Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 07, 2018 | |
Entity Registrant Name | SPANISH BROADCASTING SYSTEM INC | |
Entity Central Index Key | 927,720 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | SBSAA | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Class A common stock | ||
Entity Common Stock, Shares Outstanding | 4,241,991 | |
Class B common stock | ||
Entity Common Stock, Shares Outstanding | 2,340,353 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 20,711 | $ 16,141 |
Receivables: | ||
Trade | 28,839 | 32,046 |
Barter | 159 | 288 |
Total Receivables | 28,998 | 32,334 |
Less allowance for doubtful accounts | 1,481 | 1,529 |
Net receivables | 27,517 | 30,805 |
Prepaid expenses and other current assets | 9,714 | 8,055 |
Total current assets | 57,942 | 55,001 |
Property and equipment, net of accumulated depreciation of $63,309 in 2018 and $61,502 in 2017 | 22,497 | 23,464 |
FCC broadcasting licenses | 321,714 | 322,197 |
Goodwill | 32,806 | 32,806 |
Other intangible assets, net of accumulated amortization of $1,260 in 2018 and $1,212 in 2017 | 1,288 | 1,336 |
Assets held for sale | 409 | 409 |
Other assets | 732 | 691 |
Total assets | 437,388 | 435,904 |
Current liabilities: | ||
Accounts payable and accrued expenses | 20,850 | 18,763 |
Accrued interest | 1,797 | 1,797 |
Unearned revenue | 758 | 715 |
Other liabilities | 11 | 11 |
12.5% senior secured notes (note 9) | 260,274 | 260,274 |
10 3/4% Series B cumulative exchangeable redeemable preferred stock outstanding and dividends outstanding, $0.01 par value, liquidation value $1,000 per share. Authorized 280,000 shares: 90,549 shares issued and outstanding at june 30, 2018 and December 31, 2017 and $79899 and $75032 of dividends payable as of june 30, 2018 and December 31, 2017, respectively. | 170,448 | 165,581 |
Total current liabilities | 454,138 | 447,141 |
Other liabilities, less current portion | 3,518 | 3,406 |
Deferred tax liabilities | 80,980 | 81,271 |
Total liabilities | 538,636 | 531,818 |
Commitments and contingencies (note 6) | ||
Stockholders’ deficit: | ||
Additional paid-in capital | 526,180 | 526,147 |
Accumulated deficit | (627,432) | (622,065) |
Total stockholders’ deficit | (101,248) | (95,914) |
Total liabilities and stockholders’ deficit | 437,388 | 435,904 |
Series C convertible preferred stock | ||
Stockholders’ deficit: | ||
Series C convertible preferred stock, $0.01 par value and liquidation value. Authorized 600,000 shares; 380,000 shares issued and outstanding at june 30, 2018 and December 31, 2017, respectively | $ 4 | $ 4 |
Unaudited Condensed Consolidat3
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Property and equipment, accumulated depreciation | $ 63,309 | $ 61,502 |
Other intangible assets, accumulated amortization | $ 1,260 | $ 1,212 |
12.5% Senior Secured Notes | ||
Interest rate on Senior secured notes | 12.50% | 12.50% |
Series B Preferred Stock | ||
Cumulative exchangeable redeemable preferred stock dividend rate | 10.75% | 10.75% |
Preferred stock par value per share | $ 0.01 | $ 0.01 |
Preferred stock, liquidation value per share | $ 1,000 | $ 1,000 |
Preferred stock, shares authorized | 280,000 | 280,000 |
Preferred stock, shares issued | 90,549 | 90,549 |
Preferred stock, shares outstanding | 90,549 | 90,549 |
Preferred Stock, dividends outstanding | $ 79,899 | $ 75,032 |
Convertible preferred stock, liquidation value per share | $ 1,000 | |
Series C convertible preferred stock | ||
Convertible preferred stock, par value | 0.01 | $ 0.01 |
Convertible preferred stock, liquidation value per share | $ 0.01 | $ 0.01 |
Convertible preferred stock, shares authorized | 600,000 | 600,000 |
Convertible preferred stock, shares issued | 380,000 | 380,000 |
Convertible preferred stock, shares outstanding | 380,000 | 380,000 |
Class A common stock | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 4,216,991 | 4,166,991 |
Common stock, shares outstanding | 4,216,991 | 4,166,991 |
Class B common stock | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 2,340,353 | 2,340,353 |
Common stock, shares outstanding | 2,340,353 | 2,340,353 |
Unaudited Condensed Consolidat4
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Net revenue | $ 34,780 | $ 34,181 | $ 68,686 | $ 65,531 |
Operating expenses: | ||||
Engineering and programming | 6,529 | 6,818 | 13,260 | 15,435 |
Selling, general and administrative | 13,249 | 16,563 | 28,137 | 31,050 |
Corporate expenses | 3,440 | 2,793 | 6,403 | 5,237 |
Depreciation and amortization | 971 | 1,111 | 1,996 | 2,243 |
Total operating expenses | 24,189 | 27,285 | 49,796 | 53,965 |
Gain on the disposal of assets, net of disposal costs | (12,826) | (12,827) | ||
Recapitalization costs | 1,045 | 3,263 | 1,756 | 4,089 |
Impairment charges | 483 | 483 | ||
Other operating income | (50) | (51) | ||
Operating income | 9,113 | 16,459 | 16,702 | 20,304 |
Other expense: | ||||
Interest expense, net | (8,127) | (9,328) | (16,265) | (19,315) |
Dividends on Series B preferred stock classified as interest expense | (2,434) | (2,433) | (4,867) | (4,866) |
Income (loss) before income taxes | (1,448) | 4,698 | (4,430) | (3,877) |
Income tax expense | 550 | 2,131 | 937 | 4,394 |
Net income (loss) | (1,998) | 2,567 | (5,367) | (8,271) |
Basic and diluted weighted average common shares outstanding: | ||||
Net income (loss) | (1,998) | 2,567 | (5,367) | (8,271) |
Other comprehensive income, net of taxes | 92 | 102 | ||
Total comprehensive income (loss) | $ (1,998) | $ 2,659 | $ (5,367) | $ (8,169) |
Class A common stock | ||||
Basic and Diluted net income (loss) per common share | ||||
Basic and Diluted net income (loss) per common share | $ (0.27) | $ 0.35 | $ (0.73) | $ (1.14) |
Basic and diluted weighted average common shares outstanding: | ||||
Basic and diluted weighted average common shares outstanding | 4,217 | 4,167 | 4,209 | 4,167 |
Class B common stock | ||||
Basic and Diluted net income (loss) per common share | ||||
Basic and Diluted net income (loss) per common share | $ (0.27) | $ 0.35 | $ (0.73) | $ (1.14) |
Basic and diluted weighted average common shares outstanding: | ||||
Basic and diluted weighted average common shares outstanding | 2,340 | 2,340 | 2,340 | 2,340 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statement of Changes in Stockholders' Deficit - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands | Total | Preferred StockSeries C convertible preferred stock | Common StockClass A common stock | Common StockClass B common stock | Additional paid-in capital | Accumulated deficit |
Beginning Balance at Dec. 31, 2017 | $ (95,914) | $ 4 | $ 526,147 | $ (622,065) | ||
Beginning Balance, Shares at Dec. 31, 2017 | 380,000 | 4,166,991 | 2,340,353 | |||
Net loss | (5,367) | (5,367) | ||||
Issuance of Class A common stock, Shares | 50,000 | |||||
Stock-based compensation | 33 | 33 | ||||
Ending Balance at Jun. 30, 2018 | $ (101,248) | $ 4 | $ 526,180 | $ (627,432) | ||
Ending Balance, Shares at Jun. 30, 2018 | 380,000 | 4,216,991 | 2,340,353 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities: | |||
Net loss | $ (5,367) | $ (8,271) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Dividends on Series B preferred stock classified as interest expense | $ 2,433 | 4,867 | 4,866 |
Gain on the disposal of assets | (12,826) | (12,827) | |
Gain on insurance proceeds received for damage to equipment | (50) | ||
Impairment charges | 483 | ||
Stock-based compensation | 33 | 125 | |
Depreciation and amortization | 1,111 | 1,996 | 2,243 |
Net barter (income) loss | (205) | 94 | |
Provision for trade doubtful accounts | (1) | 377 | |
Amortization of deferred financing costs | 1,138 | ||
Amortization of original issued discount | 629 | ||
Deferred income taxes | (291) | 4,240 | |
Unearned revenue | 177 | (337) | |
Changes in operating assets and liabilities: | |||
Trade receivables | 3,077 | 4,702 | |
Prepaid expenses and other current assets | (1,576) | (1,998) | |
Other assets | (41) | (58) | |
Accounts payable and accrued expenses | 2,087 | 4,240 | |
Accrued interest | (5,418) | ||
Business interruption insurance proceeds received in advance | 100 | ||
Other liabilities | 112 | 184 | |
Net cash provided by (used in) operating activities | 5,401 | (6,071) | |
Cash flows from investing activities: | |||
Purchases of property and equipment | (174) | (981) | (450) |
Proceeds from the sale of property and equipment | 13,861 | ||
Insurance proceeds received for damage to equipment | 50 | ||
Property damage insurance proceeds received in advance | 100 | ||
Net cash (used in) provided by investing activities | (831) | 13,411 | |
Cash flows from financing activities: | |||
Payments of other debt | (4,605) | ||
Net cash used in financing activities | (14,941) | ||
Net increase (decrease) in cash and cash equivalents | 4,570 | (7,601) | |
Cash and cash equivalents at beginning of period | 16,141 | 23,835 | |
Cash and cash equivalents at end of period | 16,234 | 20,711 | 16,234 |
Supplemental cash flows information: | |||
Interest paid | 16,278 | 22,971 | |
Income tax paid | $ 837 | 28 | |
Noncash investing and financing activities: | |||
Unrealized gain on derivative instruments | $ 92 | 102 | |
12.5% Senior Secured Notes | |||
Cash flows from financing activities: | |||
Paydown of 12.5% senior secured notes | $ (10,336) |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The unaudited condensed consolidated financial statements include the accounts of Spanish Broadcasting System, Inc. and its subsidiaries (the Company, we, us, our or SBS). All intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements as of June 30, 2018 and December 31, 2017 and for the three- and six-month periods ended June 30, 2018 and 2017 have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. They do not include all information and notes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with our consolidated financial statements as of, and for the fiscal year ended December 31, 2017, included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 as filed by the Company on May 23, 2018 (the “Annual Report”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, which are all of a normal and recurring nature, necessary for a fair presentation of the results of the interim periods. Additionally, we evaluated subsequent events after the balance sheet date of June 30, 2018 through the financial statements issuance date. The results of operations for the six-months ended June 30, 2018 are not necessarily indicative of the results for the entire year ending December 31, 2018, or for any other future interim or annual periods. Our consolidated financial statements have been prepared assuming we will continue as a going-concern, and do not include any adjustments that might result if we were unable to do so, and contemplate the realization of assets and the satisfaction of liabilities in the normal course of business. However, we have concluded that there is substantial doubt about our ability to continue as a going concern. As of June 30, 2018 and December 31, 2017, we had a working capital deficit due primarily to the classification of our 10¾% Series B Cumulative Exchangeable Redeemable Preferred Stock (the “Series B preferred stock”) as a current liability and the classification of our 12.5% Senior Secured Notes (the “Notes”) as a current liability. The Series B preferred stock became “mandatorily redeemable” and classified as a current liability when we failed to repurchase such stock on October 15, 2013. We discuss the classification of the Series B preferred stock as a current liability in greater detail under the heading “Redemption Date and Subsequent Accounting Treatment of the Preferred Stock” in Note 10 elsewhere in these Notes to the Unaudited Condensed Consolidated Financial Statements. Under Delaware law, our state of incorporation, the Series B preferred stock is deemed equity. Because the holders of the Series B preferred stock are not creditors, they do not have rights of, or remedies available to, creditors. Delaware law does not recognize a right of preferred stockholders to force redemptions or repurchases where the corporation does not have funds legally available. Currently, we do not have sufficient funds legally available to be able to redeem or repurchase the Series B preferred stock and its accumulated unpaid dividends. If we are successful in repaying or refinancing our Notes, and are able to generate legally available funds under Delaware law, we may be required to pay all or a portion of the accumulated preferred dividends and redeem all or a portion of the Series B preferred stock, to extent of the