0001104659-21-066535 | 10-Q | XBRL Viewer

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2021	May 07, 2021
Document Information [Line Items]
Document Type	10-Q
Document Period End Date	Mar. 31, 2021
Entity Registrant Name	URBAN ONE, INC.
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001041657
Current Fiscal Year End Date	--12-31
Common Stock Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		6,327,900
Title of 12(b) Security	Class A Common Stock
Trading Symbol	UONE
Security Exchange Name	NASDAQ
Common Stock Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		2,861,843
Common Stock Class C
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		2,928,906
Common Stock Class D
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		37,068,827
Title of 12(b) Security	Class D Common Stock
Trading Symbol	UONEK
Security Exchange Name	NASDAQ

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	Mar. 31, 2021	Mar. 31, 2020
CONSOLIDATED STATEMENTS OF OPERATIONS
NET REVENUE	$ 91,440,000	$ 94,875,000
OPERATING EXPENSES:
Programming and technical, including stock-based compensation of $6 and $8, respectively	25,096,000	27,870,000
Selling, general and administrative, including stock-based compensation of $31 and $86, respectively	29,987,000	29,463,000
Corporate selling, general and administrative, including stock-based compensation of $216 and $299,respectively	10,336,000	8,631,000
Depreciation and amortization	2,264,000	2,548,000
Impairment of long-lived assets	0	53,650,000
Total operating expenses	67,683,000	122,162,000
Operating income (loss)	23,757,000	(27,287,000)
INTEREST INCOME	4,000	8,000
INTEREST EXPENSE	18,045,000	19,138,000
LOSS ON RETIREMENT OF DEBT	6,949,000	0
OTHER INCOME, net	(1,684,000)	(1,504,000)
Income (loss) before benefit from income taxes and noncontrolling interests in income of subsidiaries	451,000	(44,913,000)
BENEFIT FROM INCOME TAXES	(10,000)	(21,855,000)
CONSOLIDATED NET INCOME (LOSS)	461,000	(23,058,000)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	454,000	129,000
CONSOLIDATED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$ 7,000	$ (23,187,000)
BASIC NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS
Net loss attributable to common stockholders	$ 0.00	$ (0.51)
DILUTED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS
Net loss attributable to common stockholders	$ 0.00	$ (0.51)
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic	48,463,289	45,228,164
Diluted	49,053,650	45,228,164

CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Programming And Technical
Allocated Share-based Compensation Expense	$ 6	$ 8
Selling, General and Administrative Expenses
Allocated Share-based Compensation Expense	31	86
Corporate Selling, General and Administrative
Allocated Share-based Compensation Expense	$ 216	$ 299

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
COMPREHENSIVE INCOME (LOSS)	$ 461	$ (23,058)
LESS: COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	454	129
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$ 7	$ (23,187)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
CURRENT ASSETS:
Cash and cash equivalents	$ 56,814	$ 73,385
Restricted cash	473	473
Trade accounts receivable, net of allowance for doubtful accounts of $7,954 and $7,956, respectively	94,633	106,296
Prepaid expenses	9,326	10,154
Current portion of content assets	38,008	28,434
Other current assets	4,639	4,224
Total current assets	203,893	222,966
CONTENT ASSETS, net	57,930	63,175
PROPERTY AND EQUIPMENT, net	18,589	19,192
GOODWILL	223,402	223,402
RIGHT OF USE ASSETS	40,421	40,918
RADIO BROADCASTING LICENSES	484,066	484,066
OTHER INTANGIBLE ASSETS, net	54,375	56,053
DEFERRED TAX ASSETS, net	10,051	10,041
ASSETS HELD FOR SALE	32,932	32,661
OTHER ASSETS	43,092	43,013
Total assets	1,168,751	1,195,487
CURRENT LIABILITIES:
Accounts payable	9,037	11,135
Accrued interest	11,204	8,017
Accrued compensation and related benefits	5,924	12,302
Current portion of content payables	17,522	16,248
Current portion of lease liabilities	9,264	8,928
Other current liabilities	25,022	26,917
Current portion of long-term debt		23,362
Total current liabilities	77,973	106,909
LONG-TERM DEBT, net of current portion, original issue discount and issuance costs	809,857	818,924
CONTENT PAYABLES, net of current portion	8,726	9,479
LONG-TERM LEASE LIABILITIES	35,976	36,577
OTHER LONG-TERM LIABILITIES	24,653	23,999
Total liabilities	957,185	995,888
REDEEMABLE NONCONTROLLING INTERESTS	12,735	12,701
STOCKHOLDERS' EQUITY:
Convertible preferred stock, $.001 par value, 1,000,000 shares authorized; no shares outstanding at March 31, 2021 and December 31, 2020	0	0
Additional paid-in capital	1,003,694	991,769
Accumulated deficit	(804,912)	(804,919)
Total stockholders' equity	198,831	186,898
Total liabilities, redeemable noncontrolling interests and stockholders' equity	1,168,751	1,195,487
Common Stock Class A
STOCKHOLDERS' EQUITY:
Common stock value	6	4
Common Stock Class B
STOCKHOLDERS' EQUITY:
Common stock value	3	3
Common Stock Class C
STOCKHOLDERS' EQUITY:
Common stock value	3	3
Common Stock Class D
STOCKHOLDERS' EQUITY:
Common stock value	$ 37	$ 38

