for operating leases and other commitments, primarily programming | Future minimum payments for these commitments and other commitments, primarily programming, are as follows (amounts in thousands): Year Ending December 31, Operating Other Total 2017 $ $ $ 2018 2019 2020 2021 and thereafter ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Plans | |
Schedule of projected benefit obligation | Following is the plan's projected benefit obligation at December 31, 2016 and 2015. (amounts in thousands ): 2016 2015 Projected benefit obligation: Balance, beginning of the year $ $ Service cost Interest cost Actuarial (gain) loss ) Benefits paid to participants ) ) ​ ​ ​ ​ ​ ​ ​ ​ Balance, end of year $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of funded status of the plan | At December 31, 2016, 2015 and 2014, the funded status of the plan was as follows ( amounts in thousands ): 2016 2015 2014 Excess of benefit obligation over the value of plan assets $ ) $ ) $ ) Unrecognized net actuarial loss Unrecognized prior service cost ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accrued benefit cost $ ) $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of amounts recognized in the consolidated balance sheets | At December 31, 2016 and 2015, the amounts recognized in the consolidated balance sheets were classified as follows ( amounts in thousands): 2016 2015 Accrued benefit cost $ ) $ ) Accumulated other comprehensive loss ​ ​ ​ ​ ​ ​ ​ ​ Net amount recognized $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of benefits expected to be paid in each of the next five years and thereafter | The benefits expected to be paid in each of the next five years and thereafter are as follows ( amounts in thousands ): Years Ending December 31, Amount 2017 $ 2018 2019 2020 2021 2022 through 2025 ​ ​ ​ ​ ​ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of weighted-average rates used | 2016 2015 Discount rate on the benefit obligation % % Rate of employee compensation increase % % |
Schedule of pension expenses | Pension expense for the years ended December 31, 2016, 2015 and 2014, consists of the following ( amounts in thousands ): 2016 2015 2014 Service cost $ $ $ Interest cost Expected return on plan assets — — — Recognized actuarial loss (gain) — — — Amortization of prior service cost Net loss amortization ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of further information about the Plan | Further information about the Plan is presented in the table below ( amounts in thousands ): Pension Protection Funding Improvement WAPA's Expiration Surcharge Pension Fund EIN 2013 Status 2016 2015 2014 TNGIPP (Plan No. 001) 52-1082662 Red Implemented $ $ $ Yes July 21, 2015 |
Quarterly Financial Data (Una30
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data (Unaudited) | |
Schedule of quarterly financial data | (Amounts in thousands, except per share amounts) 2016 Quarters Ended(a) March 31 June 30 September 30 December 31 Net revenues $ $ $ Operating income Net income Earnings per share: Basic $ $ $ $ Dilutive $ $ $ $ 2015 Quarters Ended(a) March 31 June 30 September 30 December 31 Net revenues $ $ $ $ Operating income Net income Earnings per share: Basic $ $ $ $ Dilutive $ $ $ $ 2014 Quarters Ended(b) March 31 June 30 September 30 December 31 Net revenues $ $ $ $ Operating income Net income Earnings per share: Basic $ $ $ $ Dilutive $ $ $ $ (a) The sum of the quarters will not equal the full year due to rounding. (b) On April 1, 2014, the Cable Networks Acquisition was consummated, and the operating results are included in our consolidated financial statements as of the date of the acquisition. |
Nature of Business and Signif31
Nature of Business and Significant Accounting Policies - Other (Details) $ / shares in Units, $ in Thousands | Nov. 30, 2016item | Apr. 01, 2014USD ($)item | Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($)$ / shares | Sep. 30, 2014USD ($)$ / shares | Jun. 30, 2014USD ($)$ / shares | Mar. 31, 2014USD ($)$ / shares | Dec. 31, 2016USD ($)segment$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares |
Nature of business | |||||||||||||||||
Number of operating segments | segment | 1 | ||||||||||||||||
Assets acquired in cash | $ 101,891 | ||||||||||||||||
Reclassification | |||||||||||||||||
Assets | $ 530,441 | $ 548,896 | $ 530,441 | $ 548,896 | |||||||||||||
Liabilities | 261,101 | 270,255 | 261,101 | 270,255 | |||||||||||||
Numerator for earnings per common share calculation: | |||||||||||||||||
Net income | $ 5,922 | $ 4,349 | $ 5,029 | $ 2,700 | $ 4,934 | $ 2,910 | $ 3,431 | $ 2,462 | $ 4,330 | $ 663 | $ 5,318 | $ 248 | $ 18,000 | $ 13,739 | $ 10,557 | ||
Denominator for earnings per common share calculation: | |||||||||||||||||
Weighted-average common shares, basic | shares | 41,666,000 | 42,840,000 | 42,321,000 | ||||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Stock options, restricted stock and warrants | shares | 608,000 | 962,000 | 301 | ||||||||||||||
Weighted-average common shares, diluted | shares | 42,274,000 | 43,802,000 | 42,622,000 | ||||||||||||||
EPS | |||||||||||||||||
Basic (in dollars per share) | $ / shares | $ 0.15 | $ 0.11 | $ 0.12 | $ 0.06 | $ 0.11 | $ 0.07 | $ 0.08 | $ 0.06 | $ 0.10 | $ 0.02 | $ 0.13 | $ 0.01 | $ 0.43 | $ 0.32 | $ 0.25 | ||
