Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 05, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Transition Report | false | |
Entity File Number | 1-11588 | |
Entity Registrant Name | Saga Communications, Inc | |
Entity Central Index Key | 0000886136 | |
Current Fiscal Year End Date | --12-31 | |
Entity Incorporation, State or Country Code | FL | |
Entity Tax Identification Number | 38-3042953 | |
Entity Address, Address Line One | 73 Kercheval Avenue | |
Entity Address, City or Town | Grosse Pointe Farms | |
Entity Address, State or Province | MI | |
Entity Address, Postal Zip Code | 48236 | |
City Area Code | 313 | |
Local Phone Number | 886-7070 | |
Title of 12(b) Security | Class A Common Stock, par value $.01 per share | |
Trading Symbol | SGA | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,087,693 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 965,149 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | [1] |
Current assets: | |||
Cash and cash equivalents | $ 55,147 | $ 54,760 | |
Accounts receivable, net | 13,744 | 16,269 | |
Prepaid expenses and other current assets | 2,305 | 2,449 | |
Barter transactions | 1,038 | 971 | |
Total current assets | 72,234 | 74,449 | |
Property and equipment | 145,586 | 144,719 | |
Less accumulated depreciation | 92,544 | 91,375 | |
Net property and equipment | 53,042 | 53,344 | |
Other assets: | |||
Broadcast licenses, net | 90,277 | 90,277 | |
Goodwill | 19,209 | 19,209 | |
Other intangibles, right of use assets, deferred costs and investments, net | 10,313 | 10,653 | |
Total assets | 245,075 | 247,932 | |
Current liabilities: | |||
Accounts payable | 2,226 | 2,347 | |
Accrued payroll and payroll taxes | 5,657 | 6,202 | |
Dividend payable | 968 | 3,988 | |
Other accrued expenses | 6,019 | 5,758 | |
Barter transactions | 959 | 901 | |
Total current liabilities | 15,829 | 19,196 | |
Deferred income taxes | 24,882 | 24,802 | |
Other liabilities | 6,622 | 7,015 | |
Total liabilities | 47,333 | 51,013 | |
Commitments and contingencies | |||
Stockholders' equity: | |||
Common stock | 77 | 77 | |
Additional paid-in capital | 70,145 | 70,035 | |
Retained earnings | 164,482 | 164,246 | |
Treasury stock | (36,962) | (37,439) | |
Total stockholders' equity | 197,742 | 196,919 | |
Total liabilities and stockholders' equity | $ 245,075 | $ 247,932 | |
[1] | The balance sheet at December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||
Net operating revenue | $ 24,967,000 | $ 22,301,000 |
Operating expenses : | ||
Station operating expenses | 20,568,000 | 18,923,000 |
Corporate general and administrative | 2,694,000 | 2,438,000 |
Other operating (income) expense, net | (5,000) | 57,000 |
Operating income | 1,710,000 | 883,000 |
Interest expense | 32,000 | 73,000 |
Interest income | (4,000) | (6,000) |
Other income | (2,000) | (272,000) |
Income before income tax expense | 1,684,000 | 1,088,000 |
Income tax expense | ||
Income tax expense (benefit) | 480,000 | 330,000 |
Net income | $ 1,204,000 | $ 758,000 |
Basic earnings (loss) per share | ||
Basic earnings per share | $ 0.20 | $ 0.13 |
Diluted earnings (loss) per share | ||
Diluted earning per share | $ 0.20 | $ 0.13 |
Weighted average common shares | 5,948 | 5,913 |
Weighted average common and common equivalent shares | 5,948 | 5,913 |
Dividends declared per share | $ 0.16 | $ 0 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Class A Common StockCommon Stock | Class A Common Stock | Class B Common StockCommon Stock | Class B Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Total | |
Balance at Dec. 31, 2020 | $ 68 | $ 9 | $ 68,900 | $ 158,990 | $ (37,425) | $ 190,542 | |||
Balance, shares at Dec. 31, 2020 | 6,785 | 6,785 | 938 | 938 | |||||
Net income | $ 0 | $ 0 | 0 | 758 | 0 | 758 | |||
Compensation expense related to restricted stock awards | 0 | 0 | 343 | 0 | 0 | 343 | |||
401(k) plan contribution | 0 | 0 | (200) | 0 | 421 | 221 | |||
Balance at Mar. 31, 2021 | $ 68 | $ 9 | 69,043 | 159,748 | (37,004) | 191,864 | |||
Balance, shares at Mar. 31, 2021 | 6,785 | 938 | |||||||
Balance at Dec. 31, 2020 | $ 68 | $ 9 | 68,900 | 158,990 | (37,425) | 190,542 | |||
Balance, shares at Dec. 31, 2020 | 6,785 | 6,785 | 938 | 938 | |||||
Issuance of restricted stock (in shares) | 38 | 39 | |||||||
Balance at Dec. 31, 2021 | $ 68 | $ 9 | 70,035 | 164,246 | (37,439) | 196,919 | [1] | ||
Balance, shares at Dec. 31, 2021 | 6,835 | 6,835 | 965 | 965 | |||||
Net income | $ 0 | $ 0 | 0 | 1,204 | 0 | 1,204 | |||
Dividends declared per common share | 0 | 0 | 0 | (968) | 0 | (968) | |||
Compensation expense related to restricted stock awards | 0 | 0 | 339 | 0 | 0 | 339 | |||
401(k) plan contribution | 0 | 0 | (229) | 0 | 477 | 248 | |||
Balance at Mar. 31, 2022 | $ 68 | $ 9 | $ 70,145 | $ 164,482 | $ (36,962) | $ 197,742 | |||
Balance, shares at Mar. 31, 2022 | 6,835 | 6,835 | 965 | 965 | |||||
[1] | The balance sheet at December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net cash provided by operating activities | $ 5,296 | $ 5,352 |
Cash flows from investing activities: | ||
Acquisition of property and equipment | (923) | (534) |
Acquisition of broadcast properties | (150) | |
Proceeds from sale and disposal of assets | 7 | 22 |
Proceeds from insurance claims | 272 | |
Other investing activities | (5) | (2) |
Net cash used in investing activities | (921) | (392) |
Cash flows from financing activities: | ||
Cash dividends paid | (3,988) | |
Net cash used in financing activities | (3,988) | |
Net increase (decrease) in cash and cash equivalents | 387 | 4,960 |
Cash and cash equivalents, beginning of period | 54,760 | 51,353 |
Cash and cash equivalents, end of period | $ 55,147 | $ 56,313 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for annual financial statements. In our opinion, the accompanying financial statements include all adjustments of a normal, recurring nature considered necessary for a fair presentation of our financial position as of March 31, 2022 and the results of operations for the three months ended March 31, 2022 and 2021. Results of operations for three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. We own or operate broadcast properties in 27 markets, including 79 FM and 35 AM radio stations and 80 metro signals. For further information, refer to the consolidated financial statements and footnotes thereto included in the Saga Communications, Inc. annual report on Form 10-K for the year ended December 31, 2021. We have evaluated events and transactions occurring subsequent to the balance sheet date of March 31, 2022, for items that should potentially be recognized in these financial statements or discussed within the notes to these financial statements. Earnings Per Share Information Earnings per share is calculated using the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating security. The Company has participating securities related to restricted stock units, granted under the Company’s Second Amended and Restated 2005 Incentive Compensation Plan, that earn dividends on an equal basis with common shares. In applying the two-class method, earnings are allocated to both common shares and participating securities. The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended March 31, 2022 2021 (In thousands, except per share data) Numerator: Net income $ 1,204 $ 758 Less: Income allocated to unvested participating securities 20 8 Net income available to common stockholders $ 1,184 $ 750 Denominator: Denominator for basic earnings per share — weighted average shares 5,948 5,913 Effect of dilutive securities: Common stock equivalents — — Denominator for diluted earnings per share — adjusted weighted-average shares and assumed conversions 5,948 5,913 Earnings per share: Basic $ 0.20 $ 0.13 Diluted $ 0.20 $ 0.13 There were no stock options outstanding that had an antidilutive effect on our earnings per share calculation for the three months ended March 31, 2022 and 2021, respectively. The actual effect of these shares, if any, on the diluted earnings per share calculation will vary significantly depending on the fluctuation in the stock price. Financial Instruments Our financial instruments are comprised of cash and cash equivalents, accounts receivable, accounts payable and long-term debt. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to their short maturities. The carrying value of long-term debt approximates fair value as it carries interest rates that either fluctuate with the euro-dollar rate, prime rate or have been reset at the prevailing market rate at March 31, 2022. Allowance for Doubtful Accounts A provision for doubtful accounts is recorded based on our judgment of collectability of receivables. Amounts are written off when determined to be fully uncollectible. Delinquent accounts are based on contractual terms. We have included in our calculation of our allowance for doubtful accounts, the potential impact of the COVID-19 pandemic on our customers’ businesses and their ability to pay their accounts receivable. We maintain a specific allowance for estimated losses resulting from the inability of certain customers to make required payments. We also consider factors external to the specific customer, including current conditions and forecasts of economic conditions, including the potential impact of uncertain economic conditions. In the event we recover amounts previously written off, we will reduce the specific allowance for credit loss. Our allowance for doubtful accounts was $467,000 and $469,000 at March 31, 2022 and December 31, 2021, respectively. Income Taxes Our effective tax rate is higher than the federal statutory rate as a result of the inclusion of state taxes in the income tax amount. We have historically calculated the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate for the full fiscal year to “ordinary” income or loss (pretax income or loss excluding unusual or infrequently occurring discrete items) for the reporting period. Segments We serve twenty-seven radio markets (reporting units) that aggregate into one operating segment (Radio), which also qualifies as a reportable segment. We operate under one reportable business segment for which segment disclosure is consistent with the management decision-making process that determines the allocation of resources and the measuring of performance. The Chief Operating Decision Maker (“CODM”) evaluates the results of the radio operating segment and makes operating and capital investment decisions based at the Company level. Furthermore, technological enhancements and system integration decisions are reached at the Company level and applied to all markets rather than to specific or individual markets to ensure that each market has the same tools and opportunities as every other market. Managers at the market level do not report to the CODM and instead report to other senior management, who are responsible for the operational oversight of radio markets and for communication of results to the CODM. We continually review our operating segment classification to align with operational changes in our business and may make changes as necessary. Time Brokerage Agreements/Local Marketing Agreements We have entered into Time Brokerage Agreements (“TBAs”) or Local Marketing Agreements (“LMAs”) in certain markets. In a typical TBA/LMA, the FCC licensee of a station makes available, for a fee, blocks of air time on its station to another party that supplies programming to be broadcast during that air time and sells their own commercial advertising announcements during the time periods specified. Revenue and expenses related to TBAs/LMAs are included in the accompanying unaudited Condensed Consolidated Statements of Income. Assets and liabilities related to the TBAs/LMAs are included in the accompanying unaudited Condensed Consolidated Balance Sheets. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2022 | |
Recent Accounting Pronouncements | |
Recent Accounting Pronouncements | 2. Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements Management has considered all recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue | |
Revenue | 3. Revenue Nature of goods and services The following is a description of principal activities from which we generate our revenue: Broadcast Advertising Revenue Our primary source of revenue is from the sale of advertising for broadcast on our stations. We recognize revenue from the sale of advertising as performance obligations are satisfied upon airing of the advertising; therefore, revenue is recognized at a point in time when each advertising spot is transmitted. Agency commissions are calculated based on a stated percentage applied to gross billing revenue for our advertising inventory placed by an agency and are reported as a reduction of advertising revenue. Digital Advertising Revenue We recognize revenue from our digital initiatives across multiple platforms such as targeted digital advertising, online promotions, advertising on our websites, mobile messaging, email marketing and other e-commerce. Revenue is recorded when each specific performance obligation in the digital advertising campaign takes place, typically within a one month period. Other Revenue Other revenue includes revenue from concerts, promotional events, tower rent and other miscellaneous items. Revenue is generally recognized when the event is completed, as the promotional events are completed or as each performance obligation is satisfied. Disaggregation of Revenue Revenues from contracts with customers comprised the following for three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 (in thousands) Types of Revenue Broadcast Advertising Revenue, net $ 21,587 $ 20,007 Digital Advertising Revenue 1,749 1,000 Other Revenue 1,631 1,294 Net Revenue $ 24,967 $ 22,301 Contract Liabilities Payments from our advertisers are generally due within 30 days although certain advertisers are required to pay in advance. When an advertiser pays for the services in advance of the performance obligations these prepayments are recorded as contract liabilities. Typical contract liabilities relate to prepayments for advertising spots not yet run; prepayments from sponsors for events that have not yet been held; and gift cards sold on our websites used to finance a broadcast advertising campaign. Generally all contract liabilities are expected to be recognized within one year and are included in accounts payable in the Company’s Condensed Consolidated Financial Statements and are immaterial. Transaction Price Allocated to the Remaining Performance Obligations As the majority of our sales contracts are one |