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Allowance for doubtful accounts receivable (in dollars)	$ 7,954	$ 7,956
Convertible Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Convertible Preferred stock, shares authorized	1,000,000	1,000,000
Convertible Preferred stock, shares outstanding	0	0
Common Stock Class A
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	30,000,000	30,000,000
Common stock, shares issued	6,327,900	4,441,635
Common stock, shares outstanding	6,327,900	4,441,635
Common Stock Class B
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	2,861,843	2,861,843
Common stock, shares outstanding	2,861,843	2,861,843
Common Stock Class C
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	2,928,906	2,928,906
Common stock, shares outstanding	2,928,906	2,928,906
Common Stock Class D
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	37,040,505	37,515,801
Common stock, shares outstanding	37,040,505	37,515,801

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Additional Paid-In Capital	Accumulated Deficit	Convertible Preferred Stock	Common Stock Class A	Common Stock Class B	Common Stock Class C	Common Stock Class D	Total
BALANCE at Dec. 31, 2019	$ 979,834	$ (796,806)		$ 2	$ 3	$ 3	$ 39	$ 183,075
Consolidated net income (loss)		(23,187)						(23,187)
Repurchase of shares of common stock	(1,013)						(1)	(1,014)
Adjustment of redeemable noncontrolling interests to estimated redemption value	(599)							(599)
Stock-based compensation expense	393							393
BALANCE at Mar. 31, 2020	978,615	(819,993)		2	3	3	38	158,668
BALANCE at Dec. 31, 2019	979,834	(796,806)		2	3	3	39	183,075
BALANCE at Dec. 31, 2020	991,769	(804,919)	$ 0	4	3	3	38	186,898
Consolidated net income (loss)	0	7	0	0	0	0	0	7
Repurchase of shares of common stock	(871)	0	0	0	0	0	(1)	(872)
Issuance of 1,886,265 shares of Class A common stock	12,123	0	0	2	0	0	0	12,125
Adjustment of redeemable noncontrolling interests to estimated redemption value	420	0	0	0	0	0	0	420
Stock-based compensation expense	253	0	0	0	0	0	0	253
BALANCE at Mar. 31, 2021	$ 1,003,694	$ (804,912)	$ 0	$ 6	$ 3	$ 3	$ 37	$ 198,831

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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- Definition

Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.

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+ Details

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - shares	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Common Stock Class A
Stock Issued During Period, Shares, New Issues	1,886,265
Common Stock Class D
Stock Repurchased During Period, Shares	495,296	547,801

