Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 03, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | SAGA COMMUNICATIONS INC | |
Entity Central Index Key | 886,136 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Trading Symbol | SGA | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 4,995,371 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 864,856 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 22,714 | $ 21,614 |
Accounts receivable, net | 21,747 | 21,300 |
Prepaid expenses and other current assets | 1,925 | 2,608 |
Barter transactions | 1,771 | 1,266 |
Deferred income taxes | 1,172 | 1,107 |
Total current assets | 49,329 | 47,895 |
Property and equipment | 163,554 | 167,074 |
Less accumulated depreciation | 105,927 | 108,943 |
Net property and equipment | 57,627 | 58,131 |
Other assets: | ||
Broadcast licenses, net | 96,173 | 88,106 |
Goodwill | 7,354 | 2,874 |
Other intangibles, deferred costs and investments, net | 7,320 | 7,565 |
Total assets | 217,803 | 204,571 |
Current liabilities: | ||
Accounts payable | 2,575 | 2,799 |
Payroll and payroll taxes | 6,411 | 7,401 |
Other accrued expenses | 3,570 | 2,792 |
Barter transactions | 1,683 | 1,346 |
Current portion of long term debt | 1,078 | 0 |
Total current liabilities | 15,317 | 14,338 |
Deferred income taxes | 29,918 | 27,688 |
Long-term debt | 35,287 | 36,365 |
Other liabilities | 4,058 | 3,364 |
Total liabilities | 84,580 | 81,755 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock | 74 | 74 |
Additional paid-in capital | 59,050 | 57,510 |
Retained earnings | 106,740 | 98,180 |
Treasury stock | (32,641) | (32,948) |
Total stockholders' equity | 133,223 | 122,816 |
Total liabilities and stockholders' equity | $ 217,803 | $ 204,571 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net operating revenue | $ 36,119 | $ 33,831 | $ 105,302 | $ 97,250 |
Station operating expense | 25,459 | 24,324 | 75,564 | 71,400 |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 |
Other operating (income) expense, net | (1,393) | 433 | (1,385) | 447 |
Operating income | 9,325 | 6,497 | 23,058 | 17,761 |
Interest expense | 196 | 229 | 574 | 714 |
Write-off of debt issuance costs | 0 | 557 | 0 | 557 |
Other (income) expense, net | 0 | 0 | 0 | (417) |
Income before income tax expense | 9,129 | 5,711 | 22,484 | 16,907 |
Income tax provision | 3,715 | 2,599 | 9,235 | 7,190 |
Net income | $ 5,414 | $ 3,112 | $ 13,249 | $ 9,717 |
Earnings per share: | ||||
Basic earnings per share | $ 0.92 | $ 0.54 | $ 2.26 | $ 1.68 |
Diluted earnings per share | $ 0.92 | $ 0.53 | $ 2.26 | $ 1.67 |
Weighted average common shares | 5,755 | 5,724 | 5,753 | 5,708 |
Weighted average common and common equivalent shares | 5,764 | 5,752 | 5,762 | 5,749 |
Dividends declared per share | $ 0.30 | $ 0.20 | $ 0.80 | $ 0.60 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Cash provided by operating activities | $ 21,020 | $ 19,348 |
Cash flows from investing activities: | ||
Acquisition of property and equipment | (4,149) | (4,427) |
Acquisition of broadcast properties | (12,733) | (11,632) |
Proceeds from insurance claim | 0 | 777 |
Proceeds from disposals of fixed assets | 1,644 | 0 |
Other investing activities | 11 | 0 |
Net cash used in investing activities | (15,227) | (15,282) |
Cash flows from financing activities: | ||
Cash dividends paid | (4,688) | (2,323) |
Payments on long-term debt | 0 | (35,000) |
Borrowings on long-term debt | 0 | 35,287 |
Purchase of treasury shares | (5) | (909) |
Other financing activities | 0 | (162) |
Net cash used in financing activities | (4,693) | (3,107) |
Net increase in cash and cash equivalents | 1,100 | 959 |
Cash and cash equivalents, beginning of period | 21,614 | 17,907 |
Cash and cash equivalents, end of period | $ 22,714 | $ 18,866 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for annual financial statements. In our opinion, the accompanying financial statements include all adjustments of a normal, recurring nature considered necessary for a fair presentation of our financial position as of September 30, 2016 and the results of operations for the three and nine months ended September 30, 2016 and 2015. Results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. For further information, refer to the consolidated financial statements and footnotes thereto included in the Saga Communications, Inc. Annual Report on Form 10-K for the year ended December 31, 2015. The Company has evaluated events and transactions occurring subsequent to the balance sheet date of September 30, 2016, for items that should potentially be recognized in these financial statements or discussed within the notes to the financial statements. Earnings per share is calculated using the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating security. The Company has participating securities related to restricted stock units, granted under the Company’s Second Amended and Restated 2005 Incentive Compensation Plan, that earn dividends on an equal basis with common shares. In applying the two-class method, earnings are allocated to both common shares and participating securities. Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Numerator: Net income $ 5,414 $ 3,112 $ 13,249 $ 9,717 Less: Net income allocated to unvested participating securities 99 46 244 144 Net income available to common stockholders $ 5,315 $ 3,066 $ 13,005 $ 9,573 Denominator: Denominator for basic earnings per share weighted average shares 5,764 5,724 5,762 5,708 Effect of dilutive securities: Common stock equivalents 9 28 9 41 Denominator for diluted earnings per share adjusted weighted average shares and assumed conversions 5,755 5,752 5,753 5,749 Basic earnings per share: $ .92 $ .54 $ 2.26 $ 1.68 Diluted earnings per share: $ .92 $ .53 $ 2.26 $ 1.67 The number of stock options outstanding that had an antidilutive effect on our earnings per share calculation, and therefore have been excluded from diluted earnings per share calculation, was 0 0 Our financial instruments are comprised of cash and cash equivalents, accounts receivable, accounts payable and long-term debt. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to their short maturities. The carrying value of long-term debt approximates fair value as it carries interest rates that either fluctuate with the euro-dollar rate, prime rate or have been reset at the prevailing market rate at September 30, 2016. Our effective tax rate is higher than the federal statutory rate as a result of the inclusion of state taxes in the income tax amount. We have entered into Time Brokerage Agreements (“TBA’s”) or Local Marketing Agreements (“LMA’s”) in certain markets. In a typical TBA/LMA, the FCC licensee of a station makes available, for a fee, blocks of air time on its station to another party that supplies programming to be broadcast during that air time and sells their own commercial advertising announcements during the time periods specified. Revenue and expenses related to TBA’s/LMA’s are included in the accompanying unaudited Condensed Consolidated Statements of Income. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2016 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 2. Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In September 2015, the FASB issued Accounting Standards Update No. 2015-16, “Business Combinations (Topic 805), Simplifying the Accounting for Measurement Period Adjustments”, In April 2015, the FASB issued Accounting Standards Update No. 2015-05, “ Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40), Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement In April 2015, the FASB issued Accounting Standards Update No. 2015-03, “ Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements”. In February 2015, the FASB issued Accounting Standards Update No. 2015-02, “ Consolidation (Topic 810), Amendments to the Consolidation Analysis , In January 2015, the FASB issued Accounting Standards Update No. 2015-01, “ Income Statement-Extraordinary and Unusual Items Recent Accounting Pronouncements Not Yet Adopted In August 2016, the FASB issued ASU No. 2016-15, “ Classification of Certain Cash Receipts and Cash Payments (Topic 230): Statement of Cash Flows” In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” In March 2016, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" In February 2016, the FASB issued Accounting Standards Update No. 2016-02, “Leases (Topic 842)” In November 2015, the FASB issued Accounting Standards Update No. 2015-17, “Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes” In August 2014, the FASB issued Accounting Standards Update No. 2014-15, “ Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” Revenue from Contracts with Customers (Topic 606), Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing” Revenue from Contracts with Customers (Topic 606), Narrow-Scope Improvements and Practical Expedients” |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 3. Intangible Assets We evaluate our FCC licenses and goodwill for impairment annually as of October 1 st Intangible assets that have finite lives are amortized over their useful lives using the straight-line method. Favorable lease agreements are amortized over the lives of the leases ranging from four to twenty-six years. Other intangibles are amortized over one to eleven years. |
Common Stock and Treasury Stock
Common Stock and Treasury Stock | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Common Stock and Treasury Stock | 4. Common Stock and Treasury Stock Common Stock Issued Class A Class B (Shares in thousands) Balance, January 1, 2015 6,446 843 Exercised options 93 32 Conversion of shares 40 (40) Issuance of restricted stock 26 30 Forfeiture of restricted stock (2) Balance, December 31, 2015 6,603 865 Balance, September 30, 2016 6,603 865 We have a Stock Buy-Back Program to allow us to purchase up to $ 75.8 24.9 |
Acquisitions and Dispositions
Acquisitions and Dispositions | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions | 5. Acquisitions and Dispositions We actively seek and explore opportunities for expansion through the acquisition of additional broadcast properties. The consolidated statements of income include the operating results of the acquired stations from their respective dates of acquisition. All acquisitions were accounted for as purchases and, accordingly, the total purchase consideration was allocated to the acquired assets and assumed liabilities based on their estimated fair values as of the acquisition dates. The excess of the consideration paid over the estimated fair value of net assets acquired have been recorded as goodwill. The Company accounts for acquisition under the provisions of FASB ASC Topic 805, Business Combinations Management assigned fair values to the acquired property and equipment through a combination of cost and market approaches based upon each specific asset’s replacement cost, with a provision for depreciation, and to the acquired intangibles, primarily an FCC license, based on the Greenfield valuation methodology, a discounted cash flow approach. 2016 Acquisitions On November 2, 2015, we entered into an agreement to acquire an FM radio station (WLVQ) from Wilks Broadcast - Columbus, LLC, serving the Columbus, Ohio market for approximately $ 13,791,000 734,000 57,000 On March 16, 2016 we acquired an FM translator serving the Portland, Maine market for approximately $ 50,000 On March 25, 2016 we acquired an FM translator serving the Milwaukee, Wisconsin market for approximately $ 50,000 On April 8, 2016 we acquired an FM translator serving the Charlottesville, Virginia market for approximately $ 100,000 On April 11, 2016 we acquired an FM translator serving the Clarksville, Tennessee market for approximately $ 30,000 On June 3, 2016 we acquired an FM translator serving the Spencer, Iowa market for approximately $ 35,000 On August 11, 2016 we acquired two FM translators serving the Bellingham, Washington market for approximately $ 50,000 On September 12, 2016 we acquired an FM translator serving the Portland, Maine market for approximately $ 45,000 2015 Acquisitions and Dispositions On July 13, 2015 we acquired an FM translator serving the Manchester, New Hampshire market for approximately $ 45,000 On August 1, 2015 we acquired two AM and three FM stations and one FM translator (WSVA-AM, WHBG-AM, WQPO-FM, WMQR-FM, WWRE-FM and WQPO-HD3) from M. Belmont VerStandig, Inc., serving the Harrisonburg, Virginia market for approximately $ 10,131,000 128,000 On August 26, 2015 we acquired an FM translator serving the Asheville, North Carolina market for approximately $ 125,000 On September 1, 2015 we acquired two FM stations (WSIG-FM and WBOP-FM) from Gamma Broadcasting, LLC, serving the Harrisonburg, Virginia market for approximately $ 1,558,000 92,000 50,000 400,000 On October 23, 2015 we acquired an FM translator serving the Charlottesville, Virginia market for approximately $ 30,000 On November 12, 2015 we acquired an FM translator serving the Bucyrus, Ohio market for approximately $ 30,000 On November 23, 2015 we acquired an FM translator serving the Charlottesville, Virginia market for approximately $ 150,000 On December 31, 2015 we donated the Illinois Radio Network (“the network”) to the Illinois Policy Institute. The net book value of the network was approximately $ 7,000 Condensed Consolidated Balance Sheet of 2016 and 2015 Acquisitions: The following unaudited condensed balance sheets represent the estimated fair value assigned to the related assets and liabilities of the 2016 and 2015 acquisitions at their respective acquisition dates. Saga Communications, Inc. Condensed Consolidated Balance Sheet of 2016 and 2015 Acquisitions Acquisitions in 2016 2015 (In thousands) Assets Acquired: Current assets $ 814 $ 977 Property and equipment 376 4,614 Other assets: Broadcast licenses-Radio segment 8,067 2,218 Broadcast licenses-Television segment Goodwill-Radio segment 4,480 2,548 Goodwill-Television segment Other intangibles, deferred costs and investments 397 1,623 Total other assets 12,944 6,389 Total assets acquired 14,134 11,980 Liabilities Assumed: Current liabilities 41 82 Total liabilities assumed 41 82 Net assets acquired $ 14,093 $ 11,898 Pro Forma Results of Operations for Acquisitions (Unaudited) The following unaudited pro forma results of our operations for the three and nine months ended September 30, 2016 and 2015 assume the 2016 and 2015 acquisitions occurred as of January 1, 2015. The translators are start-up stations and therefore, have no pro forma revenue and expenses. The pro forma results give effect to certain adjustments, including depreciation, amortization of intangible assets, increased interest expense on acquisition debt and related income tax effects. Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Pro forma Consolidated Results of Operations Net operating revenue $ 36,119 $ 35,510 $ 105,302 $ 103,271 Station operating expense 25,459 25,607 75,579 76,032 Corporate general and administrative 2,728 2,577 8,065 7,642 Other operating (income) expenses, net (1,393) 433 (1,385) 447 Operating income 9,325 6,893 23,043 19,150 Interest expense 196 229 574 714 Write-off of debt issuance costs 557 557 Other (income) expense, net (417) Income before income tax expense 9,129 6,107 22,469 18,296 Income taxes 3,715 2,761 9,229 7,759 Net income $ 5,414 $ 3,346 $ 13,240 $ 10,537 Basic earnings per share $ .92 $ .58 $ 2.26 $ 1.82 Diluted earnings per share $ .92 $ .57 $ 2.26 $ 1.81 Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands) Radio Broadcasting Segment Net operating revenue $ 29,878 $ 30,215 $ 88,208 $ 87,850 Station operating expense 21,775 22,108 64,772 65,698 Other operating (income) expenses, net (1,393) 400 (1,388) 414 Operating income $ 9,496 $ 7,707 $ 24,824 $ 21,738 Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands) Television Broadcasting Segment Net operating revenue $ 6,241 $ 5,295 $ 17,094 $ 15,421 Station operating expense 3,684 3,499 10,807 10,334 Other operating expenses 33 3 33 Operating income $ 2,557 $ 1,763 $ 6,284 $ 5,054 Reconciliation of pro forma segment operating income to pro forma consolidated operating income: Radio Television Corporate Consolidated (In thousands) Three Months Ended September 30, 2016: Net operating revenue $ 29,878 $ 6,241 $ $ 36,119 Station operating expense 21,775 3,684 25,459 Corporate general and administrative 2,728 2,728 Other operating (income) expenses, net (1,393) (1,393) Operating income (loss) $ 9,496 $ 2,557 $ (2,728) $ 9,325 Radio Television Corporate Consolidated (In thousands) Three Months Ended September 30, 2015: Net operating revenue $ 30,215 $ 5,295 $ $ 35,510 Station operating expense 22,108 3,499 25,607 Corporate general and administrative 2,577 2,577 Other operating expenses 400 33 433 Operating income (loss) $ 7,707 $ 1,763 $ (2,577) $ 6,893 Radio Television Corporate Consolidated (In thousands) Nine Months Ended September 30, 2016: Net operating revenue $ 88,208 $ 17,094 $ $ 105,302 Station operating expense 64,772 10,807 75,579 Corporate general and administrative 8,065 8,065 Other operating (income) expenses, net (1,388) 3 (1,385) Operating income (loss) $ 24,824 $ 6,284 $ (8,065) $ 23,043 Radio Television Corporate Consolidated (In thousands) Nine Months Ended September 30, 2015: Net operating revenue $ 87,850 $ 15,421 $ $ 103,271 Station operating expense 65,698 10,334 76,032 Corporate general and administrative 7,642 7,642 Other operating expenses 414 33 447 Operating income (loss) $ 21,738 $ 5,054 $ (7,642) $ 19,150 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Share-based Compensation [Abstract] | |
Stock-Based Compensation | 6. Stock-Based Compensation 2005 Incentive Compensation Plan On October 16, 2013 our stockholders approved the Second Amended and Restated Saga Communications, Inc. 2005 Incentive Compensation Plan (the “Second Restated 2005 Plan”). The 2005 Incentive Compensation Plan was first approved by stockholders in 2005 and replaced our 2003 Stock Option Plan (the “2003 Plan”). The 2005 Incentive Compensation Plan was re-approved by stockholders in 2010. The changes made in the Second Restated 2005 Plan (i) increases the number of authorized shares by 233,334 50 The number of shares of Common Stock that may be issued under the Second Restated 2005 Plan may not exceed 280,000 900,000 620,000 280,000 may not be exercised at a price which is less than 100% of the fair market value of shares at the date of grant. Stock-Based Compensation All stock options granted were fully vested and expensed at December 31, 2012, therefore there was no compensation expense related to stock options for the three and nine months ended September 30, 2016 and the three and nine months ended September 30, 2015, respectively. Weighted Average Weighted Remaining Aggregate Number of Average Contractual Term Intrinsic Options Exercise Price (Years) Value Outstanding at January 1, 2016 29,035 $ 28.47 1.4 $ 289,769 Outstanding at September 30, 2016 29,035 $ 28.47 0.6 $ 498,531 Exercisable at September 30, 2016 29,035 $ 28.47 0.6 $ 498,531 Weighted Grant Date Shares Value Outstanding at January 1, 2016 106,789 $ 40.28 Vested (381) 41.51 Forfeited (630) 38.83 Non-vested and outstanding at September 30, 2016 105,778 $ 40.28 For the three and nine months ended September 30, 2016 and the three and nine months ended September 30, 2015, we had $ 536,000 1,594,000 373,000 1,200,000 214,000 638,000 149,000 480,000 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 7. Long-Term Debt September 30, December 31, 2016 2015 (In thousands) Revolving credit facility $ 35,287 $ 35,287 Secured debt of affiliate 1,078 1,078 36,365 36,365 Amounts payable within one year 1,078 $ 35,287 $ 36,365 On August 18, 2015, we entered into a new credit facility (the “Credit Facility”) with JPMorgan Chase Bank, N.A., The Huntington National Bank, Citizens Bank, National Association and J.P. Morgan Securities LLC. In connection with the execution of the Credit Facility, the credit agreement in place at June 30, 2015 (the “Old Credit Agreement”) was terminated, and all outstanding amounts were paid in full. The Credit Facility consists of a $ 100 five August 18, 2020 We have pledged substantially all of our assets (excluding our FCC licenses and certain other assets) in support of the Credit Facility and each of our subsidiaries has guaranteed the Credit Facility and has pledged substantially all of their assets (excluding their FCC licenses and certain other assets) in support of the Credit Facility. The proceeds from the Credit Facility were used to repay all amounts outstanding on our Old Credit Agreement and pay transactional fees. The unused portion of the Revolving Credit Facility is available for general corporate purposes, including working capital, capital expenditures, permitted acquisitions and related transaction expenses and permitted stock buybacks. We wrote-off unamortized debt issuance costs relating to the Old Credit Agreement of approximately $ 557,000 Approximately $ 266,000 Interest rates under the Credit Facility are payable, at our option, at alternatives equal to LIBOR ( 0.5625 1 2 0 1 0.25 0.2 0.3 The Credit Facility contains a number of financial covenants (all of which we were