Broadcast Licenses, Goodwill an
Broadcast Licenses, Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Broadcast Licenses, Goodwill and Other Intangible Assets | |
Broadcast Licenses, Goodwill and Other Intangible Assets | 4. Broadcast Licenses, Goodwill and Other Intangible Assets We evaluate our FCC licenses for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. We operate our broadcast licenses in each market as a single asset and determine the fair value by relying on a discounted cash flow approach assuming a start-up scenario in which the only assets held by an investor are broadcast licenses. The fair value calculation contains assumptions incorporating variables that are based on past experiences and judgments about future operating performance using industry normalized information for an average station within a market. These variables include, but are not limited to: (1) the forecasted growth rate of each radio market, including population, household income, retail sales and other expenditures that would influence advertising expenditures; (2) the estimated available advertising revenue within the market and the related market share and profit margin of an average station within a market; (3) estimated capital start-up costs and losses incurred during the early years; (4) risk-adjusted discount rate; (5) the likely media competition within the market area; and (6) terminal values. If the carrying amount of FCC licenses is greater than their estimated fair value in a given market, the carrying amount of FCC licenses in that market is reduced to its estimated fair value. We also evaluate goodwill for impairment annually, or more frequently if certain circumstances are present. If the carrying amount of goodwill in a reporting unit is greater than the implied value of goodwill determined by completing a hypothetical purchase price allocation using estimated fair value of the reporting unit, the carrying amount of goodwill in that reporting unit is reduced to its implied value. We evaluate amortizable intangible assets for recoverability when circumstances indicate impairment may have occurred, using an undiscounted cash flow methodology. If the future undiscounted cash flows for the intangible asset are less than net book value, then the net book value is reduced to the estimated fair value. Amortizable intangible assets are included in other intangibles, deferred costs and investments in the consolidated balance sheets. The Company considered the current and expected future economic and market conditions, and other potential indicators of impairment and determined a triggering event had not occurred which would necessitate any interim impairment tests during the three months ended March 31, 2022. We will continue to monitor changes in economic and market conditions, and if any event or circumstances indicate a triggering event has occurred, we will perform an interim impairment test of our intangible assets at the appropriate time. If actual market conditions are less favorable than those estimated by us or if events occur or circumstances change that would reduce the fair value of our broadcast licenses below the carrying value, we may be required to recognize impairment charges in future periods. Such a charge could have a material effect on our consolidated financial statements. Intangible assets that have finite lives are amortized over their useful lives using the straight-line method. Favorable lease agreements are amortized over the lives of the leases ranging from five one |
Common Stock and Treasury Stock
Common Stock and Treasury Stock | 3 Months Ended |
Mar. 31, 2022 | |
Common Stock and Treasury Stock | |
Common Stock and Treasury Stock | 5. Common Stock and Treasury Stock The following summarizes information relating to the number of shares of our common stock issued in connection with stock transactions through March 31, 2022: Common Stock Issued Class A Class B (Shares in thousands) Balance, January 1, 2021 6,785 938 Conversion of shares 12 (12) Issuance of restricted stock 38 39 Balance, December 31, 2021 6,835 965 Balance, March 31, 2022 6,835 965 We have a Stock Buy-Back Program to allow us to purchase up to $75.8 million of our Class A Common Stock. As of March 31, 2022, we have remaining authorization of $18.4 million for future repurchases of our Class A Common Stock. On September 14, 2017, the Board of Directors authorized the repurchase of our Class A Common Stock under our trading plan adopted pursuant to Securities and Exchange Commission Rule 10b5-1. The Rule 10b5-1 repurchase plan allows us to repurchase our shares during periods when we would normally not be active in the market due to our internal trading blackout periods. Under the plan, we may repurchase our Class A Common Stock in any combination of open market, block transactions and privately negotiated transactions subject to market conditions, legal requirements including applicable SEC regulations (which include certain price, market, volume and timing constraints), specific repurchase instructions and other corporate considerations. Purchases under the plan are funded by cash on our balance sheet. The plan does not obligate us to acquire any particular amount of Class A Common Stock. Our original purchase authorization was effective until September 1, 2018 and has been extended several times, with the most recent authorization instructions extension being through May 28, 2020. Given the unprecedented uncertainty surrounding the COVID-19 virus and the resulting economic issues we have halted the directions for any additional buybacks under our plan. During the three months ended March 31, 2022 and 2021 no shares were repurchased under the Stock Buy-Back Program. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases | |
Leases | 6. Leases We lease certain land, buildings and equipment for use in our operations. We recognize lease expense for these leases on a straight-line basis over the lease term and combine lease and non-lease components for all leases. Right-of-use (“ROU”) assets and lease liabilities are recorded on the balance sheet for all leases with an expected term of at least one year. Some leases include one or more options to renew ROU assets are classified within other intangibles, deferred costs and investments, net on the condensed consolidated balance sheet while current lease liabilities are classified within other accrued expenses and long-term lease liabilities are classified within other liabilities. Leases with an initial term of 12 months or less are not recorded on the balance sheet. ROU assets were $5.8 million and $6.1 million at March 31, 2022 and December 31, 2021 respectively. Lease liabilities were $6.1 million and $6.4 million at March 31, 2022 and December 31, 2021, respectively. During the three months ended March 31, 2022, we recorded additional ROU assets under operating leases of $119,000. Payments on lease liabilities during the three months ended March 31, 2022 and 2021 totaled $478,000, and $469,000 Lease expense includes cost for leases with terms in excess of one year. For the