funds legally available. In addition, the Company is currently involved in litigation with some holders of the Series B preferred stock. See Note 6 elsewhere in these Notes to the Unaudited Condensed Consolidated Financial Statements for additional detail regarding the Series B preferred stock litigation. As further discussed below, both of these things, the classification of the Notes and the Series B preferred stock as current liabilities and the Series B preferred stock litigation could adversely affect our ability to continue as a going concern. As discussed in Note 9, the Notes became due on April 15, 2017. Cash from operations and proceeds from the sale of assets and the FCC spectrum auction, which we discuss in greater detail under the heading “Federal Regulation of Radio and Television Broadcasting—Repurposing of Broadcast Spectrum for Other Uses by the FCC” in our Annual Report, were not sufficient to repay the Notes when they became due. We have worked and continue to work with our advisors regarding a consensual recapitalization or restructuring of our balance sheet, including through the issuance of new debt or equity to raise the necessary funds to repay the Notes. The Series B preferred stock litigation and the foreign ownership issue we describe in greater detail below and under the heading “Our Continued Recapitalization and Restructuring Efforts—Foreign Ownership Issue” in our Annual Report have complicated our efforts at a successful refinancing of the Notes. The resolution of the recapitalization or restructuring of our balance sheet, the litigation with the purported holders of our Series B preferred stock and the foreign ownership issue are subject to several factors currently beyond our control. Our potential inability to effect a consensual refinancing of the Notes, and successfully resolve the Series B preferred stock litigation and the foreign ownership issue will likely continue to have a material adverse effect on us. The Company has incurred $1.0 and $1.8 million, respectively, for the three and six-months ended June 30, 2018, of recapitalization costs, primarily due to professional fees. Also included in these amounts are the legal and financial advisory fees incurred by the holders of the Notes. In the event we are unsuccessful in these efforts and one or more Noteholders seek to exercise remedies against us or our assets, we may be required to seek protection under Chapter 11 of the U.S. Bankruptcy Code, among other things, in order to maximize the value of our company for all of our constituents. While we believe that a Chapter 11 filing may create an avenue to successfully execute on our strategy, such a filing may also have several negative consequences to our business, including the costs and negative publicity that surrounds such a filing, reduced advertising revenue due to the uncertainty surrounding the filing, the potential need to sell assets (including the equity of our subsidiaries that own our FCC licenses) under distressed circumstances and the risk that we are unable to execute on a successful plan of reorganization or restructuring. Management has evaluated its cash requirements for the next twelve-month period after the date of the filing of this quarterly report on Form 10-Q and determined that it anticipates generating sufficient cash flows, together with cash on hand, to meet its obligations regarding ordinary course operating activities. Management is responsible for evaluating whether there is substantial doubt about the organization’s ability to continue as a going concern and to provide related disclosures. Although we expect to maintain cash on hand sufficient to meet our operating obligations, our inability to (i)obtain financing in adequate amounts and on acceptable terms necessary to operate our business, repay our Notes and redeem or refinance our Series B preferred stock; and (ii) obtain a favorable resolution to the Series B preferred stock litigation and the foreign ownership issue, negatively impacts our business, financial condition, results of operations and cash flows and raises substantial doubt about our ability to continue as a going concern. The financial statements do not include adjustments, if any, that might arise from the outcome of this uncertainty. Recently Issued Accounting Pronouncements In June 2018, the FASB issued ASU No. 2018-07 Compensation—Stock Compensation (Topic 718) - Improvements to Nonemployee Share-Based Payment Accounting, In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update), 1. Measurement of certain income tax effects is complete—Entities must reflect the tax effects of the Tax Legislation for which the accounting is complete; 2. Measurement of certain income tax effects can be reasonably estimated—Entities must report provisional amounts for those specific income tax effects of the Tax Legislation for which the accounting is incomplete but a reasonable estimate can be determined. Provisional amounts or adjustments to provisional amounts identified in the measurement period, as defined, should be included as an adjustment to tax expense or benefit from continuing operations in the period the amounts are determined; and 3. Measurement of certain income tax effects cannot be reasonably estimated—Entities are not required to report provisional amounts for any specific income tax effects of the Tax Legislation for which a reasonable estimate cannot be determined, and would continue to apply Topic 740 based on the provisions of the tax laws that were in effect immediately prior to the enactment of the Tax Legislation. Entities are to report the provisional amounts of the tax effects of the Tax Legislation in the first reporting period in which a reasonable estimate can be determined. SAB 118 further provides that the measurement period is complete when an entity’s accounting is complete and in no circumstances should the measurement period extend beyond one year from the enactment date. The Company may be able to complete the accounting for some provisions earlier than others. As a result, the Company may need to apply all three scenarios in determining the accounting for the Tax Legislation based on the information that is available. The ultimate impact of the Act on the Company’s consolidated financial statements and related disclosures for 2017 and beyond may differ from current estimates, possibly materially, due to, among other things, changes in interpretations and assumptions we have made, guidance that may be issued, and other actions we may take as a result of the Tax Legislation that differ from those presently contemplated. For additional information, see Note 14 to the financial statements in our Annual Report. In February 2018, the FASB issued ASU No. 2018-03, Technical Corrections and Improvements to Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 2. Revenue The Company adopted ASC 606 on January 1, 2018 using the modified retrospective transition method as the timing and amount of revenue recognized based on the new standard is consistent with the revenue recognition policy under previous guidance and there was no material impact to our financial position or results of operations. The adoption of ASC 606 represents a change in accounting principle that more closely aligns revenue recognition with the delivery of the Company's services and provides financial statement readers with enhanced disclosures. In accordance with ASC 606, revenue is recognized when a customer obtains control of promised services. The amount of revenue recognized and reported reflects the consideration to which the Company expects to be entitled to receive in exchange for these services and entitled under the contract. Substantially all deferred revenue is recognized within twelve months of the payment date. To achieve this core principle, the Company applies the following five steps: 1) Identify the contract with a customer, 2) Identify the performance obligations in the contract, 3) Determine the transaction price, 4) Allocate the transaction price to performance obligations in the contract, and 5) Recognize revenue when or as the Company satisfies a performance obligation. Disaggregation of Revenue The following table summarizes revenue from contracts with customers for the three-months and six-months ended June 30, 2018 and 2017 (in thousands): Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Local, national and digital $ 32,243 $ 30,722 $ 60,871 $ 58,619 Network 2,954 2,604 5,084 4,084 Special events 1,593 2,043 6,713 5,123 Barter 1,360 1,827 2,272 3,323 Other 1,813 1,603 3,474 3,013 Gross revenue 39,963 38,799 78,414 74,162 Less: Agency commissions and other 5,183 4,618 9,728 8,631 Net revenue $ 34,780 $ 34,181 $ 68,686 $ 65,531 Nature of Products and Services (a) Local, national and digital advertising Local and digital revenues generally consist of advertising airtime sold in a station’s local market, our La Musica application or our websites either directly to the advertiser or through an advertiser’s agency. Local revenue includes local spot sales, integrated sales, sponsorship sales and paid-programming (or infomercials). National revenue generally consists of advertising airtime sold to agencies purchasing advertising for multiple markets. National sales are generally facilitated by an outside national representation firm, which serves as an agent in these transactions. Revenues from national advertisers are presented as net of agency commissions as this is the amount that the Company expects to be entitled to receive in exchange for these services and entitled to under the contract. A contract for local, national and digital advertising exists only at the time commercial substance is present. For each contract, the Company considers the promise to air or display advertisements, each of which is distinct, to be the identified performance obligation. The price as specified on a customer purchase order is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs as an advertisement airs or appears. (b) Network advertising Network revenue generally consists of advertising airtime sold on AIRE Radio Networks platform by network sales staff. A contract for network advertising exists only at the time commercial substance is present. For each contract, the Company considers the promise to air advertisements, each of which is distinct, to be the identified performance obligation. The price as specified on a customer purchase order is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs as an advertisement airs. (c) Special events Special events revenue is generated from ticket sales and event sponsorships, as well as profit-sharing arrangements by producing or co-producing live concerts and events promoted by radio and television stations. The Company enters into Special Events contracts in which a customer may purchase a combination of advertising and services. These contracts include multiple promises that the Company evaluates to determine if the promises are separate performance obligations. Once the Company determines the performance obligations and the transaction price, including estimating the amount of variable consideration, the Company then allocates the transaction price to each performance obligation in the contract based on a relative stand-alone selling price method or using the variable consideration allocation exception if the required criteria are met. The corresponding revenues are recognized as the related performance obligations are satisfied, which may occur over time (i.e. term marketing agreement) or at a point in time (i.e. event commencement). (d) Barter advertising Barter sales agreements are used to reduce cash paid for operating costs and expenses by exchanging advertising airtime for goods or services. A contract for barter advertising exists only at the time commercial substance is present. For each contract, the Company considers the promise to air or display advertisements, each of which is distinct, to be the identified performance obligation. The price as specified on a counterparty’s purchase order is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs as an advertisement airs or displays. (e) Other revenue Other revenue consists of syndication revenue, subscriber revenue and other revenue. Syndication revenue is recognized from licensing various MegaTV content and is payable on a usage-based model. Subscriber revenue is payable in a per subscriber form from cable and satellite providers. Other revenue consists primarily of renting available tower space or sub-channels. The Company considers signed license or subscriber agreements