in compliance with at September 30, 2016) which, among other things, require us to maintain specified financial ratios and impose certain limitations on us with respect to investments, additional indebtedness, dividends, distributions, guarantees, liens and encumbrances. We had approximately $ 65 The loan agreement of approximately $ 1.1 three |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | 8. Segment Information We evaluate the operating performance of our markets individually. For purposes of business segment reporting, we have aligned operations with similar characteristics into two business segments: Radio and Television. The Radio segment includes twenty-four markets, which includes all ninety-nine of our radio stations. The Television segment includes two markets and consists of four television stations and five low power television (“LPTV”) stations. The Radio and Television segments derive their revenue from the sale of commercial broadcast inventory. Corporate Radio Television and Other Consolidated (In thousands) Three Months Ended September 30, 2016: Net operating revenue $ 29,878 $ 6,241 $ $ 36,119 Station operating expense 21,775 3,684 25,459 Corporate general and administrative 2,728 2,728 Other operating (income) expense, net (1,393) (1,393) Operating income (loss) $ 9,496 $ 2,557 $ (2,728) $ 9,325 Depreciation and amortization $ 1,363 $ 370 $ 69 $ 1,802 Corporate Radio Television and Other Consolidated (In thousands) Three Months Ended September 30, 2015: Net operating revenue $ 28,536 $ 5,295 $ $ 33,831 Station operating expense 20,825 3,499 24,324 Corporate general and administrative 2,577 2,577 Other operating expense 400 33 433 Operating income (loss) $ 7,311 $ 1,763 $ (2,577) $ 6,497 Depreciation and amortization $ 1,295 $ 347 $ 89 $ 1,731 Corporate Radio Television and Other Consolidated (In thousands) Nine Months Ended September 30, 2016: Net operating revenue $ 88,208 $ 17,094 $ $ 105,302 Station operating expense 64,757 10,807 75,564 Corporate general and administrative 8,065 8,065 Other operating (income) expense, net (1,388) 3 (1,385) Operating income (loss) $ 24,839 $ 6,284 $ (8,065) $ 23,058 Depreciation and amortization $ 4,115 $ 1,023 $ 207 $ 5,345 Total assets $ 163,691 $ 23,302 $ 30,810 $ 217,803 Corporate Radio Television and Other Consolidated (In thousands) Nine Months Ended September 30, 2015: Net operating revenue $ 81,829 $ 15,421 $ $ 97,250 Station operating expense 61,066 10,334 71,400 Corporate general and administrative 7,642 7,642 Other operating expense 414 33 447 Operating income (loss) $ 20,349 $ 5,054 $ (7,642) $ 17,761 Depreciation and amortization $ 3,676 $ 1,016 $ 234 $ 4,926 Total assets $ 151,708 $ 23,131 $ 29,323 $ 204,162 |
Litigation
Litigation | 9 Months Ended |
Sep. 30, 2016 | |
Loss Contingency, Information about Litigation Matters [Abstract] | |
Litigation | 9. Litigation The Company is subject to various outstanding claims which arise in the ordinary course of business and to other legal proceedings. Management anticipates that any potential liability of the Company, which may arise out of or with respect to these matters, will not materially affect the Company’s financial statements. |
Other Income
Other Income | 9 Months Ended |
Sep. 30, 2016 | |
Other Income and Expenses [Abstract] | |
Other Income | 10. Other Income During the third quarter of 2016, the Company sold a tower in our Norfolk, Virginia market for approximately $ 1,619,000 1,415,000 65,000 During the second quarter of 2015, two transmitters in our Victoria, Texas market were significantly damaged by lightning. The Company’s insurance policy provided coverage for the replacement cost of the transmitters. The insurance settlement was finalized during the second quarter and the Company received cash proceeds of $ 777 417 |
Dividends
Dividends | 9 Months Ended |
Sep. 30, 2016 | |
Dividends [Abstract] | |
Dividends | 11. Dividends On August 30, 2016, the Company’s Board of Directors declared a regular cash dividend of $ 0.30 1.8 On June 1, 2016, the Company’s Board of Directors declared a regular cash dividend of $ 0.25 1.5 On March 2, 2016, the Company’s Board of Directors declared a regular quarterly cash dividend of $ 0.25 1.5 On November 17, 2015, the Company’s Board of Directors declared a quarterly cash dividend of $ 0.25 0.25 2.9 On September 2, 2015, the Company’s Board of Directors declared a quarterly cash dividend of $ 0.20 1.2 On June 10, 2015, the Company’s Board of Directors declared a quarterly cash dividend of $ 0.20 1.2 On March 25, 2015, the Company’s Board of Directors declared a quarterly cash dividend of $ 0.20 1.2 |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for annual financial statements. In our opinion, the accompanying financial statements include all adjustments of a normal, recurring nature considered necessary for a fair presentation of our financial position as of September 30, 2016 and the results of operations for the three and nine months ended September 30, 2016 and 2015. Results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. For further information, refer to the consolidated financial statements and footnotes thereto included in the Saga Communications, Inc. Annual Report on Form 10-K for the year ended December 31, 2015. The Company has evaluated events and transactions occurring subsequent to the balance sheet date of September 30, 2016, for items that should potentially be recognized in these financial statements or discussed within the notes to the financial statements. |
Earnings Per Share Information | Earnings Per Share Information Earnings per share is calculated using the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating security. The Company has participating securities related to restricted stock units, granted under the Company’s Second Amended and Restated 2005 Incentive Compensation Plan, that earn dividends on an equal basis with common shares. In applying the two-class method, earnings are allocated to both common shares and participating securities. Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Numerator: Net income $ 5,414 $ 3,112 $ 13,249 $ 9,717 Less: Net income allocated to unvested participating securities 99 46 244 144 Net income available to common stockholders $ 5,315 $ 3,066 $ 13,005 $ 9,573 Denominator: Denominator for basic earnings per share weighted average shares 5,764 5,724 5,762 5,708 Effect of dilutive securities: Common stock equivalents 9 28 9 41 Denominator for diluted earnings per share adjusted weighted average shares and assumed conversions 5,755 5,752 5,753 5,749 Basic earnings per share: $ .92 $ .54 $ 2.26 $ 1.68 Diluted earnings per share: $ .92 $ .53 $ 2.26 $ 1.67 The number of stock options outstanding that had an antidilutive effect on our earnings per share calculation, and therefore have been excluded from diluted earnings per share calculation, was 0 0 |