three months ended March 31, 2022 and 2021, our total lease expense was $444,000 and $440,000, respectively. Short-term lease costs are de minimus. We have no financing leases and minimum annual rental commitments under non-cancellable operating leases consisted of the following at March 31, 2022 (in thousands): Years Ending December 31, 2022 (a) $ 1,299 2023 1,575 2024 1,274 2025 886 2026 680 Thereafter 1,317 Total lease payments (b) 7,031 Less: Interest (c) 946 Present value of lease liabilities (d) $ 6,085 (a) Remaining payments are for the nine-months ending December 31, 2022 (b) Lease payments include options to extend lease terms that are reasonably certain of being exercised. There were no legally binding minimum lease payments for leases signed but not yet commenced at March 31, 2022. (c) Our leases do not provide a readily determinable implicit rate. Therefore, we must estimate our discount rate for such leases to determine the present value of lease payments at the lease commencement date. (d) The weighted average remaining lease term and weighted average discount rate used in calculating our lease liabilities were 6.2 years and 4.2% , respectively, at March 31, 2022. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 3 Months Ended |
Mar. 31, 2022 | |
Acquisitions and Dispositions | |
Acquisitions and Dispositions | 7. Acquisitions and Dispositions We actively seek and explore opportunities for expansion through the acquisition of additional broadcast properties. The consolidated statements of income include the operating results of the acquired stations from their respective dates of acquisition. All acquisitions were accounted for as purchases and, accordingly, the total purchase consideration was allocated to the acquired assets and assumed liabilities based on their estimated fair values as of the acquisition dates. The excess of the consideration paid over the estimated fair value of net assets acquired have been recorded as goodwill. The Company accounts for acquisitions under the provisions of FASB ASC Topic 805, Business Combinations Management assigned fair values to the acquired property and equipment through a combination of cost and market approaches based upon each specific asset’s replacement cost, with a provision for depreciation, and to the acquired intangibles, primarily an FCC license, based on the Greenfield valuation methodology, a discounted cash flow approach. 2022 Acquisitions On July 12, 2021, we entered into an agreement to acquire WIZZ-AM and a translator from P. & M. Radio for was paid in 2021 and the remainder was paid on April 6, 2022 when we closed on the transaction. Management attributes the goodwill recognized in the acquisition to the power of the existing brands in the Greenfield, Massachusetts market as well as synergies and growth opportunities expected through the combination with the Company’s existing stations. The translators are start-up stations and therefore, have no pro forma revenue and expenses. 2021 Acquisitions On January 8, 2021, the Company closed on an agreement to purchase WBQL and W288DQ from Consolidated Media, LLC, for an aggregate purchase price of $175,000, of which $25,000 was paid in 2020 and the remaining $150,000 paid in 2021. Management attributes the goodwill recognized in the acquisition to the power of the existing brands in the Clarksville, Tennessee market as well as synergies and growth opportunities expected through the combination with the Company’s existing stations. The translators are start-up stations and therefore, have no pro forma revenue and expenses. Condensed Consolidated Balance Sheet of 2022 and 2021 Acquisitions: The following unaudited condensed balance sheets represent the estimated fair value assigned to the related assets and liabilities of the 2022 and 2021 acquisitions. Saga Communications, Inc. Condensed Consolidated Balance Sheet of 2022 and 2021 Acquisitions Acquisitions in 2022 2021 (In thousands) Assets Acquired: Property and equipment $ — $ 3 Other assets: Broadcast licenses — 69 Goodwill — 103 Total other assets — 172 Total assets acquired — 175 Liabilities Assumed: Current liabilities — — Total liabilities assumed — — Net assets acquired $ — $ 175 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Taxes | |
Income Taxes | 8. Income taxes On March 18, 2020, the Families First Coronavirus Response Act ("FFCR Act"), and on March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") were each enacted in response to the COVID-19 pandemic. The FFCR Act and the CARES Act contain numerous tax provisions, such as deferring payroll payments, establishing a credit for the retention of certain employees, relaxing limitations on the deductibility of interest, and updating the definition of qualified improvement property. This legislation currently has no material impact to the Company’s financial statements. An income tax expense of $480,000 was recorded for the three months ended March 31, 2022 compared to $330,000 for the three months ended March 31, 2021. The effective tax rate was approximately 28.5% for the three months ended March 31, 2022 compared to 30.3% for the three months ended March 31, 2021. Income tax provisions for interim (quarterly) periods are based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Stock-Based Compensation | |
Stock-Based Compensation | 9. Stock-Based Compensation 2005 Incentive Compensation Plan On May 13, 2019 our stockholders approved an amendment to the Second Amended and Restated Saga Communications, Inc. 2005 Incentive Compensation Plan (as amended, the “Second Restated 2005 Plan”). This plan was first approved in 2005, and subsequently re-approved in 2010 and 2013. The amendment to the Second Restated 2005 Plan (i) extended the date for making awards to September 6, 2023 and (ii) increased the number of authorized shares under the Plan by 90,000 shares of Class B Common Stock. The Second Restated 2005 Plan allows for the granting of restricted stock, restricted stock units, incentive stock options, nonqualified stock options, and performance awards to eligible employees and non-employee directors. The number of shares of Common Stock that may be issued under the Second Restated 2005 Plan may not exceed 370,000 shares of Class B Common Stock, or 990,000 shares of Class A Common Stock of which up to 620,000 shares of Class A Common Stock may be issued pursuant to incentive stock options and 370,000 shares of Class A Common Stock may be issuable upon conversion of Class B Common Stock. Awards denominated in Class A Common Stock may be granted to any employee or director under the Second Restated 2005 Plan. However, awards denominated in Class B Common Stock may only be granted to Edward K. Christian, President, Chief Executive Officer, Chairman of the Board of Directors, and the holder of 100% of the outstanding Class B Common Stock of the Company. Stock options granted under the Second Restated 2005 Plan may be for terms not exceeding ten (10) years from the date of grant and may not be exercised at a price which is less than 100% of the fair market value of shares at the date of grant. Stock-Based Compensation All stock options granted were fully vested and expensed at December 31, 2012; therefore, there was no compensation expense related to stock options for the three months ended March 31, 2022 and 2021, respectively. There were no stock options granted during 2022 or 2021 and there were no stock options outstanding as of March 31, 2022. All outstanding stock options were exercised in 2017. The following summarizes the restricted stock transactions for the three months ended March 31, 2022: Weighted Average Grant Date Fair Shares Value Outstanding at January 1, 2022 100,609 $ 24.85 Vested — — Forfeited — — Non-vested and outstanding at March 31, 2022 100,609 $ 24.85 For the three months ended March 31, 2022 and 2021, we had $339,000 and $343,000, respectively, of total compensation expense related to restricted stock-based compensation arrangements. This expense is included in corporate general and administrative expenses in our results of operations. The associated tax benefit recognized for the three months ended March 31, 2022 and 2021 was $37,000 and $30,000, respectively. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Long-Term Debt. | |
