Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 06, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Trading Symbol | SALM | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | SALEM MEDIA GROUP, INC. | |
Entity Central Index Key | 0001050606 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Class A Common Stock, $0.01 par value per share | |
Entity File Number | 000-26497 | |
Entity Tax Identification Number | 77-0121400 | |
Entity Address, Address Line One | 6400 NORTH BELT LINE ROAD | |
Entity Address, City or Town | IRVING | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75063 | |
City Area Code | 469 | |
Local Phone Number | 586-0080 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 21,663,091 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,553,696 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 0 | $ 0 |
Accounts receivable (net of allowances of $7,939 in 2022 and $8,480 in 2023) | 29,558 | 30,756 |
Unbilled revenue | 2,360 | 2,890 |
Income tax receivable | 343 | 195 |
Other receivables (net of allowances of $586 in 2022 and $640 in 2023) | 1,621 | 1,817 |
Inventories | 1,383 | 1,513 |
Prepaid expenses | 10,186 | 7,619 |
Assets held for sale | 8,344 | 267 |
Total current assets | 53,795 | 45,057 |
Notes receivable (net of allowance of $571 in 2022 and $466 in 2023) | 952 | 922 |
Property and equipment (net of accumulated depreciation of $191,638 in 2022 and $192,540 in 2023) | 80,077 | 81,296 |
Operating lease right-of-use assets | 45,106 | 43,671 |
Financing lease right-of-use assets | 73 | 63 |
Broadcast licenses | 260,193 | 303,774 |
Goodwill | 22,766 | 24,085 |
Amortizable intangible assets (net of accumulated amortization of $59,383 in 2022 and $60,636 in 2023) | 4,275 | 2,149 |
Deferred financing costs | 77 | 681 |
Other assets | 3,986 | 3,424 |
Total assets | 471,300 | 505,122 |
Current liabilities: | ||
Accounts payable | 9,484 | 6,539 |
Accrued expenses | 16,666 | 17,495 |
Accrued compensation and related expenses | 9,125 | 10,298 |
Accrued interest | 3,861 | 949 |
Contract liabilities | 12,725 | 11,901 |
Deferred rent income | 109 | 122 |
Current portion of operating lease liabilities | 8,900 | 8,305 |
Current portion of financing lease liabilities | 36 | 43 |
Current portion of long-term debt | 20,524 | 8,958 |
Total current liabilities | 81,430 | 64,610 |
Long-term debt, less current portion | 152,611 | 150,367 |
Operating lease liabilities, less current portion | 42,808 | 42,406 |
Financing (capital) lease liabilities, less current portion | 38 | 39 |
Deferred income taxes | 55,077 | 66,732 |
Contract liabilities, long-term | 3,534 | 1,886 |
Deferred rent income, less current portion | 3,590 | 3,659 |
Other long-term liabilities | 60 | 66 |
Total liabilities | 339,148 | 329,765 |
Commitments and contingencies (Note 13) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 249,160 | 248,820 |
Accumulated \deficit | (83,290) | (39,745) |
Treasury stock, at cost (2,317,650 shares at December 31, 2022 and September 30, 2023) | (34,006) | (34,006) |
Total stockholders' equity | 132,152 | 175,357 |
Total liabilities and stockholders' equity | 471,300 | 505,122 |
Common Class A [Member] | ||
Stockholders' Equity: | ||
Common stock | 232 | 232 |
Common Class B [Member] | ||
Stockholders' Equity: | ||
Common stock | $ 56 | $ 56 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Trade accounts receivable, allowances | $ 8,480 | $ 7,939 |
Allowance for Doubtful Other Receivables, Current | 640 | 586 |
Notes receivable, allowance | 466 | 571 |
Property and equipment, accumulated depreciation | 192,540 | 191,638 |
Amortizable intangible assets, accumulated amortization | $ 60,636 | $ 59,383 |
Treasury stock, shares | 2,317,650 | 2,317,650 |
Common Class A [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 80,000,000 | 80,000,000 |
Common stock, issued | 23,980,741 | 23,980,741 |
Common stock, outstanding | 21,663,091 | 21,663,091 |
Common Class B [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 20,000,000 | 20,000,000 |
Common stock, issued | 5,553,696 | 5,553,696 |
Common stock, outstanding | 5,553,696 | 5,553,696 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Total net revenue | $ 63,497 | $ 66,862 | $ 192,760 | $ 198,153 |
Operating expenses: | ||||
Broadcast operating expenses, exclusive of depreciation and amortization shown below (including $449 and $557 for the three months ended September 30, 2022 and 2023, respectively, and $1,350 and $1,626 for the nine months ended September 30, 2022 and 2023, respectively, paid to related parties) | 42,171 | 41,178 | 128,498 | 120,837 |
Legal settlement | 0 | 3,825 | 0 | 4,776 |
Digital media operating expenses, exclusive of depreciation and amortization shown below | 8,496 | 8,333 | 26,516 | 25,079 |
Publishing operating expenses exclusive of depreciation and amortization shown below | 5,939 | 6,542 | 17,341 | 16,441 |
Unallocated corporate expenses exclusive of depreciation and amortization shown below (including $82 and $0 for the three months ended September 30, 2022 and 2023, respectively, and $250 and $17 for the nine months ended September 30, 2022 and 2023, respectively, paid to related parties) | 4,514 | 4,840 | 14,165 | 14,431 |
Debt modification costs | 0 | 2 | 0 | 250 |
Depreciation | 2,816 | 2,737 | 8,540 | 8,537 |
Amortization | 561 | 297 | 1,751 | 963 |
Change in the estimated fair value of contingent earn-out consideration | (100) | 0 | (102) | (5) |
Impairment of indefinite-lived long-term assets other than goodwill | 35,113 | 7,725 | 38,376 | 11,660 |
Impairment of goodwill | 733 | 0 | 2,580 | 127 |
Net (gain) loss on the disposition of assets | (456) | 167 | (334) | (8,461) |
Total operating expenses | 99,787 | 75,646 | 237,331 | 194,635 |
Operating income (loss) | (36,290) | (8,784) | (44,571) | 3,518 |
Other income (expense): | ||||
Interest income | 14 | 17 | 40 | 166 |
Interest expense | (3,626) | (3,142) | (10,596) | (9,925) |
Gain (loss) on early retirement of long-term debt | 0 | 0 | (60) | (18) |
Earnings (loss) from equity method investment | 7 | 102 | (4) | 4,015 |
Net miscellaneous income and (expenses) | (184) | (19) | 27 | (19) |
Net loss before income taxes | (40,079) | (11,826) | (55,164) | (2,263) |
Provision for (benefit from) income taxes | (8,782) | 59 | (11,619) | (1,234) |
Net loss | $ (31,297) | $ (11,885) | $ (43,545) | $ (1,029) |
Basic loss per share data: | ||||
Basic income per share | $ (1.15) | $ (0.44) | $ (1.6) | $ (0.04) |
Diluted loss per share data: | ||||
Diluted income per share | $ (1.15) | $ (0.44) | $ (1.6) | $ (0.04) |
Basic weighted average shares outstanding | 27,216,787 | 27,216,787 | 27,216,787 | 27,202,983 |
Diluted weighted average shares outstanding | 27,216,787 | 27,216,787 | 27,216,787 | 27,202,983 |
Broadcast Revenue [Member] | ||||
Total net revenue | $ 48,966 | $ 51,136 | $ 146,986 | $ 152,020 |
Digital Media [Member] | ||||
Total net revenue | 9,965 | 10,189 | 31,335 | 31,293 |
Publishing [Member] | ||||
Total net revenue | $ 4,566 | $ 5,537 | $ 14,439 | $ 14,840 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Unallocated corporate expenses exclusive of depreciation and amortization | $ 4,514 | $ 4,840 | $ 14,165 | $ 14,431 |
Broadcast [Member] | Related Party [Member] | ||||
Operating expenses | 557 | 449 | 1,626 | 1,350 |
Unallocated corporate expenses exclusive of depreciation and amortization | $ 0 | $ 82 | $ 17 | $ 250 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Treasury Stock [Member] | Common Class A [Member] Common Stock [Member] | Common Class B [Member] Common Stock [Member] |
Balance at Dec. 31, 2021 | $ 178,211 | $ 248,438 | $ (36,509) | $ (34,006) | $ 232 | $ 56 |
Balance (in shares) at Dec. 31, 2021 | 23,922,974 | 5,553,696 | ||||
Stock-based compensation | 106 | 106 | ||||
Options exercised | 94 | 94 | ||||
Options exercised (in shares) | 40,913 | |||||
Lapse of restricted shares (in shares) | 14,854 | |||||
Net income (loss) | 1,739 | 1,739 | ||||
Balance at Mar. 31, 2022 | 180,150 | 248,638 | (34,770) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Mar. 31, 2022 | 23,978,741 | 5,553,696 | ||||
Balance at Dec. 31, 2021 | 178,211 | 248,438 | (36,509) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Dec. 31, 2021 | 23,922,974 | 5,553,696 | ||||
Net income (loss) | (1,029) | |||||
Balance at Sep. 30, 2022 | 177,508 | 248,764 | (37,538) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Sep. 30, 2022 | 23,980,741 | 5,553,696 | ||||
Balance at Mar. 31, 2022 | 180,150 | 248,638 | (34,770) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Mar. 31, 2022 | 23,978,741 | 5,553,696 | ||||
Stock-based compensation | 68 | 68 | ||||
Net income (loss) | 9,117 | 9,117 | ||||
Balance at Jun. 30, 2022 | 189,335 | 248,706 | (25,653) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Jun. 30, 2022 | 23,978,741 | 5,553,696 | ||||
Stock-based compensation | 54 | 54 | ||||
Options exercised | 4 | 4 | ||||
Options exercised (in shares) | 2,000 | |||||
Net income (loss) | (11,885) | (11,885) | ||||
Balance at Sep. 30, 2022 | 177,508 | 248,764 | (37,538) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Sep. 30, 2022 | 23,980,741 | 5,553,696 | ||||
Balance at Dec. 31, 2022 | 175,357 | 248,820 | (39,745) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Dec. 31, 2022 | 23,980,741 | 5,553,696 | ||||
Stock-based compensation | 75 | 75 | ||||
Net income (loss) | (5,154) | (5,154) | ||||
Balance at Mar. 31, 2023 | 170,278 | 248,895 | (44,899) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Mar. 31, 2023 | 23,980,741 | 5,553,696 | ||||
Balance at Dec. 31, 2022 | 175,357 | 248,820 | (39,745) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Dec. 31, 2022 | 23,980,741 | 5,553,696 | ||||
Net income (loss) | (43,545) | |||||
Balance at Sep. 30, 2023 | 132,152 | 249,160 | (83,290) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Sep. 30, 2023 | 23,980,741 | 5,553,696 | ||||
Balance at Mar. 31, 2023 | 170,278 | 248,895 | (44,899) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Mar. 31, 2023 | 23,980,741 | 5,553,696 | ||||
Stock-based compensation | 136 | 136 | ||||
Net income (loss) | (7,094) | (7,094) | ||||
Balance at Jun. 30, 2023 | 163,320 | 249,031 | (51,993) | (34,006) | $ 232 | $ 56 |
Balance (in shares) at Jun. 30, 2023 | 23,980,741 | 5,553,696 | ||||
Stock-based compensation | 129 | 129 | ||||
Net income (loss) | (31,297) | (31,297) | ||||
Balance at Sep. 30, 2023 | $ 132,152 | $ 249,160 | $ (83,290) | $ (34,006) | $ 232 | $ 56 |
Balance (in shares) at Sep. 30, 2023 | 23,980,741 | 5,553,696 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
OPERATING ACTIVITIES | |||||
Net loss | $ (43,545) | $ (1,029) | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||
Non-cash stock-based compensation | $ 129 | $ 54 | 340 | 228 | |
Depreciation and amortization | 10,291 | 9,500 | |||
Amortization of deferred financing costs | 1,277 | 732 | |||
Non-cash lease expense | 6,889 | 6,631 | |||
Accretion of acquisition-related deferred payments and contingent earn-out consideration | 14 | 0 | |||
Provision for bad debts | (1,654) | (437) | |||
Deferred income taxes | (11,655) | (1,260) | |||
Change in the estimated fair value of contingent earn-out consideration | (100) | 0 | (102) | (5) | |
Impairment of indefinite-lived long-term assets other than goodwill | 35,113 | 7,725 | 38,376 | 11,660 | |
Impairment of goodwill | 733 | 0 | 2,580 | 127 | $ 127 |
(Gain) loss on early retirement of long-term debt | 0 | 0 | 60 | 18 | |
Net (gain) loss on the disposition of assets | (456) | 167 | (334) | (8,461) | |
Changes in operating assets and liabilities: | |||||
Accounts receivable and unbilled revenue | 3,622 | (5,806) | |||
Income taxes receivable | (148) | 0 | |||
Inventories | 130 | (497) | |||
Prepaid expenses and other current assets | (2,567) | (1,664) | |||
Accounts payable and accrued expenses | 4,845 | 9,742 | |||
Operating lease liabilities | (7,298) | (6,626) | |||
Contract liabilities | (2,548) | (803) | |||
Deferred rent income | (47) | (116) | |||
Other liabilities | (6) | (518) | |||
Income taxes payable | 0 | (1,404) | |||
Net cash provided by (used in) operating activities | (1,480) | 10,012 | |||
INVESTING ACTIVITIES | |||||
Cash paid for capital expenditures net of tenant improvement allowances | (7,483) | (9,241) | |||
Capital expenditures reimbursable under tenant improvement allowances and trade agreements | (95) | (58) | |||
Deposits paid on broadcast assets and radio station acquisitions | 0 | (750) | |||
Purchases of broadcast assets and radio stations | (5,535) | (548) | |||
Purchases of digital media businesses and assets | (25) | (190) | |||
Return of equity investment in limited liability corporations | 0 | 4,500 | |||
Equity investment in limited liability corporations | (1,500) | (3,500) | |||
Proceeds from sale of assets | 4,271 | 14,151 | |||
Other | 143 | 62 | |||
Net cash provided by (used in) investing activities | (10,224) | 4,426 | |||
FINANCING ACTIVITIES | |||||
Proceeds from the issuance of 2028 Notes | 44,685 | 0 | |||
Payments to repurchase or exchange 2024 Notes | (38,966) | (15,394) | |||
Payments of debt issuance costs | (4,205) | (38) | |||
Payments of acquisition-related contingent earn-out consideration | (106) | (4) | |||
Proceeds from the exercise of stock options | 0 | 98 | |||
Payments on financing lease liabilities | (43) | (47) | |||
Book overdraft | (1,227) | 0 | |||
Net cash provided by (used in) financing activities | 11,704 | (15,385) | |||
Net increase in cash and cash equivalents | 0 | (947) | |||
Cash and cash equivalents at beginning of year | 0 | 1,785 | 1,785 | ||
Cash and cash equivalents at end of year | $ 0 | $ 838 | 0 | 838 | $ 0 |
Supplemental disclosures of cash flow information: | |||||
Cash paid for interest | 6,337 | 6,209 | |||
Cash paid for interest on finance lease liabilities | 4 | 5 | |||
Net cash paid for (received from) income taxes | 185 | 1,429 | |||
Other supplemental disclosures of cash flow information: | |||||
Barter revenue | 2,394 | 2,118 | |||
Barter expense | 2,299 | 2,104 | |||
Non-cash investing and financing activities: | |||||
Capital expenditures reimbursable under tenant improvement allowances | 95 | 58 | |||
Right-of-use assets acquired through operating leases | 8,965 | 7,522 | |||
Right-of-use assets acquired through financing leases | 41 | 20 | |||
Net assets and liabilities assumed in a non-cash acquisition | 5,020 | 0 | |||
Estimated present value of contingent-earn out consideration | 358 | 2 | |||
Abl Facility [Member] | |||||
FINANCING ACTIVITIES | |||||
Proceeds from borrowings under ABL Facility | 162,428 | 26,231 | |||
Payments on ABL Facility | $ (150,862) | $ (26,231) |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | NOTE 1. BUSINESS AND BASIS OF PRESENTATION Business Salem Media Group, Inc. (“Salem,” “we,” “us,” “our” or the “company”) is a domestic multimedia company specializing in Christian and conservative content. Our media properties include radio broadcasting, digital media, and publishing entities. We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which are discussed in Note 15 – Segment Data. Basis of Presentation The accompanying Condensed Consolidated Financial Statements of Salem include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. Information with respect to the three and nine months ended September 30, 2023 and 2022 is unaudited. The accompanying unaudited Condensed Consolidated Financial Statements 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 S-X. 10-K The balance sheet at December 31, 2022 included in this report has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP. Certain reclassifications have been made to the prior year financial statements to conform to the presentation in the current year, which had no impact on the previously reported financial statements. Equity Method Investment We invested in OneParty America LLC (“OPA”), an entity formed for the purpose of developing, producing, and distributing a documentary motion picture. We analyzed our investment to determine the degree to which we influenced OPA. The determination of the degree to which we can influence an investee requires extensive analysis depending on the terms and nature of each investment. We reviewed OPA in accordance with the guidance within Accounting Standards Codification (“ASC”) 810 , Consolidation 323-30 , Investments – Equity Method and Joint Ventures We recorded our equity method investment at cost with subsequent adjustments to the carrying value for our share of the earnings or losses of OPA. Distributions received from the equity method investment were recorded as reductions in the carrying value of such investment and are classified on the unaudited condensed consolidated interim statements of cash flows pursuant to the cumulative earnings approach. Under the cumulative earnings approach, distributions received are accounted for as a return on investment in cash inflows from operating activities unless the cumulative distributions received exceed the cumulative equity in earnings recognized from the investment. When such an excess occurs, the current period distributions up to this excess are considered returns of investment and are classified as cash inflows from investing activities. The documentary motion picture, 2000 Mules We monitor equity method investments for impairment and records a reduction in the carrying value if the carrying exceeds the estimated fair value. An impairment charge is recorded when such impairment is deemed to be other than temporary. To determine whether an impairment is other than temporary, we consider our ability and intent to hold the investment until the carrying amount is fully recovered. Circumstances that indicate an impairment may have occurred include factors such as decreases in quoted market prices or declines in the operations of the investee. The evaluation of the investment for potential impairment requires us to exercise significant judgment and to make certain assumptions. The use of different judgments and assumptions could result in different conclusions. There were no indications of impairment at September 30, 2023. Use of Estimates Our condensed consolidated financial statements are prepared in accordance with GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. These estimates require the use of judgment as future events, and the effect of these events cannot be predicted with certainty. Our estimates may change as new events occur and additional information emerges, and such changes are recognized or disclosed in our consolidated financial statements. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. Significant areas for which management uses estimates include: • revenue recognition; • asset impairments, including broadcasting licenses and goodwill; • contingency reserves; • allowance for doubtful accounts; • barter transactions; • assessment of contract-based factors, asset-based factors, entity-based factors and market-based factors to determine the lease term impacting Right-Of-Use • determining the Incremental Borrowing Rate (“IBR”) for calculating ROU assets and lease liabilities |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no changes to our significant accounting policies described in Note 2 to our Annual Report on Form 10-K Recent Accounting Pronouncements Changes to accounting principles are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Update (“ASUs”) to the FASB’s Codification. We consider the applicability and impact of all ASUs on our financial position, results of operations, cash flows, or presentation thereof. Described below are ASUs that may be applicable to our financial position, results of operations, cash flows, or presentation thereof. ASUs not listed below were assessed and determined to not be applicable to our financial position, results of operations, cash flows, or presentation thereof. Accounting Standards Adopted in 2023 In September 2022, the FASB issued ASU 2022-04 , Liabilities – Supplier Finance Programs (Subtopic 405-50): No. 2022-04 In March 2022, the FASB issued ASU 2022-02, Troubled Debt Restructurings (“TDRs”) and Vintage Disclosures Financial Instruments – Credit Losses No. 2022-02 In October 2021 , - , Business Combinations (Topic 805 ): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers 606 No. 2021-08 Recent Accounting Standards or Updates Not Yet Effective In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842) – Common Control Arrangements effective for fiscal years beginning after December 15, 2023 (fiscal 2024), including interim periods within those fiscal years. Early adoption is p guidance . In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820) Fair Value Measurement of Equity Securities Subject to Contractual Sales Restrictions |
Recent Transactions
Recent Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Text Block [Abstract] | |