Diluted (in dollars per share) | $ / shares | $ 0.15 | $ 0.11 | $ 0.12 | $ 0.06 | $ 0.11 | $ 0.07 | $ 0.08 | $ 0.06 | $ 0.10 | $ 0.02 | $ 0.13 | $ 0.01 | $ 0.43 | $ 0.31 | $ 0.25 | ||
Shares excluded from the computation of diluted income per common share | shares | 1,900,000 | 1,000,000 | 1,100,000 | ||||||||||||||
ASU 2015-03 | Adjustment | |||||||||||||||||
Reclassification | |||||||||||||||||
Assets | $ (2,300) | $ (2,300) | |||||||||||||||
Liabilities | $ (2,300) | $ (2,300) | |||||||||||||||
Colombian content producers, Radio television and NTC nacional | Television broadcast license | |||||||||||||||||
Nature of business | |||||||||||||||||
License life (in years) | 10 years | ||||||||||||||||
Number of national broadcast television licenses | item | 3 | ||||||||||||||||
Cable Networks Acquisition | |||||||||||||||||
Nature of business | |||||||||||||||||
Number of Spanish-language cable television networks whose assets are acquired | item | 3 | ||||||||||||||||
Assets acquired in cash | $ 101,900 |
Nature of Business and Signif32
Nature of Business and Significant Accounting Policies - Barter (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Barter transactions: | |||
Barter revenue | $ 934 | $ 811 | $ 1,311 |
Barter expense | (756) | (791) | (1,075) |
Barter revenue and expense | 178 | 20 | 236 |
Advertising and Marketing costs: | |||
Advertising and marketing costs | $ 3,800 | $ 3,500 | $ 2,400 |
Nature of Business and Signif33
Nature of Business and Significant Accounting Policies - Allowance From Doubtful Accounts (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounts receivable: | |||
Threshold period for considering receivable as past due | 90 days | ||
Changes in the allowance for doubtful accounts | |||
Beginning of Year | $ 1,512,000 | $ 1,073,000 | $ 651,000 |
Additions | 399,000 | 920,000 | 462,000 |
Write-offs | 201,000 | 482,000 | 45,000 |
Recoveries | 1,000 | 1,000 | 5,000 |
End of Year | 1,711,000 | 1,512,000 | 1,073,000 |
Programming rights: | |||
Impairment of programming rights | 0 | 0 | 0 |
Amortization of programming rights | 12,182,000 | 11,703,000 | $ 10,370,000 |
Accumulated amortization of programming rights | $ 18,300,000 | $ 19,700,000 |
Nature of Business and Signif34
Nature of Business and Significant Accounting Policies - Property And Equipment (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Minimum | |
Property and equipment | |
Useful life | 1 year |
Maximum | |
Property and equipment | |
Useful life | 40 years |
Nature of Business and Signif35
Nature of Business and Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Deferred financing costs: | |||
Amortization of deferred financing costs | $ 501 | $ 504 | $ 507 |
Accumulated amortization of deferred financing costs | 1,500 | 1,000 | |
Deferred financing costs, net | $ 1,800 | $ 2,300 | |
Customer relationships, non-compete agreement and affiliate agreements | Minimum | |||
Goodwill and other intangibles: | |||
useful lives | 1 year | ||
Customer relationships, non-compete agreement and affiliate agreements | Maximum | |||
Goodwill and other intangibles: | |||
useful lives | 10 years |
Nature of Business and Signif36
Nature of Business and Significant Accounting Policies - Concentration Of Risk - (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Revenue | Customer concentration risk | |||
Concentration risk | |||
Number of distributors who accounted for more than 10% | item | 2 | ||
Programming rights | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Nonrecurring | |||
Fair value of financial instruments: | |||
Adjustments to fair value | $ | $ 0 | $ 0 | $ 0 |
Related party transactions (Det
Related party transactions (Details) $ in Millions | Apr. 09, 2016 | Oct. 31, 2015USD ($) | Nov. 30, 2013item | Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
MVS Multivision Digital Sde RLde CV and Affiliates | ||||||
Related party transactions | ||||||
Due from related parties, net of allowance for doubtful accounts | $ 1.5 | $ 1.7 | ||||
Due to related parties | $ 0.5 | 1.1 | ||||
MVS Multivision Digital Sde RLde CV and Affiliates | Satellite and Support Services Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Number of channel feeds delivered through satellite | item | 2 | |||||
Total expense | $ 2.6 | 2.3 | $ 2.1 | |||
MVS Multivision Digital Sde RLde CV and Affiliates | Master License Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Term of agreement | 10 years | |||||
Distribution fee as a percentage of revenue earned | 13.50% | |||||
Revenue recognized from related party | $ 4 | 5.1 | 4.2 | |||
MVS Multivision Digital Sde RLde CV and Affiliates | Affiliation Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Revenue recognized from related party | 2.2 | 2 | 1.9 | |||
MVS Multivision Digital Sde RLde CV and Affiliates | Affiliation Agreement | Pasiones | ||||||
Related party transactions | ||||||
Revenue recognized from related party | 0 | 0 | ||||
MVS Multivision Digital Sde RLde CV and Affiliates | Movie License Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Total expense | 0 | 0 | 0 | |||
Number of movies licensed | item | 6 | |||||
Programming rights | 0 | 0 | ||||
MVS Multivision Digital Sde RLde CV and Affiliates | Programming License Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Total expense | 0 | |||||