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Consolidated net income (loss)	$ 461	$ (23,058)
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation and amortization	2,264	2,548
Amortization of debt financing costs	824	1,050
Amortization of content assets	8,298	7,637
Amortization of launch assets	334	257
Bad debt expense	283	(95)
Deferred income taxes	(10)	(21,856)
Amortization of right of use assets	1,875	2,008
Non-cash lease liability expense	1,154	1,207
Non-cash interest expense	158	518
Impairment of long-lived assets	0	53,650
Stock-based compensation	253	393
Non-cash fair value adjustment of Employment Agreement Award	597	1,213
Loss on retirement of debt	6,949	0
Effect of change in operating assets and liabilities, net of assets acquired:
Trade accounts receivable	11,380	9,094
Prepaid expenses and other current assets	18	(1,767)
Other assets	(1,100)	(4,225)
Accounts payable	(2,098)	(277)
Accrued interest	3,187	3,709
Accrued compensation and related benefits	(6,378)	(3,929)
Other liabilities	(2,050)	3,422
Payments for content assets	(12,106)	(9,464)
Net cash flows provided by operating activities	14,293	22,035
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(804)	(1,430)
Acquisition of broadcasting assets	0	(475)
Net cash flows used in investing activities	(804)	(1,905)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds of asset-backed credit facility	0	27,500
Proceeds from 2028 Notes	825,000	0
Debt refinancing costs	(11,157)	0
Repayment of MGM National Harbor Loan	(57,889)	0
Repayment of 7.375% Notes	(2,984)	0
Repayment of 8.75% Notes	(347,016)	0
Proceeds from issuance of Class A common stock, net of fees	12,125	0
Payment of dividends to noncontrolling interest members of Reach Media	0	(1,000)
Repurchase of common stock	(872)	(1,014)
Net cash flows (used in) provided by financing activities	(30,060)	12,714
(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(16,571)	32,844
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period	73,858	33,546	$ 33,546
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period	57,287	66,390	$ 73,858
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for: Interest	13,876	13,860
Cash paid for: Income taxes, net of refunds	(32)	0
NON-CASH OPERATING, FINANCING AND INVESTING ACTIVITIES:
Right of use asset and lease liability additions	1,351	2,408
2018 Credit Facility
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of credit facility	(129,935)	(11,948)
2017 Credit Facility
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of credit facility	$ (317,332)	$ (824)

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2021

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

(a)Organization

Urban One, Inc. (a Delaware corporation referred to as “Urban One”) and its subsidiaries (collectively, the “Company”) is an urban-oriented, multi-media company that primarily targets African-American and urban consumers. Our core business is our radio broadcasting franchise which is the largest radio broadcasting operation that primarily targets African-American and urban listeners. As of March 31, 2021, we owned and/or operated 63 independently formatted, revenue producing broadcast stations (including 54 FM or AM stations, 7 HD stations, and the 2 low power television stations we operate) located in 13 of the most populous African-American markets in the United States. While a core source of our revenue has historically been and remains the sale of local and national advertising for broadcast on our radio stations, our strategy is to operate as the premier multi-media entertainment and information content provider targeting African-American and urban consumers. Thus, we have diversified our revenue streams by making acquisitions and investments in other complementary media properties. Our diverse media and entertainment interests include TV One, LLC (“TV One”), an African-American targeted cable television network; our 80.0% ownership interest in Reach Media, Inc. (“Reach Media”) which operates the Rickey Smiley Morning Show and our other syndicated programming assets, including the Get Up! Mornings with Erica Campbell Show, Russ Parr Morning Show and the DL Hughley Show; and Interactive One, LLC (“Interactive One”), our wholly owned digital platform serving the African-American community through social content, news, information, and entertainment websites, including its Cassius and Bossip, HipHopWired and MadameNoire digital platforms and brands. We also hold a minority ownership interest in MGM National Harbor, a gaming resort located in Prince George’s County, Maryland. Through our national multi-media operations, we provide advertisers with a unique and powerful delivery mechanism to the African-American and urban audiences.

On January 19, 2019, the Company launched CLEO TV, a lifestyle and entertainment network targeting Millennial and Gen X women of color. CLEO TV offers quality content that defies negative and cultural stereotypes of today’s modern women. The results of CLEO TV’s operations will be reflected in the Company’s cable television segment.

Our core radio broadcasting franchise operates under the brand “Radio One.” We also operate our other brands, such as TV One, CLEO TV, Reach Media and Interactive One, while developing additional branding reflective of our diverse media operations and targeting our African-American and urban audiences.

As part of our consolidated financial statements, consistent with our financial reporting structure and how the Company currently manages its businesses, we have provided selected financial information on the Company’s four reportable segments: (i) radio broadcasting; (ii) Reach Media; (iii) digital; and (iv) cable television. (See Note 7 – Segment Information.)