Recent Transactions | NOTE 3. RECENT TRANSACTIONS During the nine-month period ended September 30, 2023, we completed or entered into the following transactions: Related Party Transaction On May 25, 2023, we sold to a related party the economic interests in the leases at our Greenville, South Carolina radio transmitter site for $3.5 million resulting in a pre-tax Debt Transactions Because the availability of our ABL Facility was less than $4.5 million during the quarter, we were required to test against the fixed charge coverage ratio covenant. The fixed charge coverage ratio was below the required 1.0 to 1.0 On March 20, 2023, we issued $44.7 million in new 7.125% Senior Secured Notes due 2028 (“2028 Notes”) at a discount of $41.9 million resulting in an effective yield of 8.625%. We used a portion of the proceeds of this borrowing to redeem the remaining $36.5 million of 6.75% Senior Secured Notes due 2024 (“2024 Notes”). The redemption of the 2024 Notes closed on March 27, 2023. On January 19, 2023, we repurchased $2.5 million of the 2024 Notes at 97.25% of face value recognizing a gain of $39,000 after adjusting for debt issue costs. Acquisitions On March 24, 2023, we closed on the acquisition of Digital Felt Productions and the digital content library through its www.digitalfelt.com domain and website for $25,000 in cash. On February 1, 2023, we closed on the acquisition of the George Gilder Report and other digital newsletters and related website assets. We assumed the deferred subscription liabilities paying no cash at the time of closing. We will pay the seller 25% of net revenue generated from sales of most Eagle Financial products during the next year to subscribers who are on George Gilder subscriber lists that are not already on Eagle Financial lists. We recorded goodwill of approximately $1.2 million associated with the expected synergies to be realized upon combining the operations into our digital media platform within Eagle Financial Publications. The accompanying Condensed Consolidated Statement of Operations reflects the operating results of this entity as of the closing date within our digital media segment. On January 10, 2023, we closed on the acquisition of radio stations WWFE-AM, WRHC-AM, On January 6, 2023, we closed on the acquisition of radio station WMYM-AM The total purchase price consideration for our business acquisitions and asset purchases during the nine-month period ending September 30, 2023, is as follows: Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 5,568 Escrow deposits paid in prior years 750 Fair value of contingent earn-out 263 Total purchase price consideration $ 6,581 The allocations presented in the table below are based upon estimates of the fair values using valuation techniques including income, cost and market approaches. The following preliminary purchase price allocations are based upon the valuation of assets and these estimates and assumptions are subject to change as we obtain additional information during the measurement period, which may be up to one year from the acquisition date. Differences between the preliminary and final valuation could be substantially different from the initial estimate. Net Broadcast Net Digital Media Total Assets Property and equipment $ 2,671 $ 39 $ 2,710 Broadcast licenses 3,542 — 3,542 Goodwill 80 1,181 1,261 Domain and brand names — 718 718 Subscriber base and lists — 1,769 1,769 Non-Compete — 1,601 1,601 Liabilities Contract liabilities — (5,020 ) (5,020 ) $ 6,293 $ 288 $ 6,581 Divestitures On July 21, 2023 we sold radio station KNTS-AM pre-tax On July 13, 2023 we sold radio station KLFE-AM pre-tax KLFE-AM Pending Transactions We invested in a limited liability company that will own, distribute, and market a motion picture. The investment of $1.5 million at September 30, 2023 is reflected at cost in other assets. On October 17, 2023 we entered into an agreement to sell land in Sarasota, Florida for $9.5 million. The closing is conditional upon getting the property rezoned, and we expect to close the sale in late 2024. On September 29, 2023 we entered into an agreement to sell Salem Church Products for $30.0 million. At closing we will receive $22.5 million in cash and a promissory note of $7.5 million. The principal shall be due and payable in three installments in the amount of $2.5 million starting the one-year million carrying value of the assets were reclassed as held for sale as of September 30, 2023. We expect to close the sale in the fourth quarter of this year. On September 1, 2023 we entered into an agreement to sell radio station WTWD-AM million carrying value of the assets were reclassed as held for sale as of September 30, 2023. We expect to close the sale in the fourth quarter of this year. On August 17, 2023 we entered into an agreement to sell radio stations WGTK-FM, WRTH-FM WLTE-FM million carrying value of the assets were reclassed as held for sale as of September 30, 2023. The sale closed on November 6, 2023. On June 29, 2023 we entered into an agreement to sell radio station KSAC-FM KSAC-FM pre-tax 2023. We expect to close the sale in the fourth quarter of this year. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | NOTE 4. REVENUE RECOGNITION The following table presents our revenues disaggregated by revenue source for each of our operating segments : Nine Months Ended September 30, 2023 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 40,324 $ — $ — $ 40,324 Block Programming – Local 18,291 — — 18,291 Broadcast Programming Revenue 58,615 — — 58,615 Spot Advertising – National 8,743 — — 8,743 Spot Advertising – Local 29,229 — — 29,229 Network Advertising 15,351 — — 15,351 Broadcast Advertising Revenue 53,323 — — 53,323 Infomercials 492 — — 492 Other Revenue 6,670 — — 6,670 Other Broadcast Revenue 7,162 — — 7,162 Digital Advertising 22,468 11,637 — 34,105 Digital Streaming 4,284 2,505 — 6,789 Digital Downloads 164 5,321 — 5,485 Digital Subscriptions 616 11,760 — 12,376 Other Digital Revenue 354 112 — 466 Digital Revenue 27,886 31,335 — 59,221 Book Sales — — 8,718 8,718 Estimated Sales Returns & Allowances — — (554 ) (554 ) Net Book Sales — — 8,164 8,164 E-Book — — 737 737 Self-Publishing Fees — — 5,002 5,002 Other Publishing Revenue — — 536 536 Publishing Revenue — — 14,439 14,439 $ 146,986 $ 31,335 $ 14,439 $ 192,760 Timing of Revenue Recognition Point in Time $ 145,657 $ 31,335 $ 14,439 $ 191,431 Rental Income (1) 1,329 — — 1,329 $ 146,986 $ 31,335 $ 14,439 $ 192,760 Nine Months Ended September 30, 2022 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 39,998 $ — $ — $ 39,998 Block Programming – Local 18,183 — — 18,183 Broadcast Programming Revenue 58,181 — — 58,181 Spot Advertising – National 11,344 — — 11,344 Spot Advertising – Local 31,915 — — 31,915 Network Advertising 15,961 — — 15,961 Broadcast Advertising Revenue 59,220 — — 59,220 Infomercials 569 — — 569 Other Revenue 6,789 — — 6,789 Other Broadcast Revenue 7,358 — — 7,358 Digital Advertising 21,042 13,453 — 34,495 Digital Streaming 3,915 2,687 — 6,602 Digital Downloads 546 5,485 — 6,031 Digital Subscriptions 731 9,549 — 10,280 Other Digital Revenue 1,027 119 — 1,146 Digital Revenue 27,261 31,293 — 58,554 Book Sales — — 10,816 10,816 Estimated Sales Returns & Allowances — — (2,799 ) (2,799 ) Net Book Sales — — 8,017 8,017 E-Book — — 937 937 Self-Publishing Fees — — 5,189 5,189 Other Publishing Revenue — — 697 697 Publishing Revenue — — 14,840 14,840 $ 152,020 $ 31,293 $ 14,840 $ 198,153 Timing of Revenue Recognition Point in Time $ 150,352 $ 31,293 $ 14,840 $ 196,485 Rental Income (1) 1,668 — — 1,668 $ 152,020 $ 31,293 $ 14,840 $ 198,153 (1) Rental income is not applicable to FASB ASC Topic 606, but shown for the purpose of identifying each revenue source presented in total revenue on our Condensed Consolidated Financial Statements within this report on Form 10 -Q. Refer to Footnote 4 – Revenue Recognition of our annual report on Form 10-K Contract Assets Contract Assets – Costs to Obtain a Contract: Contract Liabilities Contract liabilities consist of customer advance payments and billings in excess of revenue recognized. We may receive payments from our customers in advance of completing our performance obligations. Additionally, new customers, existing customers without approved credit terms and authors purchasing specific self-publishing services, are required to make payments in advance of the delivery of the products or performance of the services. We record contract liabilities equal to the amount of payments received in excess of revenue recognized, including payments that are refundable if the customer cancels the contract according to the contract terms. Contract liabilities were historically recorded under the caption “deferred revenue” and are reported as current liabilities on our consolidated financial statements when the time to fulfill the performance obligations under terms of our contracts is less than one year. Long-term contract liabilities represent the amount of payments received in excess of revenue earned, including those that are refundable, when the time to fulfill the performance obligation is greater than one year. Our long-term liabilities consist of subscriptions with a term of two years for which some customers have purchased and paid for multiple years. Significant changes in our contract liabilities balances during the period are as follows: Short Term Long-Term (Dollars in thousands) Balance, beginning of period January 1, 2023 $ 11,901 $ 1,886 Revenue recognized during the period that was included in the beginning balance of contract liabilities (9,039 ) — Additional amounts recognized during the period 21,346 3,131 Revenue recognized during the period that was recorded during the period (12,966 ) — Transfers 1,483 (1,483 ) Balance, end of period September 30, 2023 $ 12,725 $ 3,534 Amount refundable at beginning of period $ 11,901 $ 1,886 Amount refundable at end of period $ 12,725 $ 3,534 We expect to satisfy these performance obligations as follows: Amount For the Year Ended September 30, (Dollars in thousands) 2024 $ 12,725 2025 1,311 2026 1,336 2027 387 2028 112 Thereafter 388 $ 16,259 Significant Financing Component The length of our typical sales agreement is less than 12 months; however, we may sell subscriptions with a two-year whether the contract contains a significant financing component. The balance includes subscriptions that will be satisfied at various dates between October 1, 2023, and September 30, 2028. The difference between the promised consideration and the cash selling price of the publications is not significant. Therefore, we have concluded that subscriptions do not contain a significant financing component under FASB ASC Topic 606. Our self-publishing contracts may exceed a one-year Variable Consideration We make significant estimates related to variable consideration at the point of sale, including estimates for refunds and product returns. Under FASB ASC Topic 606, estimates of variable consideration are to be recognized before contingencies are resolved in certain circumstances, including when it is probable that a significant reversal in the amount of any estimated cumulative revenue will not occur. We enter into agreements under which the amount of revenue we earn is contingent upon the amount of money raised by our customer over the contract term. Our customer is typically a charity or programmer that purchases blocks of programming time or spots to generate revenue from our audience members. Contract terms can range from a few weeks to a few months, depending on the charity or programmer. If the campaign does not generate a pre-determined Based on the constraints for using estimates of variable consideration within FASB ASC Topic 606, and our historical experience with these campaigns, we will continue to recognize revenue at the base amount of the campaign with variable consideration recognized when the uncertainty of each campaign is resolved. These constraints include: (1) the amount of consideration received is highly susceptible to factors outside of our influence, specifically the extent to which our audience donates or contributes to our customer or programmer, (2) the length of time in which the uncertainty about the amount of consideration expected is to be resolved, and (3) our experience has shown these contracts have a large number and broad range of possible outcomes. Trade and Barter Transactions In broadcasting, trade or barter agreements are commonly used to reduce cash expenses by exchanging advertising time for goods or services. We may enter barter agreements to advertising for goods or services that can be used in our business or that can be sold to our audience under Listener Purchase Programs. The terms of these barter agreements permit us to preempt the barter advertising campaign in favor of customers who purchase the advertising campaign for cash. The value of these non-cash Trade and barter revenues and expenses were as follows: Three Months Ended Nine Months Ended 2022 2023 2022 2023 (Dollars in thousands) Net broadcast barter revenue $ 593 $ 842 $ 2,118 $ 2,394 Net broadcast barter expense $ 472 $ 719 $ 2,104 $ 2,299 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 5. PROPERTY AND EQUIPMENT We account for property and equipment in accordance with FASB ASC Topic 360-10, Property, Plant and Equipment The following is a summary of the categories of our property and equipment: As of December 31, 2022 September 30, 2023 (Dollars in thousands) Buildings $ 28,523 $ 29,449 Office furnishings and equipment 37,162 38,034 Antennae, towers and transmitting equipment 76,950 78,987 Studio, production, and mobile equipment 30,267 31,374 Computer software and website development costs 42,304 36,342 Automobiles 1,633 1,625 Leasehold improvements 19,131 19,602 $ 235,970 $ 235,413 Less accumulated depreciation (191,638 ) (192,540 ) 44,332 $ 42,873 Land $ 27,070 27,057 Construction-in-progress 9,894 10,147 Property and Equipment, net $ 81,296 $ 80,077 Depreciation expense was approximately $2.8 million and $2.7 million for the three-month periods ended September 30, 2023 and 2022, respectively, and $8.5 million for the nine-month periods ended September 30, 2023 and 2022. We review long-lived assets for impairment when events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. This review requires us to estimate the fair value of the assets using significant unobservable inputs that reflect our own assumptions about the estimates that market participants would use in measuring fair value, including assumptions about risk. If actual future results are less favorable than the assumptions and estimates we used, we are subject to future impairment charges, the amount of which may be material. There were no indications of impairment during the nine months ended September 30, 2023. |
Operating and Finance Lease Rig
Operating and Finance Lease Right-of-Use Assets | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Operating and Finance Lease Right-of-Use Assets | NOTE 6. OPERATING AND FINANCE LEASE RIGHT-OF-USE Leasing Transactions Refer to Footnote 7 – Operating and Finance Lease Right-Of-Use 10-K Due to the adverse economic impact of the COVID-19 COVID-19 Balance Sheet Supplemental balance sheet information related to leases is as follows: September 30, 2023 (Dollars in thousands) Operating Leases Related Party Other Total Operating leases ROU assets $ 8,167 $ 36,939 $ 45,106 Operating lease liabilities (current) $ 1,220 $ 7,680 $ 8,900 Operating lease liabilities (non-current) 7,214 35,594 42,808 Total operating lease liabilities $ 8,434 $ 43,274 $ 51,708 Weighted Average Remaining Lease Term Operating leases 7.3 years Finance leases 2.5 years Weighted Average Discount Rate Operating leases 8.62 % Finance leases 8.29 % Lease Expense The components of lease expense were as follows: Nine Months Ended (Dollars in thousands) Amortization of finance lease ROU Assets $ 32 Interest on finance lease liabilities 4 Finance lease expense 36 Operating lease expense 10,123 Variable lease expense 1,164 Short-term lease expense 350 Total lease expense $ 11,673 Supplemental Cash Flow Supplemental cash flow information related to leases was as follows: Nine Months Ended (Dollars in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 10,711 Operating cash flows from finance leases 3 Financing cash flows from finance leases 43 Leased assets obtained in exchange for new operating lease liabilities $ 8,965 Leased assets obtained in exchange for new finance lease liabilities 41 Maturities Future minimum lease payments under leases that had initial or remaining non-cancelable Future minimum lease Operating Leases Related Party Other Total Finance Leases Total (Dollars in thousands) 2024 $ 1,453 $ 9,546 $ 10,999 $ 38 $ 11,037 2025 1,954 9,892 11,846 20 11,866 2026 1,959 8,651 10,610 19 10,629 2027 1,624 6,966 8,590 4 8,594 2028 1,201 5,184 6,385 1 6,386 Thereafter 3,584 21,919 25,503 — 25,503 Undiscounted Cash Flows $ 11,775 $ 62,158 $ 73,933 $ 82 $ 74,015 Less: imputed interest (3,341 ) (18,884 ) (22,225 ) (8 ) (22,233 ) Total $ 8,434 $ 43,274 $ 51,708 $ 74 $ 51,782 Reconciliation to lease liabilities: Lease liabilities – current $ 1,220 $ 7,680 $ 8,900 $ 36 $ 8,936 Lease liabilities – long-term 7,214 35,594 42,808 38 42,846 Total Lease Liabilities $ 8,434 $ 43,274 $ 51,708 $ 74 $ 51,782 |
Broadcast Licenses
Broadcast Licenses | 9 Months Ended |
Sep. 30, 2023 | |
Text Block [Abstract] | |
Broadcast Licenses | NOTE 7. BROADCAST LICENSES We account for broadcast licenses in accordance with FASB ASC Topic Intangibles—Goodwill and Other . We do not amortize broadcast licenses, but rather test for impairment annually or more frequently if events or circumstances indicate that the value may be impaired. In the case of our broadcast radio stations, we would not be able to operate the properties without the related broadcast license for each property. Broadcast licenses are renewed with the FCC every for a nominal fee that is expensed as incurred. We continually monitor our stations’ compliance with the various regulatory requirements that are necessary for the FCC renewal and all of our broadcast licenses have been renewed at the end of their respective periods. We expect all of our broadcast licenses to be renewed in the future and therefore, we consider our broadcast licenses to be indefinite-lived intangible assets. We are t aware of any legal, competitive, economic, or other factors that materially limit the useful life of our broadcast licenses. The following table presents the changes in broadcasting licenses that include acquisitions and divestitures of radio stations and FM translators. Broadcast Licenses Twelve Months Ended Nine Months Ended September 30, 2023 (Dollars in thousands) Balance before cumulative loss on impairment, beginning of period $ 434,444 $ 429,890 Accumulated loss on impairment, beginning of period (114,436 ) (126,116 ) Balance after cumulative loss on impairment, beginning of period 320,008 303,774 Acquisitions of radio station and FM Translators 514 3,542 Capital projects to improve broadcast signal and strength — 200 Disposition of radio stations and FM translators (2,763 ) (234 ) Assets held for sale — (8,713 ) Loss on impairment (13,985 ) (38,376 ) Balance, end of period after cumulative loss on impairment $ 303,774 $ 260,193 Balance, end of period before cumulative loss on impairment $ 429,890 $ 419,456 Accumulated loss on impairment, end of period (126,116 ) (159,263 ) Balance, end of period after cumulative loss on impairment $ 303,774 $ 260,193 We WMYM-AM As a result of changes in macroeconomic conditions and media industry reforecasts, we performed an interim review of broadcast licenses for impairment at September 30, 2023. We updated our interim valuations from the June 2023 testing period to reflect the lower projected revenue forecast for 2022 and lower growth rates for 2023. Our September 2023 testing period also reflected an increase in the Weighted Average Cost of Capital (‘WACC’) as a result of rising interest rates. We performed an assessment of select markets of the amount by which the most recent estimated fair value exceeded the carrying value of the broadcast license and our year-to-date start-up As part of our qualitative assessment, we calculate the excess fair value, or the amount by which our latest estimated fair value exceeds the current period carrying value. Based on our analysis and review, including the financial performance of each market, we believe that a 50% excess fair value margin is a reasonable benchmark for our qualitative analysis. Markets with an excess fair value of 50% or more, which have had no significant changes in the prior valuation assumptions and key estimates, are not likely to be impaired. Markets with an excess fair value that is less than 50% are subject to further testing. Impairment testing requires an estimate of the fair value of our indefinite-lived intangible assets. We believe that these estimates of fair value are critical accounting estimates as the value is significant in relation to our total assets and the estimates incorporate variables and assumptions based on our experiences and judgment about our future operating performance. Fair value measurements use significant unobservable inputs that reflect our own assumptions about the estimates that market participants would use in measuring fair value, including assumptions about risk. If actual future results are less favorable than the assumptions and estimates used in our estimates, we are subject to future impairment charges, the amount of which may be material. The unobservable inputs are defined in FASB ASC Topic “Fair Value Measurements and Disclosures” as Level inputs discussed in detail in Note Fair Value Measurements. Based on our assessment, we engaged Bond & Pecaro, an independent third-party appraisal and valuation firm, to assist us with determining the enterprise value of 21 of our market clusters. The estimated fair value of each market cluster was determined using the Greenfield Method, a form of the income approach. The premise of the Greenfield Method is that the value of a broadcast license is equivalent to a hypothetical start-up start-up The primary assumptions used in the Greenfield Method are: (1) gross operating revenue in the station’s designated market area, (2) normalized market share, (3) normalized profit margin, (4) duration of the “ramp-up” (5) estimated start-up (6) ongoing replacement costs of fixed assets and working capital, (7) the calculations of yearly net free cash flows to invested capital; and (8) amortization of the intangible asset, or the broadcast license. The assumptions used reflect those of a hypothetical market participant and not necessarily the actual or projected results of Salem. The key estimates and assumptions used in the start-up Broadcast Licenses December 31, 2022 June 30, 2023 September 30, 2023 Risk-adjusted discount rate 9.5% 9.5% 10.0% Operating profit margin ranges 3.9% - 30.4% 3.9% - 30.4% 3.9% - 30.4% Long-term revenue growth rates 0.4% - 0.8% 0.4% - 0.8% 0.0% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. Based on our review and analysis, we determined that the carrying value of broadcast licenses in 19 of our market clusters were impaired as of the interim testing period ending September 30, 2023. We recorded an impairment charge of $35.1 million to the value of broadcast licenses in Boston, Chicago, Cleveland, Colorado Springs, Columbus, Dallas, Detroit, Greenville, Little Rock, Miami, New York, Orlando, Philadelphia, Phoenix, Portland, Sacramento, San Diego, San Francisco, and Tampa. Based on our review and analysis, we determined that the carrying value of broadcast licenses in of our market clusters were impaired as of the interim testing period ending June 30, 2023 and recorded an impairment charge of $ million to the value of broadcast licenses in Portland and San Francisco. The impairment charges were driven by an increase in the WACC and decreases in revenue growth rates over those used in the year-end The table below presents the results of our interim impairment testing under the start-up Market Cluster Excess Fair Value September 30, 2023 Boston, MA 14.0% Chicago, IL 21.5% Cleveland, OH 21.1% Colorado Springs, CO 16.0% Columbus, OH 11.8% Dallas, TX 8.2% Detroit, MI 3.2% Greenville, SC 9.2% Honolulu, HI 0.0% Little Rock, AR 23.0% Los Angeles, CA 0.0% Miami, FL 36.6% New York NY 9.5% Orlando FL 10.4% Philadelphia, PA 19.8% Phoenix, AZ 0.9% Portland, OR 23.6% Sacramento, CA 26.2% San Diego, CA 61.0% San Francisco, CA 25.9% Tampa, FL 17.4% |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | NOTE 8. GOODWILL We account for goodwill in accordance with FASB ASC Topic 350 Intangibles—Goodwill and Other As a result of changes in macroeconomic conditions and revenue forecasts, we performed an interim review of goodwill for impairment at June 30, 2023 and September 30, 2023. We assessed a variety of factors, including forecasts for the remainder of 2023 and the amount by which the prior estimated fair value exceeded the carrying value including goodwill. Based on our qualitative review, we tested one digital media entity for goodwill impairment at June 30, 2023 and two digital media entities and two publishing entities goodwill at September 30, 2023. We engaged Bond & Pecaro, an independent appraisal and valuation firm, to assist us in estimating the enterprise value of Salem Web Network, Townhall.com ® ® start-up. The following table presents the changes in goodwill including business acquisitions and dispositions as discussed in Note 3 of our Condensed Consolidated Financial Statements. Goodwill Twelve Months Ended Nine Months Ended (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 28,749 $ 28,975 Accumulated loss on impairment (4,763 ) (4,890 ) Balance, beginning of period after cumulative loss on impairment 23,986 24,085 Acquisitions of radio stations — 80 Acquisitions of digital media entities 226 1,181 Loss on impairment (127 ) (2,580 ) Ending period balance $ 24,085 $ 22,766 Balance, end of period before cumulative loss on impairment 28,975 30,236 Accumulated loss on impairment (4,890 ) (7,470 ) Ending period balance $ 24,085 $ 22,766 The key estimates and assumptions used for our enterprise valuations were as follows: Digital Media Enterprise Valuations December 31, 2022 June 30, 2023 September 30, 2023 Risk-adjusted discount rate 10.5% 10.5% 11.0% Operating profit margin ranges 0.9% –5.3% (1.5)% – 3.0% (13.6)% – Long-term revenue growth rates 0.6% 0.6% 0.5% Publishing Enterprise Valuations December 31, 2022 September 30, 2023 Risk-adjusted discount rate 10.5% 11.0% Operating profit margin ranges (9.0)% - (17.9)% – Long-term revenue growth rates 0.5% 0.5% The risk-adjusted discount rate reflects the WACC developed based on data from same or similar industry participants and publicly available market data as of the measurement date. Based on our review and analysis, we recorded an impairment charge of $0.7 million to the carrying value of goodwill associated with Townhall.com ® ® year-end |
Amortizable Intangible Assets
Amortizable Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Amortizable Intangible Assets | NOTE 9. AMORTIZABLE INTANGIBLE ASSETS The following tables provide a summary of our significant classes of amortizable intangible assets: As of September 30, 2023 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 24,186 $ (23,573 ) $ 613 Domain and brand names 20,696 (19,934 ) 762 Favorable and assigned leases 1,479 (1,479 ) — Subscriber base and lists 10,416 (8,988 ) 1,428 Author relationships 3,070 (2,846 ) 224 Non-compete 3,653 (2,405 ) 1,248 Other amortizable intangible assets 1,411 (1,411 ) — $ 64,911 $ (60,636 ) $ 4,275 As of December 31, 2022 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 24,186 $ (23,006 ) $ 1,180 Domain and brand names 19,978 (19,704 ) 274 Favorable and assigned leases 2,188 (1,975 ) 213 Subscriber base and lists 8,647 (8,531 ) 116 Author relationships 3,070 (2,771 ) 299 Non-compete 2,052 (2,044 ) 8 Other amortizable intangible assets 1,411 (1,352 ) 59 $ 61,532 $ (59,383 ) $ 2,149 Amortization Year Ended December 31, Amortization Expense (Dollars in thousands) 2023 (Oct – Dec) $ 485 2024 1,686 2025 1,500 2026 361 2027 231 Thereafter 12 Total $ 4,275 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 10. LONG-TERM DEBT Salem Media Group, Inc. has no independent assets or operations, the subsidiary guarantees relating to certain debt are full and unconditio nal Long-term debt consists of the following: December 31, 2022 September 30, 2023 (Dollars in thousands) 2028 Notes $ 114,731 $ 159,416 Less unamortized discount and debt issuance costs (3,253 ) (6,805 ) 2028 Notes, net carrying value 111,478 152,611 2024 Notes 39,035 — Less unamortized debt issuance costs (146 ) — 2024 Notes, net carrying value 38,889 — Asset-Based Revolving Credit Facility principal outstanding (1) 8,958 20,524 Long-term debt less unamortized discount and debt issuance costs $ 159,325 $ 173,135 Less current portion 8,958 20,524 Long-term debt less unamortized discount and debt issuance costs, net of current portion $ 150,367 $ 152,611 (1) As of September 30, 2023, the Asset-Based Revolving Credit Facility (“ABL”), had a borrowing base of $23.9 million, $20.5 million in outstanding borrowings, and $0.3 million of outstanding letters of credit, resulting in a $3.1 million borrowing base availability. Our weighted average interest rate was 6.85% and 7.43% at December 31, 2022, and September 30, 2023, respectively. In addition to the outstanding amounts listed above, we also have interest obligations related to our long-term debt as follows as of September 30, 2023: • $159.4 million aggregate principal amount of 2028 Notes with semi-annual interest payments at an annual rate of 7.125%; • $20.5 million outstanding borrowings under the ABL facility, with interest payments due at SOFR plus 4.0% per annum or prime rate plus 3.0% per annum; and • Commitment fee of 0.25% to 0.375% per annum on the unused portion of the ABL Facility. 2028 Notes On March 20, 2023, we issued $44.7 million in new 7.125% Senior Secured Notes due in 2028 at a discount of $41.9 million resulting in an effective yield of 8.625%. We used a portion of the proceeds of this borrowing to redeem the remaining $36.5 million of 6.75% Senior Secured Notes due. The redemption of the 2024 Notes closed on March 27, 2023. The 2028 Notes are guaranteed on a senior secured basis. We may redeem the 2028 Notes, in whole or in part, at any time prior to June 1, 2024, at a price equal to 100% of the principal amount of the 2028 Notes plus a “make-whole” premium and accrued and unpaid interest, if any, up to, but not including, the redemption date. At any time on or after June 1, 2024, we may redeem some or all of the 2028 Notes at the redemption prices (expressed as percentages of the principal amount to be redeemed) set forth in the 2028 Notes indenture, plus accrued and unpaid interest, if any, up to, but not including the redemption date. In addition, we may redeem up to 35% of the aggregate principal amount of the 2028 Notes before June 1, 2024, with the net cash proceeds from certain equity offerings at a redemption price of 107.125% of the principal amount plus accrued and unpaid interest, if any, up to, but not including the redemption date. We may also redeem up to 10% of the aggregate original principal amount of the 2028 Notes per twelve-month period, in connection with up to two redemptions in such twelve-month period, at a redemption price of 101% of the principal amount plus accrued and unpaid interest up to, but not including, the redemption date. The 2028 Notes mature on June 1, 2028, unless earlier redeemed or repurchased. Interest accrues on the 2028 Notes from September 10, 2021, and is payable semi-annually, in cash in arrears, on June 1 and December 1 of each year, commencing December 1, 2021. Based on the balance of the 2028 Notes outstanding at September 30, 2023, we are required to pay $11.4 million per year in interest. As of September 30, 2023, accrued and unpaid interest on the 2028 Notes was $3.9 million. The indenture to the 2028 Notes contains covenants that, among other things and subject in each case to certain specified exceptions, limit the ability to: (i) incur additional debt; (ii) declare or pay dividends, redeem stock or make other distributions to stockholders; (iii) make investments; (iv) create liens or use assets as security in other transactions; (v) merge or consolidate, or sell, transfer, lease or dispose of substantially all assets; (vi) engage in transactions with affiliates; and (vii) sell or transfer assets. At September 30, 2023, we were, and we remain, in compliance with all of the covenants under the indenture. We recorded debt issuance costs of $9.3 million, of which $0.2 million of third-party debt modification costs were expensed during the three months ended March 31, 2022. During the three and nine months ended September 30, 2023, $0.4 million and $1.2 million, respectively, of debt issuance costs and delayed draw fees associated with the Notes were amortized to interest expense. During the three and nine months ended September 30, 2022, $0.2 million and $0.5 million, respectively, of debt issuance costs and delayed draw fees associated with the Notes were amortized to interest expense. 2024 Notes On May 19, 2017, we issued 6.75% Senior Secured Notes (“2024 Notes”) in a private placement. The 2024 Notes were guaranteed on a senior secured basis by our existing subsidiaries (“Subsidiary Guarantors”). The 2024 Notes accrued interest at a rate of 6.75% per year and were maturing on June 1, 2024, unless they were earlier redeemed or repurchased. Interest was payable semi-annually, in cash in arrears, on June 1 and December 1 of each year. The 2024 Notes are secured by a first-priority lien on substantially all assets of ours and the Subsidiary Guarantors other than the ABL Facility Priority Collateral as described below. There is no direct lien on our FCC licenses to the extent prohibited by law or regulation other than the economic value and proceeds thereof. We recorded debt issuance costs of $6.3 million as a reduction of the debt proceeds being amortized to non-cash On March 27, 2023, we redeemed the remaining $36.5 million of 2024 Notes and paid $0.8 million in accrued but unpaid interest through the redemption date. Based on the then existing market conditions, we completed repurchases of our 2024 Notes as follows: Date Principal Cash % of Face Bond Issue Net Gain (Dollars in thousands) January 19, 2023 $ 2,500 $ 2,431 98.95 % $ 30 $ 39 December 19, 2022 4,650 4,557 98.00 % 57 36 December 14, 2022 1,000 965 96.50 % 5 30 June 13, 2022 5,000 4,947 98.95 % 35 18 June 10, 2022 3,000 2,970 99.00 % 21 9 June 7, 2022 2,464 2,446 99.25 % 17 1 May 17, 2022 2,525 2,500 99.00 % 18 7 January 12, 2022 2,500 2,531 101.26 % 22 (53 ) December 10, 2021 35,000 35,591 101.69 % 321 (912 ) October 25, 2021 2,000 2,020 101.00 % 19 (39 ) October 12, 2021 250 251 100.38 % 2 (3 ) October 5, 2021 763 766 100.38 % 7 (10 ) October 4, 2021 628 629 100.13 % 6 (7 ) September 24, 2021 4,700 4,712 100.25 % 44 (56 ) January 30, 2020 2,250 2,194 97.50 % 34 22 January 27, 2020 1,245 1,198 96.25 % 20 27 December 27, 2019 3,090 2,874 93.00 % 48 167 November 27, 2019 5,183 4,548 87.75 % 82 553 November 15, 2019 3,791 3,206 84.58 % 61 524 March 28, 2019 2,000 1,830 91.50 % 37 134 March 28, 2019 2,300 2,125 92.38 % 42 133 February 20, 2019 125 114 91.25 % 2 9 February 19, 2019 350 319 91.25 % 7 24 February 12, 2019 1,325 1,209 91.25 % 25 91 22 January 10, 2019 570 526 92.25 % 9 35 December 21, 2018 2,000 1,835 91.75 % 38 127 December 21, 2018 1,850 1,702 92.00 % 35 113 December 21, 2018 1,080 999 92.50 % 21 60 November 17, 2018 1,500 1,357 90.50 % 29 114 May 4, 2018 4,000 3,770 94.25 % 86 144 April 10, 2018 4,000 3,850 96.25 % 87 63 April 9, 2018 2,000 1,930 96.50 % 43 27 $ 105,639 $ 102,902 $ 1,310 $ 1,427 r̥ Asset-Based Revolving Credit Facility On May 19, 2017, we entered into the ABL Facility pursuant to a Credit Agreement (“Credit Agreement”) by and among us and our subsidiaries, parties thereto as borrowers, Wells Fargo Bank, National Association, as administrative agent and lead arranger, and the lenders that are parties thereto. We used the proceeds of the ABL Facility, together with the net proceeds from the Notes offering, to repay outstanding borrowings under our previously existing senior credit facilities and related fees and expenses. Current proceeds from the ABL Facility are used to provide ongoing working capital and for other general corporate purposes, including permitted acquisitions. The ABL Facility is a $30.0 million revolving credit facility due March 1, 2024, which includes a $5.0 million subfacility for standby letters of credit and a $7.5 million subfacility for swingline loans. All borrowings under the ABL Facility accrue interest at a rate equal to a base rate or LIBOR plus a spread. The spread, which is based on an availability-based measure, ranges from 0.50% to 1.00% for base rate borrowings and 1.50% to 2.00% for LIBOR borrowings. If an event of default occurs, the interest rate may increase by 2.00% per annum. Amounts outstanding under the ABL Facility may be paid and then reborrowed at our discretion without penalty or premium. Additionally, we pay a commitment fee on the unused balance from 0.25% to 0.375% per year based on the level of borrowings. The April 7, 2020 amendment also allows for an alternative benchmark rate that may include SOFR due to LIBOR being scheduled to be discontinued. Availability under the ABL Facility is subject to a borrowing base consisting of (a) 90% of the eligible accounts receivable plus (b) a calculated amount based on the value of certain real property. As of September 30, 2023, the amount available under the ABL Facility was $25.1 million of which $20.5 million was outstanding. The ABL Facility has a first-priority lien on our and the Subsidiary Guarantors’ accounts receivable, inventory, deposit and securities accounts, certain real estate and related assets, and by a second-priority lien on the notes priority collateral. There is no direct lien on our FCC licenses to the extent prohibited by law or regulation other than the economic value and proceeds thereof. The Credit Agreement includes a springing fixed charge coverage ratio of to 1.0, which is tested during the period commencing on the last day of the fiscal month most recently ended prior to the date on which Availability (as defined in the Credit Agreement) is less than the greater of 15% of the Maximum Revolver Amount (as defined in the Credit Agreement) and $4.5 million and continuing for a period of 60 consecutive days after the first day on which Availability exceeds such threshold amount. The Credit Agreement also includes other negative covenants that are customary for credit facilities of this type, including covenants that, subject to exceptions described in the Credit Agreement, restrict or limit our ability and the ability of our subsidiaries to (i) incur additional indebtedness; (ii) make investments; (iii) make distributions, loans or transfers of assets; (iv) enter into, create, incur, assume or suffer to exist any liens, (v) sell assets; (vi) enter into transactions with affiliates; (vii) merge or consolidate with, or dispose of all assets to a third party, except as permitted thereby; (viii) prepay indebtedness (which does not include bond repurchases); and (ix) pay dividends. The Credit Agreement provides for the following events of default: (i) non-payment Because the availability was less than $4.5 million during the quarter, we were required to test against the fixed charge coverage ratio covenant. The fixed charge coverage ratio was below the required 1.0 to 1.0 level during the quarter and therefore, we were not in compliance with that covenant. During the quarter, we signed multiple monthly forbearance agreements for which the recent forbearance agreement was dated November 2, 2023, whereby the bank agreed not to exercise remedies on the default. Additionally, the notional amount of the revolver was reduced from $30.0 million to $25.0 million with a minimum availability of $1.0 million. Finally, the interest rate on the ABL Facility was increased to Secured Overnight Financing Rate (“SOFR”) plus 4% or base rate plus 3.0% effective July 1, 2023. We recorded debt issue costs of $1.1 million as an asset being amortized to non-cash We report outstanding balances on the ABL Facility as short-term regardless of the maturity date based on use of the ABL Facility to fund ordinary and customary operating cash needs with frequent repayments. We believe that our borrowing capacity under the ABL Facility allows us to meet our ongoing operating requirements, fund capital expenditures and satisfy our debt service requirements for at least the next twelve months. Maturities of Long-Term Debt Principal repayment requirements under all long-term debt agreements outstanding at September 30, 2023 for each of the next five years and thereafter are as follows: Amount For the Year Ended September 30, (Dollars in thousands) 2024 $ 20,524 2025 — 2026 — 2027 — 2028 159,416 Thereafter — $ 179,940 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 11. FAIR VALUE MEASUREMENTS As of September 30, 2023, the carrying value of cash and cash equivalents, accounts receivables, accounts payable, accrued expenses and accrued interest approximates fair value due to the short-term nature of such instruments. The carrying amount of the Notes on September 30, 2023 was $159.4 million compared to the estimated fair value of $136.3 million, based on the prevailing interest rates and trading activity of our Notes. We have certain assets that are measured at fair value on a non-recurring The following table summarizes the fair value of our financial assets and liabilities that are measured at fair value: September 30, 2023 Carrying Value on Fair Value Measurement Category Level 1 Level 2 Level 3 (Dollars in thousands) Liabilities: Estimated fair value of contingent earn-out $ 358 — — $ 358 Long-term debt less unamortized discount and debt issuance costs 173,135 — 153,020 — |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 12. INCOME TAXES We recognize deferred tax assets and liabilities for future tax consequences attributable to differences between our consolidated financial statement carrying amount of assets and liabilities and their respective tax bases. We measure these deferred tax assets and liabilities using enacted tax rates expected to apply in the years in which these temporary differences are expected to reverse. We recognize the effect on deferred tax assets and liabilities resulting from a change in tax rates in income in the period that includes the date of the change. At December 31, 2022, we had net operating loss carryforwards for federal income tax purposes of approximately $94.7 million that expire in years 2024 through 2037 and for state income tax purposes of approximately $633.9 million that expire in years 2023 through 2042. As a result of our adjusted cumulative three-year pre-tax COVID-19 COVID-19 stay-at-home tax assets. During the interim period ended September 30, 2023, we computed the income tax provision using the estimated effective annual rate applicable for the full year. We updated our forecast to project taxable income for the 2023 calendar year. In accordance with the guidance under FASB ASC Topic 740-270-25-4, The amortization of our indefinite-lived intangible assets for tax purposes, but not for book purposes, creates deferred tax liabilities. A reversal of deferred tax liabilities may occur when indefinite-lived intangibles: (1) become impaired; or (2) are sold, which would typically only occur in connection with the sale of the assets of a station or groups of stations or the entire company in a taxable transaction. Due to the amortization for tax purposes and not for book purposes of our indefinite-lived intangible assets, we expect to continue to generate deferred tax liabilities in future periods exclusive of any impairment losses in future periods. These deferred tax liabilities and net operating loss carryforwards result in differences between our provision for income tax and cash paid for taxes. We review and reevaluate uncertain tax positions on a quarterly basis. Changes in assumptions may result in the recognition of a tax benefit or an additional charge to the tax provision. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 13. COMMITMENTS AND CONTINGENCIES We enter into various agreements in the normal course of business that contain minimum guarantees. Minimum guarantees are typically tied to future events, such as future revenue earned in excess of the contractual level. Accordingly, the fair value of these arrangements is zero. We may record contingent earn-out earn-out earn-out earn-out earn-out earn-out earn-out We and our subsidiaries, incident to our business activities, are parties to a number of legal proceedings, lawsuits, arbitration and other claims. Such matters are subject to many uncertainties and outcomes that are not predictable with assurance. We evaluate claims based on what we believe to be both probable and reasonably estimable. We maintain insurance that may provide coverage for such matters. Consequently, we are unable to ascertain the ultimate aggregate amount of monetary liability or the financial impact with respect to these matters. We believe, at this time, that the final resolution of these matters, individually and in the aggregate, will not have a material adverse effect upon our condensed consolidated financial position, results of operations or cash flows. |
Stock Incentive Plan
Stock Incentive Plan | 9 Months Ended |
Sep. 30, 2023 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plan | NOTE 14. STOCK INCENTIVE PLAN The following table reflects the components of stock-based compensation expense recognized in the Condensed Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended September 30, 2022 2023 2022 2023 (Dollars in thousands) (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 24 $ 83 $ 60 $ 201 Restricted stock shares compensation expense included in corporate expenses — — 54 — Stock option compensation expense included in broadcast operating expenses 18 34 67 95 Stock option compensation expense included in digital media operating expenses 12 10 47 39 Stock option compensation expense included in publishing operating expenses — 2 — 5 Total stock-based compensation expense, pre-tax $ 54 $ 129 $ 228 $ 340 Tax expense for stock-based compensation expense (14 ) (33 ) (59 ) (88 ) Total stock-based compensation expense, net of tax $ 40 $ 96 $ 169 $ 252 The weighted-average assumptions used to estimate the fair value of the stock options using the Black-Scholes valuation model were as follows for the three and nine-month periods ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended Three Months Ended Nine Months Ended Expected volatility 85.94% 84.90% n/a 87.94% Expected dividends 0.00% 0.00% n/a 0.00% Expected term (in years) 7.5 9.2 n/a 8.4 Risk-free interest rate 3.10% 1.86% n/a 3.69% Activity with respect to our option awards during the nine-month period ended September 30, 2023 is as follows: Options Shares Weighted Weighted Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted Outstanding at January 1, 2023 1,706,340 $ 2.68 $ 1.23 4.2 years $ — Granted 1,249,500 1.06 0.87 — Exercised — — — — Forfeited or expired (153,997 ) 4.90 1.43 — Outstanding at September 30, 2023 2,801,843 1.89 1.07 5.5 years $ — Exercisable at September 30, 2023 1,101,843 2.75 1.20 2.7 years — Expected to Vest 1,614,150 1.91 1.07 5.5 years $ — Activity with respect to our restricted stock awards during the nine-month period ended September 30, 2023 is as follows: Restricted Stock Awards Shares Weighted Average Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted average Outstanding at January 1, 2023 14,854 3.66 1.20 $ 16 Granted — — — — Lapsed — — — — Forfeited — — — — Outstanding at September 30, 2023 14,854 3.66 0.5 $ 9 The aggregate intrinsic value represents the difference between the company’s closing stock price on September 30, 2023 of $0.59 and the option exercise price of the shares for stock options that were in the money, multiplied by the number of shares underlying such options. The total fair value of options vested during the periods ended September 30, 2023 and 2022, was $0.2 million. As of September 30, 2023, there was $1.1 million of total unrecognized compensation cost related to non-vested |
Segment Data
Segment Data | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Data | NOTE 15. SEGMENT DATA FASB ASC Topic 280, Segment Reporting We measure and evaluate our operating segments based on operating income and operating expenses that do not include allocations of costs related to corporate functions, such as accounting and finance, human resources, legal, tax, and treasury, which are reported as unallocated corporate expenses in our condensed consolidated statements of operations included in this quarterly report on Form 10-Q. Broadcast Our foundational business is radio broadcasting, which includes the ownership and operation of radio stations in large metropolitan markets. Our broadcasting segment includes our national networks and national sales firms. National companies often prefer to advertise across the United States as an efficient and cost-effective way to reach their target audiences. Our national platform under which we offer radio airtime, digital campaigns, and other advertisements can benefit national companies by reaching audiences throughout the United States. Salem Radio Network TM TM TM TM TM TM TM TM Salem Media Representatives (“SMR”) is our national advertising sales firm with offices in 15 U.S. cities. SMR specializes in placing national advertising on Christian and talk formatted radio stations as well as other commercial radio station formats. SMR sells commercial airtime to national advertisers on our radio stations and through our networks, as well as for independent radio station affiliates. SMR also contracts with independent radio stations to create custom advertising campaigns for national advertisers to reach multiple markets. Salem Surround, our national multimedia advertising agency with locations in 29 markets across the United States, offers a comprehensive suite of digital marketing services to develop and execute audience-based marketing strategies for clients on both the national and local level. Salem Surround specializes in digital marketing services for each of our radio stations and websites as well as providing a full-service multimedia marketing strategy for each of our clients. Salem Podcast Network (“SPN”), is a highly specialized platform for conservative, political, news, and family-oriented podcasts. SPN reaches over 13 million downloads per month, and regularly ranks amongst the top 100 most downloaded news and political podcasts according to the Apple Podcast Rankings. SalemNOW is our online destination to a watch variety of on-demand. Salem News Channel (“SNC”) is a conservative news, opinion and commentary television network hosted by a number of engaging, compelling and respected conservative media personalities. SNC’s mission is to serve the media needs of audiences interested in political news and opinion content with a Judeo Christian world vision and seeks to become the leading provider of conservative news and option content for the rapidly growing OTT television and multi-screen digital audience. Digital Media Our digital media-based businesses provide Christian, conservative, investing content, audio and video streaming, and other resources digitally through the web. Salem Web Network (“SWN”) websites include Christian content websites; BibleStudyTools.com, Crosswalk.com ® ® ® ™ ® ™ ® ® non-individualized Our church product websites, including SermonSearch ™ ™ Our web content is accessible through all of our radio station websites that feature content of interest to local audiences throughout the United States. Publishing Our publishing operating segment includes two businesses: (1) Regnery ® The table below presents financial information for each operating segment as of September 30, 2023 and 2022 based on the composition of our operating segments: Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Three Months Ended September 30, 2023 Net revenue $ 48,966 $ 9,965 $ 4,566 $ — $ 63,497 Operating expenses 42,171 8,496 5,939 4,514 61,120 Net operating income (loss) before depreciation, amortization, impairments, and $ 6,795 $ 1,469 $ (1,373 ) $ (4,514 ) $ 2,377 Depreciation 1,594 990 60 172 2,816 Amortization — 536 25 — 561 Change in the estimated fair value of contingent earn-out — (100 ) — — (100 ) Impairment of indefinite-lived long-term assets other than goodwill 35,113 — — — 35,113 Impairment of goodwill — 423 310 — 733 Net (gain) loss on the disposition of assets (456 ) — — — (456 ) Net operating income (loss) $ (29,456 ) $ (380 ) $ (1,768 ) $ (4,686 ) $ (36,290 ) Three Months Ended September 30, 2022 Net revenue $ 51,136 $ 10,189 $ 5,537 $ — $ 66,862 Operating expenses 41,178 8,333 6,542 4,840 60,893 Net operating income (loss) before legal settlement, debt modification costs, depreciation, amortization, impairments, and net (gain) loss on the disposition of assets $ 9,958 $ 1,856 $ (1,005 ) $ (4,840 ) $ 5,969 Legal settlement 3,825 — — — 3,825 Debt modification costs — — — 2 2 Depreciation 1,483 927 76 251 2,737 Amortization 4 293 — — 297 Impairment of indefinite-lived long-term assets other than goodwill 7,725 — — — 7,725 Impairment of goodwill — — — — — Net (gain) loss on the disposition of assets 166 1 — — 167 Net operating income (loss) $ (3,245 ) $ 635 $ (1,081 ) $ (5,093 ) $ (8,784 ) Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Nine Months Ended September 30, 2023 Net revenue $ 146,986 $ 31,335 $ 14,439 $ — $ 192,760 Operating expenses 128,498 26,516 17,341 14,165 186,520 Net operating income (loss) before depreciation, amortization, change in the earn-out $ 18,488 $ 4,819 $ (2,902 ) $ (14,165 ) $ 6,240 Depreciation 4,779 3,022 183 556 8,540 Amortization 2 1,674 75 — 1,751 Change in the estimated fair value of contingent earn-out — (102 ) — — (102 ) Impairment of indefinite-lived long-term assets other than goodwill 38,376 — — — 38,376 Impairment of goodwill — 2,270 310 — 2,580 Net (gain) loss on the disposition of assets (336 ) — — 2 (334 ) Net operating income (loss) $ (24,333 ) $ (2,045 ) $ (3,470 ) $ (14,723 ) $ (44,571 ) Nine Months Ended September 30, 2022 Net revenue $ 152,020 $ 31,293 $ 14,840 $ — $ 198,153 Operating expenses 120,837 25,079 16,441 14,431 176,788 Net operating income (loss) before legal settlement, debt modification costs, depreciation, amortization, impairments, and net (gain) loss on the disposition of assets $ 31,183 $ 6,214 $ (1,601 ) $ (14,431 ) $ 21,365 Legal settlement 4,776 — — — 4,776 Debt modification costs — — — 250 250 Depreciation 4,669 2,847 245 776 8,537 Amortization 12 951 — — 963 Change in the estimated fair value of contingent earn-out — (5 ) — — (5 ) Impairment of indefinite-lived long-term assets other than goodwill 11,660 — — — 11,660 Impairment of goodwill 127 — — — 127 Net (gain) loss on the disposition of assets (8,491 ) — — 30 (8,461 ) Net operating income (loss) $ 18,430 $ 2,421 $ (1,846 ) $ (15,487 ) $ 3,518 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) As of September 30, 2023 Inventories, net $ — $ — $ 1,383 $ — $ 1,383 Property and equipment, net 65,607 4,952 432 9,086 80,077 Broadcast licenses 260,193 — — — 260,193 Goodwill 2,702 18,927 1,137 — 22,766 Amortizable intangible assets, net — 4,051 224 — 4,275 As of December 31, 2022 Inventories, net $ — $ — $ 1,513 $ — $ 1,513 Property and equipment, net 63,634 7,751 546 9,365 81,296 Broadcast licenses 303,774 — — — 303,774 Goodwill 2,623 20,016 1,446 — 24,085 Amortizable intangible assets, net 213 1,637 299 — 2,149 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 16. SUBSEQUENT EVENTS On November 6, 2023 we sold radio stations WGTK-FM, WRTH-FM WLTE-FM On October 17, 2023 we entered into an agreement to sell land in Sarasota, Florida for $9.5 million. The closing is conditional upon getting the property rezoned, and we expect to close the sale in late 2024. Subsequent events reflect all applicable transactions through the date of the filing. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Business | Business Salem Media Group, Inc. (“Salem,” “we,” “us,” “our” or the “company”) is a domestic multimedia company specializing in Christian and conservative content. Our media properties include radio broadcasting, digital media, and publishing entities. We have three operating segments: (1) Broadcast, (2) Digital Media, and (3) Publishing, which are discussed in Note 15 – Segment Data. |
Basis Of Presentation | Basis of Presentation The accompanying Condensed Consolidated Financial Statements of Salem include the company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. Information with respect to the three and nine months ended September 30, 2023 and 2022 is unaudited. The accompanying unaudited Condensed Consolidated Financial Statements 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 S-X. 10-K The balance sheet at December 31, 2022 included in this report has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP. Certain reclassifications have been made to the prior year financial statements to conform to the presentation in the current year, which had no impact on the previously reported financial statements. |
Equity Method Investment | Equity Method Investment We invested in OneParty America LLC (“OPA”), an entity formed for the purpose of developing, producing, and distributing a documentary motion picture. We analyzed our investment to determine the degree to which we influenced OPA. The determination of the degree to which we can influence an investee requires extensive analysis depending on the terms and nature of each investment. We reviewed OPA in accordance with the guidance within Accounting Standards Codification (“ASC”) 810 , Consolidation 323-30 , Investments – Equity Method and Joint Ventures We recorded our equity method investment at cost with subsequent adjustments to the carrying value for our share of the earnings or losses of OPA. Distributions received from the equity method investment were recorded as reductions in the carrying value of such investment and are classified on the unaudited condensed consolidated interim statements of cash flows pursuant to the cumulative earnings approach. Under the cumulative earnings approach, distributions received are accounted for as a return on investment in cash inflows from operating activities unless the cumulative distributions received exceed the cumulative equity in earnings recognized from the investment. When such an excess occurs, the current period distributions up to this excess are considered returns of investment and are classified as cash inflows from investing activities. The documentary motion picture, 2000 Mules We monitor equity method investments for impairment and records a reduction in the carrying value if the carrying exceeds the estimated fair value. An impairment charge is recorded when such impairment is deemed to be other than temporary. To determine whether an impairment is other than temporary, we consider our ability and intent to hold the investment until the carrying amount is fully recovered. Circumstances that indicate an impairment may have occurred include factors such as decreases in quoted market prices or declines in the operations of the investee. The evaluation of the investment for potential impairment requires us to exercise significant judgment and to make certain assumptions. The use of different judgments and assumptions could result in different conclusions. There were no indications of impairment at September 30, 2023. |
Use of Estimates | Use of Estimates Our condensed consolidated financial statements are prepared in accordance with GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. These estimates require the use of judgment as future events, and the effect of these events cannot be predicted with certainty. Our estimates may change as new events occur and additional information emerges, and such changes are recognized or disclosed in our consolidated financial statements. We evaluate and update our assumptions and estimates on an ongoing basis and we may consult outside experts to assist as considered necessary. Significant areas for which management uses estimates include: • revenue recognition; • asset impairments, including broadcasting licenses and goodwill; • contingency reserves; • allowance for doubtful accounts; • barter transactions; • assessment of contract-based factors, asset-based factors, entity-based factors and market-based factors to determine the lease term impacting Right-Of-Use • determining the Incremental Borrowing Rate (“IBR”) for calculating ROU assets and lease liabilities |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to accounting principles are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Update (“ASUs”) to the FASB’s Codification. We consider the applicability and impact of all ASUs on our financial position, results of operations, cash flows, or presentation thereof. Described below are ASUs that may be applicable to our financial position, results of operations, cash flows, or presentation thereof. ASUs not listed below were assessed and determined to not be applicable to our financial position, results of operations, cash flows, or presentation thereof. Accounting Standards Adopted in 2023 In September 2022, the FASB issued ASU 2022-04 , Liabilities – Supplier Finance Programs (Subtopic 405-50): No. 2022-04 In March 2022, the FASB issued ASU 2022-02, Troubled Debt Restructurings (“TDRs”) and Vintage Disclosures Financial Instruments – Credit Losses No. 2022-02 In October 2021 , - , Business Combinations (Topic 805 ): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers 606 No. 2021-08 Recent Accounting Standards or Updates Not Yet Effective In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842) – Common Control Arrangements effective for fiscal years beginning after December 15, 2023 (fiscal 2024), including interim periods within those fiscal years. Early adoption is p guidance . In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820) Fair Value Measurement of Equity Securities Subject to Contractual Sales Restrictions |
Recent Transactions (Tables)
Recent Transactions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Disclosure Details Of Purchase Consideration Business Combination | The total purchase price consideration for our business acquisitions and asset purchases during the nine-month period ending September 30, 2023, is as follows: Description Total Consideration (Dollars in thousands) Cash payments made upon closing $ 5,568 Escrow deposits paid in prior years 750 Fair value of contingent earn-out 263 Total purchase price consideration $ 6,581 |