to be the contract with a customer for the sale of syndicated or subscriber related content. For each contract, the Company considers making content available to the customer to be the identified performance obligation. The price as specified on a counterparty’s agreement, which is generally stated on a per user basis, is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs on a month-to-month basis. Other revenues related to renting tower space are recognized in accordance with ASC 840 - Leases. Significant Judgments As part of its consideration of the existence of contracts, the Company evaluates certain factors including the customer’s ability to pay (or credit risk). Advertising contracts are for one year or less. In determining the transaction price the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. In determining whether control has transferred, the Company considers if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer. Contract Balances $0.5 million and $0.7 million of local, national and digital revenue was recognized during the three-and six-months ended June 30, 2018 that was included in the unearned revenue balances at the beginning of the period. During the three-months ended June 30, 2018 there were no special events revenue recognized that were included in the unearned balances at the beginning of the period and $0.1 million of special events revenue have been recognized during the six-months ended June 30, 2018 that were included in the unearned revenue balances at the beginning of period. $0.1 million and $0.2 million of barter revenue were recognized during the three-and six-months ended June 30, 2018, respectively, that were included in the unearned revenue balances at the beginning of period. Network and other revenue recognized during the three-and six-months ended June 30, 2018, respectively, that were included in unearned revenue balances at the beginning of the period were not significant. Transaction Price Allocated to the Remaining Performance Obligation The Company has elected to use the optional exemption in ASC 606-10-50-14 with regard to disclosing balances associated with remaining performance obligations. Revenue expected to be recognized in any future year related to remaining performance obligations, excluding revenue pertaining to contracts that have an original expected duration of one year or less, contracts where revenue is recognized as invoiced and contracts with variable consideration related to undelivered performance obligations, is not material. Assets Recognized from the Costs to Obtain a Contract with a Customer ASC 606 requires that the Company capitalize incremental costs of obtaining a contract such as sales commissions. The guidance provides certain practical expedients that limit this requirement. The Company has elected to use the practical expedient in ASC 340-40-25-4 which allows us to recognize the incremental cost of obtaining a contract, such as sales commissions paid to our employees, as an expense when incurred if the amortization period of the asset that the entity otherwise would have recognized is one year or less. |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) Per Common Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income (Loss) Per Common Share | 3. Basic and Diluted Net Income (Loss) Per Common Share In calculating earnings per share, the Company follows the two-class method, which distinguishes between classes of securities based on the proportionate participation rights of each security type in the Company’s undistributed net income (loss). The Company’s Class A common stock, Class B common stock and Series C convertible preferred stock share equally on an as-converted basis with respect to net income (loss). Basic net income (loss) per share is computed by dividing net income (loss) applicable to stockholders by the weighted average number of shares for each period on an as-converted basis. Diluted net income (loss) per common share is computed by giving effect to common stock equivalents as if they were outstanding for the entire period. The following table sets forth the allocation for net income (loss) available to stockholders for the three- and six-month periods ended June 30, 2018 and 2017 (in thousands): Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Numerator Net income (loss) $ (1,998) $ 2,567 $ (5,367) $ (8,271) Allocation of net income (loss) to Class A and B common stockholders and Series C convertible preferred stockholders for basic net income (loss) per share: Class A common stockholders $ (1,152) $ 1,472 $ (3,090) $ (4,742) Class B common stockholders (639) 827 (1,719) (2,664) Series C convertible preferred stockholder (207) 268 (558) (865) Total $ (1,998) $ 2,567 $ (5,367) $ (8,271) The following table set forth the weighted shares outstanding utilized in determining the denominator for the basic and diluted earnings per share for the three- and six-month periods ended June 30, 2018 and 2017: Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Denominator – weighted average as converted Class A common shares outstanding - basic 4,217 4,167 4,209 4,167 Class B common shares outstanding – basic 2,340 2,340 2,340 2,340 Series C convertible shares outstanding – basic 760 760 760 760 Total basic weighted average shares outstanding 7,317 7,267 7,309 7,267 Effect of dilutive equity instruments — — — — Total diluted weighted average shares outstanding 7,317 7,267 7,309 7,267 Options to purchase shares of common stock and other stock-based awards outstanding which are not included in the calculation of diluted net income per share because their impact is anti-dilutive 408 408 418 399 The following table sets forth the Company’s calculated net income (loss) per share for the three- and six-month periods ended June 30, 2018 and 2017: Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Basic net income (loss) per share allocated to stockholders: Class A common stockholders $ (0.27) $ 0.35 $ (0.73) $ (1.14) Class B common stockholders $ (0.27) $ 0.35 $ (0.73) $ (1.14) Series C convertible preferred stockholder $ (0.27) $ 0.35 $ (0.73) $ (1.14) |
Operating Segments
Operating Segments | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Operating Segments | 4. Operating Segments We have two reportable segments: radio and television. The following summary table presents separate financial data for each of our operating segments (in thousands): Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Net revenue: Radio $ 31,279 $ 31,279 $ 60,530 $ 59,503 Television 3,501 2,902 8,156 6,028 Consolidated $ 34,780 $ 34,181 $ 68,686 $ 65,531 Engineering and programming expenses: Radio $ 5,365 $ 5,672 $ 10,830 $ 11,871 Television 1,164 1,146 2,430 3,564 Consolidated $ 6,529 $ 6,818 $ 13,260 $ 15,435 Selling, general and administrative expenses: Radio $ 11,997 $ 14,932 $ 24,154 $ 28,068 Television 1,252 1,631 3,983 2,982 Consolidated $ 13,249 $ 16,563 $ 28,137 $ 31,050 Corporate expenses: $ 3,440 $ 2,793 $ 6,403 $ 5,237 Depreciation and amortization: Radio $ 409 $ 460 $ 836 $ 936 Television 504 559 1,041 1,118 Corporate 58 92 119 189 Consolidated $ 971 $ 1,111 $ 1,996 $ 2,243 Gain on the disposal of assets, net of disposal costs: Radio $ — $ (12,826 ) $ — $ (12,826 ) Television — — — (1 ) Corporate — — — — Consolidated $ — $ (12,826 ) $ — $ (12,827 ) Recapitalization costs: Radio $ — $ — $ — $ — Television — — — — Corporate 1,045 3,263 1,756 4,089 Consolidated $ 1,045 $ 3,263 $ 1,756 $ 4,089 Impairment charges: Radio $ — $ — $ — $ — Television 483 — 483 — Corporate — — — — Consolidated $ 483 $ — $ 483 $ — Other operating income: Radio $ (12 ) $ — $ (12 ) $ — Television (38 ) — (38 ) — Corporate — — (1 ) — Consolidated $ (50 ) $ — $ (51 ) $ — Operating income (loss): Radio $ 13,520 $ 23,041 $ 24,722 $ 31,454 Television 136 (434 ) 257 (1,635 ) Corporate (4,543 ) (6,148 ) (8,277 ) (9,515 ) Consolidated $ 9,113 $ 16,459 $ 16,702 $ 20,304 Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Capital expenditures: Radio $ 648 $ 111 $ 873 $ 313 Television 57 44 74 67 Corporate 28 19 34 70 Consolidated $ 733 $ 174 $ 981 $ 450 June 30, December 31, 2018 2017 Total Assets: Radio $ 380,713 $ 378,472 Television 53,915 54,836 Corporate 2,760 2,596 Consolidated $ 437,388 $ 435,904 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. Income Taxes We are calculating our effective income tax rate using an estimated annual effective tax rate with the exception of jurisdictions where losses have a full valuation allowance against them and jurisdictions with indefinite lived deferred tax liabilities for which their deferred tax assets are also subject to a full valuation allowance. In assessing the realizability of the deferred tax assets, management considers whether it is more likely than not that some portion or the entire deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Due to the continued pre-tax operating losses reported through the second quarter of 2018, management has not changed its valuation allowance position as of June 30, 2018, from December 31, 2017. Our income tax expense differs from the statutory federal tax rate of 21% and related statutory state tax rates primarily due to the tax amortization on certain indefinite-lived intangible assets that do not have any valuation allowance, offset by the deferred tax asset created from disallowed interest as a result of tax laws changes from the Tax Legislation, and other changes in the valuation allowance. U.S. Federal jurisdiction and the jurisdictions of Florida, New York, California, Illinois, Texas and Puerto Rico are the major tax jurisdictions where we file income tax returns. The tax years that remain subject to assessment of additional liabilities by the federal, state and local tax authorities are 2010 through 2017. The tax years that remain subject to assessment of additional liabilities by the Puerto Rico tax authority are 2012 through 2017. Based on our evaluation, we have concluded that there are no material uncertain tax positions requiring recognition in our consolidated financial statements as of June 30, 2018 and December 31, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies We are subject to certain legal proceedings and claims that have arisen in the ordinary course of business and have not been fully adjudicated. In our opinion, we do not have a potential liability related to any current legal proceedings and claims that would individually or in the aggregate have a material adverse effect on our financial condition or operating results. However, the results of legal proceedings cannot be predicted with certainty. Should we fail to prevail in any of these legal matters or should all of these legal matters be resolved against us in the same reporting period, the operating results of a particular reporting period could be materially adversely affected. Series B Preferred Stock Litigation Persons claiming to own 94.16% of our Series B preferred stock filed a complaint against us in the Delaware Court of Chancery, in Cedarview Opportunities Master Fund, L.P., et al. v. Spanish Broadcasting System, Inc State Tax Assessment The Company is periodically subject to state tax audits. During the first quarter of 2018, the Company agreed to settle an audit by a State tax authority, which challenged the Company’s allocation of subsidiary capital and attributable liabilities, for the tax years from December 31, 2010 through 2013. The Company settled the liability for $0.3 million. This settlement also results in $0.2 million of additional taxes owed to another local jurisdiction that is expected to be paid during the third quarter of 2018. Tax years 2014 and later remain open and subject to audit. Local Tax Assessment The Company received an audit assessment (the “Assessment”) wherein it was proposed that the Company underpaid a local tax for the tax periods between June 1, 2005 and May 31, 2015 totaling $1,439,452 in underpaid tax, applicable interest and penalties. The Company disagrees with the assessment and related calculations but is developing a settlement strategy to discuss and pursue with the taxing jurisdiction with the hope of avoiding a lengthy litigation process. While we are uncertain as to whether the jurisdiction will accept this offer, an accrual of $391,000, based upon our current best estimate of probable loss, was charged to operations in the second quarter of 2016. However, if the settlement offer is not accepted by the jurisdiction, the amount of the ultimate loss to the Company, if any, may equal the entire amount of the Assessment sought by the taxing jurisdiction. Gutierrez-Ortiz Lawsuit We are a defendant in Aida Ivette Gutiérrez Ortiz et al. v. Municipio Autónomo de Bayamón, et al., a lawsuit involving the death of a man who was shot and killed at a concert co-promoted by us. Plaintiffs allege that we were negligent because we did not provide the necessary security to prevent the entry of firearms in the concert venue or its surrounding areas. Plaintiffs also allege we did not provide the necessary measures to control the venue and allege that we were negligent because we failed to provide the necessary medical assistance to aid the victim. Plaintiffs are seeking an estimated $3.5 million as indemnity. We intend to defend our self vigorously against this claim. The Pretrial Conference was held on August 14, 2017 and a hearing to mark the evidence was scheduled for October 13th, but due to the passage of Hurricanes Irma and María, said hearing was cancelled until further notice. The trial dates previously scheduled for October 23 through November 2, 2017 were also cancelled until further notice from the Court. On February 16, 2018, the court held a status conference hearing to schedule the trial dates. The trial is set to begin on August 6, 2018 for a four day trial. At this stage, an estimate of loss cannot be made, however, we believe we have good defenses and it is not probable that the outcome of the litigation will result in a material loss or liability to us. |
Impairment of FCC Broadcasting
Impairment of FCC Broadcasting Licenses | 6 Months Ended |
Jun. 30, 2018 | |
Asset Impairment Charges [Abstract] | |
Impairment of FCC Broadcasting Licenses | 7. Impairment of FCC Broadcasting Licenses We generally perform our annual impairment test of our indefinite-lived intangibles during the fourth quarter of the fiscal year but, given the recent performance for total market revenues in several radio markets and the Puerto Rico television market, we performed an interim impairment test as of June 30, 2018 of our FCC broadcasting radio licenses in Chicago and San Francisco, as well as our Puerto Rico FCC television broadcasting license. We perform valuations using the discounted cash flow methodology. This income approach consists of a quantitative model, which assumes the FCC broadcasting licenses are acquired and operated by a third-party. This valuation method is based on the premise that the only asset that an unbuilt start-up station possesses is the FCC broadcasting license. Such method isolates the income attributable to an FCC broadcasting license by modeling a hypothetical greenfield build-up to a normalized enterprise that, by design, lacks inherent goodwill and whose only other assets have essentially been paid for as part of the build-up process. Consequently, the resulting accretion in value is solely attributed to the FCC broadcasting license. In the discounted cash flow projections, a ten years period is deemed an appropriate time period for the analysis. The yearly cash flow streams were adjusted to present value using an after-tax discount rate calculated for the radio and television broadcast industries as of June 30 of each year. Additionally, it is necessary to project the terminal value at the end of the ten-year projection period. The terminal value represents the hypothetical value of the licenses at the end of a ten-year period. An estimated amount of taxes are deducted from the assumed terminal value, which accordingly is discounted to net present value. The key assumptions incorporated in the discounted cash flow model are market revenue projections, market revenue share projections, anticipated operating profit margins and risk adjusted discount rates. These assumptions vary based on the market size, type of broadcast signal, media competition and audience share. These assumptions primarily reflect industry norms for similar stations/broadcast signals, as well as historical performance and trends of the markets. In the preparation of the FCC broadcasting license appraisals, estimates and assumptions are made that affect the valuation of the intangible asset. These estimates and assumptions could differ from actual results and could have a material impact on our financial statements in the future. The methodology used by us in determining our key estimates and assumptions was applied consistently to the subject markets. Below are some of the key assumptions used in our impairment assessment using significant unobservable inputs (Level 3 non-recurring fair value measure). Radio FCC Licenses Television FCC Licenses June 30, 2018 June 30, 2018 Discount Rate 9.5% 12.0% Long-term Revenue Growth Rate 1.0% - 1.5% 0.5% Mature Market Share 2.7% - 4.4% 2.0% Mature Operating Profit Margin 30.1% 24.0% As a result of the interim impairment test, we determined that there was an impairment to our television FCC broadcasting license in Puerto Rico, primarily due to lower industry advertising revenue growth projections in the subject market. We recorded a non-cash impairment loss of approximately $0.5 million that reduced the carrying value of such FCC broadcasting license. The tax impact of the impairment loss was an approximate $0.2 million tax benefit, which was related to the reduction of the book/tax basis difference on our FCC broadcasting license. |
Fair Value Measurement Disclosu
Fair Value Measurement Disclosures | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement Disclosures | 8. Fair Value Measurement Disclosures (a) Fair Value of Financial Instruments Cash and cash equivalents, receivables, as well as accounts payable and accrued expenses, and other current liabilities, as reflected in the consolidated financial statements, approximate fair value because of the short-term maturity of these instruments. The estimated fair value of our other long-term debt instruments, approximate their carrying amounts as the interest rates approximate our current borrowing rate for similar debt instruments of comparable maturity, or have variable interest rates. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The fair value of the Notes is estimated using market quotes from a major financial institution taking into consideration the most recent activity and are considered Level 2 measurements within the fair value hierarchy. The fair value of the Series B cumulative exchangeable redeemable preferred stock was based upon a weighted average analysis using the Black-Scholes method, an income approach, and the yield method resulting in a Level 3 classification. The Black-Scholes method utilized an estimate of the fair value of the SBS equity, volatility, an estimate of the time to liquidity, and a risk free rate in the determination of the SBS preferred fair value. Key assumptions for the income and yield methods included the expected yield on preferred stock, accrued dividends, the principal amount of the Series B preferred stock, and an estimate of the time to liquidity. A discount for lack of marketability of the preferred stock was also utilized in the analysis. The outcome of the Series B preferred stock litigation may impact the fair value of the Series B preferred stock going forward. The estimated fair values of our financial instruments are as follows (in millions): June 30, 2018 December 31, 2017 Fair Value Carrying Fair Carrying Fair Description Hierarchy Amount Value Amount Value 12.5% senior secured notes (note 9) Level 2 $ 260.3 271.4 $ 260.3 269.1 10 3 4 redeemable preferred stock (note 10) Level 3 170.4 38.9 165.6 38.1 (b) Fair Value of FCC Broadcasting Licenses As discussed in Note 7, our valuations of our indefinite-lived intangibles principally use the discounted cash flow methodology which includes significant unobservable inputs and assumptions by management resulting in a Level 3 classification within the fair value hierarchy. During the quarter ended June 30, 2018, our television FCC broadcasting license with a carrying amount of $2.8 million was written down to its implied fair value of $2.3 million, resulting in a non-recurring impairment charge of $0.5 million, which was included in earnings for the period. |
12.5% Senior Secured Notes
12.5% Senior Secured Notes | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
12.5% Senior Secured Notes | 9. 12.5% Senior Secured Notes On February 7, 2012 we closed our offering of $275 million in aggregate principal amount of our Notes, at an issue price of 97% of the principal amount. The Notes were offered solely by means of a private placement either to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act, or to certain persons outside the United States pursuant to Regulation S under the Securities Act. We used the net proceeds from the offering, together with some cash on hand, to repay and terminate the senior credit facility term loan, and to pay the transaction costs related to the offering. The Notes matured on April 15, 2017. Because we did not have sufficient cash on hand and did not generate sufficient cash from operations or asset sales, we did not repay the Notes at their maturity, as a result of which there was an event of default under the Indenture on April 17, 2017 (being the payment date following the Saturday, April 15, 2017 maturity date). On May 8, 2017, the Company, and certain of its subsidiaries entered into a Forbearance Agreement with certain Noteholders, owning more than 75% of the principal amount of the outstanding Notes. These Noteholders agreed to forbear from exercising any of their rights and remedies under the Indenture, with respect to certain defaults from the effective date of the Forbearance Agreement until the earliest to occur of (a) the occurrence of any event of termination and (b) May 31, 2017. As part of the Forbearance Agreement, the Company agreed to make monthly interest payments of $2,864,583 on the Notes for the 30 day periods ending on May 15, 2017 and June 15, 2017, rather than on a semi-annual basis as required by the Indenture. The Company also agreed to pay a consent fee to these Noteholders equal to 0.35% of the principal amount of the Notes held by such parties and to pay the legal fees and financial advisor due diligence fees of these Noteholders. The Forbearance Agreement expired and has not been extended. As of the date of the filing of these financial statements, the Company had made all of the payments required to be made under the Forbearance Agreement and has continued to make monthly interest payments on the Notes on the 15th day of each month and continued to pay the monthly legal and financial advisor due diligence fees of these Noteholders. At June 30, 2018, there was $260.3 million in principal amount of Notes outstanding. As a result, there has been and remains an event of default under the Indenture which gives the holders of our Notes the right to demand repayment of the Notes and, subject to the terms of the Indenture, to foreclose on our assets that serve as collateral for the Notes. The collateral constitutes substantially all of our assets. We continue to pay interest on the Notes at their current rate of 12.5% per year on a monthly basis. After the quarter ended June 30, 2018, we closed on the sale of our New York real estate for $14.0 million in gross proceeds and we expect to use the net proceeds of $10.4 million from such sale to repay a portion of the Notes. See Note 1 elsewhere in these financial statements for additional detail regarding our continued recapitalization and restructuring efforts and our failure to repay the Notes at maturity. Interest The Notes accrue interest at a rate of 12.5% per year. Since April 17, 2017, interest has been payable on demand. We have been paying interest monthly since that date. Additional interest will be payable at a rate of 2.00% per annum (the “Additional Interest”) on (i) the unpaid principal amount of the Notes plus (ii) any amount of Additional Interest payable but unpaid in any prior interest period, to be paid in cash, at our election, on any acceleration of the Notes and any redemption of the Notes; provided that no Additional Interest will be payable if, for the applicable fiscal period, either (a) we record positive consolidated station operating income for our television segment for the most recent twelve-month period ending either June 30 or December 31, or (b) our secured leverage ratio on a consolidated basis is less than 4.75 to 1.00. Although our secured leverage ratio was greater than 4.75 to 1.00, we recorded positive consolidated station operating income for our television segment for the most recent twelve-month period ending June 30, 2018. Collateral and Ranking The Notes and the guarantees are secured on a first-priority basis by a security interest in certain of the Company’s and the guarantors’ existing and future tangible and intangible assets (other than Excluded Assets (as defined in the Indenture)), which constitutes substantially all of the Company’s assets. The Notes and the guarantees are structurally subordinated to the obligations of our non-guarantor subsidiaries. The Notes and guarantees are senior to all of the Company’s and the guarantors’ existing and future unsecured indebtedness to the extent of the value of the collateral. The Indenture permits us, under specified circumstances, to incur additional debt; however, the occurrence and continuance of the Voting Rights Triggering Event (as defined in Note 10 of the Notes to the Unaudited Condensed Consolidated Financial Statements) currently prevents us from incurring any such additional debt. The Notes are senior secured obligations of the Company that rank equally with all of our existing and future senior indebtedness and senior to all of our existing and future subordinated indebtedness. Subject to certain exceptions, the Notes are fully and unconditionally guaranteed by each of our existing wholly owned domestic subsidiaries (which excludes (i) our existing and future subsidiaries formed in Puerto Rico (the “Puerto Rican Subsidiaries”), (ii) our future subsidiaries formed under the laws of foreign jurisdictions and (iii) our existing and future subsidiaries, whether domestic or foreign, of the Puerto Rican Subsidiaries or foreign subsidiaries) and our other domestic subsidiaries that guarantee certain of our other debt. The Notes and guarantees are structurally subordinated to all existing and future liabilities (including trade payables) of our non-guarantor subsidiaries. Covenants and Other Matters The Indenture contains covenants that, among other things, limit our ability and the ability of the guarantors to: • incur or guarantee additional indebtedness; • pay dividends or make other distributions, repurchase or redeem our capital stock and make certain restricted investments and make other restricted payments; • sell assets; • incur liens; • enter into transactions with affiliates; • enter into sale and leaseback transactions; • alter the businesses we conduct; • enter into agreements restricting our subsidiaries’ ability to pay dividends, make loans and sell assets to the Company and other restricted subsidiaries; • enter into change of control transactions; • manage our FCC licenses and broadcast license subsidiaries; and • consolidate, merge or sell all or substantially all of our assets. As a result of our failure to pay the Notes at maturity, an event of default under the Indenture has occurred and is continuing. |
10 3_4% Series B Cumulative Exc
10 3/4% Series B Cumulative Exchangeable Redeemable Preferred Stock | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
10 3/4% Series B Cumulative Exchangeable Redeemable Preferred Stock | 10. 10 3 Voting Rights Triggering Event On October 30, 2003, we partially financed the purchase of a radio station with proceeds from the sale, through a private placement, of 75,000 shares of our 10 3/4% Series A cumulative exchangeable redeemable preferred stock, par value $0.01 per share, with a liquidation preference of $1,000 per share (the “Series A preferred stock”), without a specified maturity date. The gross proceeds from the issuance of the Series A preferred stock amounted to $75.0 million. On February 18, 2004, we commenced an offer to exchange registered shares of our 10 3/4% Series B cumulative exchangeable redeemable preferred stock, par value $0.01 per share and liquidation preference of $1,000 per share for any and all shares of our outstanding unregistered Series A preferred stock. On April 5, 2004, we completed the exchange offer and exchanged 76,702 shares of our Series B preferred stock for all of our then outstanding shares of Series A preferred stock. Holders of the Series B preferred stock have customary protective provisions. The Certificate of Designations governing the Series B preferred stock (the “Certificate of Designations”) contains covenants that, among other things, limit our ability to: (i) pay dividends, purchase junior securities and make restricted investments or other restricted payments; (ii) incur indebtedness, including refinancing indebtedness; (iii) merge or consolidate with other companies or transfer all or substantially all of our assets; and (iv) engage in transactions with affiliates. Upon a change of control, we will be required to make an offer to purchase these shares at a price of 101% of the aggregate liquidation preference of these shares plus accumulated and unpaid dividends to, but excluding the purchase date. We had the option to redeem all or some of the registered Series B preferred stock for cash on or after October 15, 2009 at 103.583%, October 15, 2010 at 101.792% and October 15, 2011 and thereafter at 100%, plus accumulated and unpaid dividends to the redemption date. On October 15, 2013, each holder of Series B preferred stock had the right to request that we repurchase (subject to the legal availability of funds under Delaware General Corporate Law) all or a portion of such holder’s shares of Series B preferred stock at a purchase price equal to 100% of the liquidation preference of such shares, plus all accumulated and unpaid dividends (as described in more detail below) on those shares to the date of repurchase. Under the terms of our Series B preferred stock, we are required to pay dividends at a rate of 10 3/4% per year of the $1,000 liquidation preference per share of Series B preferred stock. From October 30, 2003 to October 15, 2008, we had the option to pay these dividends in either cash or additional shares of Series B On October 15, 2013, holders of shares of our Series B preferred stock requested that we repurchase 92,223 shares of Series B preferred stock for an aggregate repurchase price of $126.9 million, which included accumulated and unpaid dividends on these shares as of October 15, 2013. We did not have sufficient funds legally available to repurchase all of the Series B preferred stock for which we received requests and instead used the limited funds legally available to us to repurchase 1,800 shares for a purchase price of approximately $2.5 million, which included accrued and unpaid dividends. Consequently, a “Voting Rights Triggering Event” occurred (the “Voting Rights Triggering Event”). During the continuation of a Voting Rights Triggering Event, certain of the covenants summarized above become more restrictive by their terms including (i) a prohibition on our ability to incur additional indebtedness, (ii) restrictions on our ability to make restricted payments and (iii) restrictions on our ability to merge or consolidate with other companies or transfer all or substantially all of our assets. In addition, the holders of the Series B preferred stock have the right to elect two members to our Board of Directors. At our Annual Meeting of Stockholders in 2014, the holders of the Series B preferred stock nominated and elected Alan Miller and Gary Stone to serve as the Series B preferred stock directors who remained on the Board of Directors until their resignation on August 17, 2017. The holders of the Series B Preferred Stock have the right to elect two new directors to the Board of Directors to fill the seats vacated by Messrs. Miller and Stone for their unexpired terms at a special meeting of the holders of the Series B preferred stock. As of the date of these financial statements, the holders of the Series B preferred stock have not elected any new directors to fill the vacated seats. The two vacancies on the Board of Directors will remain unfilled until such time as the holders of the Series B preferred stock appoint two new directors. The Voting Rights Triggering Event shall continue until (i) all dividends in arrears shall have been paid in full and (ii) all other failures, breaches or defaults giving rise to such Voting Rights Triggering Event are remedied or waived by the holders of at least a majority of the shares of the then outstanding Series B preferred stock. We do not currently have sufficient funds legally available to be able to satisfy the conditions for terminating the Voting Rights Triggering Event. The terms of our Series B preferred stock require us, in the event of a change of control, to offer to repurchase all or a portion of a holder’s shares at an offer price in cash equal to 101% of the liquidation preference of the shares, plus an amount in cash equal to all accumulated and unpaid dividends on those shares up to but excluding the date of repurchase. We do not currently have sufficient funds legally available to be able to satisfy the conditions for terminating the Voting Rights Triggering Event or for repurchasing the shares in the event of a change of control. During the continuation of the Voting Rights Triggering Event, the Indenture governing our Notes prohibits us from paying dividends or from repurchasing the Series B preferre We are currently in litigation with persons claiming to own 94.16% of our Series B preferred stock as described above in Note 6, Commitments and Contingencies In reviewing the Preferred Holder Complaint, we noted that if the allegations set forth in the Preferred Holder Complaint were correct, which we have not conceded, and the collective ownership of the outstanding Series B preferred stock by foreign entities (as defined below) exceeded 63 percent of the outstanding Series B preferred stock as stated in the Preferred Holder Complaint, then foreign entities would own well in excess of 25 percent of our equity in violation of the Communications Act of 1934, as amended (the “Communications Act”) without giving effect to the operative provisions of Article X of our Charter. Section 310(b) of the Communications Act prohibits foreign entities from holding in excess of 25 percent of the equity in the Company absent the affirmative consent of the FCC. In addition, we determined that the current ownership of the Series B preferred stock appeared to violate the foreign ownership restrictions set forth in the Charter. Article X of our Charter contains provisions governing foreign ownership of the capital stock of the Company and compliance with Section 310 of the Communications Act. These provisions of our Charter restrict foreign ownership in us to not more than 25 percent of the aggregate number of our shares of capital stock outstanding in any class or series entitled to vote on any matter. In addition, the last paragraph of Article X of the Charter provides that any transfers of the Company’s equity securities that would either violate (or would result in a violation of) the Communications Act or that required prior approval of the FCC are “ineffective.” As a result, in reviewing the Preferred Holder Complaint, we believed that certain of those transfers, when attempted, appear to have been in contravention of the Charter and the Communications Act, and were therefore void as a legal matter when they were attempted, if this provision is given effect. In addition, to the extent that those transactions required prior FCC approval or, if given effect, would have placed the Company in violation of the foreign ownership restrictions set forth in the Communications Act, those transactions were ineffective and void by operation of the Charter, and are therefore deemed to have never occurred. Given the information that was disclosed to us in the Preferred Holder Complaint regarding the purported ownership of a majority of the Series B preferred stock by foreign entities, we were required to take immediate remedial action in order to ensure that any violations of the Communications Act and our Charter resulting from that ownership did not adversely affect our FCC broadcast licenses and ability to continue our business operations. Accordingly, on November 28, 2017, consistent with our obligations and authority provided to us under the Communications Act and by Article X of our Charter, we notified holders of our Series B preferred stock that we were suspending all rights, effective immediately, of the holders of the Series B preferred stock, other than their right to transfer their shares to a citizen of the United States. Additionally, on November 13, 2017, the Company filed a notification with the FCC to apprise the FCC of the possible non-compliance with the Communications Act’s limits on foreign ownership. On December 4, 2017, the Company also filed a petition with the FCC for declaratory ruling with respect to the potential excess