Financial Instruments | Financial Instruments Our financial instruments are comprised of cash and cash equivalents, accounts receivable, accounts payable and long-term debt. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to their short maturities. The carrying value of long-term debt approximates fair value as it carries interest rates that either fluctuate with the euro-dollar rate, prime rate or have been reset at the prevailing market rate at September 30, 2016. |
Income Taxes | Income Taxes Our effective tax rate is higher than the federal statutory rate as a result of the inclusion of state taxes in the income tax amount. |
Time Brokerage Agreements/Local Marketing Agreements | Time Brokerage Agreements/Local Marketing Agreements We have entered into Time Brokerage Agreements (“TBA’s”) or Local Marketing Agreements (“LMA’s”) in certain markets. In a typical TBA/LMA, the FCC licensee of a station makes available, for a fee, blocks of air time on its station to another party that supplies programming to be broadcast during that air time and sells their own commercial advertising announcements during the time periods specified. Revenue and expenses related to TBA’s/LMA’s are included in the accompanying unaudited Condensed Consolidated Statements of Income. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Computation of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Numerator: Net income $ 5,414 $ 3,112 $ 13,249 $ 9,717 Less: Net income allocated to unvested participating securities 99 46 244 144 Net income available to common stockholders $ 5,315 $ 3,066 $ 13,005 $ 9,573 Denominator: Denominator for basic earnings per share weighted average shares 5,764 5,724 5,762 5,708 Effect of dilutive securities: Common stock equivalents 9 28 9 41 Denominator for diluted earnings per share adjusted weighted average shares and assumed conversions 5,755 5,752 5,753 5,749 Basic earnings per share: $ .92 $ .54 $ 2.26 $ 1.68 Diluted earnings per share: $ .92 $ .53 $ 2.26 $ 1.67 |
Common Stock and Treasury Sto18
Common Stock and Treasury Stock (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stock by Class | The following summarizes information relating to the number of shares of our common stock issued in connection with stock transactions through September 30, 2016: Common Stock Issued Class A Class B (Shares in thousands) Balance, January 1, 2015 6,446 843 Exercised options 93 32 Conversion of shares 40 (40) Issuance of restricted stock 26 30 Forfeiture of restricted stock (2) Balance, December 31, 2015 6,603 865 Balance, September 30, 2016 6,603 865 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The allocation of the purchase price for the 2016 acquisitions is preliminary at September 30, 2016. Saga Communications, Inc. Condensed Consolidated Balance Sheet of 2016 and 2015 Acquisitions Acquisitions in 2016 2015 (In thousands) Assets Acquired: Current assets $ 814 $ 977 Property and equipment 376 4,614 Other assets: Broadcast licenses-Radio segment 8,067 2,218 Broadcast licenses-Television segment Goodwill-Radio segment 4,480 2,548 Goodwill-Television segment Other intangibles, deferred costs and investments 397 1,623 Total other assets 12,944 6,389 Total assets acquired 14,134 11,980 Liabilities Assumed: Current liabilities 41 82 Total liabilities assumed 41 82 Net assets acquired $ 14,093 $ 11,898 |
Business Acquisition Pro Forma Information | The pro forma results have been prepared for comparative purposes only and do not purport to indicate the results of operations which would actually have occurred had the combinations been in effect on the dates indicated or which may occur in the future. Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands, except per share data) Pro forma Consolidated Results of Operations Net operating revenue $ 36,119 $ 35,510 $ 105,302 $ 103,271 Station operating expense 25,459 25,607 75,579 76,032 Corporate general and administrative 2,728 2,577 8,065 7,642 Other operating (income) expenses, net (1,393) 433 (1,385) 447 Operating income 9,325 6,893 23,043 19,150 Interest expense 196 229 574 714 Write-off of debt issuance costs 557 557 Other (income) expense, net (417) Income before income tax expense 9,129 6,107 22,469 18,296 Income taxes 3,715 2,761 9,229 7,759 Net income $ 5,414 $ 3,346 $ 13,240 $ 10,537 Basic earnings per share $ .92 $ .58 $ 2.26 $ 1.82 Diluted earnings per share $ .92 $ .57 $ 2.26 $ 1.81 |
Business Acquisition, Pro Forma Information By Segment | Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands) Radio Broadcasting Segment Net operating revenue $ 29,878 $ 30,215 $ 88,208 $ 87,850 Station operating expense 21,775 22,108 64,772 65,698 Other operating (income) expenses, net (1,393) 400 (1,388) 414 Operating income $ 9,496 $ 7,707 $ 24,824 $ 21,738 Three Months Ended Nine Months Ended 2016 2015 2016 2015 (In thousands) Television Broadcasting Segment Net operating revenue $ 6,241 $ 5,295 $ 17,094 $ 15,421 Station operating expense 3,684 3,499 10,807 10,334 Other operating expenses 33 3 33 Operating income $ 2,557 $ 1,763 $ 6,284 $ 5,054 Reconciliation of pro forma segment operating income to pro forma consolidated operating income: Radio Television Corporate Consolidated (In thousands) Three Months Ended September 30, 2016: Net operating revenue $ 29,878 $ 6,241 $ $ 36,119 Station operating expense 21,775 3,684 25,459 Corporate general and administrative 2,728 2,728 Other operating (income) expenses, net (1,393) (1,393) Operating income (loss) $ 9,496 $ 2,557 $ (2,728) $ 9,325 Radio Television Corporate Consolidated (In thousands) Three Months Ended September 30, 2015: Net operating revenue $ 30,215 $ 5,295 $ $ 35,510 Station operating expense 22,108 3,499 25,607 Corporate general and administrative 2,577 2,577 Other operating expenses 400 33 433 Operating income (loss) $ 7,707 $ 1,763 $ (2,577) $ 6,893 Radio Television Corporate Consolidated (In thousands) Nine Months Ended September 30, 2016: Net operating revenue $ 88,208 $ 17,094 $ $ 105,302 Station operating expense 64,772 10,807 75,579 Corporate general and administrative 8,065 8,065 Other operating (income) expenses, net (1,388) 3 (1,385) Operating income (loss) $ 24,824 $ 6,284 $ (8,065) $ 23,043 Radio Television Corporate Consolidated (In thousands) Nine Months Ended September 30, 2015: Net operating revenue $ 87,850 $ 15,421 $ $ 103,271 Station operating expense 65,698 10,334 76,032 Corporate general and administrative 7,642 7,642 Other operating expenses 414 33 447 Operating income (loss) $ 21,738 $ 5,054 $ (7,642) $ 19,150 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following summarizes the stock option transactions for the Second Restated 2005 Plan and 2003 Plan for the nine months ended September 30, 2016: Weighted Average Weighted Remaining Aggregate Number of Average Contractual Term Intrinsic Options Exercise Price (Years) Value Outstanding at January 1, 2016 29,035 $ 28.47 1.4 $ 289,769 Outstanding at September 30, 2016 29,035 $ 28.47 0.6 $ 498,531 Exercisable at September 30, 2016 29,035 $ 28.47 0.6 $ 498,531 |
