Nature of Business | Note 1. Nature of Business Nature of business: Prior to March 31, 2021, the Company owned a 25% equity interest in Pantaya, the Spanish language streaming platform, which was accounted for as an equity method investment. On March 31, 2021 (“Acquisition Date”), the Company acquired the remaining 75% equity interest in Pantaya, for a cash purchase price of $123.6 million. As a result of the acquisition, Pantaya is now a wholly owned consolidated subsidiary. The Company accounted for the acquisition of the 75% equity interest of Pantaya as a step acquisition, which required remeasurement of the Company’s existing 25% ownership in Pantaya to fair value prior to completing the acquisition method of accounting. Using step acquisition accounting, the Company increased the value of its existing equity interest to fair value resulting in the recognition of a non-cash gain of $30.1 million, which was included in (loss) gain on equity method investment activity in the accompanying Condensed Consolidated Statement of Operations for the three months ended March 31, 2021. On May 9, 2022, the Company entered into a definitive agreement to be acquired for $7.00 per share in cash by a subsidiary of Gato Investments LP (“Gato”), a portfolio investment of Searchlight Capital Partners, L.P. Upon completion of the transaction, Hemisphere will become a private company wholly owned by Gato. Concurrently, on May 9, 2022, the Company entered into an agreement to sell Pantaya to TelevisaUnivision, Inc. (“TelevisaUnivision”) in exchange for $115 million in cash plus TelevisaUnivision’s Puerto Rican radio business, subject to certain adjustments. Each transaction is subject to customary closing conditions, including the Gato transaction being subject the completion of the Pantaya transaction. The prior description is subject to, and is qualified in its entirety by reference to, that certain Agreement and Plan of Merger, dated as of May 9, 2022, by and among the Company, Hemisphere Media Holdings, LLC (“Hemisphere Holdings”), HWK Parent, LLC, HWK Merger Sub 1, Inc., and HWK Merger Sub 2, LLC, that certain Voting and Support Agreement, dated as of May 9, 2022, by and among the Company and certain stockholders of the Companies that are signatories thereto, that certain Membership Interest Purchase Agreement, dated as of May 9, 2022, by and among Univision Puerto Rico Station Operating Company (“Univision”), HMTV DTC, Pantaya and Hemisphere Holdings, and that certain Share Purchase Agreement, dated as of May 9, 2022, by and among HMTV DTC, Univision of Puerto Rico, Inc., Univision and TelevisaUnivision (collectively, the “Transaction Agreements”). Reclassification: Basis of presentation: Net (loss) income per common share: The following table sets forth the computation of the common shares outstanding used in determining basic and diluted (loss) income per share attributable to Hemisphere Media Group, Inc. ( amounts in thousands, except per share amounts Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Numerator for (loss) income per common share calculation: Net (loss) income attributable to Hemisphere Media Group, Inc. $ (3,911) $ (6,286) $ (17,139) $ 27,072 Denominator for (loss) income per common share calculation: Weighted-average common shares, basic 39,991 39,641 39,861 39,511 Effect of dilutive securities Stock options and restricted stock — — — 389 Weighted-average common shares, diluted 39,991 39,641 39,861 39,900 (Loss) income per share attributable to Hemisphere Media Group, Inc. Basic $ (0.10) $ (0.16) $ (0.43) $ 0.69 Diluted $ (0.10) $ (0.16) $ (0.43) $ 0.68 We apply the treasury stock method to measure the dilutive effect of our outstanding stock options and restricted stock awards and include the respective common share equivalents in the denominator of our diluted loss per common share calculation. Per the Accounting Standards Codification (“ASC”) 260, 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 income per share computation (ASC 260-10-45-23). The assumed exercise only occurs when the options are “In the Money” (exercise price is lower than the average market price for the period). If the options 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 4.1 and 1.6 million shares of common stock for the three months ended June 30, 2022 and 2021, respectively, were excluded from the computation of diluted (loss) income per common share for this period because their effect would have been anti-dilutive. Potentially dilutive securities representing 4.1 million and 2.1 million shares of common stock for the six months ended June 30, 2022 and 2021, respectively, were excluded from the computation of diluted (loss) income per common share for these periods because their effects would have been anti-dilutive. The net (loss) income per share attributable to Hemisphere Media Group, Inc. 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. As a result of the net loss for the three months ended June 30, 2022 and 2021, outstanding awards totaling 0.1 million and 0.4 million, respectively, were not included in the computation of diluted loss per share because their effect was anti-dilutive. As a result of the net loss for the six months ended June 30, 2022, 0.1 million outstanding awards were not included in the computation of diluted loss per share because their effect was anti-dilutive. Held for sale: Use of estimates: historical experience and other assumptions that are considered appropriate in the circumstances. However, actual results could differ from those estimates. Accounting guidance not yet adopted: ASU 2020-04-Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |