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ACQUISITIONS AND RECENT TRANSACTIONS (Tables)
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6 Months Ended |
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Jun. 30, 2014
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| Business Combinations [Abstract] |
|
| Summary of Business Acquisitions and Asset Purchases |
A summary of our business acquisitions and asset purchases for the
six months ended June 30, 2014, none of which were
individually or in the aggregate material to our Condensed
Consolidated financial position as of the respective date of
acquisition, is as follows:
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Acquisition Date
|
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Description
|
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Total Cost |
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| |
|
|
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(Dollars in thousands)
|
|
|
May 22, 2014
|
|
WOCN-AM Miami, Florida (business
acquisition) |
|
$ |
2,450 |
|
|
May 6, 2014
|
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WRTH-FM (formerly WOLT-FM), Greenville, South
Carolina (business acquisition) |
|
|
1,125 |
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April 15, 2014
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FM Translators, Orlando, Florida, Tampa,
Florida, Omaha, Nebraska (asset purchase) |
|
|
350 |
|
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February 7, 2014
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KDIS-FM, Little Rock Arkansas and KRDY-AM, San
Antonio, Texas (business acquisition) |
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1,984 |
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January 10, 2014
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Eagle Publishing (business acquisition) |
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10,628 |
|
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Various
|
|
Purchase of Internet domains (asset
purchases) |
|
|
203 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
16,740 |
|
|
|
|
|
|
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|
| Summary of Total Acquisition Consideration |
The following table summarizes the total acquisition consideration
for the six months ended June 30, 2014:
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|
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Description
|
|
Total Consideration |
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| |
|
(Dollars in thousands)
|
|
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Cash payments
|
|
$ |
10,466 |
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Escrow deposits paid in prior years
|
|
|
1,345 |
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Deferred cash payments made related to prior year acquisition
|
|
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(300 |
) |
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Present value of deferred cash payments (due 2015)
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|
|
893 |
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Present value of deferred cash payments (due 2016)
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|
|
2,289 |
|
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Present value of estimated fair value of contingent earn-out
consideration
|
|
|
2,047 |
|
|
|
|
|
|
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Total purchase price consideration
|
|
$ |
16,740 |
|
|
|
|
|
|
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| Total Acquisition Consideration Allocated |
The total acquisition consideration was allocated to the net assets
acquired as follows:
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|
|
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|
|
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|
| |
|
Broadcast
Assets
Acquired |
|
|
Internet
Assets
Acquired |
|
|
Publishing
Assets
Acquired
|
|
|
Net Assets
Acquired
|
|
| |
|
|
|
|
(Dollars in
thousands) |
|
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Assets
|
|
|
|
|
|
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|
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Property and equipment
|
|
$ |
1,927 |
|
|
$ |
929 |
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|
$ |
3,929 |
|
|
$ |
6,785 |
|
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Developed websites
|
|
|
— |
|
|
|
539 |
|
|
|
38 |
|
|
|
577 |
|
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Broadcast licenses
|
|
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3,946 |
|
|
|
— |
|
|
|
— |
|
|
|
3,946 |
|
|
Goodwill
|
|
|
36 |
|
|
|
2,128 |
|
|
|
189 |
|
|
|
2,353 |
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Customer lists and contracts
|
|
|
— |
|
|
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2,232 |
|
|
|
509 |
|
|
|
2,741 |
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Domain and brand names
|
|
|
— |
|
|
|
1,886 |
|
|
|
843 |
|
|
|
2,729 |
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Subscriber base and lists
|
|
|
— |
|
|
|
2,446 |
|
|
|
— |
|
|
|
2,446 |
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Author relationships
|
|
|
— |
|
|
|
— |
|
|
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1,682 |
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|
|
1,682 |
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Non-compete agreements
|
|
|
— |
|
|
|
79 |
|
|
|
66 |
|
|
|
145 |
|
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Liabilities
|
|
|
|
|
|
|
|
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Deferred revenue & royalties assumed
|
|
|
— |
|
|
|
(3,779 |
) |
|
|
(2,885 |
) |
|
|
(6,664 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
5,909 |
|
|
$ |
6,460 |
|
|
$ |
4,371 |
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|
$ |
16,740 |
|
|
|
|
|
|
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| Loss from Discontinued Operations |
The following table sets forth the components of the loss from
discontinued operations:
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Three Months Ended
June 30, 2013
|
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|
Six Months Ended
June 30, 2013
|
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| |
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(Dollars in
thousands) |
|
|
Net revenues
|
|
$ |
11 |
|
|
$ |
11 |
|
|
Operating expenses
|
|
|
(19 |
) |
|
|
(35 |
) |
|
|
|
|
|
|
|
|
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Operating loss
|
|
$ |
(8 |
) |
|
$ |
(24 |
) |
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Benefit from income taxes
|
|
|
(4 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
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Loss from discontinued operations, net of tax
|
|
$ |
(4 |
) |
|
$ |
(15 |
) |
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