Fair value of the net assets acquired | Differences between the preliminary and final valuation could be substantially different from the initial estimate. Net Broadcast Net Digital Media Total Assets Property and equipment $ 2,671 $ 39 $ 2,710 Broadcast licenses 3,542 — 3,542 Goodwill 80 1,181 1,261 Domain and brand names — 718 718 Subscriber base and lists — 1,769 1,769 Non-Compete — 1,601 1,601 Liabilities Contract liabilities — (5,020 ) (5,020 ) $ 6,293 $ 288 $ 6,581 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | The following table presents our revenues disaggregated by revenue source for each of our operating segments : Nine Months Ended September 30, 2023 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 40,324 $ — $ — $ 40,324 Block Programming – Local 18,291 — — 18,291 Broadcast Programming Revenue 58,615 — — 58,615 Spot Advertising – National 8,743 — — 8,743 Spot Advertising – Local 29,229 — — 29,229 Network Advertising 15,351 — — 15,351 Broadcast Advertising Revenue 53,323 — — 53,323 Infomercials 492 — — 492 Other Revenue 6,670 — — 6,670 Other Broadcast Revenue 7,162 — — 7,162 Digital Advertising 22,468 11,637 — 34,105 Digital Streaming 4,284 2,505 — 6,789 Digital Downloads 164 5,321 — 5,485 Digital Subscriptions 616 11,760 — 12,376 Other Digital Revenue 354 112 — 466 Digital Revenue 27,886 31,335 — 59,221 Book Sales — — 8,718 8,718 Estimated Sales Returns & Allowances — — (554 ) (554 ) Net Book Sales — — 8,164 8,164 E-Book — — 737 737 Self-Publishing Fees — — 5,002 5,002 Other Publishing Revenue — — 536 536 Publishing Revenue — — 14,439 14,439 $ 146,986 $ 31,335 $ 14,439 $ 192,760 Timing of Revenue Recognition Point in Time $ 145,657 $ 31,335 $ 14,439 $ 191,431 Rental Income (1) 1,329 — — 1,329 $ 146,986 $ 31,335 $ 14,439 $ 192,760 Nine Months Ended September 30, 2022 Broadcast Digital Media Publishing Consolidated (Dollars in thousands) By Source of Revenue: Block Programming – National $ 39,998 $ — $ — $ 39,998 Block Programming – Local 18,183 — — 18,183 Broadcast Programming Revenue 58,181 — — 58,181 Spot Advertising – National 11,344 — — 11,344 Spot Advertising – Local 31,915 — — 31,915 Network Advertising 15,961 — — 15,961 Broadcast Advertising Revenue 59,220 — — 59,220 Infomercials 569 — — 569 Other Revenue 6,789 — — 6,789 Other Broadcast Revenue 7,358 — — 7,358 Digital Advertising 21,042 13,453 — 34,495 Digital Streaming 3,915 2,687 — 6,602 Digital Downloads 546 5,485 — 6,031 Digital Subscriptions 731 9,549 — 10,280 Other Digital Revenue 1,027 119 — 1,146 Digital Revenue 27,261 31,293 — 58,554 Book Sales — — 10,816 10,816 Estimated Sales Returns & Allowances — — (2,799 ) (2,799 ) Net Book Sales — — 8,017 8,017 E-Book — — 937 937 Self-Publishing Fees — — 5,189 5,189 Other Publishing Revenue — — 697 697 Publishing Revenue — — 14,840 14,840 $ 152,020 $ 31,293 $ 14,840 $ 198,153 Timing of Revenue Recognition Point in Time $ 150,352 $ 31,293 $ 14,840 $ 196,485 Rental Income (1) 1,668 — — 1,668 $ 152,020 $ 31,293 $ 14,840 $ 198,153 (1) Rental income is not applicable to FASB ASC Topic 606, but shown for the purpose of identifying each revenue source presented in total revenue on our Condensed Consolidated Financial Statements within this report on Form 10 -Q. |
Significant Changes in Our Contract Liabilities | Significant changes in our contract liabilities balances during the period are as follows: Short Term Long-Term (Dollars in thousands) Balance, beginning of period January 1, 2023 $ 11,901 $ 1,886 Revenue recognized during the period that was included in the beginning balance of contract liabilities (9,039 ) — Additional amounts recognized during the period 21,346 3,131 Revenue recognized during the period that was recorded during the period (12,966 ) — Transfers 1,483 (1,483 ) Balance, end of period September 30, 2023 $ 12,725 $ 3,534 Amount refundable at beginning of period $ 11,901 $ 1,886 Amount refundable at end of period $ 12,725 $ 3,534 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | We expect to satisfy these performance obligations as follows: Amount For the Year Ended September 30, (Dollars in thousands) 2024 $ 12,725 2025 1,311 2026 1,336 2027 387 2028 112 Thereafter 388 $ 16,259 |
Trade and Barter Transactions Expenses | Trade and barter revenues and expenses were as follows: Three Months Ended Nine Months Ended 2022 2023 2022 2023 (Dollars in thousands) Net broadcast barter revenue $ 593 $ 842 $ 2,118 $ 2,394 Net broadcast barter expense $ 472 $ 719 $ 2,104 $ 2,299 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Categories of Property and Equipment | The following is a summary of the categories of our property and equipment: As of December 31, 2022 September 30, 2023 (Dollars in thousands) Buildings $ 28,523 $ 29,449 Office furnishings and equipment 37,162 38,034 Antennae, towers and transmitting equipment 76,950 78,987 Studio, production, and mobile equipment 30,267 31,374 Computer software and website development costs 42,304 36,342 Automobiles 1,633 1,625 Leasehold improvements 19,131 19,602 $ 235,970 $ 235,413 Less accumulated depreciation (191,638 ) (192,540 ) 44,332 $ 42,873 Land $ 27,070 27,057 Construction-in-progress 9,894 10,147 Property and Equipment, net $ 81,296 $ 80,077 |
Operating and Finance Lease R_2
Operating and Finance Lease Right-of-Use Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases is as follows: September 30, 2023 (Dollars in thousands) Operating Leases Related Party Other Total Operating leases ROU assets $ 8,167 $ 36,939 $ 45,106 Operating lease liabilities (current) $ 1,220 $ 7,680 $ 8,900 Operating lease liabilities (non-current) 7,214 35,594 42,808 Total operating lease liabilities $ 8,434 $ 43,274 $ 51,708 Weighted Average Remaining Lease Term Operating leases 7.3 years Finance leases 2.5 years Weighted Average Discount Rate Operating leases 8.62 % Finance leases 8.29 % |
Components of Lease Expense | The components of lease expense were as follows: Nine Months Ended (Dollars in thousands) Amortization of finance lease ROU Assets $ 32 Interest on finance lease liabilities 4 Finance lease expense 36 Operating lease expense 10,123 Variable lease expense 1,164 Short-term lease expense 350 Total lease expense $ 11,673 |
Schedule of other information related to leases | Supplemental cash flow information related to leases was as follows: Nine Months Ended (Dollars in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 10,711 Operating cash flows from finance leases 3 Financing cash flows from finance leases 43 Leased assets obtained in exchange for new operating lease liabilities $ 8,965 Leased assets obtained in exchange for new finance lease liabilities 41 |
Schedule of Future Minimum Lease Payments | Future minimum lease payments under leases that had initial or remaining non-cancelable Future minimum lease Operating Leases Related Party Other Total Finance Leases Total (Dollars in thousands) 2024 $ 1,453 $ 9,546 $ 10,999 $ 38 $ 11,037 2025 1,954 9,892 11,846 20 11,866 2026 1,959 8,651 10,610 19 10,629 2027 1,624 6,966 8,590 4 8,594 2028 1,201 5,184 6,385 1 6,386 Thereafter 3,584 21,919 25,503 — 25,503 Undiscounted Cash Flows $ 11,775 $ 62,158 $ 73,933 $ 82 $ 74,015 Less: imputed interest (3,341 ) (18,884 ) (22,225 ) (8 ) (22,233 ) Total $ 8,434 $ 43,274 $ 51,708 $ 74 $ 51,782 Reconciliation to lease liabilities: Lease liabilities – current $ 1,220 $ 7,680 $ 8,900 $ 36 $ 8,936 Lease liabilities – long-term 7,214 35,594 42,808 38 42,846 Total Lease Liabilities $ 8,434 $ 43,274 $ 51,708 $ 74 $ 51,782 |
Broadcast Licenses (Tables)
Broadcast Licenses (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Indefinite-lived Intangible Assets [Line Items] | |
Schedule of Changes in Broadcasting Licenses | The following table presents the changes in broadcasting licenses that include acquisitions and divestitures of radio stations and FM translators. Broadcast Licenses Twelve Months Ended Nine Months Ended September 30, 2023 (Dollars in thousands) Balance before cumulative loss on impairment, beginning of period $ 434,444 $ 429,890 Accumulated loss on impairment, beginning of period (114,436 ) (126,116 ) Balance after cumulative loss on impairment, beginning of period 320,008 303,774 Acquisitions of radio station and FM Translators 514 3,542 Capital projects to improve broadcast signal and strength — 200 Disposition of radio stations and FM translators (2,763 ) (234 ) Assets held for sale — (8,713 ) Loss on impairment (13,985 ) (38,376 ) Balance, end of period after cumulative loss on impairment $ 303,774 $ 260,193 Balance, end of period before cumulative loss on impairment $ 429,890 $ 419,456 Accumulated loss on impairment, end of period (126,116 ) (159,263 ) Balance, end of period after cumulative loss on impairment $ 303,774 $ 260,193 |
Schedule of Estimates and Assumptions Used in the Start - Up Income Valuation for Broadcast Licenses | The assumptions used reflect those of a hypothetical market participant and not necessarily the actual or projected results of Salem. The key estimates and assumptions used in the start-up Broadcast Licenses December 31, 2022 June 30, 2023 September 30, 2023 Risk-adjusted discount rate 9.5% 9.5% 10.0% Operating profit margin ranges 3.9% - 30.4% 3.9% - 30.4% 3.9% - 30.4% Long-term revenue growth rates 0.4% - 0.8% 0.4% - 0.8% 0.0% |
Schedule of Interim Impairment Testing Under Start-Up Income Approach | The table below presents the results of our interim impairment testing under the start-up Market Cluster Excess Fair Value September 30, 2023 Boston, MA 14.0% Chicago, IL 21.5% Cleveland, OH 21.1% Colorado Springs, CO 16.0% Columbus, OH 11.8% Dallas, TX 8.2% Detroit, MI 3.2% Greenville, SC 9.2% Honolulu, HI 0.0% Little Rock, AR 23.0% Los Angeles, CA 0.0% Miami, FL 36.6% New York NY 9.5% Orlando FL 10.4% Philadelphia, PA 19.8% Phoenix, AZ 0.9% Portland, OR 23.6% Sacramento, CA 26.2% San Diego, CA 61.0% San Francisco, CA 25.9% Tampa, FL 17.4% |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Schedule of Changes in Goodwill | The following table presents the changes in goodwill including business acquisitions and dispositions as discussed in Note 3 of our Condensed Consolidated Financial Statements. Goodwill Twelve Months Ended Nine Months Ended (Dollars in thousands) Balance, beginning of period before cumulative loss on impairment $ 28,749 $ 28,975 Accumulated loss on impairment (4,763 ) (4,890 ) Balance, beginning of period after cumulative loss on impairment 23,986 24,085 Acquisitions of radio stations — 80 Acquisitions of digital media entities 226 1,181 Loss on impairment (127 ) (2,580 ) Ending period balance $ 24,085 $ 22,766 Balance, end of period before cumulative loss on impairment 28,975 30,236 Accumulated loss on impairment (4,890 ) (7,470 ) Ending period balance $ 24,085 $ 22,766 |
Schedule of Assumptions Used | The key estimates and assumptions used for our enterprise valuations were as follows: Digital Media Enterprise Valuations December 31, 2022 June 30, 2023 September 30, 2023 Risk-adjusted discount rate 10.5% 10.5% 11.0% Operating profit margin ranges 0.9% –5.3% (1.5)% – 3.0% (13.6)% – Long-term revenue growth rates 0.6% 0.6% 0.5% Publishing Enterprise Valuations December 31, 2022 September 30, 2023 Risk-adjusted discount rate 10.5% 11.0% Operating profit margin ranges (9.0)% - (17.9)% – Long-term revenue growth rates 0.5% 0.5% |
Amortizable Intangible Assets (
Amortizable Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Significant Classes of Amortizable Intangible Assets | The following tables provide a summary of our significant classes of amortizable intangible assets: As of September 30, 2023 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 24,186 $ (23,573 ) $ 613 Domain and brand names 20,696 (19,934 ) 762 Favorable and assigned leases 1,479 (1,479 ) — Subscriber base and lists 10,416 (8,988 ) 1,428 Author relationships 3,070 (2,846 ) 224 Non-compete 3,653 (2,405 ) 1,248 Other amortizable intangible assets 1,411 (1,411 ) — $ 64,911 $ (60,636 ) $ 4,275 As of December 31, 2022 Cost Accumulated Net (Dollars in thousands) Customer lists and contracts $ 24,186 $ (23,006 ) $ 1,180 Domain and brand names 19,978 (19,704 ) 274 Favorable and assigned leases 2,188 (1,975 ) 213 Subscriber base and lists 8,647 (8,531 ) 116 Author relationships 3,070 (2,771 ) 299 Non-compete 2,052 (2,044 ) 8 Other amortizable intangible assets 1,411 (1,352 ) 59 $ 61,532 $ (59,383 ) $ 2,149 |
Amortizable Intangible Assets, Estimate Amortization Expense | Year Ended December 31, Amortization Expense (Dollars in thousands) 2023 (Oct – Dec) $ 485 2024 1,686 2025 1,500 2026 361 2027 231 Thereafter 12 Total $ 4,275 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consists of the following: December 31, 2022 September 30, 2023 (Dollars in thousands) 2028 Notes $ 114,731 $ 159,416 Less unamortized discount and debt issuance costs (3,253 ) (6,805 ) 2028 Notes, net carrying value 111,478 152,611 2024 Notes 39,035 — Less unamortized debt issuance costs (146 ) — 2024 Notes, net carrying value 38,889 — Asset-Based Revolving Credit Facility principal outstanding (1) 8,958 20,524 Long-term debt less unamortized discount and debt issuance costs $ 159,325 $ 173,135 Less current portion 8,958 20,524 Long-term debt less unamortized discount and debt issuance costs, net of current portion $ 150,367 $ 152,611 (1) As of September 30, 2023, the Asset-Based Revolving Credit Facility (“ABL”), had a borrowing base of $23.9 million, $20.5 million in outstanding borrowings, and $0.3 million of outstanding letters of credit, resulting in a $3.1 million borrowing base availability. |
Schedule of Debt Instruments Senior Secured Note | Based on the then existing market conditions, we completed repurchases of our 2024 Notes as follows: Date Principal Cash % of Face Bond Issue Net Gain (Dollars in thousands) January 19, 2023 $ 2,500 $ 2,431 98.95 % $ 30 $ 39 December 19, 2022 4,650 4,557 98.00 % 57 36 December 14, 2022 1,000 965 96.50 % 5 30 June 13, 2022 5,000 4,947 98.95 % 35 18 June 10, 2022 3,000 2,970 99.00 % 21 9 June 7, 2022 2,464 2,446 99.25 % 17 1 May 17, 2022 2,525 2,500 99.00 % 18 7 January 12, 2022 2,500 2,531 101.26 % 22 (53 ) December 10, 2021 35,000 35,591 101.69 % 321 (912 ) October 25, 2021 2,000 2,020 101.00 % 19 (39 ) October 12, 2021 250 251 100.38 % 2 (3 ) October 5, 2021 763 766 100.38 % 7 (10 ) October 4, 2021 628 629 100.13 % 6 (7 ) September 24, 2021 4,700 4,712 100.25 % 44 (56 ) January 30, 2020 2,250 2,194 97.50 % 34 22 January 27, 2020 1,245 1,198 96.25 % 20 27 December 27, 2019 3,090 2,874 93.00 % 48 167 November 27, 2019 5,183 4,548 87.75 % 82 553 November 15, 2019 3,791 3,206 84.58 % 61 524 March 28, 2019 2,000 1,830 91.50 % 37 134 March 28, 2019 2,300 2,125 92.38 % 42 133 February 20, 2019 125 114 91.25 % 2 9 February 19, 2019 350 319 91.25 % 7 24 February 12, 2019 1,325 1,209 91.25 % 25 91 22 January 10, 2019 570 526 92.25 % 9 35 December 21, 2018 2,000 1,835 91.75 % 38 127 December 21, 2018 1,850 1,702 92.00 % 35 113 December 21, 2018 1,080 999 92.50 % 21 60 November 17, 2018 1,500 1,357 90.50 % 29 114 May 4, 2018 4,000 3,770 94.25 % 86 144 April 10, 2018 4,000 3,850 96.25 % 87 63 April 9, 2018 2,000 1,930 96.50 % 43 27 $ 105,639 $ 102,902 $ 1,310 $ 1,427 r̥ |
Principle Repayment Requirements Under Long Term Agreements Outstanding | Principal repayment requirements under all long-term debt agreements outstanding at September 30, 2023 for each of the next five years and thereafter are as follows: Amount For the Year Ended September 30, (Dollars in thousands) 2024 $ 20,524 2025 — 2026 — 2027 — 2028 159,416 Thereafter — $ 179,940 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured at Fair Value | The following table summarizes the fair value of our financial assets and liabilities that are measured at fair value: September 30, 2023 Carrying Value on Fair Value Measurement Category Level 1 Level 2 Level 3 (Dollars in thousands) Liabilities: Estimated fair value of contingent earn-out $ 358 — — $ 358 Long-term debt less unamortized discount and debt issuance costs 173,135 — 153,020 — |
Stock Incentive Plan (Tables)
Stock Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Expense Recognized | The following table reflects the components of stock-based compensation expense recognized in the Condensed Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended September 30, 2022 2023 2022 2023 (Dollars in thousands) (Dollars in thousands) Stock option compensation expense included in unallocated corporate expenses $ 24 $ 83 $ 60 $ 201 Restricted stock shares compensation expense included in corporate expenses — — 54 — Stock option compensation expense included in broadcast operating expenses 18 34 67 95 Stock option compensation expense included in digital media operating expenses 12 10 47 39 Stock option compensation expense included in publishing operating expenses — 2 — 5 Total stock-based compensation expense, pre-tax $ 54 $ 129 $ 228 $ 340 Tax expense for stock-based compensation expense (14 ) (33 ) (59 ) (88 ) Total stock-based compensation expense, net of tax $ 40 $ 96 $ 169 $ 252 |
Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model | The weighted-average assumptions used to estimate the fair value of the stock options using the Black-Scholes valuation model were as follows for the three and nine-month periods ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended Three Months Ended Nine Months Ended Expected volatility 85.94% 84.90% n/a 87.94% Expected dividends 0.00% 0.00% n/a 0.00% Expected term (in years) 7.5 9.2 n/a 8.4 Risk-free interest rate 3.10% 1.86% n/a 3.69% |
Schedule of Stock Option Activity | Activity with respect to our option awards during the nine-month period ended September 30, 2023 is as follows: Options Shares Weighted Weighted Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted Outstanding at January 1, 2023 1,706,340 $ 2.68 $ 1.23 4.2 years $ — Granted 1,249,500 1.06 0.87 — Exercised — — — — Forfeited or expired (153,997 ) 4.90 1.43 — Outstanding at September 30, 2023 2,801,843 1.89 1.07 5.5 years $ — Exercisable at September 30, 2023 1,101,843 2.75 1.20 2.7 years — Expected to Vest 1,614,150 1.91 1.07 5.5 years $ — |
Schedule of Information Regarding Restricted Stock Activity | Activity with respect to our restricted stock awards during the nine-month period ended September 30, 2023 is as follows: Restricted Stock Awards Shares Weighted Average Weighted Average Aggregate (Dollars in thousands, except weighted average exercise price and weighted average Outstanding at January 1, 2023 14,854 3.66 1.20 $ 16 Granted — — — — Lapsed — — — — Forfeited — — — — Outstanding at September 30, 2023 14,854 3.66 0.5 $ 9 |
Segment Data (Tables)
Segment Data (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Data | The table below presents financial information for each operating segment as of September 30, 2023 and 2022 based on the composition of our operating segments: Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Three Months Ended September 30, 2023 Net revenue $ 48,966 $ 9,965 $ 4,566 $ — $ 63,497 Operating expenses 42,171 8,496 5,939 4,514 61,120 Net operating income (loss) before depreciation, amortization, impairments, and $ 6,795 $ 1,469 $ (1,373 ) $ (4,514 ) $ 2,377 Depreciation 1,594 990 60 172 2,816 Amortization — 536 25 — 561 Change in the estimated fair value of contingent earn-out — (100 ) — — (100 ) Impairment of indefinite-lived long-term assets other than goodwill 35,113 — — — 35,113 Impairment of goodwill — 423 310 — 733 Net (gain) loss on the disposition of assets (456 ) — — — (456 ) Net operating income (loss) $ (29,456 ) $ (380 ) $ (1,768 ) $ (4,686 ) $ (36,290 ) Three Months Ended September 30, 2022 Net revenue $ 51,136 $ 10,189 $ 5,537 $ — $ 66,862 Operating expenses 41,178 8,333 6,542 4,840 60,893 Net operating income (loss) before legal settlement, debt modification costs, depreciation, amortization, impairments, and net (gain) loss on the disposition of assets $ 9,958 $ 1,856 $ (1,005 ) $ (4,840 ) $ 5,969 Legal settlement 3,825 — — — 3,825 Debt modification costs — — — 2 2 Depreciation 1,483 927 76 251 2,737 Amortization 4 293 — — 297 Impairment of indefinite-lived long-term assets other than goodwill 7,725 — — — 7,725 Impairment of goodwill — — — — — Net (gain) loss on the disposition of assets 166 1 — — 167 Net operating income (loss) $ (3,245 ) $ 635 $ (1,081 ) $ (5,093 ) $ (8,784 ) Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) Nine Months Ended September 30, 2023 Net revenue $ 146,986 $ 31,335 $ 14,439 $ — $ 192,760 Operating expenses 128,498 26,516 17,341 14,165 186,520 Net operating income (loss) before depreciation, amortization, change in the earn-out $ 18,488 $ 4,819 $ (2,902 ) $ (14,165 ) $ 6,240 Depreciation 4,779 3,022 183 556 8,540 Amortization 2 1,674 75 — 1,751 Change in the estimated fair value of contingent earn-out — (102 ) — — (102 ) Impairment of indefinite-lived long-term assets other than goodwill 38,376 — — — 38,376 Impairment of goodwill — 2,270 310 — 2,580 Net (gain) loss on the disposition of assets (336 ) — — 2 (334 ) Net operating income (loss) $ (24,333 ) $ (2,045 ) $ (3,470 ) $ (14,723 ) $ (44,571 ) Nine Months Ended September 30, 2022 Net revenue $ 152,020 $ 31,293 $ 14,840 $ — $ 198,153 Operating expenses 120,837 25,079 16,441 14,431 176,788 Net operating income (loss) before legal settlement, debt modification costs, depreciation, amortization, impairments, and net (gain) loss on the disposition of assets $ 31,183 $ 6,214 $ (1,601 ) $ (14,431 ) $ 21,365 Legal settlement 4,776 — — — 4,776 Debt modification costs — — — 250 250 Depreciation 4,669 2,847 245 776 8,537 Amortization 12 951 — — 963 Change in the estimated fair value of contingent earn-out — (5 ) — — (5 ) Impairment of indefinite-lived long-term assets other than goodwill 11,660 — — — 11,660 Impairment of goodwill 127 — — — 127 Net (gain) loss on the disposition of assets (8,491 ) — — 30 (8,461 ) Net operating income (loss) $ 18,430 $ 2,421 $ (1,846 ) $ (15,487 ) $ 3,518 Broadcast Digital Publishing Unallocated Consolidated (Dollars in thousands) As of September 30, 2023 Inventories, net $ — $ — $ 1,383 $ — $ 1,383 Property and equipment, net 65,607 4,952 432 9,086 80,077 Broadcast licenses 260,193 — — — 260,193 Goodwill 2,702 18,927 1,137 — 22,766 Amortizable intangible assets, net — 4,051 224 — 4,275 As of December 31, 2022 Inventories, net $ — $ — $ 1,513 $ — $ 1,513 Property and equipment, net 63,634 7,751 546 9,365 81,296 Broadcast licenses 303,774 — — — 303,774 Goodwill 2,623 20,016 1,446 — 24,085 Amortizable intangible assets, net 213 1,637 299 — 2,149 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