foreign ownership. The FCC responded to the petition by sending a letter to the Company detailing the information the FCC would need regarding the identities and nature of the purported foreign ownership of the Series B preferred stock to make a determination regarding the Company’s petition and establishing a deadline for the disclosure of that information. The purported Series B preferred stockholders were therefore required to provide to the Company sufficient information about the extent and nature of their foreign ownership to enable the Company to supplement the petition for declaratory ruling with this additional information. On March 23, 2018, counsel for the purported holders of most of the Series B preferred stock filed a letter with the FCC supplying a significant portion of the information requested. The Company has reviewed this information in order to determine whether it is complete, true and correct, as required by the FCC’s rules, and has requested some additional information from the Series B preferred stockholders. The Company’s petition therefore remains pending before the FCC, and cannot be acted upon until complete ownership information is submitted and has been certified by the Company as true and correct. In addition, on March 26, 2018, we issued a press release and filed a Current Report on Form 8-K with the SEC that disclosed the foreign ownership issue we summarize above, in part, to warn innocent investors of possible attempted, fraudulent transfers of the Series B preferred stock and our request to The Depository Trust Company (“DTC”) to suspend trading in the Series B preferred stock pending the resolution of who validly owns these shares, among other things. Subsequent to that press release, we believe, based on conversations with DTC, that DTC will not impose a global lock and chill on Series B preferred stock held by its participants. We provide additional information regarding the foreign ownership issue under the heading “Our Continued Recapitalization and Restructuring Efforts—Foreign Ownership Issue” in our Annual Report. As of the date of these financial statements, there remain genuine questions regarding valid ownership, or good title, to the Series B preferred stock by these foreign investors. As a result, we intend to remain vigilant regarding compliance with the Communications Act and our Charter and will continue to evaluate information provided to us by the purported holders of the Series B preferred stock. Because we have not yet received all of the requisite information from the purported holders, we have been unable to effectively determine whether to withdraw the suspension of their rights as owners of such preferred stock or the extent of any additional remedial action by the Company that may be necessary. Quarterly Dividends Under the terms of our Series B preferred stock, the holders of the outstanding shares of the Series B preferred stock are entitled to receive, when, as and if declared by the Board of Directors out of funds of the Company legally available therefor, dividends on the Series B preferred stock at a rate of 10 ¾% per year, of the $1,000 liquidation preference per share. All dividends are cumulative, whether or not earned or declared, and are payable quarterly in arrears on specified dividend payment dates. While the Voting Rights Triggering Event continues, we cannot pay dividends on the Series B preferred stock without causing a breach of covenants Indenture governing our Notes As of June 30, 2018, the aggregate cumulative unpaid dividends on the outstanding shares of the Series B preferred stock was approximately $79.9 million, which is accrued on our condensed consolidated balance sheet as 10 ¾% Series B cumulative exchangeable redeemable preferred stock. Redemption Date and Subsequent Accounting Treatment of the Preferred Stock Prior to October 15, 2013, the Series B preferred stock was considered “conditionally redeemable” because the redemption of the shares of Series B preferred stock was contingent on the Series B preferred stockholders requesting that their Series B preferred stock be repurchased on October 15, 2013. On October 15, 2013, almost all of the holders of the Series B preferred stock requested that we repurchase their shares of Series B preferred stock. As a result of their request, we assessed and determined that, under applicable accounting principles, the contingency had occurred, and the Series B preferred stock now met the definition of a “mandatorily redeemable” instrument under Accounting Standards Codification 480 “Distinguishing Liabilities from Equity” In addition, the Series B preferred stock will be measured at each reporting date as the amount of cash that would be paid pursuant to the contract, had settlement occurred on the reporting date, recognizing the resulting change in that amount from the previous reporting date as interest expense. Therefore, the accruing quarterly dividends of the Series B preferred stock is being recorded as interest expense (i.e. “Dividends on Series B preferred stock classified as interest expense”). |
Assets Held for Sale
Assets Held for Sale | 6 Months Ended |
Jun. 30, 2018 | |
Assets Of Disposal Group Including Discontinued Operation [Abstract] | |
Assets Held for Sale | 11. Assets Held for Sale During 2016, the Company entered into a listing agreement with a broker to sell a building and related improvements in New York City, which is part of our radio segment. The property has been reclassified from building and building improvements, as well as furniture and fixtures to assets held for sale as these assets were approved for immediate sale in their present condition, were expected to be sold within one year and management was actively working to locate buyers for this building and related improvements. After the quarter ended June 30, 2018 and pursuant to an agreement entered into by the Company, as of September 12, 2017, with 26 W. 56 LLC, the Company closed on the sale of its New York facilities with a carrying value of $0.4 million for $14.0 million, exclusive of closing costs, on July 19, 2018. The Company will recognize a gain on the sale of the New York facilities in the third quarter of 2018. Additionally, the sale of the New York facilities resulted in net proceeds of $10.4 million to the Company, as defined by the Indenture governing the Notes, which is calculated differently than the recognized gain for financial reporting purposes. In order to arrive at net proceeds, as defined by the Indenture, the Company is permitted to hold back certain amounts related to taxes, relocation expenses and capital expenditures that are expected to become payable in the future. The net proceeds of $10.4 million will be used to repay a portion of the Notes during the third quarter of 2018. A summary of assets held for sale as of June 30, 2018 and December 31, 2017 is as follows (in thousands): June 30, December 31, Description 2018 2017 Property and equipment, net $ 409 $ 409 Assets held for sale $ 409 $ 409 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2018, the FASB issued ASU No. 2018-07 Compensation—Stock Compensation (Topic 718) - Improvements to Nonemployee Share-Based Payment Accounting, In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update), 1. Measurement of certain income tax effects is complete—Entities must reflect the tax effects of the Tax Legislation for which the accounting is complete; 2. Measurement of certain income tax effects can be reasonably estimated—Entities must report provisional amounts for those specific income tax effects of the Tax Legislation for which the accounting is incomplete but a reasonable estimate can be determined. Provisional amounts or adjustments to provisional amounts identified in the measurement period, as defined, should be included as an adjustment to tax expense or benefit from continuing operations in the period the amounts are determined; and 3. Measurement of certain income tax effects cannot be reasonably estimated—Entities are not required to report provisional amounts for any specific income tax effects of the Tax Legislation for which a reasonable estimate cannot be determined, and would continue to apply Topic 740 based on the provisions of the tax laws that were in effect immediately prior to the enactment of the Tax Legislation. Entities are to report the provisional amounts of the tax effects of the Tax Legislation in the first reporting period in which a reasonable estimate can be determined. SAB 118 further provides that the measurement period is complete when an entity’s accounting is complete and in no circumstances should the measurement period extend beyond one year from the enactment date. The Company may be able to complete the accounting for some provisions earlier than others. As a result, the Company may need to apply all three scenarios in determining the accounting for the Tax Legislation based on the information that is available. The ultimate impact of the Act on the Company’s consolidated financial statements and related disclosures for 2017 and beyond may differ from current estimates, possibly materially, due to, among other things, changes in interpretations and assumptions we have made, guidance that may be issued, and other actions we may take as a result of the Tax Legislation that differ from those presently contemplated. For additional information, see Note 14 to the financial statements in our Annual Report. In February 2018, the FASB issued ASU No. 2018-03, Technical Corrections and Improvements to Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Revenue from Contracts with Customers | The following table summarizes revenue from contracts with customers for the three-months and six-months ended June 30, 2018 and 2017 (in thousands): Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Local, national and digital $ 32,243 $ 30,722 $ 60,871 $ 58,619 Network 2,954 2,604 5,084 4,084 Special events 1,593 2,043 6,713 5,123 Barter 1,360 1,827 2,272 3,323 Other 1,813 1,603 3,474 3,013 Gross revenue 39,963 38,799 78,414 74,162 Less: Agency commissions and other 5,183 4,618 9,728 8,631 Net revenue $ 34,780 $ 34,181 $ 68,686 $ 65,531 |
Basic and Diluted Net Income 20
Basic and Diluted Net Income (Loss) Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Summary of Allocation for Net Income (Loss) Available to Stockholders | The following table sets forth the allocation for net income (loss) available to stockholders for the three- and six-month periods ended June 30, 2018 and 2017 (in thousands): Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Numerator Net income (loss) $ (1,998) $ 2,567 $ (5,367) $ (8,271) Allocation of net income (loss) to Class A and B common stockholders and Series C convertible preferred stockholders for basic net income (loss) per share: Class A common stockholders $ (1,152) $ 1,472 $ (3,090) $ (4,742) Class B common stockholders (639) 827 (1,719) (2,664) Series C convertible preferred stockholder (207) 268 (558) (865) Total $ (1,998) $ 2,567 $ (5,367) $ (8,271) |
Summary of Weighted Shares Outstanding Utilized in Determining Denominator for Basic and Diluted Earnings Per Share | The following table set forth the weighted shares outstanding utilized in determining the denominator for the basic and diluted earnings per share for the three- and six-month periods ended June 30, 2018 and 2017: Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Denominator – weighted average as converted Class A common shares outstanding - basic 4,217 4,167 4,209 4,167 Class B common shares outstanding – basic 2,340 2,340 2,340 2,340 Series C convertible shares outstanding – basic 760 760 760 760 Total basic weighted average shares outstanding 7,317 7,267 7,309 7,267 Effect of dilutive equity instruments — — — — Total diluted weighted average shares outstanding 7,317 7,267 7,309 7,267 Options to purchase shares of common stock and other stock-based awards outstanding which are not included in the calculation of diluted net income per share because their impact is anti-dilutive 408 408 418 399 |
Summary of Calculated Net Income (Loss) Per Share | The following table sets forth the Company’s calculated net income (loss) per share for the three- and six-month periods ended June 30, 2018 and 2017: Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Basic net income (loss) per share allocated to stockholders: Class A common stockholders $ (0.27) $ 0.35 $ (0.73) $ (1.14) Class B common stockholders $ (0.27) $ 0.35 $ (0.73) $ (1.14) Series C convertible preferred stockholder $ (0.27) $ 0.35 $ (0.73) $ (1.14) |
Operating Segments (Tables)