Programming rights | 0 | |||||
Director and Entity Owned by Director | Consulting Agreements with Director and Entity Owned by Director | ||||||
Related party transactions | ||||||
Total expense | 0.6 | 0.7 | 0.7 | |||
Due to related parties | 0 | 0 | ||||
Director | Consulting Agreement with Director | ||||||
Related party transactions | ||||||
Term of agreement | 3 years | |||||
Panamax Films, LLC | Programming Agreements | ||||||
Related party transactions | ||||||
Total expense | $ 0 | 0 | 0 | |||
Number of specific movie titles to be distributed | item | 3 | |||||
Panamax Films, LLC | Programming Agreements | Other Assets | ||||||
Related party transactions | ||||||
Programming rights | $ 0.1 | 0.1 | ||||
Pantelion Films | Distribution Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Total expense | 0 | 0 | 0 | |||
Revenue recognized from related party | $ 0 | |||||
Due to related parties | 0 | 0 | ||||
Licensing revenues | $ 0.1 | 0 | 0 | |||
Pantelion Films | Distribution Agreement | Cinelatino | Maximum | ||||||
Related party transactions | ||||||
Percentage of rentals agreed to be paid | 12.50% | |||||
Lions Gate | Movie License Agreement | Cinelatino | ||||||
Related party transactions | ||||||
Total expense | $ 0.3 | 0.2 | ||||
Programming rights | 0.3 | 0.2 | ||||
License fee under agreement with related party | 1 | |||||
Inter Media Advisors LLC | Services Agreement | ||||||
Related party transactions | ||||||
Total expense | 0.1 | 0 | $ 0 | |||
Due from related parties, net of allowance for doubtful accounts | $ 0.1 | $ 0 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property and equipment | |||
Property and equipment, gross | $ 53,740 | $ 47,919 | |
Less: accumulated depreciation | (29,115) | (26,103) | |
Property and equipment, net excluding construction and equipment installations in progress | 24,625 | 21,816 | |
Property and equipment, net | 25,501 | 25,397 | |
Depreciation expense | 3,200 | 3,700 | $ 3,800 |
Land and Land Improvements | |||
Property and equipment | |||
Property and equipment, gross | 8,724 | 8,724 | |
Building | |||
Property and equipment | |||
Property and equipment, gross | 11,579 | 9,399 | |
Equipment | |||
Property and equipment | |||
Property and equipment, gross | 27,953 | 24,312 | |
Towers | |||
Property and equipment | |||
Property and equipment, gross | 5,484 | 5,484 | |
Equipment installations in progress | |||
Property and equipment | |||
Property and equipment, net | $ 876 | $ 3,581 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Intangible Assets - (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill and intangible assets | |||
Broadcast licenses | $ 41,356 | $ 41,356 | |
Goodwill | 164,887 | 164,887 | $ 164,887 |
Other intangibles | 64,849 | 78,185 | |
Total intangible assets | $ 271,092 | $ 284,428 |
Goodwill and intangible Asset40
Goodwill and intangible Assets - Indefinite Lived Net Balance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Changes in other indefinite-lived intangible assets | ||
Impairment | ||
Changes in the goodwill | ||
Net balance at the beginning of the period | 164,887 | 164,887 |
Additions | ||
Impairment | ||
Net balance at the end of the period | 164,887 | 164,887 |
Changes in the goodwill and other indefinite lived intangible assets, on a net basis | ||
Net balance at the beginning of the period | 222,929 | 222,929 |
Additions | ||
Impairment | ||
Net balance at the end of the period | 222,929 | 222,929 |
Broadcast license | ||
Changes in other indefinite-lived intangible assets | ||
Net balance at the beginning of the period | 41,356 | 41,356 |
Additions | ||
Impairment | ||
Net balance at the end of the period | 41,356 | 41,356 |
Changes in the goodwill and other indefinite lived intangible assets, on a net basis | ||
Impairment | ||
Brands | ||
Changes in other indefinite-lived intangible assets | ||
Net balance at the beginning of the period | 15,986 | 15,986 |
Additions | ||
Impairment | ||
Net balance at the end of the period | 15,986 | 15,986 |
Changes in the goodwill and other indefinite lived intangible assets, on a net basis | ||
Impairment | ||
Other intangibles | ||
Changes in other indefinite-lived intangible assets | ||
Net balance at the beginning of the period | 700 | 700 |
Additions | ||
Impairment | ||
Net balance at the end of the period | 700 | 700 |
Changes in the goodwill and other indefinite lived intangible assets, on a net basis | ||
Impairment |
Goodwill and Intangible Asset41
Goodwill and Intangible Assets - Other (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | |
Changes in other amortizable intangible assets | ||||
Balance at the beginning of the period | $ 61,499 | $ 74,925 | ||
Additions | 94 | 65 | ||
Amortization | (13,430) | (13,491) | $ (12,700) | |
Net balance at the end of the period | 48,163 | 61,499 | 74,925 | |
Future estimated amortization expense | ||||
2,017 | $ 13,281 | |||
2,018 | 13,205 | |||
2,019 | 8,455 | |||
2,020 | 6,032 | |||
2021 and thereafter | 7,190 | |||
Total | $ 61,499 | 74,925 | 74,925 | 48,163 |
Weighted Average | ||||
Changes in other amortizable intangible assets | ||||
Remaining amortization period | 4 years 2 months 12 days | |||
Affiliate relationships | ||||
Changes in other amortizable intangible assets | ||||
Balance at the beginning of the period | $ 56,766 | 69,064 | ||