Long-Term Debt | 10. Long-Term Debt On October 27, 2021, we used $10 million from funds generated by operations to voluntarily pay down the remaining amounts on our Revolving Credit Facility and as such, have no debt outstanding at March 31, 2022. On August 18, 2015, we entered into a new credit facility (the “Credit Facility”) with JPMorgan Chase Bank, N.A., The Huntington National Bank, Citizens Bank, National Association and J.P. Morgan Securities LLC (collectively, the “Lenders”) pursuant to a credit agreement of even date (the “Credit Agreement”). The Credit Facility consisted of a $100 million five-year revolving facility (the “Revolving Credit Facility”) and originally matured on August 18, 2020 . On June 27, 2018, the Company entered into a Second Amendment to its Credit Facility, (the “Second Amendment”), which had first been amended on September 1, 2017, extending the revolving credit maturity date under the Credit Agreement for five years after the date of the amendment to June 27, 2023 . On July 1, 2019, we elected to reduce our Revolving Credit Facility to $70 million. On May 11, 2020, as part of our reincorporation as a Florida corporation, we entered into an assumption agreement and amendment of loan documents. The amendment also included an alternative benchmark rate as a replacement to LIBOR in the event LIBOR is no longer available. On November 2, 2021, we elected to further reduce our Revolving Credit Facility to $50 million. We have pledged substantially all of our assets (excluding our FCC licenses and certain other assets) in support of the Credit Facility and each of our subsidiaries has guaranteed the Credit Facility and has pledged substantially all of their assets (excluding their FCC licenses and certain other assets) in support of the Credit Facility. Approximately $266,000 of debt issuance costs related to the Credit Facility were capitalized and are being amortized over the life of the Credit Facility. These debt issuance costs are included in other assets, net in the consolidated balance sheets. As a result of the Second Amendment, the Company incurred an additional $120,000 of transaction fees related to the Credit Facility that were capitalized. The cumulative transaction fees are being amortized over the remaining life of the Credit Facility. Interest rates under the Credit Facility are payable, at our option, at alternatives equal to LIBOR (0.3320% at March 31, 2022), plus 1% to 2% or the base rate plus 0% to 1 %. The spread over LIBOR and the base rate vary from time to time, depending upon our financial leverage. As previously noted, the May 11, 2020 amendment to the Credit Facility includes an alternative benchmark to LIBOR in the event LIBOR is no longer available. Letters of credit issued under the Credit Facility will be subject to a participation fee (which is equal to the interest rate applicable to Eurocurrency Loans, as defined in the Credit Agreement) payable to each of the Lenders and a fronting fee equal to 0.25% per annum payable to the issuing bank. We also pay quarterly commitment fees of 0.2% to 0.3% per annum on the unused portion of the Revolving Credit Facility. The Credit Facility contains a number of financial covenants (all of which we were in compliance with at March 31, 2022) which, among other things, require us to maintain specified financial ratios and impose certain limitations on us with respect to investments, additional indebtedness, dividends, distributions, guarantees, liens and encumbrances. We had approximately $50 million of unused borrowing capacity under the Revolving Credit Facility at March 31, 2022. |
Litigation
Litigation | 3 Months Ended |
Mar. 31, 2022 | |
Litigation | |
Litigation | 11. Litigation The Company is subject to various outstanding claims which arise in the ordinary course of business and to other legal proceedings. Management anticipates that any potential liability of the Company, which may arise out of or with respect to these matters, will not materially affect the Company’s financial statements. |
Dividends
Dividends | 3 Months Ended |
Mar. 31, 2022 | |
Dividends | |
Dividends | 12. Dividends On March 1, 2022, the Company’s Board of Directors declared a quarterly cash dividend of $0.16 per share on its Classes A and B Common Stock. This dividend, totaling approximately and was recorded in dividends payable on the Company’s Condensed Consolidated Balance sheet at March 31, 2022. On December 14, 2021, the Company’s Board of Directors declared a quarterly cash dividend of $0.16 per share and special cash dividend of $0.50 per share on its Classes A and B Common Stock. This dividend, totaling approximately . On September 28, 2021, the Company’s Board of Directors declared a quarterly cash dividend of $0.16 per share on its Classes A and B Common Stock. This dividend, totaling approximately $960,000, was paid on October 22, 2021 to shareholders of record on October 8, 2021 . On June 18, 2021, the Company’s Board of Directors declared a quarterly cash dividend of $0.16 per share on its Classes A and B Common Stock. This dividend, totaling approximately $960,000, was paid on July 16, 2021 to shareholders of record on June 30, 2020 . |
Other Income
Other Income | 3 Months Ended |
Mar. 31, 2022 | |
Other Income | |
