Quarterly report pursuant to Section 13 or 15(d)

SIGNIFICANT TRANSACTIONS

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SIGNIFICANT TRANSACTIONS
3 Months Ended
Mar. 31, 2012
SIGNIFICANT TRANSACTIONS

NOTE 4. SIGNIFICANT TRANSACTIONS

On March 16, 2012, we completed the sale of radio station WBZS-AM in Pawtucket, Rhode Island for $0.8 million in cash. The sale resulted in a pre-tax gain of $0.2 million. The accompanying Condensed Consolidated Statements of Operations reflect the operating results of this entity through the date of the sale.

On March 7, 2012, our Board of Directors authorized and declared a quarterly dividend in the amount of $0.035 per share on Class A and Class B common stock. The initial quarterly cash dividend of $0.9 million or $0.035 per share was paid on March 30, 2012 to all common stockholders of record as of March 23, 2012. We anticipate paying quarterly dividends in March, June, September and December of each year. Based on the number of shares currently outstanding we expect to pay total annual dividends of approximately $3.4 million.

On January 13, 2012, we completed the acquisition of KTNO-AM, Dallas, Texas for $2.2 million. We began programming the station pursuant to a TBA with the current owner on November 1, 2011. The accompanying Condensed Consolidated Statements of Operations reflect the operating results of this entity as of the TBA date. The accompanying Consolidated Balance Sheets reflect the net assets of this entity as of the closing date

 

A summary of our business acquisitions and asset purchases for the three months ended March 31, 2012, none of which were material to our condensed consolidated financial position as of the respective date of acquisition, is as follows:

 

Acquisition Date

  

Description

   Total Cost  
          (Dollars in thousands)  

January 13, 2012

   KTNO-AM, Dallas, Texas    $ 2,150   
     

 

 

 
      $ 2,150   
     

 

 

 

Under the acquisition method of accounting as specified in FASB ASC Topic 805, the total acquisition consideration is allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the date of the transaction. We obtained an independent third-party appraisal of the estimated fair value of the acquired net assets as of the acquisition date for the transactions noted. Property, plant and equipment are recorded at the estimated fair value and depreciated on a straight-line basis over their estimated useful lives. Intangible assets are also recorded at their estimated fair value and amortized using the straight-line method over their estimated useful lives. The total acquisition consideration was allocated to the net assets acquired as follows:

 

     Net Broadcast
Assets Acquired
 
     (Dollars in thousands)  

Asset

  

Property and equipment

   $ 1,242   

Broadcast licenses

     902   

Goodwill

     6   
  

 

 

 
   $ 2,150   
  

 

 

 

Discontinued Operations:

Based on operating results that did not meet our expectations, we ceased operating Samaritan Fundraising in December 2011. As of December 31, 2011, all employees of this entity were terminated. As a result of our decision to close operations, there will be no material cash flows associated with this entity and we have no ongoing or further involvement in the operations of this entity. The Condensed Consolidated Balance Sheets and Statements of Operations for all prior periods presented were reclassified to reflect the operating results and net assets of this entity as a discontinued operation. As of March 31, 2012, assets of discontinued operations consist of net receivables due to us from sales occurring prior to ceasing operations.

The following table sets forth the components of income (loss) from discontinued operations:

 

     Three Months Ended March 31,  
     2011     2012  
     (Dollars in thousands)  

Net revenues

   $ 620      $ (2

Operating expenses

     (576     (68
  

 

 

   

 

 

 

Operating income (loss)

   $ 44      $ (70

Provision for (benefit from) income taxes

     16        (28
  

 

 

   

 

 

 

Income (loss) from discontinued operations, net of tax

   $ 28      $ (42