Amortization | (12,298) | (12,298) | ||
Net balance at the end of the period | 44,468 | 56,766 | 69,064 | |
Future estimated amortization expense | ||||
Total | 56,766 | 69,064 | 69,064 | 44,468 |
Advertiser relationships | ||||
Changes in other amortizable intangible assets | ||||
Balance at the beginning of the period | 2,344 | 2,896 | ||
Amortization | (552) | (552) | ||
Net balance at the end of the period | 1,792 | 2,344 | 2,896 | |
Future estimated amortization expense | ||||
Total | 2,344 | 2,896 | 2,896 | 1,792 |
Non-compete agreement | ||||
Changes in other amortizable intangible assets | ||||
Balance at the beginning of the period | 2,333 | 2,882 | ||
Amortization | (549) | (549) | ||
Net balance at the end of the period | 1,784 | 2,333 | 2,882 | |
Future estimated amortization expense | ||||
Total | 2,333 | 2,882 | 2,882 | 1,784 |
Other intangibles | ||||
Changes in other amortizable intangible assets | ||||
Balance at the beginning of the period | 56 | 83 | ||
Additions | 94 | 65 | ||
Amortization | (31) | (92) | ||
Net balance at the end of the period | 119 | 56 | 83 | |
Future estimated amortization expense | ||||
Total | $ 56 | $ 83 | $ 83 | $ 119 |
Equity Method Investments - (De
Equity Method Investments - (Details) - Colombian content producers, Radio television and NTC nacional - Television broadcast license | Nov. 30, 2016item |
Equity Method Investments. | |
License life (in years) | 10 years |
Number of national broadcast television licenses | 3 |
Income Taxes - Effective Tax Re
Income Taxes - Effective Tax Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Components of income before income taxes | |||
Domestic income | $ 10,997 | $ 9,663 | $ 6,764 |
Foreign income | 17,375 | 13,118 | 6,222 |
Income before income taxes | 28,372 | 22,781 | 12,986 |
Composition of income tax expense | |||
Current income tax expense | 15,800 | 11,880 | 4,693 |
Deferred income tax (benefit) | (5,428) | (2,838) | (2,264) |
Income tax expense | 10,372 | 9,042 | 2,429 |
Foreign withholding tax included in current tax expense | $ 1,700 | $ 1,500 | $ 1,100 |
Effective tax rates reconciliation | |||
Pre-tax book income - US Only (as a percent) | 35.00% | 35.00% | 35.00% |
Permanent items (as a percent) | 3.20% | 4.00% | 3.20% |
Return to provision true-ups - Current/Deferred (as percent) | (1.10%) | (1.40%) | (3.80%) |
Foreign rate differential (as a percent) | 2.40% | 2.20% | 3.40% |
Foreign tax credits (as a percent) | (32.00%) | (24.50%) | (31.10%) |
Change in valuation allowance (as a percent) | 0.00% | 0.00% | (19.60%) |
Foreign withholding taxes (as a percent) | 6.00% | 6.70% | 8.90% |
Deferred foreign tax credit offset (as a percent) | 0.00% | (2.20%) | 4.00% |
State taxes and state rate change (as a percent) | 1.40% | (0.30%) | 1.90% |
UTP adjustment | 0.30% | 0.00% | 0.00% |
Effective tax rate (as a percent) | 36.60% | 39.70% | 18.80% |
PUERTO RICO | |||
Effective tax rates reconciliation | |||
Pre-tax book income - PR Only (as a percent) | 21.40% | 20.20% | 16.90% |
Income Taxes - Deferred (Detail
Income Taxes - Deferred (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income taxes | |||
Change in valuation allowance for deferred tax asset | $ 2,500 | ||
Classification of deferred tax amounts | |||
Non-current assets | $ 18,638 | $ 13,280 | |
Non-current liabilities | 17,829 | 17,928 | |
Deferred tax assets: | |||
Allowances for doubtful accounts | 2,046 | 1,976 | |
Deferred branch tax benefit | 15,859 | 15,813 | |
State tax Federal deduction true-up | 70 | ||
Deferred income | 29 | ||
Fixed assets | 43 | 39 | |
Accrued expenses | 1,204 | 1,440 | |
Foreign tax credit | 11,449 | 5,572 | |
Stock compensation | 3,865 | 3,465 | |
Pension | 690 | 651 | |
Intangibles | 2,286 | 2,376 | |
Other DTA | 533 | ||
Deferred tax assets, gross | 38,045 | 31,361 | |
Deferred tax liabilities: | |||
Prepaid expenses | (505) | (196) | |
Intangibles | (20,910) | (23,000) | |
Property and equipment | (3,117) | (3,098) | |
Amortization expense | (12,704) | (9,715) | |
Total deferred tax liabilities | (37,236) | (36,009) | |
Total deferred tax assets | $ 809 | ||
Net deferred tax liabilities | $ (4,648) |
Income Taxes - Other (Details)
Income Taxes - Other (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Taxes | |||
Uncertain tax position reserves | $ 0.4 | $ 0.3 | $ 0.7 |
Interest expense related to uncertain tax positions | 0 | 0 | $ 0 |
Foreign tax authority | Puerto Rico, Latin America, and Mexico | |||
Income Taxes | |||
Foreign tax credit carryforwards | $ 11.4 | $ 5.6 |
Long-Term Debt (Details)
Long-Term Debt (Details) $ in Thousands | Feb. 14, 2017USD ($)item | Jul. 31, 2014USD ($) | Mar. 31, 2016USD ($) | Jul. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Jul. 30, 2013USD ($)item |
Long-term debt | ||||||||
Less: Current portion | $ (8,278) | |||||||
Long-term debt less current portion | $ 210,270 | 209,391 | ||||||
Assets | 530,441 | 548,896 | ||||||
Liabilities | 261,101 | 270,255 | ||||||
Deferred financing costs | 1,800 | 2,300 | ||||||
Accumulated amortization | 1,500 | 1,000 | ||||||
Loss on early extinguishment of debt | $ 1,116 | |||||||
Payment of excess cash flow | $ 8,300 | |||||||
Maturities of long-term debt | ||||||||
2,019 | 722 | |||||||
2,020 | 212,625 | |||||||