Operating Segments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Summary of Operating Segments | The following summary table presents separate financial data for each of our operating segments (in thousands): Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Net revenue: Radio $ 31,279 $ 31,279 $ 60,530 $ 59,503 Television 3,501 2,902 8,156 6,028 Consolidated $ 34,780 $ 34,181 $ 68,686 $ 65,531 Engineering and programming expenses: Radio $ 5,365 $ 5,672 $ 10,830 $ 11,871 Television 1,164 1,146 2,430 3,564 Consolidated $ 6,529 $ 6,818 $ 13,260 $ 15,435 Selling, general and administrative expenses: Radio $ 11,997 $ 14,932 $ 24,154 $ 28,068 Television 1,252 1,631 3,983 2,982 Consolidated $ 13,249 $ 16,563 $ 28,137 $ 31,050 Corporate expenses: $ 3,440 $ 2,793 $ 6,403 $ 5,237 Depreciation and amortization: Radio $ 409 $ 460 $ 836 $ 936 Television 504 559 1,041 1,118 Corporate 58 92 119 189 Consolidated $ 971 $ 1,111 $ 1,996 $ 2,243 Gain on the disposal of assets, net of disposal costs: Radio $ — $ (12,826 ) $ — $ (12,826 ) Television — — — (1 ) Corporate — — — — Consolidated $ — $ (12,826 ) $ — $ (12,827 ) Recapitalization costs: Radio $ — $ — $ — $ — Television — — — — Corporate 1,045 3,263 1,756 4,089 Consolidated $ 1,045 $ 3,263 $ 1,756 $ 4,089 Impairment charges: Radio $ — $ — $ — $ — Television 483 — 483 — Corporate — — — — Consolidated $ 483 $ — $ 483 $ — Other operating income: Radio $ (12 ) $ — $ (12 ) $ — Television (38 ) — (38 ) — Corporate — — (1 ) — Consolidated $ (50 ) $ — $ (51 ) $ — Operating income (loss): Radio $ 13,520 $ 23,041 $ 24,722 $ 31,454 Television 136 (434 ) 257 (1,635 ) Corporate (4,543 ) (6,148 ) (8,277 ) (9,515 ) Consolidated $ 9,113 $ 16,459 $ 16,702 $ 20,304 Three-Months Ended Six-Months Ended June 30, June 30, 2018 2017 2018 2017 Capital expenditures: Radio $ 648 $ 111 $ 873 $ 313 Television 57 44 74 67 Corporate 28 19 34 70 Consolidated $ 733 $ 174 $ 981 $ 450 June 30, December 31, 2018 2017 Total Assets: Radio $ 380,713 $ 378,472 Television 53,915 54,836 Corporate 2,760 2,596 Consolidated $ 437,388 $ 435,904 |
Impairment of FCC Broadcastin22
Impairment of FCC Broadcasting Licenses (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Asset Impairment Charges [Abstract] | |
Summary of Key Assumptions Used in Impairment Assessment Using Significant Unobservable Inputs | Below are some of the key assumptions used in our impairment assessment using significant unobservable inputs (Level 3 non-recurring fair value measure). Radio FCC Licenses Television FCC Licenses June 30, 2018 June 30, 2018 Discount Rate 9.5% 12.0% Long-term Revenue Growth Rate 1.0% - 1.5% 0.5% Mature Market Share 2.7% - 4.4% 2.0% Mature Operating Profit Margin 30.1% 24.0% |
Fair Value Measurement Disclo23
Fair Value Measurement Disclosures (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Values of Financial Instruments | The estimated fair values of our financial instruments are as follows (in millions): June 30, 2018 December 31, 2017 Fair Value Carrying Fair Carrying Fair Description Hierarchy Amount Value Amount Value 12.5% senior secured notes (note 9) Level 2 $ 260.3 271.4 $ 260.3 269.1 10 3 4 redeemable preferred stock (note 10) Level 3 170.4 38.9 165.6 38.1 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Assets Of Disposal Group Including Discontinued Operation [Abstract] | |
Summary of Assets Held for Sale | A summary of assets held for sale as of June 30, 2018 and December 31, 2017 is as follows (in thousands): June 30, December 31, Description 2018 2017 Property and equipment, net $ 409 $ 409 Assets held for sale $ 409 $ 409 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Basis Of Presentation [Line Items] | |||||
Recapitalization costs | $ 1,045 | $ 3,263 | $ 1,756 | $ 4,089 | |
Series B Preferred Stock | |||||
Basis Of Presentation [Line Items] | |||||
Cumulative exchangeable redeemable preferred stock dividend rate | 10.75% | 10.75% | |||
12.5% Senior Secured Notes | |||||
Basis Of Presentation [Line Items] | |||||
Interest rate on Senior secured notes | 12.50% | 12.50% | 12.50% | ||
Senior secured notes, maturity date | Apr. 15, 2017 |
Revenue - Summary of Revenue fr
Revenue - Summary of Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation Of Revenue [Line Items] | ||||
Gross revenue | $ 39,963 | $ 38,799 | $ 78,414 | $ 74,162 |
Less: Agency commissions and other | 5,183 | 4,618 | 9,728 | 8,631 |
Net revenue | 34,780 | 34,181 | 68,686 | 65,531 |
Local, National and Digital | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenue | 32,243 | 30,722 | 60,871 | 58,619 |
Network | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenue | 2,954 | 2,604 | 5,084 | 4,084 |
Special Events | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenue | 1,593 | 2,043 | 6,713 | 5,123 |
Barter | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenue | 1,360 | 1,827 | 2,272 | 3,323 |
Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Gross revenue | $ 1,813 | $ 1,603 | $ 3,474 | $ 3,013 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Local, National and Digital | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue recognized | $ 500,000 | $ 700,000 |
Special Events | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue recognized | 0 | 100,000 |
Barter | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue recognized | $ 100,000 | $ 200,000 |
Basic and Diluted Net Income 28
Basic and Diluted Net Income (Loss) Per Common Share - Summary of Allocation for Net Income (Loss) Available to Stockholders (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator | ||||
Net income (loss) | $ (1,998) | $ 2,567 | $ (5,367) | $ (8,271) |
Allocation of net income (loss) to Class A and B common stockholders and Series C convertible preferred stockholders for basic net income (loss) per share: | ||||
Basic net income (loss) per share | (1,998) | 2,567 | (5,367) | (8,271) |
Class A common stock | ||||
Allocation of net income (loss) to Class A and B common stockholders and Series C convertible preferred stockholders for basic net income (loss) per share: | ||||
Basic net income (loss) per share | (1,152) | 1,472 | (3,090) | (4,742) |
Class B common stock | ||||
Allocation of net income (loss) to Class A and B common stockholders and Series C convertible preferred stockholders for basic net income (loss) per share: | ||||
Basic net income (loss) per share | (639) | 827 | (1,719) | (2,664) |
Series C convertible preferred stock | ||||
Allocation of net income (loss) to Class A and B common stockholders and Series C convertible preferred stockholders for basic net income (loss) per share: | ||||
Basic net income (loss) per share | $ (207) | $ 268 | $ (558) | $ (865) |
Basic and Diluted Net Income 29
Basic and Diluted Net Income (Loss) Per Common Share - Summary of Weighted Shares Outstanding Utilized in Determining Denominator for Basic and Diluted Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Denominator – weighted average as converted | ||||
Total basic weighted average shares outstanding | 7,317 | 7,267 | 7,309 | 7,267 |
Total diluted weighted average shares outstanding | 7,317 | 7,267 | 7,309 | 7,267 |
Options to purchase shares of common stock and other stock-based awards outstanding which are not included in the calculation of diluted net income per share because their impact is anti-dilutive | 408 | 408 | 418 | 399 |
Class A common stock | ||||
Denominator – weighted average as converted | ||||
Total basic weighted average shares outstanding | 4,217 | 4,167 | 4,209 | 4,167 |
Class B common stock | ||||
Denominator – weighted average as converted | ||||
Total basic weighted average shares outstanding | 2,340 | 2,340 | 2,340 | 2,340 |
Series C convertible preferred stock | ||||
Denominator – weighted average as converted | ||||
Total basic weighted average shares outstanding | 760 | 760 | 760 | 760 |
Basic and Diluted Net Income 30
Basic and Diluted Net Income (Loss) Per Common Share - Summary of Calculated Net Income (Loss) Per Share (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Class A common stock | ||||
Basic net income (loss) per share allocated to stockholders: | ||||
Basic net income (loss) per share allocated to stockholders | $ (0.27) | $ 0.35 | $ (0.73) | $ (1.14) |
Class B common stock | ||||
Basic net income (loss) per share allocated to stockholders: | ||||
Basic net income (loss) per share allocated to stockholders | (0.27) | 0.35 | (0.73) | (1.14) |
Series C convertible preferred stock | ||||
Basic net income (loss) per share allocated to stockholders: | ||||
Basic net income (loss) per share allocated to stockholders | $ (0.27) | $ 0.35 | $ (0.73) | $ (1.14) |
Operating Segments - Additional
Operating Segments - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2018Segment | |
Segment Reporting [Abstract] | |
Number of reporting segment units | 2 |
Operating Segments - Summary of
Operating Segments - Summary of Operating Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Net revenue: | |||||
Net revenue | $ 34,780 | $ 34,181 | $ 68,686 | $ 65,531 | |
Engineering and programming expenses: | |||||
Engineering and programming expenses | 6,529 | 6,818 | 13,260 | 15,435 | |
Selling, general and administrative expenses: | |||||
Selling, general and administrative expenses | 13,249 | 16,563 | 28,137 | 31,050 | |
Corporate expenses | 3,440 | 2,793 | 6,403 | 5,237 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 971 | 1,111 | 1,996 | 2,243 | |
Gain on the disposal of assets, net of disposal costs: | |||||
Gain on the disposal of assets, net of disposal costs | (12,826) | (12,827) | |||
Recapitalization costs: | |||||
Recapitalization costs | 1,045 | 3,263 | 1,756 | 4,089 | |
Impairment charges: | |||||
Impairment charges | 483 | 483 | |||
Other operating income: | |||||
Other operating income | (50) | (51) | |||
Operating income (loss): | |||||
Operating income (loss) | 9,113 | 16,459 | 16,702 | 20,304 | |
Capital expenditures: | |||||
Capital expenditures | 733 | 174 | 981 | 450 | |
Assets | |||||
Total Assets | 437,388 | 437,388 | $ 435,904 | ||
Operating Segments | Radio | |||||
Net revenue: | |||||
Net revenue | 31,279 | 31,279 | 60,530 | 59,503 | |
Engineering and programming expenses: | |||||
Engineering and programming expenses | 5,365 | 5,672 | 10,830 | 11,871 | |
Selling, general and administrative expenses: | |||||
Selling, general and administrative expenses | 11,997 | 14,932 | 24,154 | 28,068 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 409 | 460 | 836 | 936 | |
Gain on the disposal of assets, net of disposal costs: | |||||
Gain on the disposal of assets, net of disposal costs | (12,826) | (12,826) | |||
Other operating income: | |||||
Other operating income | (12) | (12) | |||
Operating income (loss): | |||||
Operating income (loss) | 13,520 | 23,041 | 24,722 | 31,454 | |
Capital expenditures: | |||||
Capital expenditures | 648 | 111 | 873 | 313 | |
Assets | |||||
Total Assets | 380,713 | 380,713 | 378,472 | ||
Operating Segments | Television | |||||
Net revenue: | |||||
Net revenue | 3,501 | 2,902 | 8,156 | 6,028 | |
Engineering and programming expenses: | |||||
Engineering and programming expenses | 1,164 | 1,146 | 2,430 | 3,564 | |
Selling, general and administrative expenses: | |||||
Selling, general and administrative expenses | 1,252 | 1,631 | 3,983 | 2,982 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 504 | 559 | 1,041 | 1,118 | |
Gain on the disposal of assets, net of disposal costs: | |||||
Gain on the disposal of assets, net of disposal costs | (1) | ||||
Impairment charges: | |||||
Impairment charges | 483 | 483 | |||
Other operating income: | |||||
Other operating income | (38) | (38) | |||
Operating income (loss): | |||||
Operating income (loss) | 136 | (434) | 257 | (1,635) | |
Capital expenditures: | |||||
Capital expenditures | 57 | 44 | 74 | 67 | |
Assets | |||||
Total Assets | 53,915 | 53,915 | 54,836 | ||
Corporate, Non-Segment | |||||
Selling, general and administrative expenses: | |||||
Corporate expenses | 3,440 | 2,793 | 6,403 | 5,237 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 58 | 92 | 119 | 189 | |
Recapitalization costs: | |||||
Recapitalization costs | 1,045 | 3,263 | 1,756 | 4,089 | |
Other operating income: | |||||
Other operating income | (1) | ||||
Operating income (loss): | |||||
Operating income (loss) | (4,543) | (6,148) | (8,277) | (9,515) | |
Capital expenditures: | |||||
Capital expenditures | 28 | $ 19 | 34 | $ 70 | |
Assets | |||||
Total Assets | $ 2,760 | $ 2,760 | $ 2,596 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Income Tax [Line Items] | ||
U.S. federal income tax rate | 21.00% | |
Significant of uncertain tax positions requiring recognition | $ 0 | $ 0 |