Summary of restricted stock transactions | The following summarizes the restricted stock transactions for the nine months ended September 30, 2016: Weighted Grant Date Shares Value Outstanding at January 1, 2016 106,789 $ 40.28 Vested (381) 41.51 Forfeited (630) 38.83 Non-vested and outstanding at September 30, 2016 105,778 $ 40.28 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consisted of the following: September 30, December 31, 2016 2015 (In thousands) Revolving credit facility $ 35,287 $ 35,287 Secured debt of affiliate 1,078 1,078 36,365 36,365 Amounts payable within one year 1,078 $ 35,287 $ 36,365 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment reporting information | The category “Corporate general and administrative” represents the income and expense not allocated to reportable segments. Corporate Radio Television and Other Consolidated (In thousands) Three Months Ended September 30, 2016: Net operating revenue $ 29,878 $ 6,241 $ $ 36,119 Station operating expense 21,775 3,684 25,459 Corporate general and administrative 2,728 2,728 Other operating (income) expense, net (1,393) (1,393) Operating income (loss) $ 9,496 $ 2,557 $ (2,728) $ 9,325 Depreciation and amortization $ 1,363 $ 370 $ 69 $ 1,802 Corporate Radio Television and Other Consolidated (In thousands) Three Months Ended September 30, 2015: Net operating revenue $ 28,536 $ 5,295 $ $ 33,831 Station operating expense 20,825 3,499 24,324 Corporate general and administrative 2,577 2,577 Other operating expense 400 33 433 Operating income (loss) $ 7,311 $ 1,763 $ (2,577) $ 6,497 Depreciation and amortization $ 1,295 $ 347 $ 89 $ 1,731 Corporate Radio Television and Other Consolidated (In thousands) Nine Months Ended September 30, 2016: Net operating revenue $ 88,208 $ 17,094 $ $ 105,302 Station operating expense 64,757 10,807 75,564 Corporate general and administrative 8,065 8,065 Other operating (income) expense, net (1,388) 3 (1,385) Operating income (loss) $ 24,839 $ 6,284 $ (8,065) $ 23,058 Depreciation and amortization $ 4,115 $ 1,023 $ 207 $ 5,345 Total assets $ 163,691 $ 23,302 $ 30,810 $ 217,803 Corporate Radio Television and Other Consolidated (In thousands) Nine Months Ended September 30, 2015: Net operating revenue $ 81,829 $ 15,421 $ $ 97,250 Station operating expense 61,066 10,334 71,400 Corporate general and administrative 7,642 7,642 Other operating expense 414 33 447 Operating income (loss) $ 20,349 $ 5,054 $ (7,642) $ 17,761 Depreciation and amortization $ 3,676 $ 1,016 $ 234 $ 4,926 Total assets $ 151,708 $ 23,131 $ 29,323 $ 204,162 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | ||||
Net income | $ 5,414 | $ 3,112 | $ 13,249 | $ 9,717 |
Less: Net income allocated to unvested participating securities | 99 | 46 | 244 | 144 |
Net income available to common stockholders | $ 5,315 | $ 3,066 | $ 13,005 | $ 9,573 |
Denominator: | ||||
Denominator for basic earnings per share - weighted average shares | 5,755 | 5,724 | 5,753 | 5,708 |
Effect of dilutive securities: | ||||
Common stock equivalents | 9 | 28 | 9 | 41 |
Denominator for diluted earnings per share - adjusted weighted-average shares and assumed conversions | 5,764 | 5,752 | 5,762 | 5,749 |
Basic earnings per share | $ 0.92 | $ 0.54 | $ 2.26 | $ 1.68 |
Diluted earnings per share | $ 0.92 | $ 0.53 | $ 2.26 | $ 1.67 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Details Textual) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Number of stock options outstanding having antidilutive effect | 0 | 0 | 0 | 0 |
Intangible Assets (Details Text
Intangible Assets (Details Textual) | 9 Months Ended |
Sep. 30, 2016 | |
Favorable Lease Agreements [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 4 years |
Favorable Lease Agreements [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 26 years |
Other Intangible [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 1 year |
Other Intangible [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 11 years |
Common Stock and Treasury Sto26
Common Stock and Treasury Stock (Details) - shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Class A Common Stock [Member] | ||
Common Stock [Line Items] | ||
Balance, shares | 6,603 | 6,446 |
Exercised options | 93 | |
Conversion of shares | 40 | |
Issuance of restricted stock | 26 | |
Forfeiture of restricted stock | (2) | |
Balance, shares | 6,603 | 6,603 |
Class B Common Stock [Member] | ||
Common Stock [Line Items] | ||
Balance, shares | 865 | 843 |
Exercised options | 32 | |
Conversion of shares | (40) | |
Issuance of restricted stock | 30 | |
Forfeiture of restricted stock | 0 | |
Balance, shares | 865 | 865 |
Common Stock and Treasury Sto27
Common Stock and Treasury Stock (Details Textual) - Class A Common Stock [Member] $ in Millions | Sep. 30, 2016USD ($) |
Common Stock [Line Items] | |
Share repurchase program, authorized amount | $ 75.8 |
Stock repurchase program, remaining authorization amount | $ 24.9 |
Acquisitions and Dispositions28
Acquisitions and Dispositions (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Assets Acquired: | ||
Current assets | $ 814 | $ 977 |
Property and equipment | 376 | 4,614 |
Other assets: | ||
Broadcast licenses-Radio segment | 8,067 | 2,218 |
Broadcast licenses-Television segment | 0 | 0 |
Goodwill-Radio segment | 4,480 | 2,548 |
Goodwill-Television segment | 0 | 0 |
Other intangibles, deferred costs and investments | 397 | 1,623 |
Total other assets | 12,944 | 6,389 |
Total assets acquired | 14,134 | 11,980 |
Liabilities Assumed: | ||
Current liabilities | 41 | 82 |
Total liabilities assumed | 41 | 82 |
Net assets acquired | $ 14,093 | $ 11,898 |
Acquisitions and Dispositions29
Acquisitions and Dispositions (Details 1) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Net operating revenue | $ 36,119 | $ 35,510 | $ 105,302 | $ 103,271 |
Station operating expense | 25,459 | 25,607 | 75,579 | 76,032 |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 |
Other operating (income) expenses, net | (1,393) | 433 | (1,385) | 447 |
Operating income | 9,325 | 6,893 | 23,043 | 19,150 |
Interest expense | 196 | 229 | 574 | 714 |
Write-off of debt issuance costs | 0 | 557 | 0 | 557 |
Other (income) expense, net | 0 | 0 | 0 | (417) |
Income before income tax expense | 9,129 | 6,107 | 22,469 | 18,296 |
Income taxes | 3,715 | 2,761 | 9,229 | 7,759 |
Net income | $ 5,414 | $ 3,346 | $ 13,240 | $ 10,537 |
Basic earnings per share | $ 0.92 | $ 0.58 | $ 2.26 | $ 1.82 |
Diluted earnings per share | $ 0.92 | $ 0.57 | $ 2.26 | $ 1.81 |
Acquisitions and Dispositions30
Acquisitions and Dispositions (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Net operating revenue | $ 36,119 | $ 33,831 | $ 105,302 | $ 97,250 |
Station operating expense | 25,459 | 24,324 | 75,564 | 71,400 |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 |
Other operating expense | 1,393 | (433) | 1,385 | (447) |
Operating income (loss) | 9,325 | 6,497 | 23,058 | 17,761 |
Nonrecurring Adjustment [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 36,119 | 35,510 | 105,302 | 103,271 |
Station operating expense | 25,459 | 25,607 | 75,579 | 76,032 |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 |
Other operating expense | (1,393) | 433 | (1,385) | 447 |
Operating income (loss) | 9,325 | 6,893 | 23,043 | 19,150 |