Other Income | 13. Other Income During the first quarter of 2021, there was weather-related damage to an antenna in our Des Moines, Iowa market. The Company’s insurance policy provided coverage for removal and replacement of the antenna and related equipment. As part of the initial insurance settlement during the first quarter of 2021, the Company received cash proceeds of $250,000, resulting in a gain of $250,000 which was recorded in other (income) expense, net in the Company’s Condensed Consolidated Statements of Income at March 31, 2021. We received additional cash proceeds of $290,000 in the third quarter of 2021, resulting in a gain of $290,000. The total gain of $540,000 was recorded in other (income) expense, net, at December 31, 2021 in the Company’s Consolidated Statements of Income in our most recent Form 10-K. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for annual financial statements. In our opinion, the accompanying financial statements include all adjustments of a normal, recurring nature considered necessary for a fair presentation of our financial position as of March 31, 2022 and the results of operations for the three months ended March 31, 2022 and 2021. Results of operations for three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. We own or operate broadcast properties in 27 markets, including 79 FM and 35 AM radio stations and 80 metro signals. For further information, refer to the consolidated financial statements and footnotes thereto included in the Saga Communications, Inc. annual report on Form 10-K for the year ended December 31, 2021. We have evaluated events and transactions occurring subsequent to the balance sheet date of March 31, 2022, for items that should potentially be recognized in these financial statements or discussed within the notes to these financial statements. |
Financial Instruments | Financial Instruments Our financial instruments are comprised of cash and cash equivalents, accounts receivable, accounts payable and long-term debt. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to their short maturities. The carrying value of long-term debt approximates fair value as it carries interest rates that either fluctuate with the euro-dollar rate, prime rate or have been reset at the prevailing market rate at March 31, 2022. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts A provision for doubtful accounts is recorded based on our judgment of collectability of receivables. Amounts are written off when determined to be fully uncollectible. Delinquent accounts are based on contractual terms. We have included in our calculation of our allowance for doubtful accounts, the potential impact of the COVID-19 pandemic on our customers’ businesses and their ability to pay their accounts receivable. We maintain a specific allowance for estimated losses resulting from the inability of certain customers to make required payments. We also consider factors external to the specific customer, including current conditions and forecasts of economic conditions, including the potential impact of uncertain economic conditions. In the event we recover amounts previously written off, we will reduce the specific allowance for credit loss. Our allowance for doubtful accounts was $467,000 and $469,000 at March 31, 2022 and December 31, 2021, respectively. |
Income Taxes | Income Taxes Our effective tax rate is higher than the federal statutory rate as a result of the inclusion of state taxes in the income tax amount. We have historically calculated the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate for the full fiscal year to “ordinary” income or loss (pretax income or loss excluding unusual or infrequently occurring discrete items) for the reporting period. |
Segments | Segments We serve twenty-seven radio markets (reporting units) that aggregate into one operating segment (Radio), which also qualifies as a reportable segment. We operate under one reportable business segment for which segment disclosure is consistent with the management decision-making process that determines the allocation of resources and the measuring of performance. The Chief Operating Decision Maker (“CODM”) evaluates the results of the radio operating segment and makes operating and capital investment decisions based at the Company level. Furthermore, technological enhancements and system integration decisions are reached at the Company level and applied to all markets rather than to specific or individual markets to ensure that each market has the same tools and opportunities as every other market. Managers at the market level do not report to the CODM and instead report to other senior management, who are responsible for the operational oversight of radio markets and for communication of results to the CODM. We continually review our operating segment classification to align with operational changes in our business and may make changes as necessary. |
Earnings Per Share Information | Earnings Per Share Information Earnings per share is calculated using the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating security. The Company has participating securities related to restricted stock units, granted under the Company’s Second Amended and Restated 2005 Incentive Compensation Plan, that earn dividends on an equal basis with common shares. In applying the two-class method, earnings are allocated to both common shares and participating securities. The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended March 31, 2022 2021 (In thousands, except per share data) Numerator: Net income $ 1,204 $ 758 Less: Income allocated to unvested participating securities 20 8 Net income available to common stockholders $ 1,184 $ 750 Denominator: Denominator for basic earnings per share — weighted average shares 5,948 5,913 Effect of dilutive securities: Common stock equivalents — — Denominator for diluted earnings per share — adjusted weighted-average shares and assumed conversions 5,948 5,913 Earnings per share: Basic $ 0.20 $ 0.13 Diluted $ 0.20 $ 0.13 There were no stock options outstanding that had an antidilutive effect on our earnings per share calculation for the three months ended March 31, 2022 and 2021, respectively. The actual effect of these shares, if any, on the diluted earnings per share calculation will vary significantly depending on the fluctuation in the stock price. |
Time Brokerage Agreements/Local Marketing Agreements | Time Brokerage Agreements/Local Marketing Agreements We have entered into Time Brokerage Agreements (“TBAs”) or Local Marketing Agreements (“LMAs”) in certain markets. In a typical TBA/LMA, the FCC licensee of a station makes available, for a fee, blocks of air time on its station to another party that supplies programming to be broadcast during that air time and sells their own commercial advertising announcements during the time periods specified. Revenue and expenses related to TBAs/LMAs are included in the accompanying unaudited Condensed Consolidated Statements of Income. Assets and liabilities related to the TBAs/LMAs are included in the accompanying unaudited Condensed Consolidated Balance Sheets. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Significant Accounting Policies | |
Schedule of Computation of Basic and Diluted Earnings Per Share | Three Months Ended March 31, 2022 2021 (In thousands, except per share data) Numerator: Net income $ 1,204 $ 758 Less: Income allocated to unvested participating securities 20 8 Net income available to common stockholders $ 1,184 $ 750 Denominator: Denominator for basic earnings per share — weighted average shares 5,948 5,913 Effect of dilutive securities: Common stock equivalents — — Denominator for diluted earnings per share — adjusted weighted-average shares and assumed conversions 5,948 5,913 Earnings per share: Basic $ 0.20 $ 0.13 Diluted $ 0.20 $ 0.13 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue | |
Schedule of Disaggregation of Revenue | Revenues from contracts with customers comprised the following for three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 (in thousands) Types of Revenue Broadcast Advertising Revenue, net $ 21,587 $ 20,007 Digital Advertising Revenue 1,749 1,000 Other Revenue 1,631 1,294 Net Revenue $ 24,967 $ 22,301 |