Total maturities | 213,347 | |||||||
ASU 2015-03 | Adjustment | ||||||||
Long-term debt | ||||||||
Assets | (2,300) | |||||||
Liabilities | (2,300) | |||||||
Existing Senior Secured Term Loan B Facility | ||||||||
Long-term debt | ||||||||
Long-term Debt | 210,270 | $ 217,669 | ||||||
Amount of term loan | $ 225,000 | $ 225,000 | ||||||
Interest rate margin (as a percent) | 4.00% | |||||||
Effective interest rate (as a percent) | 5.00% | 5.00% | ||||||
OID (as a percent) | 0.50% | 0.50% | ||||||
Uncommitted accordion option base amount | $ 40,000 | |||||||
Uncommitted accordion option multiplier of net leverage ratio | item | 4 | |||||||
Borrowing capacity | $ 20,000 | $ 20,000 | ||||||
OID | 1,300 | |||||||
Accumulated amortization of original issue discount | 1,100 | |||||||
Deferred financing costs | 1,800 | |||||||
Accumulated amortization | $ 1,500 | |||||||
Loss on early extinguishment of debt | 1,100 | |||||||
Write off of deferred costs associated with debt extinguishment | 700 | |||||||
Write off of debt discount associated with debt extinguishment | 400 | |||||||
Maximum period after each fiscal year for prepayment of debt | 90 days | |||||||
Prepayment of debt as a percentage of excess cash flow | 50.00% | |||||||
First prepayment of debt as a percentage of excess cash flow, if lower leverage ratio is maintained | 25.00% | |||||||
Second prepayment of debt as a percentage of excess cash flow, if lower leverage ratio is maintained | 0.00% | |||||||
Existing Senior Secured Term Loan B Facility | LIBOR | ||||||||
Long-term debt | ||||||||
Interest rate floor (as a percent) | 1.00% | |||||||
Existing Senior Secured Term Loan B Facility | Alternate Base Rate (ABR) | ||||||||
Long-term debt | ||||||||
Interest rate margin (as a percent) | 3.00% | |||||||
Amended Term Loan Facility | ||||||||
Long-term debt | ||||||||
Debt caps amount | $ 45,000 | $ 45,000 | ||||||
Amended Term Loan Facility | Subsequent event | ||||||||
Long-term debt | ||||||||
Amount of term loan | $ 213,300 | |||||||
OID (as a percent) | 0.50% | |||||||
Uncommitted accordion option base amount | $ 65,000 | |||||||
Borrowing capacity | $ 30,000 | |||||||
Amortization payments (in percentage) | 1.00% | |||||||
Period for prepayments prior to closing date | 6 months | |||||||
Prepayment premium (in percentage) | 1.00% | |||||||
Maturities of long-term debt | ||||||||
2,017 | $ 2,133 | |||||||
2,018 | 2,133 | |||||||
2,019 | 2,133 | |||||||
2,020 | 2,133 | |||||||
2021 and thereafter | 204,815 | |||||||
Total maturities | $ 213,347 | |||||||
Amended Term Loan Facility | First Lien Net Leverage Ratio | Subsequent event | ||||||||
Long-term debt | ||||||||
Uncommitted accordion option multiplier of net leverage ratio | item | 4 | |||||||
Number of consecutive fiscal quarters | item | 4 | |||||||
Amended Term Loan Facility | Total Net Leverage Ratio | Subsequent event | ||||||||
Long-term debt | ||||||||
Uncommitted accordion option multiplier of net leverage ratio | item | 6 | |||||||
Number of consecutive fiscal quarters | item | 4 | |||||||
Amended Term Loan Facility | First Lien and Total Net Leverage Ratio | Subsequent event | ||||||||
Long-term debt | ||||||||
Debt caps amount | $ 60,000 | |||||||
Amended Term Loan Facility | LIBOR | Subsequent event | ||||||||
Long-term debt | ||||||||
Interest rate margin (as a percent) | 3.50% | |||||||
Interest rate floor (as a percent) | 0.00% | |||||||
Amended Term Loan Facility | Alternate Base Rate (ABR) | Subsequent event | ||||||||
Long-term debt | ||||||||
Interest rate margin (as a percent) | 2.50% |
Stockholders' Equity - Capitali
Stockholders' Equity - Capitalization (Details) $ / shares in Units, $ in Thousands | Oct. 21, 2016shares | Jun. 08, 2016USD ($)$ / sharesshares | Apr. 04, 2016shares | Mar. 16, 2016USD ($)$ / sharesshares | Apr. 04, 2013USD ($)item$ / sharesshares | Jan. 22, 2013item$ / sharesshares | Dec. 31, 2016USD ($)item$ / sharesshares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($) |
Capitalization | |||||||||
Amount of stock repurchased | $ | $ 31,925 | $ 1,183 | $ 1,023 | ||||||
Period within 36 months following April 4, 2013 | |||||||||
Capitalization | |||||||||
Number of trading days on which the closing price per share should attain the specified price per share for vesting of awards to begin | item | 20 | ||||||||
Number of trading days in considered trading period on which closing price per share should attain specified price per share for vesting of awards to begin | item | 30 | ||||||||
Period considered for attaining required share price | 36 months | ||||||||
Number of consecutive trading days | 20 days | ||||||||
Period before April 4, 2018 | |||||||||
Capitalization | |||||||||
Number of trading days | item | 20 | ||||||||
Number of consecutive trading days | 30 days | ||||||||
Common Class B | |||||||||
Capitalization | |||||||||
Common Stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Number of shares of common stock subject to forfeiture in the event the market price of common stock does not meet certain levels | 1,500,000 | ||||||||
Total shares outstanding at closing | 33,000,000 | ||||||||
Common stock shares issued, including forfeiture | 20,800,998 | ||||||||
Common stock shares outstanding, including forfeiture | 20,800,998 | ||||||||
Number of votes per share of common stock | item | 10 | ||||||||