Radio [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 29,878 | 28,536 | 88,208 | 81,829 |
Station operating expense | 21,775 | 20,825 | 64,757 | 61,066 |
Corporate general and administrative | 0 | 0 | 0 | 0 |
Other operating expense | (1,393) | 400 | (1,388) | 414 |
Operating income (loss) | 9,496 | 7,311 | 24,839 | 20,349 |
Radio [Member] | Nonrecurring Adjustment [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 29,878 | 30,215 | 88,208 | 87,850 |
Station operating expense | 21,775 | 22,108 | 64,772 | 65,698 |
Corporate general and administrative | 0 | 0 | 0 | 0 |
Other operating expense | (1,393) | 400 | (1,388) | 414 |
Operating income (loss) | 9,496 | 7,707 | 24,824 | 21,738 |
Television [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 6,241 | 5,295 | 17,094 | 15,421 |
Station operating expense | 3,684 | 3,499 | 10,807 | 10,334 |
Corporate general and administrative | 0 | 0 | 0 | 0 |
Other operating expense | 0 | 33 | 3 | 33 |
Operating income (loss) | 2,557 | 1,763 | 6,284 | 5,054 |
Television [Member] | Nonrecurring Adjustment [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 6,241 | 5,295 | 17,094 | 15,421 |
Station operating expense | 3,684 | 3,499 | 10,807 | 10,334 |
Corporate general and administrative | 0 | 0 | 0 | 0 |
Other operating expense | 0 | 33 | 3 | 33 |
Operating income (loss) | 2,557 | 1,763 | 6,284 | 5,054 |
Corporate and Other [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 0 | 0 | 0 | 0 |
Station operating expense | 0 | 0 | 0 | 0 |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 |
Other operating expense | 0 | 0 | 0 | 0 |
Operating income (loss) | (2,728) | (2,577) | (8,065) | (7,642) |
Corporate and Other [Member] | Nonrecurring Adjustment [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 0 | 0 | 0 | 0 |
Station operating expense | 0 | 0 | 0 | 0 |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 |
Other operating expense | 0 | 0 | 0 | 0 |
Operating income (loss) | (2,728) | (2,577) | (8,065) | (7,642) |
Radio Broadcasting Segment [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 29,878 | 30,215 | 88,208 | 87,850 |
Station operating expense | 21,775 | 22,108 | 64,772 | 65,698 |
Other operating expense | (1,393) | 400 | (1,388) | 414 |
Operating income (loss) | 9,496 | 7,707 | 24,824 | 21,738 |
Television Broadcasting Segment [Member] | ||||
Business Acquisition [Line Items] | ||||
Net operating revenue | 6,241 | 5,295 | 17,094 | 15,421 |
Station operating expense | 3,684 | 3,499 | 10,807 | 10,334 |
Other operating expense | 0 | 33 | 3 | 33 |
Operating income (loss) | $ 2,557 | $ 1,763 | $ 6,284 | $ 5,054 |
Acquisitions and Dispositions31
Acquisitions and Dispositions (Details Textual) - USD ($) | Sep. 01, 2015 | Sep. 30, 2016 | Sep. 12, 2016 | Aug. 11, 2016 | Jun. 03, 2016 | Apr. 11, 2016 | Apr. 08, 2016 | Mar. 25, 2016 | Mar. 16, 2016 | Dec. 31, 2015 | Nov. 23, 2015 | Nov. 12, 2015 | Nov. 02, 2015 | Oct. 23, 2015 | Aug. 31, 2015 | Aug. 26, 2015 | Jul. 13, 2015 |
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets, Total | $ 14,134,000 | $ 11,980,000 | |||||||||||||||
Belmont Verstabdig Inc [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 10,131,000 | ||||||||||||||||
Business Acquisition, Transaction Costs | $ 128,000 | ||||||||||||||||
Gamma Broadcasting, LLC [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 1,558,000 | ||||||||||||||||
Business Acquisition, Transaction Costs | 92,000 | ||||||||||||||||
FM Translator [Member] | Manchester, New Hampshire Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 45,000 | ||||||||||||||||
FM Translator [Member] | Gamma Broadcasting, LLC [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 50,000 | ||||||||||||||||
FM Translator [Member] | Portland, Maine market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 50,000 | ||||||||||||||||
FM Translator [Member] | Milwaukee, Wisconsin Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 50,000 | ||||||||||||||||
FM Station [Member] | Asheville, North Carolina Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 125,000 | ||||||||||||||||
FM Station [Member] | Gamma Broadcasting, LLC [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized | $ 400,000 | ||||||||||||||||
FM Station [Member] | Wilks Broadcast - Columbus, LLC [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets, Total | $ 13,791,000 | ||||||||||||||||
Business Acquisition, Transaction Costs | 57,000 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | $ 734,000 | ||||||||||||||||
Illinois Radio Network [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Impaired Assets to be Disposed of by Method Other than Sale, Carrying Value of Asset | $ 7,000 | ||||||||||||||||
FM Translator Serving the Charlottesville [Member] | Virginia Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 100,000 | $ 150,000 | $ 30,000 | ||||||||||||||
FM Translator Serving the Charlottesville [Member] | Tennessee Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 30,000 | ||||||||||||||||
FM Translator Serving the Spencer [Member] | Iowa Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 35,000 | ||||||||||||||||
FM Translator Serving the Bucyrus [Member] | Ohio Market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 30,000 | ||||||||||||||||
FM Translator Serving the Bellingham [Member] | Washington market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 50,000 | ||||||||||||||||
FM Translator Serving the Portland [Member] | Maine market [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 45,000 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - Stock Option Plan [Member] - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Summary the stock option transactions | ||
Number of Options Outstanding | 29,035 | |
Number of Options Outstanding | 29,035 | 29,035 |
Number of Options Exercisable | 29,035 | |
Weighted Average Exercise Price, Outstanding | $ 28.47 | |
Weighted Average Exercise Price, Outstanding | 28.47 | $ 28.47 |
Weighted Average Exercise Price Exercisable | $ 28.47 | |
Weighted Average Remaining Contractual Term (Years) | 7 months 6 days | 1 year 4 months 24 days |
Weighted Average Remaining Contractual Term (Years) Exercisable | 7 months 6 days | |
Aggregate Intrinsic Value, Outstanding | $ 498,531 | $ 289,769 |
Aggregate Intrinsic Value Exercisable | $ 498,531 |
Stock-Based Compensation (Det33
Stock-Based Compensation (Details 1) - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Summary of the restricted stock transactions | |
Number of Options Outstanding | shares | 106,789 |
Vested | shares | (381) |
Forfeited | shares | (630) |
Number of Options Outstanding | shares | 105,778 |
Weighted Average Grant Date Fair Value, Outstanding | $ / shares | $ 40.28 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 41.51 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 38.83 |
Weighted Average Grant Date Fair Value, Outstanding | $ / shares | $ 40.28 |
Stock-Based Compensation (Det34
Stock-Based Compensation (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Oct. 16, 2013 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock Based Compensation [Abstract] | |||||
