ACQUISITIONS AND RECENT TRANSACTIONS (Tables)
|
12 Months Ended |
Dec. 31, 2015 |
|---|
| Business Combinations [Abstract] |
|
| Summary of Business Acquisitions and Asset Purchased |
A summary of our business acquisitions and asset purchases for the year ended December 31, 2015, none of which were individually or in the aggregate material to our Consolidated financial position as of the respective date of acquisition, is as follows: | Acquisition Date | | Description | | Total Cost | | | | | | | (Dollars in thousands) | | | December 18, 2015 | | WSDZ-AM, St. Louis, Missouri (business acquisition) | | $ | 275 | | | December 15, 2015 | | KDIZ-AM, Minneapolis, Minnesota (business acquisition) | | | 375 | | | December 11, 2015 | | WWMI-AM, Tampa, Florida(business acquisition) | | | 750 | | | December 8, 2015 | | KDDZ-AM, Denver, Colorado (business acquisition) | | | 550 | | | December 7, 2015 | | Instapray mobile applications (asset acquisition) | | | 118 | | | December 4, 2015 | | KDZR-AM, Portland, Oregon (business acquisition) | | | 275 | | | October 29, 2015 | | DividendYieldHunter.com (asset acquisition) | | | 43 | | | October 1, 2015 | | KKSP-FM, Little Rock, Arkansas (business acquisition) | | | 1,500 | | | September 15, 2015 | | KEXB-AM (formerly KMKI-AM) Dallas, Texas (business acquisition) | | | 3,000 | | | September 10, 2015 | | WBIX-AM (formerly WMKI-AM), Boston, Massachusetts (business acquisition) | | | 500 | | | September 3, 2015 | | Spanish Bible mobile applications (business acquisition) | | | 500 | | | September 1, 2015 | | DailyBible mobile applications (business acquisition) | | | 1,500 | | | July 1, 2015 | | DividendInvestor.com (business acquisition) | | | 1,000 | | | June 4, 2015 | | Gene Smart Wellness (asset acquisition) | | | 100 | | | May 12, 2015 | | WPGP-AM (formerly WDDZ-AM), Pittsburgh, Pennsylvania (business acquisition) | | | 1,000 | | | May 7, 2015 | | WDWD-AM, Atlanta, Georgia (business acquisition) | | | 2,750 | | | May 6, 2015 | | Daily Bible Devotion mobile applications (business acquisition) | | | 1,242 | | | April 7, 2015 | | Land and Studio Building, Greenville, South Carolina (asset purchase) | | | 201 | | | March 27, 2015 | | WDYZ-AM, Orlando, Florida (business acquisition) | | | 1,300 | | | February 6, 2015 | | Bryan Perry Newsletters (business acquisition) | | | 158 | | | Various | | Purchase of domain names and digital media assets (asset purchases) | | | 134 | | | | | | | $ | 17,271 | |
A summary of our business acquisitions and asset purchases for the year ended December 31, 2014, none of which were individually or in the aggregate material to our Consolidated financial position as of the respective date of acquisition, is as follows: | Acquisition Date | | Description | | Total Cost | | | | | | | (Dollars in thousands) | | | December 23, 2014 | | WLTE-FM Pendleton, South Carolina (asset acquisition) | | $ | 525 | | | December 23, 2014 | | FM Translator, Pickens, South Carolina (asset acquisition) | | | 185 | | | December 22, 2014 | | FM Translator, Bayshore Gardens, Florida (asset acquisition) | | | 140 | | | November 24, 2014 | | FM Translator, Traveler’s Rest, South Carolina (asset acquisition) | | | 200 | | | October 1, 2014 | | KXXT-AM Phoenix, Arizona (business acquisition) | | | 575 | | | May 22, 2014 | | WOCN-AM Miami, Florida (business acquisition) | | | 2,450 | | | May 6, 2014 | | WRTH-FM (formerly WOLT-FM), Greenville, South Carolina (business acquisition) | | | 1,125 | | | April 15, 2014 | | FM Translators, Orlando, Florida, Tampa, Florida, Omaha, Nebraska (asset purchase) | | | 357 | | | February 7, 2014 | | KDIS-FM, Little Rock Arkansas and KRDY-AM, San Antonio, Texas (business acquisition) | | | 1,984 | | | January 10, 2014 | | Eagle Publishing (business acquisition) | | | 10,628 | | | Various | | Purchases of domain names (asset purchases) | | | 487 | | | | | | | $ | 18,656 | |
|
| Summary of Total Acquisition Consideration |
The following table summarizes the total acquisition consideration for the year ended December 31, 2015: | Description | | Total Consideration | | | | | (Dollars in thousands) | | | Cash payments | | $ | 16,885 | | | Escrow deposits paid in prior years | | | 65 | | | Cash payment due January 2016 | | | 21 | | | Present value of estimated fair value contingent earn out consideration due 2016 | | | 176 | | | Present value of estimated fair value contingent earn out consideration due 2017 | | | 124 | | | Total acquisition consideration | | $ | 17,271 | | | Gain on bargain purchase | | | 1,357 | | | Fair value of net assets acquired | | $ | 18,628 | |