Common Class B | Period before April 4, 2018 | |||||||||
Capitalization | |||||||||
Number of shares forfeited | 1,500,000 | ||||||||
Common Class A | |||||||||
Capitalization | |||||||||
Common Stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Number of shares of common stock subject to forfeiture in the event the market price of common stock does not meet certain levels | 503,788 | ||||||||
Total shares outstanding at closing | 10,991,100 | ||||||||
Number of shares of restricted stock issued | 250,000 | ||||||||
Common stock shares issued, including forfeiture | 21,900,160 | ||||||||
Common stock shares outstanding, including forfeiture | 21,900,160 | ||||||||
Number of shares forfeited | 378,788 | ||||||||
Number of shares repurchased | 2,800,000 | 100,000 | |||||||
Stock repurchase price (in dollars per share) | $ / shares | $ 10.50 | $ 13.35 | |||||||
Amount of stock repurchased | $ | $ 29,400 | $ 1,300 | |||||||
Number of votes per share of common stock | item | 1 | ||||||||
Common Class A | Period within 36 months following April 4, 2013 | |||||||||
Capitalization | |||||||||
Number of shares agreed for forfeiture provision | 378,788 | ||||||||
Closing price per share to be attained for vesting of awards to begin (in dollars per share) | $ / shares | $ 15 | ||||||||
Common Class A | Period before April 4, 2018 | |||||||||
Capitalization | |||||||||
Number of shares forfeited | 125,000 | ||||||||
Stock trigger price (in dollars per share) | $ / shares | $ 15 | ||||||||
Cinelatino/WAPA Investors | |||||||||
Capitalization | |||||||||
Cash received for surrender of equity interests | $ | $ 5,000 | ||||||||
Cinelatino/WAPA Investors | Common Class B | |||||||||
Capitalization | |||||||||
Aggregate shares received | 33,000,000 | ||||||||
Cinelatino/WAPA Investors | Common Class A | |||||||||
Capitalization | |||||||||
Warrants purchased from Azteca Acquisition Corporation (in shares) | 2,333,334 | ||||||||
Azteca | |||||||||
Capitalization | |||||||||
Founder shares cancelled | 250,000 | ||||||||
Azteca | Common Class A | |||||||||
Capitalization | |||||||||
Stock conversion ratio | 1 | ||||||||
Number of shares of common stock subject to forfeiture in the event the market price of common stock does not meet certain levels | 250,000 | ||||||||
IinterMedia Partners | Common Class B | |||||||||
Capitalization | |||||||||
Number of shares forfeited | 419,383 | ||||||||
IinterMedia Partners | Common Class A | |||||||||
Capitalization | |||||||||
Common stock Class B shares transferred | 9,200,000 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)item$ / shares$ / itemshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Warrants | |||
Issued (in shares) | 14,700,000 | ||
Exercise price of warrants per half share | $ / item | 6 | ||
Outstanding (in shares) | 12,300,000 | ||
Minimum number of warrants exercisable by holder (in shares) | 2 | ||
Exercise price of warrants (in dollars per share) | $ / shares | $ 12 | ||
Number of warrants that may be called for redemption (in shares) | 8,700,000 | ||
Number of warrants repurchased | 1,000,000 | ||
Total cost of warrants repurchase | $ | $ 1,000 | ||
Proceeds from exercise of warrant | $ | $ 420 | $ 60 | $ 1 |
Common Class A | |||
Warrants | |||
Number of shares entitled to warrant holders (as a percent) | 0.5 | ||
Warrants exercisable into number of shares | 6,100,000 | ||
Trigger price of stock in order to provide for redemption of warrants at option of the Company (in dollars per share) | $ / shares | $ 18 | ||
Number of trading days through which last sales price of common stock is reported for warrant redemption | item | 20 | ||
Period of aggregate number of trading days through which last sales price of common stock is reported for warrant redemption | 30 days | ||
Shares issued upon exercise of warrants | 35,000 | ||
Number of warrants exercised | 70,000 | ||
Proceeds from exercise of warrant | $ | $ 400 |
Stockholders' Equity - Other (D
Stockholders' Equity - Other (Details) $ / shares in Units, shares in Thousands, $ in Thousands | May 16, 2016shares | Dec. 31, 2016USD ($)item$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($)$ / sharesshares |
Equity incentive plans | |||||
Shares available for issuance | 2,800 | ||||
Stock-based compensation | |||||
Stock-based compensation expense (in dollars) | $ | $ 4,700 | $ 5,600 | $ 5,900 | ||
Number of shares | |||||
Exercised (in shares) | (15) | ||||
Forfeited or expired (in shares) | (27) | ||||
Weighted-average exercise price | |||||
Exercised (in dollars per share) | $ / shares | $ 10.60 | ||||
Forfeited or expired (in dollars per share) | $ / shares | $ 10.60 | ||||
Common Class A | |||||
Equity incentive plans | |||||
Shares authorized for issuance | 7,200 | ||||
Employee and Directors Stock Options | |||||
Equity incentive plans | |||||
Granted (in shares) | 890 | 215 | 140 | ||
Vested at the end of the period (in shares) | 1,533 | ||||
Stock-based compensation | |||||
Unrecognized compensation cost related to unvested stock options (in dollars) | $ | $ 3,500 | ||||
Weighted-average periods over which unrecognized compensation cost recognized | 2 years 2 months 12 days | ||||
Estimated forfeitures (as a percent) | 1.50% | ||||
Valuation assumptions | |||||