Increase in number of common stock shares authorized | 233,334 | ||||
Percentage to retain annual restricted stock awards | 50.00% | ||||
Stock options exercise price description | may not be exercised at a price which is less than 100% of the fair market value of shares at the date of grant. | ||||
Stock options grant term | 10 years | ||||
Restricted stock [Member] | |||||
Stock Based Compensation [Abstract] | |||||
Stock-Based Compensation expense | $ 536,000 | $ 373,000 | $ 1,594,000 | $ 1,200,000 | |
Recognized tax benefits | $ 214,000 | $ 149,000 | $ 638,000 | $ 480,000 | |
Common Class A [Member] | Convert For Class B [Member] | |||||
Stock Based Compensation [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 280,000 | ||||
Common Class A [Member] | Stock Option [Member] | |||||
Stock Based Compensation [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 900,000 | ||||
Common Class A [Member] | Incentive Compensation Plan [Member] | |||||
Stock Based Compensation [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 620,000 | ||||
Common Class B [Member] | Stock Option [Member] | |||||
Stock Based Compensation [Abstract] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 280,000 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Aug. 18, 2015 |
Total debt | |||
Long-term debt | $ 36,365 | $ 36,365 | |
Amounts payable within one year | 1,078 | 0 | |
Long-term debt, noncurrent | 35,287 | 36,365 | |
Revolving credit facility [Member] | |||
Total debt | |||
Long-term debt | 35,287 | 35,287 | $ 100,000 |
Secured debt of affiliate [Member] | |||
Total debt | |||
Long-term debt | $ 1,078 | $ 1,078 |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Aug. 18, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||||||
Secured Debt | $ 1,100,000 | $ 1,100,000 | ||||
Long-term Debt, Total | 36,365,000 | 36,365,000 | $ 36,365,000 | |||
Write off of Deferred Debt Issuance Cost | $ 0 | $ 557,000 | 0 | $ 557,000 | ||
Amortization of Acquisition Costs | $ 266,000 | |||||
London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 0.25% | 0.25% | ||||
Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Commitment Fee Percentage | 0.30% | |||||
Maximum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Commitment Fee Percentage | 0.20% | |||||
Minimum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.00% | |||||
Libor Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 0.5625% | 0.5625% | ||||
Libor Rate [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||
Libor Rate [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
Revolving credit facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Maturity Date | Aug. 18, 2020 | |||||
Long-term Debt, Total | $ 100,000,000 | $ 35,287,000 | $ 35,287,000 | 35,287,000 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 65,000,000 | $ 65,000,000 | ||||
Long-term Debt, Maturities, Repayment Terms | 5 | |||||
Revolving credit facility [Member] | Two Thousand Eighteen Matuirity Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Maturity Date | May 31, 2018 | |||||
Secured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Maturity Date | May 1, 2017 | |||||
Term Loan Maturity Period | 3 years | |||||
Long-term Debt, Total | $ 1,078,000 | $ 1,078,000 | $ 1,078,000 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Segment reporting information | |||||
Net operating revenue | $ 36,119 | $ 33,831 | $ 105,302 | $ 97,250 | |
Station operating expense | 25,459 | 24,324 | 75,564 | 71,400 | |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 | |
Other operating expense | 1,393 | (433) | 1,385 | (447) | |
Operating income (loss) | 9,325 | 6,497 | 23,058 | 17,761 | |
Total assets | 217,803 | 217,803 | $ 204,571 | ||
Radio [Member] | |||||
Segment reporting information | |||||
Net operating revenue | 29,878 | 28,536 | 88,208 | 81,829 | |
Station operating expense | 21,775 | 20,825 | 64,757 | 61,066 | |
Corporate general and administrative | 0 | 0 | 0 | 0 | |
Other operating expense | (1,393) | 400 | (1,388) | 414 | |
Operating income (loss) | 9,496 | 7,311 | 24,839 | 20,349 | |
Depreciation and amortization | 1,363 | 1,295 | 4,115 | 3,676 | |
Total assets | 163,691 | 151,708 | 163,691 | 151,708 | |
Television [Member] | |||||
Segment reporting information | |||||
Net operating revenue | 6,241 | 5,295 | 17,094 | 15,421 | |
Station operating expense | 3,684 | 3,499 | 10,807 | 10,334 | |
Corporate general and administrative | 0 | 0 | 0 | 0 | |
Other operating expense | 0 | 33 | 3 | 33 | |
Operating income (loss) | 2,557 | 1,763 | 6,284 | 5,054 | |
Depreciation and amortization | 370 | 347 | 1,023 | 1,016 | |
Total assets | 23,302 | 23,131 | 23,302 | 23,131 | |
Corporate and Other [Member] | |||||
Segment reporting information | |||||
Net operating revenue | 0 | 0 | 0 | 0 | |
Station operating expense | 0 | 0 | 0 | 0 | |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 | |
Other operating expense | 0 | 0 | 0 | 0 | |
Operating income (loss) | (2,728) | (2,577) | (8,065) | (7,642) | |
Depreciation and amortization | 69 | 89 | 207 | 234 | |
Total assets | 30,810 | 29,323 | 30,810 | 29,323 | |
Consolidated Segments [Member] | |||||
Segment reporting information | |||||
Net operating revenue | 36,119 | 33,831 | 105,302 | 97,250 | |
Station operating expense | 25,459 | 24,324 | 75,564 | 71,400 | |
Corporate general and administrative | 2,728 | 2,577 | 8,065 | 7,642 | |
Other operating expense | (1,393) | 433 | (1,385) | 447 | |
Operating income (loss) | 9,325 | 6,497 | 23,058 | 17,761 | |
Depreciation and amortization | 1,802 | 1,731 | 5,345 | 4,926 | |
Total assets | $ 217,803 | $ 204,162 | $ 217,803 | $ 204,162 |
Other Income (Details Textual)
Other Income (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Other Income [Line Items] | |||||
Other Nonoperating Income (Expense), Total | $ 0 | $ 0 | $ 417,000 | $ 0 | $ 417,000 |
Proceeds from Insurance Settlement, Investing Activities | $ 777,000 | 0 | $ 777,000 | ||
Sale Leaseback Transaction, Net Proceeds, Investing Activities | 1,619,000 | ||||
Other Operating Income (Expense) [Member] | |||||
Other Income [Line Items] | |||||
Sale Leaseback Transaction, Current Period Gain Recognized | 1,415,000 | ||||
Sale Leaseback Transaction, Deferred Gain, Net | $ 65,000 | $ 65,000 |
Dividends (Details Textual)
Dividends (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Sep. 02, 2016 | Jul. 08, 2016 | Jun. 02, 2016 | Mar. 02, 2016 | Dec. 11, 2015 | Oct. 02, 2015 | Jun. 10, 2015 | Apr. 06, 2015 | Aug. 30, 2016 | Apr. 15, 2016 | Nov. 17, 2015 | Mar. 25, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Common Stock, Dividends, Per Share, Declared | $ 0.30 | $ 0.20 | $ 0.80 | $ 0.60 | ||||||||||||
Dividends | $ 1.5 | $ 2.9 | $ 1.2 | $ 1.2 | $ 1.2 | $ 1.5 | $ 1.8 | |||||||||
Common Class A [Member] | ||||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.20 | $ 0.25 | $ 0.25 | $ 0.20 | $ 0.30 | $ 0.25 | $ 0.20 | |||||||||
Common Class B [Member] | ||||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.20 | $ 0.25 | $ 0.25 | $ 0.20 | $ 0.30 | $ 0.25 | $ 0.20 |