Common Stock and Treasury Sto_2
Common Stock and Treasury Stock (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Common Stock and Treasury Stock | |
Schedule of Stock by Class | The following summarizes information relating to the number of shares of our common stock issued in connection with stock transactions through March 31, 2022: Common Stock Issued Class A Class B (Shares in thousands) Balance, January 1, 2021 6,785 938 Conversion of shares 12 (12) Issuance of restricted stock 38 39 Balance, December 31, 2021 6,835 965 Balance, March 31, 2022 6,835 965 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases | |
Schedule of Minimum Annual Rental Commitments | We have no financing leases and minimum annual rental commitments under non-cancellable operating leases consisted of the following at March 31, 2022 (in thousands): Years Ending December 31, 2022 (a) $ 1,299 2023 1,575 2024 1,274 2025 886 2026 680 Thereafter 1,317 Total lease payments (b) 7,031 Less: Interest (c) 946 Present value of lease liabilities (d) $ 6,085 (a) Remaining payments are for the nine-months ending December 31, 2022 (b) Lease payments include options to extend lease terms that are reasonably certain of being exercised. There were no legally binding minimum lease payments for leases signed but not yet commenced at March 31, 2022. (c) Our leases do not provide a readily determinable implicit rate. Therefore, we must estimate our discount rate for such leases to determine the present value of lease payments at the lease commencement date. (d) The weighted average remaining lease term and weighted average discount rate used in calculating our lease liabilities were 6.2 years and 4.2% , respectively, at March 31, 2022. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Acquisitions and Dispositions | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Condensed Consolidated Balance Sheet of 2022 and 2021 Acquisitions Acquisitions in 2022 2021 (In thousands) Assets Acquired: Property and equipment $ — $ 3 Other assets: Broadcast licenses — 69 Goodwill — 103 Total other assets — 172 Total assets acquired — 175 Liabilities Assumed: Current liabilities — — Total liabilities assumed — — Net assets acquired $ — $ 175 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Stock-Based Compensation | |
Summary of Restricted Stock Transactions | The following summarizes the restricted stock transactions for the three months ended March 31, 2022: Weighted Average Grant Date Fair Shares Value Outstanding at January 1, 2022 100,609 $ 24.85 Vested — — Forfeited — — Non-vested and outstanding at March 31, 2022 100,609 $ 24.85 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) | Mar. 01, 2022USD ($)$ / shares | Dec. 14, 2021USD ($)$ / shares | Sep. 28, 2021USD ($)$ / shares | Jun. 18, 2021USD ($)$ / shares | Mar. 31, 2022USD ($)segmentitem$ / sharesshares | Mar. 31, 2021$ / sharesshares | Dec. 31, 2021USD ($) |
Summary Of Significant Accounting Policies [Line Items] | |||||||
Number Of FM Radio Stations | item | 79 | ||||||
Number Of AM Radio Stations | 35 | ||||||
Number Of Metro Signals | 80 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 0 | 0 | |||||
Number of reportable segments | segment | 1 | ||||||
Dividends Payable, Date Declared | Mar. 1, 2022 | Dec. 14, 2021 | Sep. 28, 2021 | Jun. 18, 2021 | |||
Dividends declared per share | $ / shares | $ 0.16 | $ 0 | |||||
Dividends | $ | $ 970,000 | $ 3,990,000 | $ 960,000 | $ 960,000 | |||
Dividends Payable, Date to be Paid | Apr. 8, 2022 | Jan. 14, 2022 | Oct. 22, 2021 | Jul. 16, 2021 | |||
Dividends Payable, Date of Record | Mar. 21, 2022 | Dec. 27, 2021 | Oct. 8, 2021 | Jun. 30, 2020 | |||
Number Of Market Serving | item | 27 | ||||||
Operating Lease, Right-of-Use Asset | $ | $ 5,800,000 | $ 6,100,000 | |||||
Number of operating segments | segment | 1 | ||||||
Operating Lease, Liability | $ | $ 6,085,000 | 6,400,000 | |||||
Allowance for doubtful accounts receivable | $ | $ 467,000 | $ 469,000 | |||||
Number of Radio Markets | item | 27 | ||||||
Customer relationships [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||||||
Class A Common Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Dividends declared per share | $ / shares | $ 0.16 | $ 0.16 | $ 0.16 | $ 0.16 | |||
Class B Common Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Dividends declared per share | $ / shares | $ 0.16 | 0.16 | $ 0.16 | $ 0.16 | |||
Common Class A and Common Class B | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Dividends declared per share | $ / shares | $ 0.50 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Basic and diluted earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net income | $ 1,204 | $ 758 |
Less: Income (loss) allocated to unvested participating securities | 20 | 8 |
Net income (loss) available to common stockholders | $ 1,184 | $ 750 |
Denominator: | ||
Weighted average common shares | 5,948 | 5,913 |
Effect of dilutive securities: | ||
Common stock equivalents | 0 | 0 |
Denominator for diluted earnings per share - adjusted weighted-average shares and assumed conversions | 5,948 | 5,913 |
Basic earnings (loss) per share | ||
Basic | $ 0.20 | $ 0.13 |
Diluted earnings (loss) per share | ||
Diluted earning per share | $ 0.20 | $ 0.13 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue. | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 24,967 | $ 22,301 |
Revenue, Remaining Performance Obligation, Optional Exemption, Performance Obligation [true false] | true | |
Broadcast Advertising Revenue, Net [Member] | ||
Revenue. | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 21,587 | 20,007 |
Digital Advertising Revenue [Member] | ||
Revenue. | ||
Revenue from Contract with Customer, Including Assessed Tax | 1,749 | 1,000 |
Other Revenue [Member] | ||
Revenue. | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 1,631 | $ 1,294 |
Broadcast Licenses, Goodwill _2
Broadcast Licenses, Goodwill and Other Intangible Assets (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Customer relationships [Member] | |
Finite-Lived Intangible Asset, Useful Life | 3 years |
Maximum [Member] | Favorable lease agreements [Member] | |
Finite-Lived Intangible Asset, Useful Life | 26 years |
Maximum [Member] | Other Intangible [Member] | |
Finite-Lived Intangible Asset, Useful Life | 15 years |
Minimum [Member] | Favorable lease agreements [Member] | |
Finite-Lived Intangible Asset, Useful Life | 5 years |
Minimum [Member] | Other Intangible [Member] | |
Finite-Lived Intangible Asset, Useful Life | 1 year |
Common Stock and Treasury Sto_3
Common Stock and Treasury Stock - Information Relating to the Number of Shares of Our Common Stock Issued (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2021shares | |
Class A Common Stock | |
Common Stock [Line Items] | |
Balance, shares | 6,785 |
Conversion of shares | 12 |
Issuance of restricted stock | 38 |
Balance, shares | 6,835 |
Class B Common Stock | |
Common Stock [Line Items] | |
Balance, shares | 938 |
Conversion of shares | (12) |
Issuance of restricted stock | 39 |
Balance, shares | 965 |
Common Stock and Treasury Sto_4