Dividend yield (as a percent) | 0.00% | ||||
Number of shares | |||||
Outstanding at the beginning of the period (in shares) | 2,043 | 1,870 | 1,730 | ||
Granted (in shares) | 890 | 215 | 140 | ||
Exercised (in shares) | (13) | ||||
Outstanding at the end of the period (in shares) | 2,920 | 2,043 | 1,870 | 1,730 | |
Vested at the end of the period (in shares) | 1,533 | ||||
Exercisable at the end of the period (in shares) | 1,533 | ||||
Weighted-average exercise price | |||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 11.49 | $ 11.20 | |||
Granted (in dollars per share) | $ / shares | 11.97 | $ 13.61 | 11.56 | ||
Exercised (in dollars per share) | $ / shares | 10.60 | ||||
Forfeited or expired (in dollars per share) | $ / shares | $ 11.23 | ||||
Outstanding at the end of the period (in dollars per share) | $ / shares | 11.64 | $ 11.49 | $ 11.20 | ||
Vested at the end of the period (in dollars per share) | $ / shares | 11.55 | ||||
Exercisable at the end of the period (in dollars per share) | $ / shares | $ 11.55 | ||||
Weighted-average remaining contractual term | |||||
Outstanding | 7 years 7 months 6 days | 7 years 7 months 6 days | 8 years 4 months 24 days | 9 years 3 months 18 days | |
Granted | 6 years 2 months 12 days | 6 years 2 months 12 days | 9 years 8 months 12 days | ||
Vested at the end of the period | 6 years 6 months | ||||
Exercisable at the end of the period | 6 years 6 months | ||||
Aggregate intrinsic value | |||||
Outstanding at the beginning of the period (in dollars) | $ | $ 6,740 | $ 4,721 | $ 2,208 | ||
Outstanding at the end of the period (in dollars) | $ | 1,274 | $ 6,740 | $ 4,721 | $ 2,208 | |
Vested at the end of the period (in dollars) | $ | 974 | ||||
Exercisable at the end of the period (in dollars) | $ | $ 974 | ||||
Weighted-average grant date fair value of options granted (in dollars per share) | $ / shares | $ 3.71 | $ 4.13 | $ 3.75 | ||
Restricted Stock | |||||
Equity incentive plans | |||||
Granted (in shares) | 395 | 99 | 79 | ||
Stock-based compensation | |||||
Unrecognized compensation cost related to unvested restricted stock (in dollars) | $ | $ 3,300 | ||||
Weighted-average periods over which unrecognized compensation cost recognized | 2 years | ||||
Number of shares | |||||
Outstanding at the beginning of the period (in shares) | 494 | 719 | 945 | ||
Granted (in shares) | 395 | 99 | 79 | ||
Vested (in shares) | (328) | (324) | (305) | ||
Outstanding at the end of the period (in shares) | 561 | 494 | 719 | 945 | |
Weighted-average grant date fair value | |||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 9.79 | $ 9.82 | $ 10.18 | ||
Granted (in dollars per share) | $ / shares | 11.82 | 12.42 | 11.34 | ||
Vested (in dollars per share) | $ / shares | 10.88 | 10.65 | 11.33 | ||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 10.58 | $ 9.79 | $ 9.82 | $ 10.18 | |
Restricted Stock | Common Class A | |||||
Equity incentive plans | |||||
Additional of number of shares authorized to issue | 3,200 | ||||
Time Based Restricted Stock and Stock Option | |||||
Equity incentive plans | |||||
Number of equal annual installments for vesting of awards | item | 3 | ||||
Time Based Stock Option | Black Scholes Pricing Model | |||||
Valuation assumptions | |||||
Risk-free interest rate, minimum (as a percent) | 1.60% | 1.76% | 1.76% | ||
Risk-free interest rate, maximum (as a percent) | 2.44% | 2.12% | 1.92% | ||
Volatility, minimum (as a percent) | 26.40% | 25.80% | 28.40% | ||
Volatility, maximum (as a percent) | 32.40% | 29.50% | 30.90% | ||
Weighted-average expected term | 6 years 2 months 12 days | 6 years 3 months 18 days | |||
Time Based Stock Option | Black Scholes Pricing Model | Maximum | |||||
Valuation assumptions | |||||
Weighted-average expected term | 6 years 3 months 18 days | ||||
Time Based Stock Option | Black Scholes Pricing Model | Minimum | |||||
Valuation assumptions | |||||
Weighted-average expected term | 6 years | ||||
Time Based Restricted Stock | |||||
Weighted-average grant date fair value | |||||
Vesting period | 3 years | ||||
Event Based Restricted Stock and Stock Option | Common Class A | |||||
Equity incentive plans | |||||
Closing price per share to be attained for vesting of awards to begin (in dollars per share) | $ / shares | $ 15 | ||||
Event Based Restricted Stock and Stock Option | Common Class A | Minimum | |||||
Equity incentive plans | |||||
Number of trading days on which the closing price per share should attain the specified price per share for vesting of awards to begin | item | 10 | ||||
Event Based Stock Option | |||||
Aggregate intrinsic value | |||||
Unvested options | 300 | ||||
Event Based Restricted Stock | |||||
Aggregate intrinsic value | |||||
Unvested options | 200 |
Commitments (Details)
Commitments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments | |||
Rental expense | $ 700 | $ 600 | $ 300 |
Future minimum payments for operating leases | |||
2,017 | 488 | ||
2,018 | 455 | ||
2,019 | 449 | ||
2,020 | 358 | ||
2021 and thereafter | 997 | ||
Total | 2,747 | ||
Future minimum payments for other commitments | |||
2,017 | 5,427 | ||
2,018 | 2,574 | ||
2,019 | 1,292 | ||
2,020 | 621 | ||
2021 and thereafter | 10 | ||
Total | 9,924 | ||
Future minimum payments for operating leases and other commitments | |||
2,017 | 5,915 | ||
2,018 | 3,029 | ||