May 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) Segments | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | |
Number of operating segments | Segments | 3 | |||||
Earnings from equity method investment | $ 3,900 | $ 7 | $ 102 | $ (4) | $ 4,015 | |
One Party America LLC [Member] | ||||||
Impairment other than temporary of equity method investments | $ 0 | |||||
Other Receivables [Member] | ||||||
Net receivable | $ 1,300 |
Recent Transactions - Related P
Recent Transactions - Related Party Transaction Additional Information (Detail) - Assignment Of Rents [Member] - Radio Trasmitter Site [Member] - Greenville ,SC [Member] $ in Millions | May 25, 2023 USD ($) |
Disposal group including discontinued operations cash consideration | $ 3.5 |
Gain (loss) on discontinued operatiions from disposal pre tax value | $ 3.3 |
Recent Transactions - Debt Tran
Recent Transactions - Debt Transactions Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Mar. 20, 2023 | Jan. 19, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | Mar. 27, 2023 | |
Gain (Loss) on Extinguishment of Debt | $ 0 | $ 0 | $ (60,000) | $ (18,000) | ||||
Senior secured notes due 2028 [Member] | ||||||||
Debt instrument discount | $ 41,900,000 | |||||||
Debt instrument, interest rate, effective percentage | 8.625% | |||||||
Senior secured notes due 2024 [Member] | ||||||||
Extinguishment of debt, amount | $ 36,500,000 | |||||||
Debt instrument, interest rate, stated percentage | 6.75% | |||||||
Asset Based Revolving Credit Facility [Member] | ||||||||
Debt Instrument, Face Amount | 23,900,000 | 23,900,000 | ||||||
Line of credit | 1,000,000 | 1,000,000 | ||||||
Line of credit facility remaining borrowing capacity | 4,500,000 | $ 4,500,000 | ||||||
Fixed charge coverage ratio | 1% | |||||||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 | $ 25,000,000 | $ 30,000,000 | |||||
Asset Based Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||||
Debt instrument, interest rate, increase (decrease) | 4% | |||||||
Asset Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||||||
Debt instrument, interest rate, increase (decrease) | 3% | |||||||
2028 Notes [member] | ||||||||
Debt Instrument, Face Amount | $ 44,700,000 | |||||||
Debt Conversion, Converted Instrument, Rate | 7.125% | |||||||
Debt instrument discount | $ 41,900,000 | |||||||
Debt instrument, interest rate, effective percentage | 8.625% | |||||||
Extinguishment of debt, amount | $ 36,500,000 | |||||||
2024 Notes [member] | ||||||||
Principal Repurchased | $ 2,500,000 | $ 36,500,000 | ||||||
Debt Instrument, Redemption Price, Percentage | 97.25% | |||||||
Gain (Loss) on Extinguishment of Debt | $ 39,000,000 | |||||||
Debt instrument, interest rate, effective percentage | 6.75% |
Recent Transactions - Acquisiti
Recent Transactions - Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |||||||
Mar. 24, 2023 | Feb. 01, 2023 | Jan. 10, 2023 | Jan. 06, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Gross | $ 25 | $ 190 | ||||||
Goodwill | $ 22,766 | $ 24,085 | $ 23,986 | |||||
George Gilder Report and other digital newsletters and related website assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of Purchase Price On Net Revenue | 25% | |||||||
Radio stations WWFEAM, WRHCAM and two FM translators in Miami [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Gross | $ 3,000 | |||||||
Radio stations WWFEAM, WRHCAM and two FM translators in Miami [Member] | Lease Transaction for the Land [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Gross | $ 3,200 | |||||||
Digital Media [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 1,200 | |||||||
Digital Felt Productions and digital content library [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Gross | $ 25,000 |
Recent Transactions - Summary
Recent Transactions - Summary of Purchase Consideration Business Combination (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Business Acquisition [Line Items] | ||
Cash payments made upon closing | $ 25 | $ 190 |
Two Thousand And Twenty One Acquistions [Member] | ||
Business Acquisition [Line Items] | ||
Cash payments made upon closing | 5,568 | |
Escrow deposits paid in prior years | 750 | |
Fair value of contingent earn-out consideration | 263 | |
Total purchase price consideration | $ 6,581 |
Recent Transactions - Summary o
Recent Transactions - Summary of Fair Value of the Net Assets Acquired (Detail) $ in Thousands | Sep. 30, 2023 USD ($) |
Assets | |
Property and equipment | $ 2,710 |
Broadcast licenses | 3,542 |
Goodwill | 1,261 |
Domain and brand names | 718 |
Subscriber base and lists | 1,769 |
Non-Compete agreement | 1,601 |
Liabilities | |
Contract liabilities | (5,020) |
Total purchase price consideration | 6,581 |
Net Broadcast [Member] | |
Assets | |
Property and equipment | 2,671 |
Broadcast licenses | 3,542 |
Goodwill | 80 |
Domain and brand names | 0 |
Subscriber base and lists | 0 |
Non-Compete agreement | 0 |
Liabilities | |
Contract liabilities | 0 |
Total purchase price consideration | 6,293 |
Net digital media assets acquired [Member] | |
Assets | |
Property and equipment | 39 |
Broadcast licenses | 0 |
Goodwill | 1,181 |
Domain and brand names | 718 |
Subscriber base and lists | 1,769 |
Non-Compete agreement | 1,601 |
Liabilities | |
Contract liabilities | (5,020) |
Total purchase price consideration | $ 288 |
Recent Transactions - Divestitu
Recent Transactions - Divestitures - Additional Information (Detail) - W A [Member] - USD ($) $ in Millions | Jul. 21, 2023 | Jul. 13, 2023 |
KNTS-AM Seattle [Member] | ||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||
Disposal group including discontinued operation consideration | $ 0.2 | |
Gain (loss) on discontinued operatiions from disposal pre tax value | $ 0.2 | |
KLFE-AM Seattle [Member] | ||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||
Disposal group including discontinued operation consideration | $ 0.5 | |
Gain (loss) on discontinued operatiions from disposal pre tax value | $ 0.2 |
Recent Transactions - Pending T
Recent Transactions - Pending Transactions - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 29, 2023 | Jun. 30, 2023 | Oct. 17, 2023 | Sep. 30, 2023 | Sep. 01, 2023 | Aug. 17, 2023 | Jun. 29, 2023 | Dec. 31, 2022 |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Asset held-for-sale, not part of disposal group current | $ 8,344 | $ 267 | ||||||
Limited Liability Company [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Investment owned, at cost | 1,500 | |||||||
Salem Church Products [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Disposal group including discontinued operations cash consideration | $ 30,000 | |||||||
Cash | 22,500 | |||||||
Notes payable noncurrent | 2,500 | |||||||
Gains from agreement | 10,000 | |||||||
Asset held-for-sale, not part of disposal group current | 2,100 | |||||||
Salem Church Products [Member] | Promissory Note [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Notes payable | $ 7,500 | |||||||
Radio Station WTWD-AM And Translator [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Asset held-for-sale, not part of disposal group current | 100 | |||||||
Radio Station WGTK-FM, WRTH-FM and WLTE-FM [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Asset held-for-sale, not part of disposal group current | 5,100 | |||||||
Sacramento Ca [Member] | KSAC FM [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Gain (loss) on discontinued operatiions from disposal pre tax value | $ 3,300 | |||||||
Disposal group including discontinued operations cash consideration | $ 1,000 | |||||||
Radio StationWLCCAMand FM translator [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Asset held-for-sale, not part of disposal group current | $ 1,000 | |||||||
FLORIDA [Member] | Subsequent Event [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Disposal group including discontinued operations cash consideration | $ 9,500 | |||||||
Tampa Florida [Member] | Radio Station WTWD-AM And Translator [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Disposal group including discontinued operations cash consideration | $ 700 | |||||||
Greenville, South Carolina [Member] | Radio Station WGTK-FM, WRTH-FM and WLTE-FM [Member] | ||||||||
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||||||||
Disposal group including discontinued operations cash consideration | $ 6,800 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) $ in Millions | Sep. 30, 2023 USD ($) |
Disaggregation of Revenue [Line Items] | |
Prepaid commission expense | $ 0.6 |
Revenue Recognition - Reconcili
Revenue Recognition - Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | $ 63,497 | $ 66,862 | $ 192,760 | $ 198,153 |
Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 146,986 | 152,020 | ||
Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 31,335 | 31,293 | ||
Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 14,439 | 14,840 | ||
Broadcast Programming [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 58,615 | 58,181 | ||
Broadcast Programming [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 58,615 | 58,181 | ||
Broadcast Programming [Member] | Block Programming-National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 40,324 | 39,998 | ||
Broadcast Programming [Member] | Block Programming-National [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 40,324 | 39,998 | ||
Broadcast Programming [Member] | Block Programming-Local [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 18,291 | 18,183 | ||
Broadcast Programming [Member] | Block Programming-Local [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 18,291 | 18,183 | ||
Broadcast Advertising Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 53,323 | 59,220 | ||
Broadcast Advertising Revenue [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 53,323 | 59,220 | ||
Broadcast Advertising Revenue [Member] | Spot Advertising-National [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,743 | 11,344 | ||
Broadcast Advertising Revenue [Member] | Spot Advertising-National [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,743 | 11,344 | ||
Broadcast Advertising Revenue [Member] | Spot Advertising-Local [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 29,229 | 31,915 | ||
Broadcast Advertising Revenue [Member] | Spot Advertising-Local [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 29,229 | 31,915 | ||
Broadcast Advertising Revenue [Member] | Network Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 15,351 | 15,961 | ||
Broadcast Advertising Revenue [Member] | Network Advertising [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 15,351 | 15,961 | ||
Other Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 7,162 | 7,358 | ||
Other Broadcast Revenue [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 7,162 | 7,358 | ||
Other Broadcast Revenue [Member] | Infomercials [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 492 | 569 | ||
Other Broadcast Revenue [Member] | Infomercials [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 492 | 569 | ||
Other Broadcast Revenue [Member] | Other Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 6,670 | 6,789 | ||
Other Broadcast Revenue [Member] | Other Revenue [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 6,670 | 6,789 | ||
Digital Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 59,221 | 58,554 | ||
Digital Revenue [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 27,886 | 27,261 | ||
Digital Revenue [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 31,335 | 31,293 | ||
Digital Revenue [Member] | Digital Advertising [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 34,105 | 34,495 | ||
Digital Revenue [Member] | Digital Advertising [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 22,468 | 21,042 | ||
Digital Revenue [Member] | Digital Advertising [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 11,637 | 13,453 | ||
Digital Revenue [Member] | Digital Streaming [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 6,789 | 6,602 | ||
Digital Revenue [Member] | Digital Streaming [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 4,284 | 3,915 | ||
Digital Revenue [Member] | Digital Streaming [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 2,505 | 2,687 | ||
Digital Revenue [Member] | Digital Downloads [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 5,485 | 6,031 | ||
Digital Revenue [Member] | Digital Downloads [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 164 | 546 | ||
Digital Revenue [Member] | Digital Downloads [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 5,321 | 5,485 | ||
Digital Revenue [Member] | Digital Subscriptions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 12,376 | 10,280 | ||
Digital Revenue [Member] | Digital Subscriptions [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 616 | 731 | ||
Digital Revenue [Member] | Digital Subscriptions [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 11,760 | 9,549 | ||
Digital Revenue [Member] | Other Digital Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 466 | 1,146 | ||
Digital Revenue [Member] | Other Digital Revenue [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 354 | 1,027 | ||
Digital Revenue [Member] | Other Digital Revenue [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 112 | 119 | ||
Publishing Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 14,439 | 14,840 | ||
Publishing Revenue [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 14,439 | 14,840 | ||
Publishing Revenue [Member] | Self-Publishing fees [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 5,002 | 5,189 | ||
Publishing Revenue [Member] | Self-Publishing fees [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 5,002 | 5,189 | ||
Publishing Revenue [Member] | Book Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,718 | 10,816 | ||
Publishing Revenue [Member] | Book Sales [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,718 | 10,816 | ||
Publishing Revenue [Member] | Estimated Sales Returns And Allowances [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | (554) | (2,799) | ||
Publishing Revenue [Member] | Estimated Sales Returns And Allowances [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | (554) | (2,799) | ||
Publishing Revenue [Member] | Net Book Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,164 | 8,017 | ||
Publishing Revenue [Member] | Net Book Sales [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 8,164 | 8,017 | ||
Publishing Revenue [Member] | EBook Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 737 | 937 | ||
Publishing Revenue [Member] | EBook Sales [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 737 | 937 | ||
Publishing Revenue [Member] | Other Publishing Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 536 | 697 | ||
Publishing Revenue [Member] | Other Publishing Revenue [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 536 | 697 | ||
Timing Of Revenue Recognition [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,329 | 1,668 | ||
Timing Of Revenue Recognition [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 1,329 | 1,668 | ||
Timing Of Revenue Recognition [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 0 | |||
Timing Of Revenue Recognition [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 0 | |||
Timing Of Revenue Recognition [Member] | Transferred at Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 191,431 | 196,485 | ||
Timing Of Revenue Recognition [Member] | Transferred at Point in Time [Member] | Broadcast Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 145,657 | 150,352 | ||
Timing Of Revenue Recognition [Member] | Transferred at Point in Time [Member] | Digital [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | 31,335 | 31,293 | ||
Timing Of Revenue Recognition [Member] | Transferred at Point in Time [Member] | Publishing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, Net | $ 14,439 | $ 14,840 |
Revenue Recognition - Significa
Revenue Recognition - Significant Changes in Our Contract Liabilities (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Change in Contract with Customer, Liability [Abstract] | |
Short Term, Balance, beginning of period | $ 11,901 |
Short Term, Revenue recognized during the period that was included in the beginning balance of contract liabilities | (9,039) |
Short Term, Additional amounts recognized during the period | 21,346 |
Short Term, Revenue recognized during the period that was recorded during the period | (12,966) |
Short Term, Transfers | 1,483 |
Short Term, Balance, end of period | 12,725 |
Short Term, Amount refundable at beginning of period | 11,901 |
Short Term, Amount refundable at end of period | 12,725 |
Long-Term, Balance, beginning of period | 1,886 |
Long-Term, Revenue recognized during the period that was included in the beginning balance of contract liabilities | 0 |
Long-Term, Additional amounts recognized during the period | 3,131 |
Long-Term, Revenue recognized during the period that was recorded during the period | 0 |
Long-Term, Transfers | (1,483) |
Long-Term, Balance, end of period | 3,534 |
Long-Term, Amount refundable at beginning of period | 1,886 |
Long-Term, Amount refundable at end of period | $ 3,534 |
Revenue Recognition - Revenue,
Revenue Recognition - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction (Detail) $ in Thousands | Sep. 30, 2023 USD ($) |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 16,259 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 12,725 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 1,311 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 1,336 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 387 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 112 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation | $ 388 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | 1 year |
Revenue Recognition - Trade and
Revenue Recognition - Trade and Barter Transactions Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue Recognition [Line Items] | ||||
Total net revenue | $ 63,497 | $ 66,862 | $ 192,760 | $ 198,153 |
Broadcast [Member] | Advertising Barter Transactions [Member] | ||||
Revenue Recognition [Line Items] | ||||
Total net revenue | 842 | 593 | 2,394 | 2,118 |
Cost | $ 719 | $ 472 | $ 2,299 | $ 2,104 |
Property and Equipment - Summar
Property and Equipment - Summary of Categories of Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 235,413 | $ 235,970 |
Less accumulated depreciation | (192,540) | (191,638) |
Property, Plant and Equipment Net | 42,873 | 44,332 |
Property, Plant and Equipment, Net, Total | 80,077 | 81,296 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 27,057 | 27,070 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 29,449 | 28,523 |
Office Furnishings and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 38,034 | 37,162 |
Antennae, Towers and Transmitting Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 78,987 | 76,950 |
Studio, Production and Mobile Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 31,374 | 30,267 |
Computer Software and Website Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 36,342 | 42,304 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 1,625 | 1,633 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 19,602 | 19,131 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 10,147 | $ 9,894 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 2,816 | $ 2,737 | $ 8,540 | $ 8,537 |
Operating and Finance Lease R_3
Operating and Finance Lease Right-of-Use Assets - Additional Information (Detail) $ in Thousands | Dec. 31, 2022 USD ($) |
Deferred Cash Payments For Leases | $ 200 |
Deferred Cash Payments For Leases to be payable in 2023 | $ 26,000 |
Operating and Finance Lease R_4
Operating and Finance Lease Right-of-Use Assets - Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | $ 45,106 | $ 43,671 |
Operating lease liabilities (current) | 8,900 | 8,305 |
Operating lease liabilities (non-current) | 42,808 | $ 42,406 |
Total operating lease liabilities | $ 51,708 | |
Weighted Average Remaining Lease Term, Operating leases | 7 years 3 months 18 days | |
Weighted Average Remaining Lease Term, Finance leases | 2 years 6 months | |
Weighted Average Discount Rate, Operating leases | 8.62% | |
Weighted Average Discount Rate, Finance leases | 8.29% | |
Related Party Lease [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | $ 8,167 | |
Operating lease liabilities (current) | 1,220 | |
Operating lease liabilities (non-current) | 7,214 | |
Total operating lease liabilities | 8,434 | |
Other Operating Leases [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating leases ROU assets | 36,939 | |
Operating lease liabilities (current) | 7,680 | |
Operating lease liabilities (non-current) | 35,594 | |
Total operating lease liabilities | $ 43,274 |
Operating and Finance Lease R_5