Common Stock and Treasury Stock - Additional Information (Details) - Class A Common Stock - Stock Buy back Program [Member] - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Common Stock [Line Items] | ||
Stock Repurchase Program, Authorized Amount | $ 75.8 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 18.4 | |
Stock Repurchased During Period, Shares | 0 | 0 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | |
Leases | ||||
Operating Lease, Right-of-Use Asset | $ 5,800,000 | $ 6,100,000 | ||
Operating Lease, Liability | 6,085,000 | $ 6,400,000 | ||
Additional lease assets recorded | 119,000 | |||
Operating Lease, Payments | 478,000 | $ 469,000 | ||
Lease, Cost | $ 444,000 | $ 440,000 | ||
Option to extend | true | |||
Operating Lease, Weighted Average Remaining Lease Term | 6 years 2 months 12 days | |||
Operating Lease, Weighted Average Discount Rate, Percent | 4.20% |
Leases- Minimum Annual Rental C
Leases- Minimum Annual Rental Commitments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Minimum annual rental commitments | ||
2022 | $ 1,299 | |
2023 | 1,575 | |
2024 | 1,274 | |
2025 | 886 | |
2026 | 680 | |
Thereafter | 1,317 | |
Total lease payments | 7,031 | |
Less: Interest | 946 | |
Present value of lease liabilities | $ 6,085 | $ 6,400 |
Lessee, Operating Lease, Existence of Option to Extend [true false] | true |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Additional Information (Details) - USD ($) | Apr. 06, 2022 | Jul. 21, 2021 | Jan. 08, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
W288DQ | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred, Total | $ 175,000 | ||||
Payments to Acquire Businesses, Gross | $ 150,000 | $ 25,000 | |||
WIZZ-Am | |||||
Business Acquisition [Line Items] | |||||
Payments to Acquire Businesses, Gross | $ 5,000 | ||||
WIZZ-Am | Subsequent Event | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred, Total | $ 61,800 |
Acquisitions and Dispositions_2
Acquisitions and Dispositions - Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets Acquired: | ||
Property and equipment | $ 0 | $ 3 |
Other assets: | ||
Broadcast licenses | 0 | 69 |
Goodwill | 0 | 103 |
Total other assets | 0 | 172 |
Total assets acquired | 0 | 175 |
Liabilities Assumed: | ||
Current liabilities | 0 | 0 |
Total liabilities assumed | 0 | 0 |
Net assets acquired | $ 0 | $ 175 |
Income taxes (Details)
Income taxes (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Taxes | ||
Income tax expense (benefit) | $ 480,000 | $ 330,000 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 28.50% | 30.30% |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) | Oct. 16, 2013 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Stock Based Compensation [Abstract] | ||||
Stock-Based Compensation expense | $ 0 | $ 0 | ||
Stock options granted | 0 | 0 | ||
Stock options outstanding | 0 | |||
Stock options exercise price description | may not be exercised at a price which is less than 100% of the fair market value of shares at the date of grant | |||
Restricted Stock [Member] | ||||
Stock Based Compensation [Abstract] | ||||
Stock-Based Compensation expense | $ 339,000 | 343,000 | ||
Recognized tax benefits | $ 37,000 | $ 30,000 | ||
Class A Common Stock | Stock Option [Member] | ||||
Stock Based Compensation [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 990,000 | |||
Class A Common Stock | Incentive Compensation Plan [Member] | ||||
Stock Based Compensation [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 620,000 | |||
Class A Common Stock | Convert For Class B [Member] | ||||
Stock Based Compensation [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 370,000 | |||
Class B Common Stock | Stock Option [Member] | ||||
Stock Based Compensation [Abstract] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 370,000 |
Stock-Based Compensation (Summa
Stock-Based Compensation (Summary of Restricted Stock Transactions) (Details) - Restricted Stock [Member] | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Shares, Non-vested and Outstanding, Beginning | shares | 100,609 |
Shares, Vested | shares | 0 |
Shares, Forfeited | shares | 0 |
Shares, Non-vested and Outstanding, Ending | shares | 100,609 |
Weighted Average Grant Date Fair Value, Outstanding Beginning | $ / shares | $ 24.85 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 0 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 0 |
Weighted Average Grant Date Fair Value, Outstanding Ending | $ / shares | $ 24.85 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) | Oct. 27, 2021 | Jun. 27, 2018 | Aug. 18, 2015 | Mar. 31, 2022 | Nov. 02, 2021 | Jul. 01, 2019 |
Debt Instrument [Line Items] | ||||||
Credit Facility Participation Fee And Fronting Fee Percentage | 0.25% | |||||
London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, interest rate at period end | 0.332% | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | $ 50,000,000 | $ 70,000,000 | |||
Debt Instrument, Maturity Date | Jun. 27, 2023 | Aug. 18, 2020 | ||||
Repayments of Long-term Lines of Credit | $ 10,000,000 | |||||
Long-term Debt | $ 0 | |||||
Line of Credit Facility, Remaining Borrowing Capacity | 50,000,000 | |||||
Amortization of debt issuance costs | $ 266,000 | |||||
Debt instrument, term | 5 years | |||||
Debt Instrument Term Post Extension | 5 years | |||||
Minimum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.00% | |||||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
Minimum [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Commitment Fee Percentage | 0.20% | |||||
Maximum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||
Maximum [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Commitment Fee Percentage | 0.30% | |||||
Second Amendment [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Amortization of debt issuance costs | $ 120,000 |
Dividends (Details)
Dividends (Details) - USD ($) | Mar. 01, 2022 | Dec. 14, 2021 | Sep. 28, 2021 | Jun. 18, 2021 | Mar. 31, 2022 | Mar. 31, 2021 |
Common Stock, Dividends, Per Share, Declared | $ 0.16 | $ 0 | ||||
Dividends Payable, Date to be Paid | Apr. 8, 2022 | Jan. 14, 2022 | Oct. 22, 2021 | Jul. 16, 2021 | ||
Dividends Payable, Date of Record | Mar. 21, 2022 | Dec. 27, 2021 | Oct. 8, 2021 | Jun. 30, 2020 | ||
Dividends | $ 970,000 | $ 3,990,000 | $ 960,000 | $ 960,000 | ||
Payments of Ordinary Dividends, Common Stock | $ 3,988,000 | |||||
Dividends Payable, Date Declared | Mar. 1, 2022 | Dec. 14, 2021 | Sep. 28, 2021 | Jun. 18, 2021 | ||
Class A Common Stock | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.16 | $ 0.16 | $ 0.16 | $ 0.16 | ||
Class B Common Stock | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.16 | 0.16 | $ 0.16 | $ 0.16 | ||
Common Class A and Common Class B | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.50 |
Other Income (Narrative) (Detai
Other Income (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | |
Other Income [Line Items] | |||
Proceeds from Insurance Settlement, Investing Activities | $ 272,000 | ||
Other income (expense) | $ 2,000 | 272,000 | |
Tower in Des Moines Iowa [Member] | |||
Other Income [Line Items] | |||
Proceeds from Insurance Settlement, Investing Activities | $ 290,000 | 250,000 | |
Other income (expense) | $ 540,000 | $ 290,000 | $ 250,000 |