2,019 | 1,741 | ||
2,020 | 979 | ||
2021 and thereafter | 1,007 | ||
Total | $ 12,671 |
Retirement Plans - Other (Detai
Retirement Plans - Other (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)employeeitem | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Projected benefit obligation: | |||
Balance, beginning of the year | $ 2,865 | $ 2,682 | |
Service cost | 109 | 112 | $ 82 |
Interest cost | 104 | 102 | 105 |
Actuarial (gain) loss | (45) | 53 | |
Benefits paid to participants | (6) | (84) | |
Balance, end of year | 3,027 | 2,865 | 2,682 |
Funded status of the plan | |||
Excess of benefit obligation over the value of plan assets | (3,027) | (2,865) | (2,682) |
Unrecognized net actuarial loss | 818 | 905 | 904 |
Unrecognized prior service cost | 52 | 69 | 86 |
Accrued benefit cost | (2,157) | (1,891) | (1,692) |
Net amounts recognized in the consolidated balance sheets | |||
Accrued benefit cost | (3,027) | (2,865) | |
Accumulated other comprehensive loss | 870 | 974 | |
Accrued benefit cost | (2,157) | $ (1,891) | (1,692) |
Benefits expected to be paid in each of the next five years and thereafter | |||
2,017 | 186 | ||
2,018 | 246 | ||
2,019 | 121 | ||
2,020 | 123 | ||
2,021 | 205 | ||
2022 through 2025 | 870 | ||
Total | $ 1,751 | ||
Weighted-average rates used | |||
Discount rate on the benefit obligation (as a percent) | 3.78% | 3.90% | |
Rate of employee compensation increase (as a percent) | 4.00% | 4.00% | |
Pension expense | |||
Service cost | $ 109 | $ 112 | 82 |
Interest cost | 104 | 102 | 105 |
Amortization of prior service cost | 17 | 17 | 17 |
Net loss amortization | 42 | 51 | 27 |
Net periodic benefit cost | $ 272 | $ 282 | $ 231 |
WAPA | |||
Number of months to be in service for applicability of retirement plan | 3 months | ||
Number of weeks per year of service for one-time lump sum payment at retirement | 14 days | ||
Maximum number of retirees per year under the plan | employee | 5 | ||
Number of retirees per year under the retirement plan | item | 164 | ||
WAPA | Maximum | |||
Number of weeks per year of service for one-time lump sum payment at retirement | 315 days |
Retirement Plans - Multiemploye
Retirement Plans - Multiemployer Pension (Details) - Multiemployer Plans, Pension - WAPA $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Multiemployer pension | |||
Number of collective bargaining agreements | item | 2 | ||
Renewal period after expiration | 18 months | ||
Period for payments under the plan (in years) | 3 years | ||
Maximum period for payments under the plan (in years) | 10 years | ||
Period for ending of payment obligation (in years) | 20 years | ||
Additional plan commitment period | 5 years | ||
Contribution to the plan assets (as a percent) | 5.00% | ||
Contributions | $ | $ 156 | $ 151 | $ 144 |
Beginning on January 1, 2013 | |||
Multiemployer pension | |||
Increase in the contribution rate agreed by the company under the "preferred schedule" of the Rehabilitation Plan (as a percent) | 3 | ||
Beginning on January 1, 2014 | |||
Multiemployer pension | |||
Increase in the contribution rate agreed by the company under the "preferred schedule" of the Rehabilitation Plan (as a percent) | 3 | ||
Beginning on January 1, 2015 | |||
Multiemployer pension | |||
Increase in the contribution rate agreed by the company under the "preferred schedule" of the Rehabilitation Plan (as a percent) | 3 | ||
Starting January 1, 2016 | |||
Multiemployer pension | |||
Increase in the contribution rate agreed by the company under the "preferred schedule" of the Rehabilitation Plan (as a percent) | 3 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Millions | Feb. 14, 2017 | Jul. 31, 2014 |
Existing Senior Secured Term Loan B Facility | ||
Subsequent events | ||
Amount of term loan | $ 225 | |
Interest rate margin (as a percent) | 4.00% | |
Existing Senior Secured Term Loan B Facility | LIBOR | ||
Subsequent events | ||
Interest rate floor (as a percent) | 1.00% | |
Subsequent event | Amended Term Loan Facility | ||
Subsequent events | ||
Amount of term loan | $ 213.3 | |
Extended maturity period of term loan | 3 years | |
Transaction cost | $ 2.3 | |
Subsequent event | Amended Term Loan Facility | LIBOR | ||
Subsequent events | ||
Interest rate margin (as a percent) | 3.50% | |
Interest rate floor (as a percent) | 0.00% |
Quarterly Financial Data (Una54
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data (Unaudited) | |||||||||||||||
Net revenues | $ 39,407 | $ 33,116 | $ 35,031 | $ 30,971 | $ 36,236 | $ 31,465 | $ 32,618 | $ 29,471 | $ 33,202 | $ 28,781 | $ 29,055 | $ 20,951 | $ 138,525 | $ 129,790 | $ 111,989 |
Operating (loss) income | 12,603 | 9,579 | 10,677 | 7,164 | 11,079 | 7,951 | 8,780 | 7,056 | 10,211 | 5,559 | 6,612 | 3,647 | 40,023 | 34,867 | 26,027 |
Net income | $ 5,922 | $ 4,349 | $ 5,029 | $ 2,700 | $ 4,934 | $ 2,910 | $ 3,431 | $ 2,462 | $ 4,330 | $ 663 | $ 5,318 | $ 248 | $ 18,000 | $ 13,739 | $ 10,557 |
Earnings per share: | |||||||||||||||
Basic (in dollars per share) | $ 0.15 | $ 0.11 | $ 0.12 | $ 0.06 | $ 0.11 | $ 0.07 | $ 0.08 | $ 0.06 | $ 0.10 | $ 0.02 | $ 0.13 | $ 0.01 | $ 0.43 | $ 0.32 | $ 0.25 |
Dilutive (in dollars per share) | $ 0.15 | $ 0.11 | $ 0.12 | $ 0.06 | $ 0.11 | $ 0.07 | $ 0.08 | $ 0.06 | $ 0.10 | $ 0.02 | $ 0.13 | $ 0.01 | $ 0.43 | $ 0.31 | $ 0.25 |