Operating and Finance Lease Right-of-Use Assets - Components of Lease Expense (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Leases [Abstract] | |
Amortization of finance lease ROU Assets | $ 32 |
Interest on finance lease liabilities | 4 |
Finance lease expense | 36 |
Operating lease expense | 10,123 |
Variable lease expense | 1,164 |
Short-term lease expense | 350 |
Total lease expense | $ 11,673 |
Operating and Finance Lease R_6
Operating and Finance Lease Right-of-Use Assets - Schedule of Impact to Financial Statements of the Adoption of ASU 842 (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 10,711 | |
Operating cash flows from finance leases | 3 | |
Financing cash flows from finance leases | 43 | |
Leased assets obtained in exchange for new operating lease liabilities | 8,965 | |
Leased assets obtained in exchange for new finance lease liabilities | $ 41 | $ 20 |
Operating and Finance Lease R_7
Operating and Finance Lease Right-of-Use Assets - Summary of Future Lease Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2024 | $ 10,999 | |
Operating Leases, 2025 | 11,846 | |
Operating Leases, 2026 | 10,610 | |
Operating Leases, 2027 | 8,590 | |
Operating Leases, 2028 | 6,385 | |
Operating Leases, Thereafter | 25,503 | |
Undiscounted Cash Flows | 73,933 | |
Less: imputed interest | (22,225) | |
Reconciliation to lease liabilities: | ||
Lease liabilities – current | 8,900 | $ 8,305 |
Lease liabilities – long-term | 42,808 | 42,406 |
Total operating lease liabilities | 51,708 | |
Finance Leases, 2024 | 38 | |
Finance Leases, 2025 | 20 | |
Finance Leases, 2026 | 19 | |
Finance Leases, 2027 | 4 | |
Finance Leases, 2028 | 1 | |
Finance Leases, Thereafter | 0 | |
Finance Leases, Undiscounted Cash Flows | 82 | |
Less: Finance Leases, imputed interest | (8) | |
Finance Leases, Reconciliation to lease liabilities: | ||
Finance Leases, Lease liabilities - current | 36 | 43 |
Finance Leases, Lease liabilities - long-term | 38 | $ 39 |
Total Finance Lease Liabilities | 74 | |
Contractual Obligations, 2024 | 11,037 | |
Contractual Obligations, 2025 | 11,866 | |
Contractual Obligations, 2026 | 10,629 | |
Contractual Obligations, 2027 | 8,594 | |
Contractual Obligations, 2028 | 6,386 | |
Contractual Obligations, Thereafter | 25,503 | |
Contractual Obligations, Undiscounted Cash Flows | 74,015 | |
Less: Contractual Obligations, imputed interest | (22,233) | |
Contractual Obligations, Reconciliation to lease liabilities: | ||
Contractual Obligations, Lease liabilities - current | 8,936 | |
Contractual Obligations, Lease liabilities - long-term | 42,846 | |
Total Contractual Obligations, Lease Liabilities | 51,782 | |
Related Party Lease [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2024 | 1,453 | |
Operating Leases, 2025 | 1,954 | |
Operating Leases, 2026 | 1,959 | |
Operating Leases, 2027 | 1,624 | |
Operating Leases, 2028 | 1,201 | |
Operating Leases, Thereafter | 3,584 | |
Undiscounted Cash Flows | 11,775 | |
Less: imputed interest | (3,341) | |
Reconciliation to lease liabilities: | ||
Lease liabilities – current | 1,220 | |
Lease liabilities – long-term | 7,214 | |
Total operating lease liabilities | 8,434 | |
Other Operating Leases [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases, 2024 | 9,546 | |
Operating Leases, 2025 | 9,892 | |
Operating Leases, 2026 | 8,651 | |
Operating Leases, 2027 | 6,966 | |
Operating Leases, 2028 | 5,184 | |
Operating Leases, Thereafter | 21,919 | |
Undiscounted Cash Flows | 62,158 | |
Less: imputed interest | (18,884) | |
Reconciliation to lease liabilities: | ||
Lease liabilities – current | 7,680 | |
Lease liabilities – long-term | 35,594 | |
Total operating lease liabilities | $ 43,274 |
Broadcast Licenses - Additional
Broadcast Licenses - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | Jun. 30, 2023 MarketClusters | Mar. 31, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) MarketClusters | Sep. 30, 2022 USD ($) | |
Indefinite-lived Intangible Assets [Line Items] | ||||||||
Impairment charge | $ 35,113 | $ 7,725 | $ 38,376 | $ 11,660 | ||||
Broadcast Licenses [Member] | ||||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||||
License renewable term | 8 years | |||||||
Percentage of fair value over carrying value benchmark for qualitative impairment analysis | 50% | |||||||
Impairment charge | $ 35,100 | $ 1,100 | $ 0 | |||||
Number of market cluster where the carrying value exceeds fair value | MarketClusters | 2 | 19 | ||||||
Broadcast Licenses [Member] | Bond and Pecaro [Member] | ||||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||||
Impairment charge | $ 2,100 | |||||||
Broadcast Licenses [Member] | Maximum [Member] | ||||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||||
Percentage of fair value over carrying value benchmark for qualitative impairment analysis | 50% | |||||||
Broadcast Licenses [Member] | Minimum [Member] | ||||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||||
Percentage of fair value over carrying value benchmark for qualitative impairment analysis | 50% |
Broadcast Licenses - Schedule o
Broadcast Licenses - Schedule of Changes in Broadcasting Licenses (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Balance, beginning of period before cumulative loss on impairment | $ 429,890 | $ 434,444 |
Accumulated loss on impairment, Beginning Balance | (126,116) | (114,436) |
Balance, beginning of period after cumulative loss on impairment | 303,774 | 320,008 |
Capital projects to improve broadcast signal and strength | 200 | 0 |
Assets held for sale | (8,713) | 0 |
Loss on impairment | (38,376) | (13,985) |
Balance, end of period before cumulative loss on impairment | 419,456 | 429,890 |
Accumulated loss on impairment, Ending Balance | (159,263) | (126,116) |
Balance, end of period after cumulative loss on impairment | 260,193 | 303,774 |
Radio Stations [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Acquisitions of radio station and FM Translators | 3,542 | 514 |
Disposition of radio stations and FM translators | $ (234) | $ (2,763) |
Broadcast Licenses - Fair Value
Broadcast Licenses - Fair Value Measurement Inputs and Valuation Techniques for Broadcast Licenses (Detail) - Broadcast Licenses [Member] | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Measurement Input, Risk-adjusted Discount Rate [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 10 | 9.5 | 9.5 |
Measurement Input, Long-term Revenue Growth Rate [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 0 | ||
Minimum [Member] | Measurement Input, Operating Profit Margin [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 3.9 | 3.9 | 3.9 |
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 0.4 | 0.4 | |
Maximum [Member] | Measurement Input, Operating Profit Margin [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 30.4 | 30.4 | 30.4 |
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 0.8 | 0.8 |
Broadcast Licenses - Results of
Broadcast Licenses - Results of Impairment Testing of Broadcast Licenses Under Income Approach (Detail) | 9 Months Ended |
Sep. 30, 2023 | |
Boston MA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 14% |
Chicago IL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 21.50% |
Cleveland OH [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 21.10% |
Colorado Springs CO [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 16% |
Columbus OH [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 11.80% |
Dallas TX [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 8.20% |
Detroit MI [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 3.20% |
Greenville ,SC [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 9.20% |
Honolulu ,HI [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 0% |
Little Rock, AR [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 23% |
Los Angles CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 0% |
Miami FL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 36.60% |
New York NY [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 9.50% |
Orlando FL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 10.40% |
Philadelphia PA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 19.80% |
Phoenix AZ [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 0.90% |
Portland OR [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 23.60% |
Sacramento CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 26.20% |
San Diego CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 61% |
San Francisco CA [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 25.90% |
Tampa FL [Member] | |
Goodwill And Other Intangible Assets [Line Items] | |
Excess fair value estimate | 17.40% |
Goodwill - Fair Value Measureme
Goodwill - Fair Value Measurement Inputs and Valuation Techniques For Goodwill (Detail) | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Measurement Input Risk Adjusted Discount Rate [Member] | Digital Media Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 11 | 10.5 | 10.5 |
Measurement Input Risk Adjusted Discount Rate [Member] | Publishing Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 11 | 10.5 | |
Measurement Input, Long-term Revenue Growth Rate [Member] | Radio Clusters [Member] | Digital Media Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 0.5 | 0.6 | 0.6 |
Measurement Input, Long-term Revenue Growth Rate [Member] | Radio Clusters [Member] | Publishing Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 0.5 | 0.5 | |
Minimum [Member] | Measurement Input Operating Profit Margin [Member] | Radio Clusters [Member] | Digital Media Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | (13.6) | (1.5) | 0.9 |
Minimum [Member] | Measurement Input Operating Profit Margin [Member] | Radio Clusters [Member] | Publishing Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | (17.9) | (9) | |
Maximum [Member] | Measurement Input Operating Profit Margin [Member] | Radio Clusters [Member] | Digital Media Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 21 | 3 | 5.3 |
Maximum [Member] | Measurement Input Operating Profit Margin [Member] | Radio Clusters [Member] | Publishing Enterprise Valuations [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Intangible asset measurement input percentage | 2.4 | 4.9 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Goodwill [Line Items] | |||||
Balance, beginning of period before cumulative loss on impairment | $ 28,975 | $ 28,749 | $ 28,749 | ||
Accumulated loss on impairment | (4,890) | (4,763) | (4,763) | ||
Balance, beginning of period after cumulative loss on impairment | 24,085 | 23,986 | 23,986 | ||
Loss on impairment | $ (733) | $ 0 | (2,580) | $ (127) | (127) |
Balance, end of period before cumulative loss on impairment | 30,236 | 30,236 | 28,975 | ||
Accumulated loss on impairment | (7,470) | (7,470) | (4,890) | ||
Ending period balance | $ 22,766 | 22,766 | 24,085 | ||
Radio Stations [Member] | |||||
Goodwill [Line Items] | |||||
Acquisitions | 80 | 0 | |||
Digital Media [Member] | |||||
Goodwill [Line Items] | |||||
Acquisitions | $ 1,181 | $ 226 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Impairment of goodwill | $ 733 | $ 0 | $ 2,580 | $ 127 | $ 127 | |
Broadcasting [Member] | Digital Subscriptions [Member] | ||||||
Impairment of goodwill | $ 700 | $ 1,800 |
Amortizable Intangible Assets -
Amortizable Intangible Assets - Summary of Significant Classes of Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 64,911 | $ 61,532 |
Accumulated Amortization | (60,636) | (59,383) |
Total | 4,275 | 2,149 |
Customer Lists and Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 24,186 | 24,186 |
Accumulated Amortization | (23,573) | (23,006) |
Total | 613 | 1,180 |
Domain and Brand Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 20,696 | 19,978 |
Accumulated Amortization | (19,934) | (19,704) |
Total | 762 | 274 |
Favorable and Assigned Leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,479 | 2,188 |
Accumulated Amortization | (1,479) | (1,975) |
Total | 0 | 213 |
Subscriber Base and Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 10,416 | 8,647 |
Accumulated Amortization | (8,988) | (8,531) |
Total | 1,428 | 116 |
Author Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 3,070 | 3,070 |
Accumulated Amortization | (2,846) | (2,771) |
Total | 224 | 299 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 3,653 | 2,052 |
Accumulated Amortization | (2,405) | (2,044) |
Total | 1,248 | 8 |
Other Amortizable Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,411 | 1,411 |
Accumulated Amortization | (1,411) | (1,352) |
Total | $ 0 | $ 59 |
Amortizable Intangible Assets_2
Amortizable Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Amortization of intangible assets | $ 0.6 | $ 0.3 | $ 1.8 | $ 1 |
Amortizable Intangible Assets_3
Amortizable Intangible Assets - Amortizable Intangible Assets, Estimate Amortization Expense (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 | $ 485 | |
2024 | 1,686 | |
2025 | 1,500 | |
2026 | 361 | |
2027 | 231 | |
Thereafter | 12 | |
Total | $ 4,275 | $ 2,149 |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Long-term debt less unamortized discount and debt issuance costs | $ 173,135 | $ 159,325 |
Less current portion | 20,524 | 8,958 |
Long-term Debt | 152,611 | 150,367 |
Asset-Based Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 20,524 | 8,958 |
7.125% Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt and capital lease obligations current and noncurrent | 159,416 | 114,731 |
Less unamortized discount and debt issuance costs | (6,805) | (3,253) |
Long-term Debt | 152,611 | 111,478 |
6.75% Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt and capital lease obligations current and noncurrent | 0 | 39,035 |
Less unamortized discount and debt issuance costs | 0 | (146) |
Long-term Debt | $ 0 | $ 38,889 |
Long-Term Debt - Long-Term De_2
Long-Term Debt - Long-Term Debt (Parenthetical) (Detail) - Asset Based Revolving Credit Facility [Member] $ in Millions | Sep. 30, 2023 USD ($) |
Debt Instrument [Line Items] | |
Debt instrument, face amount | $ 23.9 |
Long-term Debt, Gross | 20.5 |
Line of Credit Facility, Current Borrowing Capacity | 3.1 |
Letter of Credit [Member] | |
Debt Instrument [Line Items] | |
Letters of Credit Outstanding, Amount | $ 0.3 |
Long-Term Debt - 7.125% Senior
Long-Term Debt - 7.125% Senior Secured Notes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Mar. 20, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Line of Credit Facility [Line Items] | ||||||
Interest expense, debt | $ 11,400 | |||||
Accrued interest | $ 3,861 | $ 3,861 | $ 949 | |||
Debt related commitment fees and debt issuance costs | 6,300 | |||||
2024 Notes [member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, interest rate, effective percentage | 6.75% | |||||
2028 Notes [member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Conversion, Converted Instrument, Rate | 7.125% | |||||
Debt Instrument, Maturity Date | Jun. 01, 2028 | |||||
Debt Instrument, Payment Terms | Interest accrues on the 2028 Notes from September 10, 2021, and is payable semi-annually, in cash in arrears, on June 1 and December 1 of each year, commencing December 1, 2021 | |||||
Accrued interest | 3,900 | 3,900 | ||||
Debt related commitment fees and debt issuance costs | 400 | $ 200 | 1,200 | $ 500 | ||
Carrying value of long term debt | $ 44,700 | |||||
Debt instrument discount | $ 41,900 | |||||
Debt instrument, interest rate, effective percentage | 8.625% | |||||
Extinguishment of debt, amount | $ 36,500 | |||||
2028 Notes [member] | Debt Instrument Redemption Period Two [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, redemption price, percentage of principal amount redeemed | 100% | |||||
2028 Notes [member] | Debt Instrument Redemption Period Three [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, redemption price, percentage of principal amount redeemed | 107.125% | |||||
Debt Instrument, Redemption , Percentage | 35% | |||||
2028 Notes [member] | Debt Instrument, Redemption, Period Four [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, redemption price, percentage of principal amount redeemed | 101% | |||||
Debt Instrument, Redemption , Percentage | 10% | |||||
7.125% Senior Secured Notes [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Carrying value of long term debt | $ 159,400 | 159,400 | ||||
7.125% Senior Secured Notes [Member] | 2028 Notes [member] | Operating Expense [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Third party debt modification costs | $ 9,300 | $ 200 |
Long-Term Debt - 6.75% Senior S
Long-Term Debt - 6.75% Senior Secured Notes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Mar. 27, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Jan. 19, 2023 | May 19, 2017 | |
Debt Instrument [Line Items] | |||||||
Debt related commitment fees and debt issuance costs | $ 6,300,000 | ||||||
6.75% Senior Secured Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 6.75% | ||||||
Debt related commitment fees and debt issuance costs | $ 0 | $ 35,000 | $ 20,000 | $ 100,000 | |||
2024 Notes [member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument repurchase amount | $ 36,500,000 | $ 2,500,000 | |||||
Repayments of Debt | $ 800,000 |
Long- Term Debt - Summary of Re
Long- Term Debt - Summary of Repurchase of Senior Secured Note (Detail) - Senior Secured Note [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Debt Instrument [Line Items] | |
Principal Repurchased | $ 105,639 |
Cash Paid | 102,902 |
Bond Issue Costs | 1,310 |
Net Gain (Loss) | $ 1,427 |
Senior Secured Note Period One [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 19, 2023 |
Principal Repurchased | $ 2,500 |
Cash Paid | $ 2,431 |
Percent face value | 98.95% |
Bond Issue Costs | $ 30 |
Net Gain (Loss) | $ 39 |
Senior Secured Note Period Two [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 19, 2022 |
Principal Repurchased | $ 4,650 |
Cash Paid | $ 4,557 |
Percent face value | 98% |
Bond Issue Costs | $ 57 |
Net Gain (Loss) | $ 36 |
Senior Secured Note Period Three [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 14, 2022 |
Principal Repurchased | $ 1,000 |
Cash Paid | $ 965 |
Percent face value | 96.50% |
Bond Issue Costs | $ 5 |
Net Gain (Loss) | $ 30 |
Senior Secured Note Period Four [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jun. 13, 2022 |
Principal Repurchased | $ 5,000 |
Cash Paid | $ 4,947 |
Percent face value | 98.95% |
Bond Issue Costs | $ 35 |
Net Gain (Loss) | $ 18 |
Senior Secured Note Period Five [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jun. 10, 2022 |
Principal Repurchased | $ 3,000 |
Cash Paid | $ 2,970 |
Percent face value | 99% |
Bond Issue Costs | $ 21 |
Net Gain (Loss) | $ 9 |
Senior Secured Note Period Six [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jun. 07, 2022 |
Principal Repurchased | $ 2,464 |
Cash Paid | $ 2,446 |
Percent face value | 99.25% |
Bond Issue Costs | $ 17 |
Net Gain (Loss) | $ 1 |
Senior Secured Note Period Seven [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | May 17, 2022 |
Principal Repurchased | $ 2,525 |
Cash Paid | $ 2,500 |
Percent face value | 99% |
Bond Issue Costs | $ 18 |
Net Gain (Loss) | $ 7 |
Senior Secured Note Period Eight [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 12, 2022 |
Principal Repurchased | $ 2,500 |
Cash Paid | $ 2,531 |
Percent face value | 101.26% |
Bond Issue Costs | $ 22 |
Net Gain (Loss) | $ (53) |
Senior Secured Note Period Nine [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 10, 2021 |
Principal Repurchased | $ 35,000 |
Cash Paid | $ 35,591 |
Percent face value | 101.69% |
Bond Issue Costs | $ 321 |
Net Gain (Loss) | $ (912) |
Senior Secured Note Period Ten [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Oct. 25, 2021 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 2,020 |
Percent face value | 101% |
Bond Issue Costs | $ 19 |
Net Gain (Loss) | $ (39) |
Senior Secured Note Period Eleven [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Oct. 12, 2021 |
Principal Repurchased | $ 250 |
Cash Paid | $ 251 |
Percent face value | 100.38% |
Bond Issue Costs | $ 2 |
Net Gain (Loss) | $ (3) |
Senior Secured Note Period Twelve [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Oct. 05, 2021 |
Principal Repurchased | $ 763 |
Cash Paid | $ 766 |
Percent face value | 100.38% |
Bond Issue Costs | $ 7 |
Net Gain (Loss) | $ (10) |
Senior Secured Note Period Thirteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Oct. 04, 2021 |
Principal Repurchased | $ 628 |
Cash Paid | $ 629 |
Percent face value | 100.13% |
Bond Issue Costs | $ 6 |
Net Gain (Loss) | $ (7) |
Senior Secured Note Period Fourteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Sep. 24, 2021 |
Principal Repurchased | $ 4,700 |
Cash Paid | $ 4,712 |
Percent face value | 100.25% |
Bond Issue Costs | $ 44 |
Net Gain (Loss) | $ (56) |
Senior Secured Note Period Fifteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 30, 2020 |
Principal Repurchased | $ 2,250 |
Cash Paid | $ 2,194 |
Percent face value | 97.50% |
Bond Issue Costs | $ 34 |
Net Gain (Loss) | $ 22 |
Senior Secured Note Period Sixteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 27, 2020 |
Principal Repurchased | $ 1,245 |
Cash Paid | $ 1,198 |
Percent face value | 96.25% |
Bond Issue Costs | $ 20 |
Net Gain (Loss) | $ 27 |
