Quarterly report pursuant to Section 13 or 15(d)

Broadcast Licenses

Broadcast Licenses
6 Months Ended
Jun. 30, 2022
Text Block [Abstract]  
Broadcast Licenses
We account for broadcast licenses in accordance with FASB ASC Topic 350
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 eight years 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 not aware of any legal, competitive, economic, or other factors that materially limit the useful life of our broadcast licenses.
As a result of changes in macroeconomic conditions and rising interest rates that increase the Weighted Average Cost of Capital (“WACC”), we performed an interim review of broadcast licenses for impairment at June 30, 2022. We updated our 2021
valuations for changes in the WACC and revenue forecasts as of the interim testing date. We performed an assessment of the amount by which the prior year estimated fair value exceeded the carrying value of the broadcast license and the
market revenues as compared to the forecasted market revenue used in the prior year valuation under the
income approach.
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 820 “Fair Value Measurements and Disclosures” as Level 3 inputs discussed in detail in Note 15 – 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 17 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
in which the only asset owned by the station as of the valuation date is the broadcast license. This approach eliminates factors that are unique to our operation of the station, including its format and historical financial performance. The method then assumes the entity has to purchase, build, or rent all of the other assets needed to operate a comparable station to the one in which the broadcast license is being utilized as of the valuation date. Cash flows are estimated and netted against all
costs, expenses and investments necessary to achieve a normalized and mature state of operations, thus reflecting only the cash flows directly attributable to the broadcast license. A multi-year discounted cash flow approach is then used to determine the net present value of these cash flows to derive an indication of fair value. For cash flows beyond the projection period, a terminal value is calculated using the Gordon constant growth model and long-term industry growth rate assumptions based on long-term industry growth and Gross Domestic Product (“GDP”) inflation rates.
The primary assumptions used in the Greenfield Method are:
gross operating revenue in the station’s designated market area,
normalized market share,
normalized profit margin,
duration of the
period to reach normalized operations, (which was assumed to be three years),
costs (based on market size),
ongoing replacement costs of fixed assets and working capital,
the calculations of yearly net free cash flows to invested capital; and
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
income valuation for our broadcast licenses were as follows:
Broadcast Licenses
   December 31, 2020  
June 30, 2022
Risk-adjusted discount rate
Operating profit margin ranges
3.9% - 30.9%%
3.9% - 30.9%
Long-term revenue growth rates
   0.4% - 0.7%  
0.4% - 0.7%
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 seven of our market clusters were impaired as of the interim testing period ending June 30, 2022. We r
corded an impairment charge of $3.9 million to the value of broadcast licenses in Columbus, Dallas, Greenville, Honolulu, Orlando, Portland, and Sacramento. The impairment charges were driven by an increase in the WACC that was partially offset with improvements in revenue growth rates over those used in the
valuation forecasts. We believe that these factors are indicative of trends in the industry as a whole and not unique to our company or operations.
The table below presents the results of our interim impairment testing under the
income approach at June 30, 2022:
Market Cluster
Excess Fair Value
June 30, 2022
Atlanta, GA
Boston, MA
Chicago, IL
Cleveland, OH
Col Springs, CO
Columbus, OH
Dallas, TX
Greenville, SC
Honolulu, HI
Little Rock, AR
Minneapolis, MN
Orlando FL
Philadelphia, PA
Portland, OR
Sacramento, CA
San Diego, CA
San Francisco, CA