(b)Interim Financial Statements

The interim consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In management’s opinion, the interim financial data presented herein include all adjustments (which include only normal recurring adjustments) necessary for a fair presentation. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted pursuant to such rules and regulations.

Results for interim periods are not necessarily indicative of results to be expected for the full year. This Form 10‑Q should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2020 Annual Report on Form 10‑K.

(c)Financial Instruments

Financial instruments as of March 31, 2021 and December 31, 2020, consisted of cash and cash equivalents, restricted cash, trade accounts receivable, asset-backed credit facility, long-term debt and redeemable noncontrolling interests. The carrying amounts approximated fair value for each of these financial instruments as of March 31, 2021 and December 31, 2020, except for the Company’s long-term debt. On January 24, 2021, the Company borrowed $825 million in aggregate principal amount of senior secured notes due February 2028 (the “2028 Notes”). The 7.375% 2028 Notes had a carrying value of approximately $825.0 million and fair value of approximately $851.8 million as of March 31, 2021. The fair values of the 2028 Notes, classified as Level 2 instruments, were determined based on the trading values of these instruments in an inactive market as of the reporting date. The Company used the net proceeds from the 2028 Notes, together with cash on hand, to repay or redeem (1) the 2017 Credit Facility, (2) the 2018 Credit Facility, (3) the MGM National Harbor Loan; (4) the remaining amounts of our 7.375% Notes, and (5) our 8.75% Notes that were issued in the November 2020 Exchange Offer (all as defined below). Upon settlement of the 2028 Notes Offering, the 2017 Credit Facility, the 2018 Credit Facility and the MGM National Harbor Loan were terminated and the indentures governing the 7.375% Notes and the 8.75% Notes were satisfied and discharged. The 7.375% Senior Secured Notes that were due in April 2022 (the “7.375% Notes”) had a carrying value of approximately $3.0 million and fair value of approximately $2.8 million as of December 31, 2020. The fair values of the 7.375% Notes, classified as Level 2 instruments, were determined based on the trading values of these instruments in an inactive market as of the reporting date. On April 18, 2017, the Company closed on a $350.0 million senior secured credit facility (the “2017 Credit Facility”) which had a carrying value of approximately $317.3 million and fair value of approximately $293.5 million as of December 31, 2020. The fair value of the 2017 Credit Facility, classified as a Level 2 instrument, was determined based on the trading values of this instrument in an inactive market as of the reporting date. On December 20, 2018, the Company closed on a $192.0 million unsecured credit facility (the “2018 Credit Facility”) which had a carrying value of approximately $129.9 million and fair value of approximately $132.5 million as of December 31, 2020. The fair value of the 2018 Credit Facility, classified as a Level 2 instrument, was determined based on the trading values of this instrument in an inactive market as of the reporting date. On December 20, 2018, the Company also closed on a $50.0 million secured credit loan (the “MGM National Harbor Loan”) which had a carrying value of approximately $57.9 million and fair value of approximately $64.8 million as of December 31, 2020. The fair value of the 2018 MGM National Harbor Loan, classified as a Level 2 instrument, was determined based on the trading values of this instrument in an inactive market as of the reporting date. On November 9, 2020, we completed an exchange of 99.15% of our outstanding 7.375% Notes for $347.0 million aggregate principal amount of newly issued 8.75% Senior Secured Notes due December 2022 (the “ 8.75% Notes”). As of December 31, 2020, the 8.75% Notes had a carrying value of approximately $347.0 million and fair value of approximately $338.0 million. There was no balance outstanding on the Company’s asset-backed credit facility as of March 31, 2021 and December 31, 2020.

(d)Revenue Recognition

In accordance with Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers,” the Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. The Company elected to use the modified retrospective method, but the adoption of the standard did not have a material impact to our financial statements. In general, our spot advertising (both radio and cable television) as well as our digital advertising continues to be recognized when aired and delivered. For our cable television affiliate revenue, the Company grants a license to the affiliate to access its television programming content through the license period, and the Company earns a usage based royalty when the usage occurs, consistent with our previous revenue recognition policy. Finally, for event advertising, the performance obligation is satisfied at a point in time when the activity associated with the event is completed.