Federal | ||
Income Tax [Line Items] | ||
Open tax year | 2010 2011 2012 2013 2014 2015 2016 2017 | |
State and Local | ||
Income Tax [Line Items] | ||
Open tax year | 2010 2011 2012 2013 2014 2015 2016 2017 | |
Puerto Rico Tax Authorities | ||
Income Tax [Line Items] | ||
Open tax year | 2012 2013 2014 2015 2016 2017 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | Nov. 02, 2017 | Jun. 30, 2016 | Jun. 30, 2018 | Dec. 31, 2017 |
Commitments And Contingencies [Line Items] | ||||
Redemption of Series B preferred stock at face value plus accrued dividends | $ 170,448,000 | $ 165,581,000 | ||
Income tax examination, liability settled | $ 300,000 | |||
State Tax Assessment | ||||
Commitments And Contingencies [Line Items] | ||||
Tax assessment period | 2010 2011 2012 2013 | |||
State Tax Assessment | Tax Year 2014 | ||||
Commitments And Contingencies [Line Items] | ||||
Open tax year | 2,014 | |||
Local Jurisdiction | ||||
Commitments And Contingencies [Line Items] | ||||
Income tax examination, liability settled | $ 200,000 | |||
Local Tax Assessment | ||||
Commitments And Contingencies [Line Items] | ||||
Tax assessment period, beginning date | Jun. 1, 2005 | |||
Tax assessment period, ending date | May 31, 2015 | |||
Proposed underpaid tax, applicable interest and penalties amount | $ 1,439,452 | |||
Local tax assessment, estimated probable loss | $ 391,000 | |||
Series B Preferred Stock Litigation | ||||
Commitments And Contingencies [Line Items] | ||||
Claiming percentage of litigation | 94.16% | |||
Redemption of Series B preferred stock at face value plus accrued dividends | $ 170,400,000 | |||
Loss contingency, description of damages sought | The complaint requests relief including, among other things, an order interpreting and enforcing the Certificate of Designations, preventing us from making any additional payments on the Notes and requiring us to redeem the Series B preferred stock at face value plus accrued dividends (or approximately $170.4 million as of June 30, 2018), as well as unspecified money damages and a declaration that Section 10.4 of the Charter is invalid. | |||
Gutierrez-Ortiz Lawsuit | ||||
Commitments And Contingencies [Line Items] | ||||
Damages sought value | $ 3,500,000 |
Impairment of FCC Broadcastin35
Impairment of FCC Broadcasting Licenses - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Fair Value Disclosures [Abstract] | |
Discounted cash flow projections period | 10 years |
Non-cash impairment loss | $ 0.5 |
Tax benefit related to impairment loss | $ 0.2 |
Impairment of FCC Broadcastin36
Impairment of FCC Broadcasting Licenses - Summary of Key Assumptions Used in Impairment Assessment Using Significant Unobservable Inputs (Details) - Level 3 - Discounted Cash Flow Methodology - Fair Value, Measurements, Nonrecurring | Jun. 30, 2018 |
Discount Rate | Radio FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 9.5 |
Discount Rate | Television FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 12 |
Long-term Revenue Growth Rate | Television FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 0.5 |
Mature Market Share | Television FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 2 |
Mature Operating Profit Margin | Radio FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 30.1 |
Mature Operating Profit Margin | Television FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 24 |
Minimum | Long-term Revenue Growth Rate | Radio FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 1 |
Minimum | Mature Market Share | Radio FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 2.7 |
Maximum | Long-term Revenue Growth Rate | Radio FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 1.5 |
Maximum | Mature Market Share | Radio FCC Licenses | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Alternative investment, measurement input | 4.4 |
Fair Value Measurement Disclo37
Fair Value Measurement Disclosures - Estimated Fair Values of Financial Instruments (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Carrying Amount | Significant other observable inputs (Level 2) | 12.5% Senior Secured Notes | ||
Estimated fair values of financial instruments | ||
12.5% senior secured notes | $ 260.3 | $ 260.3 |
Carrying Amount | Series B Preferred Stock | Significant unobservable inputs (Level 3) | ||
Estimated fair values of financial instruments | ||
10 3/4% Series B cumulative exchangeable redeemable preferred stock | 170.4 | 165.6 |
Fair Value | Significant other observable inputs (Level 2) | 12.5% Senior Secured Notes | ||
Estimated fair values of financial instruments | ||
12.5% senior secured notes | 271.4 | 269.1 |
Fair Value | Series B Preferred Stock | Significant unobservable inputs (Level 3) | ||
Estimated fair values of financial instruments | ||
10 3/4% Series B cumulative exchangeable redeemable preferred stock | $ 38.9 | $ 38.1 |
Fair Value Measurement Disclo38
Fair Value Measurement Disclosures - Estimated Fair Values of Financial Instruments (Parenthetical) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
12.5% Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate on senior secured notes | 12.50% | 12.50% |
Significant other observable inputs (Level 2) | 12.5% Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Interest rate on senior secured notes | 12.50% | 12.50% |
Series B Preferred Stock | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cumulative exchangeable redeemable preferred stock dividend rate | 10.75% | 10.75% |
Series B Preferred Stock | Significant unobservable inputs (Level 3) | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cumulative exchangeable redeemable preferred stock dividend rate | 10.75% | 10.75% |
Fair Value Measurement Disclo39
Fair Value Measurement Disclosures - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($) | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Non-cash impairment loss | $ 0.5 | |
Discounted Cash Flow Methodology | Level 3 | FCC Television Broadcasting Licenses | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Broadcasting license carrying amount | $ 2.8 | 2.8 |
Broadcasting license implied fair value | 2.3 | $ 2.3 |
Non-cash impairment loss | $ 0.5 |
12.5% Senior Secured Notes - Ad
12.5% Senior Secured Notes - Additional Information (Details) - 12.5% Senior Secured Notes - USD ($) | Jul. 01, 2018 | May 08, 2017 | Jun. 30, 2018 | Dec. 31, 2017 | Feb. 07, 2012 |
Debt Instrument [Line Items] | |||||
Notes issued principal amount | $ 275,000,000 | ||||
Issue price percentage of principal amount | 97.00% | ||||
Senior secured notes, maturity date | Apr. 15, 2017 | ||||
Debt instrument, event of default description | On April 17, 2017 (being the payment date following the Saturday, April 15, 2017 maturity date). | ||||
Notes outstanding | $ 260,300,000 | ||||
Interest rate on Senior secured notes | 12.50% | 12.50% | |||
Additional interest rate | 2.00% | ||||
New York | Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Gross proceeds from sale of real estate | $ 14,000,000 | ||||
Expected repayments of debt | $ 10,400,000 | ||||
Minimum | |||||
Debt Instrument [Line Items] | |||||
Secured leverage ratio | 4.75% | ||||
Maximum | |||||
Debt Instrument [Line Items] | |||||
Secured leverage ratio | 4.75% | ||||
Forbearance Agreement | |||||
Debt Instrument [Line Items] | |||||
Frequency of interest payment | monthly | ||||
Debt instrument, periodic payment, interest | $ 2,864,583 | ||||
Debt instrument payment period | As part of the Forbearance Agreement, the Company agreed to make monthly interest payments of $2,864,583 on the Notes for the 30 day periods ending on May 15, 2017 and June 15, 2017, rather than on a semi-annual basis as required by the Indenture. | ||||
Percentage of principal amount agreed to pay as consent fee | 0.35% | ||||
Forbearance Agreement | Minimum | |||||
Debt Instrument [Line Items] | |||||
Percentage of outstanding senior notes holders agreed to forbear from exercising rights | 75.00% |
10 3_4% Series B Cumulative E41
10 3/4% Series B Cumulative Exchangeable Redeemable Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 02, 2017 | Oct. 15, 2013 | Oct. 15, 2011 | Oct. 15, 2010 | Oct. 15, 2009 | Apr. 05, 2004 | Oct. 30, 2003 | Jun. 30, 2018 | Dec. 31, 2017 | Oct. 30, 2008 | Feb. 18, 2004 |
Series B Preferred Stock Litigation | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Claiming percentage of litigation | 94.16% | ||||||||||
Series A Preferred Stock | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Preferred stock par value per share | $ 0.01 | ||||||||||
Liquidation preference per share | $ 1,000 | ||||||||||
Gross proceeds from the issuance of Series A preferred Stock | $ 75,000 | ||||||||||
Series A Preferred Stock | Private Placement | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Preferred stock, shares issued | 75,000 | ||||||||||
Series B Preferred Stock | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Preferred stock, shares issued | 90,549 | 90,549 | |||||||||
Preferred stock par value per share | $ 0.01 | ||||||||||
Liquidation preference per share | $ 1,000 | $ 1,000 | |||||||||
Shares of Series B preferred stock exchanged for Series A preferred stock | 76,702 | ||||||||||
Purchase price percentage as of aggregate liquidation preference | 101.00% | ||||||||||
Rate of redemption of Preferred stock for cash | 100.00% | 101.792% | 103.583% | ||||||||
Rate of redemption of Preferred stock at purchase price | 100.00% | ||||||||||
Dividends on the Series B preferred stock | 10.75% | 10.75% | |||||||||
Increase in carrying value of preferred stock | $ 17,300 | ||||||||||
Stock requested to be repurchased | 92,223 | ||||||||||
Purchase price of stock requested to be repurchased | $ 126,900 | ||||||||||
Stock repurchased | 1,800 | ||||||||||
Purchase price of stock repurchased | $ 2,500 | ||||||||||
Offer price in cash as percentage of liquidation preference | 101.00% | ||||||||||
Aggregate cumulative unpaid dividends on outstanding shares | $ 79,899 | $ 75,032 | |||||||||
Series B Preferred Stock | Maximum | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Percentage of ownership on outstanding equity to be held by foreign entities | 25.00% | ||||||||||
Series B Preferred Stock | Series B Preferred Stock Litigation | Minimum | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Percentage of collective ownership of outstanding stock by foreign entities | 63.00% |
Assets Held for Sale - Addition
Assets Held for Sale - Additional Information (Details) $ in Thousands | Jul. 19, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2016Building | Dec. 31, 2017USD ($) |
Long Lived Assets Held For Sale [Line Items] | ||||
Carrying value of facilities | $ 409 | $ 409 | ||
Assets held for sale | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Number of property held for sale | Building | 1 | |||
Disposed of by Sale | New York Facilities | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Changes to plan of facilities sale, description | After the quarter ended June 30, 2018 and pursuant to an agreement entered into by the Company, as of September 12, 2017, with 26 W. 56 LLC, the Company closed on the sale of its New York facilities with a carrying value of $0.4 million for $14.0 million, exclusive of closing costs, on July 19, 2018. The Company will recognize a gain on the sale of the New York facilities in the third quarter of 2018. Additionally, the sale of the New York facilities resulted in net proceeds of $10.4 million to the Company, as defined by the Indenture governing the Notes, which is calculated differently than the recognized gain for financial reporting purposes. In order to arrive at net proceeds, as defined by the Indenture, the Company is permitted to hold back certain amounts related to taxes, relocation expenses and capital expenditures that are expected to become payable in the future. The net proceeds of $10.4 million will be used to repay a portion of the Notes during the third quarter of 2018. | |||
Agreement entered date for sale of facilities | Sep. 12, 2017 | |||
Disposed of by Sale | Subsequent Event | New York Facilities | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Carrying value of facilities | $ 400 | |||
Purchase price of facilities, excluding closing costs | 14,000 | |||
Net proceeds from sale of facility | $ 10,400 |
Assets Held for Sale - Summary
Assets Held for Sale - Summary of Assets Held for Sale (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Discontinued Operations And Disposal Groups [Abstract] | ||
Property and equipment, net | $ 409 | $ 409 |
Assets held for sale | $ 409 | $ 409 |