Senior Secured Note Period Seventeen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 27, 2019 |
Principal Repurchased | $ 3,090 |
Cash Paid | $ 2,874 |
Percent face value | 93% |
Bond Issue Costs | $ 48 |
Net Gain (Loss) | $ 167 |
Senior Secured Note Period Eighteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Nov. 27, 2019 |
Principal Repurchased | $ 5,183 |
Cash Paid | $ 4,548 |
Percent face value | 87.75% |
Bond Issue Costs | $ 82 |
Net Gain (Loss) | $ 553 |
Senior Secured Note Period Nineteen [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Nov. 15, 2019 |
Principal Repurchased | $ 3,791 |
Cash Paid | $ 3,206 |
Percent face value | 84.58% |
Bond Issue Costs | $ 61 |
Net Gain (Loss) | $ 524 |
Senior Secured Note Period Twenty [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Mar. 28, 2019 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 1,830 |
Percent face value | 91.50% |
Bond Issue Costs | $ 37 |
Net Gain (Loss) | $ 134 |
Senior Secured Note Period Twenty One [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Mar. 28, 2019 |
Principal Repurchased | $ 2,300 |
Cash Paid | $ 2,125 |
Percent face value | 92.38% |
Bond Issue Costs | $ 42 |
Net Gain (Loss) | $ 133 |
Senior Secured Note Period Twenty Two [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Feb. 20, 2019 |
Principal Repurchased | $ 125 |
Cash Paid | $ 114 |
Percent face value | 91.25% |
Bond Issue Costs | $ 2 |
Net Gain (Loss) | $ 9 |
Senior Secured Note Period Twenty Three [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Feb. 19, 2019 |
Principal Repurchased | $ 350 |
Cash Paid | $ 319 |
Percent face value | 91.25% |
Bond Issue Costs | $ 7 |
Net Gain (Loss) | $ 24 |
Senior Secured Note Period Twenty Four [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Feb. 12, 2019 |
Principal Repurchased | $ 1,325 |
Cash Paid | $ 1,209 |
Percent face value | 91.25% |
Bond Issue Costs | $ 25 |
Net Gain (Loss) | $ 91 |
Senior Secured Note Period Twenty Five [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Jan. 10, 2019 |
Principal Repurchased | $ 570 |
Cash Paid | $ 526 |
Percent face value | 92.25% |
Bond Issue Costs | $ 9 |
Net Gain (Loss) | $ 35 |
Senior Secured Note Period Twenty Six [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 21, 2018 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 1,835 |
Percent face value | 91.75% |
Bond Issue Costs | $ 38 |
Net Gain (Loss) | $ 127 |
Senior Secured Note Period Twenty Seven [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 21, 2018 |
Principal Repurchased | $ 1,850 |
Cash Paid | $ 1,702 |
Percent face value | 92% |
Bond Issue Costs | $ 35 |
Net Gain (Loss) | $ 113 |
Senior Secured Note Period Twenty Eight [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Dec. 21, 2018 |
Principal Repurchased | $ 1,080 |
Cash Paid | $ 999 |
Percent face value | 92.50% |
Bond Issue Costs | $ 21 |
Net Gain (Loss) | $ 60 |
Senior Secured Note Period Twenty Nine [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Nov. 17, 2018 |
Principal Repurchased | $ 1,500 |
Cash Paid | $ 1,357 |
Percent face value | 90.50% |
Bond Issue Costs | $ 29 |
Net Gain (Loss) | $ 114 |
Senior Secured Note Period Thirty [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | May 04, 2018 |
Principal Repurchased | $ 4,000 |
Cash Paid | $ 3,770 |
Percent face value | 94.25% |
Bond Issue Costs | $ 86 |
Net Gain (Loss) | $ 144 |
Senior Secured Note Period Thirty One [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Apr. 10, 2018 |
Principal Repurchased | $ 4,000 |
Cash Paid | $ 3,850 |
Percent face value | 96.25% |
Bond Issue Costs | $ 87 |
Net Gain (Loss) | $ 63 |
Senior Secured Note Period Thirty Two [Member] | |
Debt Instrument [Line Items] | |
Repurchase date | Apr. 09, 2018 |
Principal Repurchased | $ 2,000 |
Cash Paid | $ 1,930 |
Percent face value | 96.50% |
Bond Issue Costs | $ 43 |
Net Gain (Loss) | $ 27 |
Long-Term Debt - Asset-Based Re
Long-Term Debt - Asset-Based Revolving Credit Facility - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
May 19, 2017 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | |
Debt Instrument [Line Items] | ||||||
Amortization of financing costs | $ 1,277,000 | $ 732,000 | ||||
Debt related commitment fees and debt issuance costs | $ 6,300,000 | |||||
Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 30,000,000 | |||||
Debt instrument, interest rate, increase (decrease) | 2% | |||||
Line of credit facility, covenant terms | The Credit Agreement includes a springing fixed charge coverage ratio | |||||
Fixed charge coverage ratio | 1% | |||||
Debt instrument, debt default, description of violation or event of default | The Credit Agreement provides for the following events of default: (i) non-payment of any principal or letter of credit reimbursement when due or any interest, fees, or other amounts within five days of the due date; (ii) the failure by any borrower or any subsidiary to comply with any covenant or agreement contained in the Credit Agreement or any other loan document, in certain cases subject to applicable notice and lapse of time; (iii) any representation or warranty made pursuant to the Credit Agreement or any other loan document is incorrect in any material respect when made; (iv) certain defaults of other indebtedness of any borrower or any subsidiary of indebtedness of at least $10 million; (v) certain events of bankruptcy or insolvency with respect to any borrower or any subsidiary; (vi) certain judgments for the payment of money of $10 million or more; (vii) a change of control; and (viii) certain defaults relating to the loss of FCC licenses, cessation of broadcasting and termination of material station contracts. | |||||
Aggregate indebtedness | $ 10,000,000 | $ 10,000,000 | ||||
Amortization of financing costs | 1,100,000 | |||||
Debt instrument blended interest rate | 9.83% | 9.83% | ||||
ABL Borrowings descriptions | Availability under the ABL Facility is subject to a borrowing base consisting of (a) 90% of the eligible accounts receivable plus (b) a calculated amount based on the value of certain real property | |||||
Debt instrument current borrowing capacity | $ 25,100,000 | $ 25,100,000 | ||||
Line Of Credit Facility Outstanding Amount | 20,500,000 | 20,500,000 | ||||
Line of credit facility maximum borrowing capacity | 25,000,000 | 25,000,000 | $ 30,000,000 | |||
Long-Term Line of Credit | 1,000,000 | 1,000,000 | ||||
Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility remaining borrowing capacity | 4,500,000 | $ 4,500,000 | ||||
Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, increase (decrease) | 3% | |||||
Asset-Based Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, increase (decrease) | 4% | |||||
Asset-Based Revolving Credit Facility [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 5,000,000 | |||||
Asset-Based Revolving Credit Facility [Member] | Swingline Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt default, description of violation or event of default | $ 7,500,000 | |||||
Abl Facility [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt related commitment fees and debt issuance costs | $ 54,000 | $ 25,000 | $ 100,000 | $ 100,000 | ||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |||||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.50% | |||||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |||||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | |||||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2% | |||||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | |||||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1% |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt Obligations - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | ||
May 19, 2017 | Sep. 30, 2023 | Dec. 31, 2022 | |
Shares Issued And Outstanding [Line Items] | |||
Weighted average interest rate | 7.43% | 6.85% | |
Asset-Based Revolving Credit Facility [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Long-term debt, gross | $ 20.5 | ||
Asset-Based Revolving Credit Facility [Member] | Prime Rate [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, basis spread on variable rate | 3% | ||
Asset-Based Revolving Credit Facility [Member] | Secured Overnight Financing Rate [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, basis spread on variable rate | 4% | ||
Minimum [Member] | Asset-Based Revolving Credit Facility [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, basis spread on variable rate | 1.50% | ||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | ||
Maximum [Member] | Asset-Based Revolving Credit Facility [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, basis spread on variable rate | 2% | ||
Line of credit facility, unused capacity, commitment fee percentage | 0.375% | ||
7.125% Senior Secured Notes [Member] | |||
Shares Issued And Outstanding [Line Items] | |||
Debt instrument, face amount | $ 159.4 | ||
Debt instrument, interest rate, stated percentage | 7.125% |
Long-Term Debt - Principle Repa
Long-Term Debt - Principle Repayment Requirements Under Long Term Agreements Outstanding (Detail) $ in Thousands | Sep. 30, 2023 USD ($) |
Maturities of Long-term Debt [Abstract] | |
2024 | $ 20,524 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 | 159,416 |
Thereafter | 0 |
Total | $ 179,940 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) $ in Millions | Sep. 30, 2023 USD ($) |
Fair Value Disclosures [Abstract] | |
Carrying value of notes | $ 159.4 |
Debt instrument, estimated fair value | $ 136.3 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value of Financial Assets and Liabilities (Detail) $ in Thousands | Sep. 30, 2023 USD ($) |
Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | $ 358 |
Long-term debt less unamortized discount and debt issuance costs | 173,135 |
Fair Value, Inputs, Level 1 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 0 |
Fair Value, Inputs, Level 1 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Long-term debt less unamortized discount and debt issuance costs | 0 |
Fair Value, Inputs, Level 2 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 0 |
Fair Value, Inputs, Level 2 [Member] | Other Indefinite Lived Intangible Assets [Member] | |
Liabilities: | |
Long-term debt less unamortized discount and debt issuance costs | 153,020 |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities: | |
Estimated fair value of contingent earn-out consideration included in accrued expenses | 358 |
Long-term debt less unamortized discount and debt issuance costs | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Sep. 30, 2023 | Dec. 31, 2021 | |
Income Tax Contingency [Line Items] | |||
Valuation allowance | $ 40,000 | $ 40,000 | |
Net operating loss carryforwards for federal income tax purpose | 94,700 | ||
Cumulative adjusted pre-tax book loss | (39,745) | $ (83,290) | |
Revision of Prior Period, Adjustment [Member] | |||
Income Tax Contingency [Line Items] | |||
Cumulative adjusted pre-tax book loss | $ 39,100 | $ 39,100 | |
Domestic Tax Authority [Member] | |||
Income Tax Contingency [Line Items] | |||
Beginning year of expiry for net operating loss carry forwards | 2024 | ||
Ending year of expiry for net operating loss carryforwards | 2037 | ||
State and Local Jurisdiction [Member] | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards for federal income tax purpose | $ 633,900 |
Stock Incentive Plan - Addition
Stock Incentive Plan - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, stock options | $ 1.1 | |
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years 10 months 24 days | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share price | $ 0.59 | |
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value | $ 0.2 | $ 0.2 |
Stock Incentive Plan - Schedule
Stock Incentive Plan - Schedule of Stock-Based Compensation Expense Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total stock-based compensation expense, pre-tax | $ 129 | $ 54 | $ 340 | $ 228 |
Tax expense for stock-based compensation expense | (33) | (14) | (88) | (59) |
Total stock-based compensation expense, net of tax | 96 | 40 | 252 | 169 |
Corporate [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense included in unallocated corporate expenses | 83 | 24 | 201 | 60 |
Restricted stock shares compensation expense included in corporate expenses | 0 | 0 | 0 | 54 |
Broadcast [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense included in unallocated corporate expenses | 34 | 18 | 95 | 67 |
Digital Media [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense included in unallocated corporate expenses | 10 | 12 | 39 | 47 |
Publishing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock option compensation expense included in unallocated corporate expenses | $ 2 | $ 0 | $ 5 | $ 0 |
Stock Incentive Plan - Schedu_2
Stock Incentive Plan - Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model (Detail) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected volatility | 85.94% | 87.94% | 84.90% |
Expected dividends | 0% | 0% | 0% |
Expected term (in years) | 7 years 6 months | 8 years 4 months 24 days | 9 years 2 months 12 days |
Risk-free interest rate | 3.10% | 3.69% | 1.86% |
Stock Incentive Plan - Schedu_3
Stock Incentive Plan - Schedule of Stock Option Activity (Detail) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Shares | ||
Beginning Balance | 1,706,340 | |
Granted | 1,249,500 | |
Forfeited or expired | (153,997) | |
Ending Balance | 2,801,843 | 1,706,340 |
Exercisable at end of period | 1,101,843 | |
Expected to Vest | 1,614,150 | |
Weighted Average Exercise Price | ||
Beginning Balance | $ 2,680 | |
Granted | 1,060 | |
Forfeited or expired | 4,900 | |
Ending Balance | 1,890 | $ 2,680 |
Exercisable at end of period | 2,750 | |
Expected to Vest | 1,910 | |
Weighted Average Grant Date Fair value | ||
Beginning Balance | 1,230 | |
Granted | 870 | |
Forfeited or expired | 1,430 | |
Ending Balance | 1,070 | $ 1,230 |
Exercisable at end of period | 1,200 | |
Expected to Vest | $ 1,070 | |
Weighted Average Remaining Contractual Term | ||
Contractual term | 5 years 6 months | 4 years 2 months 12 days |
Exercisable at end of period | 2 years 8 months 12 days | |
Expected to Vest | 5 years 6 months | |
Aggregate Intrinsic Value | ||
Ending Balance | $ 0 | |
Expected to Vest | $ 0 |
Stock Incentive Plan - Schedu_4
Stock Incentive Plan - Schedule of Information Regarding Restricted Stock Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Outstanding Shares, Beginning Balance | 14,854 | |
Outstanding Shares, Ending Balance | 14,854 | 14,854 |
Weighted Average Grant Date Fair Value, Beginning Balance | $ 3.66 | |
Weighted Average Grant Date Fair Value, Ending Balance | $ 3.66 | $ 3.66 |
Weighted Average Remaining Contractual Term | 6 months | 1 year 2 months 12 days |
Aggregate Intrinsic Value, Beginning Balance | $ 16 | |
Aggregate Intrinsic Value, Ending Balance | $ 9 | $ 16 |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2023 Segments | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Segment Data - Schedule of Segm
Segment Data - Schedule of Segment Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Operating expenses | $ 99,787 | $ 75,646 | $ 237,331 | $ 194,635 | ||
Legal settlement | 0 | 3,825 | 0 | 4,776 | ||
Debt modification costs | 0 | 2 | 0 | 250 | ||
Change in the estimated fair value of contingent earn-out consideration | (100) | 0 | (102) | (5) | ||
Impairment of indefinite-lived long-term assets other than goodwill | 35,113 | 7,725 | 38,376 | 11,660 | ||
Impairment of goodwill | 733 | 0 | 2,580 | 127 | $ 127 | |
Net (gain) loss on the disposition of assets | 456 | (167) | 334 | 8,461 | ||
Net operating income (loss) | (36,290) | (8,784) | (44,571) | 3,518 | ||
Inventories, net | 1,383 | 1,383 | 1,513 | |||
Property and equipment, net | 80,077 | 80,077 | 81,296 | |||
Broadcast licenses | 260,193 | 260,193 | 303,774 | $ 320,008 | ||
Goodwill | 22,766 | 22,766 | 24,085 | $ 23,986 | ||
Publishing [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Inventories, net | 1,383 | 1,383 | ||||
Amortizable intangible assets, net | 224 | 224 | ||||
Operating Segments [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 63,497 | 66,862 | 192,760 | 198,153 | ||
Operating expenses | 61,120 | 60,893 | 186,520 | 176,788 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration, impairments and net (gain) loss on the disposition of assets | 2,377 | 5,969 | 6,240 | 21,365 | ||
Legal settlement | 3,825 | 4,776 | ||||
Debt modification costs | 2 | 250 | ||||
Depreciation | 2,816 | 2,737 | 8,540 | 8,537 | ||
Amortization | 561 | 297 | 1,751 | 963 | ||
Change in the estimated fair value of contingent earn-out consideration | (100) | (102) | (5) | |||
Impairment of indefinite-lived long-term assets other than goodwill | 35,113 | 7,725 | 38,376 | 11,660 | ||
Impairment of goodwill | 733 | 2,580 | 127 | |||
Net (gain) loss on the disposition of assets | (456) | 167 | (334) | (8,461) | ||
Net operating income (loss) | (36,290) | (8,784) | (44,571) | 3,518 | ||
Inventories, net | 1,513 | |||||
Property and equipment, net | 80,077 | 80,077 | 81,296 | |||
Broadcast licenses | 260,193 | 260,193 | 303,774 | |||
Goodwill | 22,766 | 22,766 | 24,085 | |||
Amortizable intangible assets, net | 4,275 | 4,275 | 2,149 | |||
Operating Segments [Member] | Broadcast [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 48,966 | 51,136 | 146,986 | 152,020 | ||
Operating expenses | 42,171 | 41,178 | 128,498 | 120,837 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration, impairments and net (gain) loss on the disposition of assets | 6,795 | 9,958 | 18,488 | 31,183 | ||
Legal settlement | 3,825 | 4,776 | ||||
Depreciation | 1,594 | 1,483 | 4,779 | 4,669 | ||
Amortization | 4 | 2 | 12 | |||
Impairment of indefinite-lived long-term assets other than goodwill | 35,113 | 7,725 | 38,376 | 11,660 | ||
Impairment of goodwill | 127 | |||||
Net (gain) loss on the disposition of assets | (456) | 166 | (336) | (8,491) | ||
Net operating income (loss) | (29,456) | (3,245) | (24,333) | 18,430 | ||
Property and equipment, net | 65,607 | 65,607 | 63,634 | |||
Broadcast licenses | 260,193 | 260,193 | 303,774 | |||
Goodwill | 2,702 | 2,702 | 2,623 | |||
Amortizable intangible assets, net | 213 | |||||
Operating Segments [Member] | Digital Media [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 9,965 | 10,189 | 31,335 | 31,293 | ||
Operating expenses | 8,496 | 8,333 | 26,516 | 25,079 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration, impairments and net (gain) loss on the disposition of assets | 1,469 | 1,856 | 4,819 | 6,214 | ||
Depreciation | 990 | 927 | 3,022 | 2,847 | ||
Amortization | 536 | 293 | 1,674 | 951 | ||
Change in the estimated fair value of contingent earn-out consideration | (100) | (102) | (5) | |||
Impairment of goodwill | 423 | 2,270 | ||||
Net (gain) loss on the disposition of assets | 1 | |||||
Net operating income (loss) | (380) | 635 | (2,045) | 2,421 | ||
Property and equipment, net | 4,952 | 4,952 | 7,751 | |||
Goodwill | 18,927 | 18,927 | 20,016 | |||
Amortizable intangible assets, net | 4,051 | 4,051 | 1,637 | |||
Operating Segments [Member] | Publishing [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Net revenue | 4,566 | 5,537 | 14,439 | 14,840 | ||
Operating expenses | 5,939 | 6,542 | 17,341 | 16,441 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration, impairments and net (gain) loss on the disposition of assets | (1,373) | (1,005) | (2,902) | (1,601) | ||
Depreciation | 60 | 76 | 183 | 245 | ||
Amortization | 25 | 75 | ||||
Impairment of goodwill | 310 | 310 | ||||
Net operating income (loss) | (1,768) | (1,081) | (3,470) | (1,846) | ||
Inventories, net | 1,513 | |||||
Property and equipment, net | 432 | 432 | 546 | |||
Goodwill | 1,137 | 1,137 | 1,446 | |||
Amortizable intangible assets, net | 299 | |||||
Operating Segments [Member] | Corporate [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Operating expenses | 4,514 | 4,840 | 14,165 | 14,431 | ||
Net operating income (loss) before depreciation, amortization, change in the estimated fair value of contingent earn-out consideration, impairments and net (gain) loss on the disposition of assets | (4,514) | (4,840) | (14,165) | (14,431) | ||
Debt modification costs | 2 | 250 | ||||
Depreciation | 172 | 251 | 556 | 776 | ||
Net (gain) loss on the disposition of assets | 2 | 30 | ||||
Net operating income (loss) | (4,686) | $ (5,093) | (14,723) | $ (15,487) | ||
Property and equipment, net | $ 9,086 | $ 9,086 | $ 9,365 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 06, 2023 | Oct. 17, 2023 | Sep. 30, 2023 | Dec. 31, 2022 |
Subsequent Event [Line Items] | ||||
Asset held-for-sale, not part of disposal group current | $ 8,344 | $ 267 | ||
Radio Stations WGTK FM WRTH FM WLTE FM In Greensville | SOUTH CAROLINA | ||||
Subsequent Event [Line Items] | ||||
Asset held-for-sale, not part of disposal group current | $ 5,100 | |||
Subsequent Event [Member] | FL | ||||
Subsequent Event [Line Items] | ||||
Disposal group including discontinued operations cash consideration | $ 9,500 | |||
Subsequent Event [Member] | Radio Stations WGTK FM WRTH FM WLTE FM In Greensville | SOUTH CAROLINA | ||||
Subsequent Event [Line Items] | ||||
Disposal group including discontinued operations cash consideration | $ 6,800 |