The following table summarizes the total acquisition consideration for the year ended December 31, 2014: | Purchase Price Consideration | | Total Consideration | | | | | (Dollars in thousands) | | | Cash payments | | $ | 12,682 | | | Escrow deposits paid in prior years | | | 1,345 | | | Deferred cash payments made related to prior year acquisition | | | (600) | | | Present value of deferred cash payments (due 2015) | | | 893 | | | Present value of deferred cash payments (due 2016) | | | 2,289 | | | Present value of estimated fair value of contingent earn-out consideration | | | 2,047 | | | Total purchase price consideration | | $ | 18,656 | |
|
| Total Acquisition Consideration Allocated |
The fair value of the acquisition consideration was allocated to the net assets acquired as follows: | | | Net Broadcast
Assets Acquired | | Net Digital Media
Assets Acquired | | Net Assets
Acquired | | | | | (Dollars in thousands) | | | Assets | | | | | | | | | | | | Property and equipment | | $ | 7,845 | | | 649 | | | 8,494 | | | Broadcast licenses | | | 5,923 | | | | | | 5,923 | | | Goodwill | | | 64 | | | 254 | | | 318 | | | Customer lists and contracts | | | | | | 99 | | | 99 | | | Domain and brand names | | | | | | 1,154 | | | 1,154 | | | Subscriber base and lists | | | | | | 3,011 | | | 3,011 | | | Non-compete agreements | | | | | | 146 | | | 146 | | | Liabilities | | | | | | | | | | | | Deferred revenue liabilities assumed | | | | | | (517) | | | (517) | | | | | $ | 13,832 | | | 4,796 | | | 18,628 | |
The total acquisition consideration was allocated to the net assets acquired as follows: | | | Net Broadcast
Assets Acquired | | Net Digital
Media Assets
Acquired | | Net Publishing
Assets
Acquired | | Net Assets
Acquired | | | | | | | | (Dollars in thousands) | | | Assets | | | | | | | | | | | | | | | Property and equipment | | $ | 2,338 | | $ | 1,179 | | $ | 3,929 | | $ | 7,446 | | | Developed websites | | | | | | 539 | | | 38 | | | 577 | | | Broadcast licenses | | | 5,144 | | | | | | | | | 5,144 | | | Goodwill | | | 38 | | | 2,128 | | | 189 | | | 2,355 | | | Customer lists and contracts | | | | | | 2,232 | | | 509 | | | 2,741 | | | Domain and brand names | | | | | | 1,921 | | | 843 | | | 2,764 | | | Subscriber base and lists | | | | | | 2,446 | | | | | | 2,446 | | | Author relationships | | | | | | | | | 1,682 | | | 1,682 | | | Non-compete agreements | | | | | | 79 | | | 66 | | | 145 | | | Favorable and assigned leases | | | 20 | | | | | | | | | 20 | | | Liabilities | | | | | | | | | | | | | | | Deferred revenue & royalties assumed | | | | | | (3,779) | | | (2,885) | | | (6,664) | | | | | $ | 7,540 | | $ | 6,745 | | $ | 4,371 | | $ | 18,656 | |
|
| Repayments of our Term Loan B |
Repayments of our Term Loan B were as follows: | Date | | Principal Paid | | Unamortized Discount | | | | | (Dollars in Thousands) | | | December 31, 2014 | | $ | 4,000 | | $ | 16 | | | November 28, 2014 | | | 4,000 | | | 15 | | | September 29, 2014 | | | 5,000 | | | 18 | | | March 31, 2014 | | | 2,250 | | | 8 | |
|
| Summary of Equity Distributions to Stockholders of Record of Class A and Class B Common Stock |
During the year ended December 31, 2014, after quarterly review of our earnings, cash flows, financial requirements, and other factors, our Board of Directors’ declared equity distributions to all stockholders of record of our Class A and Class B common stock as follows: | Announcement Date | | Record Date | | Payment Date | | Amount Per Share | | Cash Distributed
(in thousands) | | | December 2, 2014 | | December 15, 2014 | | December 29, 2014 | | $ | 0.0650 | | $ | 1,646 | | | September 2, 2014 | | September 16, 2014 | | September 30, 2014 | | $ | 0.0625 | | $ | 1,579 | | | May 27, 2014 | | June 16, 2014 | | June 30, 2014 | | $ | 0.0600 | | $ | 1,514 | | | March 6, 2014 | | March 17, 2014 | | March 31, 2014 | | $ | 0.0575 | | $ | 1,444 | |
|
| Components of Loss from Discontinued Operations |
The following table sets forth the components of the loss from discontinued operations: | | | For the Year Ended
December 31, | | | | | 2013 | | | | | (Dollars in thousands) | | | Net revenues | | $ | 10 | | | Operating expenses | | | 72 | | | Operating loss | | $ | (62) | | | Benefit from income taxes | | | (25) | | | Loss from discontinued operations, net of tax | | $ | (37) | |
|