Within our radio broadcasting and Reach Media segments, the Company recognizes revenue for broadcast advertising at a point in time when a commercial spot runs. The revenue is reported net of agency and outside sales representative commissions. Agency and outside sales representative commissions are calculated based on a stated percentage applied to gross billing. Generally, clients remit the gross billing amount to the agency or outside sales representative, and the agency or outside sales representative remits the gross billing, less their commission, to the Company. For our radio broadcasting and Reach Media segments, agency and outside sales representative commissions were approximately $3.5 million and $4.7 million for the three months ended March 31, 2021 and 2020, respectively.

Within our digital segment, including Interactive One, which generates the majority of the Company’s digital revenue, revenue is principally derived from advertising services on non-radio station branded but Company-owned websites. Advertising services include the sale of banner and sponsorship advertisements. Advertising revenue is recognized at a point in time either as impressions (the number of times advertisements appear in viewed pages) are delivered, when “click through” purchases are made, or ratably over the contract period, where applicable. In addition, Interactive One derives revenue from its studio operations, in which it provides third-party clients with publishing services including digital platforms and related expertise. In the case of the studio operations, revenue is recognized primarily through fixed contractual monthly fees and/or as a share of the third party’s reported revenue.

Our cable television segment derives advertising revenue from the sale of television air time to advertisers and recognizes revenue when the advertisements are run. Advertising revenue is recognized at a point in time when the individual spots run. To the extent there is a shortfall in contracts where the ratings were guaranteed, a portion of the revenue is deferred until the shortfall is settled, typically by providing additional advertising units generally within one year of the original airing. Our cable television segment also derives revenue from affiliate fees under the terms of various multi-year affiliation agreements based on a per subscriber fee multiplied by the most recent subscriber counts reported by the applicable affiliate. The Company recognizes the affiliate fee revenue at a point in time as its performance obligation to provide the programming is met. The Company has a right of payment each month as the programming services and related obligations have been satisfied. For our cable television segment, agency and outside sales representative commissions were approximately $3.8 million and $3.7 million for the three months ended March 31, 2021 and 2020, respectively.

Revenue by Contract Type

The following chart shows our net revenue (and sources) for the three months ended March 31, 2021 and 2020:


	Three Months Ended
	March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Net Revenue:
Radio Advertising	$	33,340	$	38,417
Political Advertising		780		2,404
Digital Advertising		10,353		6,289
Cable Television Advertising		20,702		21,033
Cable Television Affiliate Fees		25,486		26,207
Event Revenues & Other		779		525
Net Revenue (as reported)	$	91,440	$	94,875

Contract assets and liabilities

Contract assets (unbilled receivables) and contract liabilities (customer advances and unearned income and unearned event income) that are not separately stated in our consolidated balance sheets at March 31, 2021, December 31, 2020 and March 31, 2020 were as follows:


	March 31, 2021		December 31, 2020		March 31, 2020
	(Unaudited)				(Unaudited)
	(In thousands)
Contract assets:
Unbilled receivables	$	4,557	$	5,798	$	5,799

Contract liabilities:
Customer advances and unearned income	$	5,979	$	4,955	$	2,667
Unearned event income		5,735		5,921		11,194

Unbilled receivables consists of earned revenue on behalf of customers that have not yet been billed. Customer advances and unearned income represents advance payments by customers for future services under contract that are generally incurred in the near term. Unearned event income represents payments by customers for upcoming events.

For customer advances and unearned income as of January 1, 2021, approximately $2.0 million was recognized as revenue during the three months ended March 31, 2021. For unearned event income, no revenue was recognized during the three months ended March 31, 2021. For customer advances and unearned income as of January 1, 2020, approximately $1.7 million was recognized as revenue during the three months ended March 31, 2020. For unearned event income, no revenue was recognized during the three months ended March 31, 2020.

Practical expedients and exemptions

We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administrative expenses.

We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less or (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.

(e)Launch Support

The cable television segment has entered into certain affiliate agreements requiring various payments for launch support. Launch support assets are used to initiate carriage under affiliation agreements and are amortized over the term of the respective contracts. The Company did not pay any launch support for carriage initiation during the three months ended March 31, 2021 and 2020. The weighted-average amortization period for launch support is approximately 7.4 years as of March 31, 2021, and approximately 7.4 years as of December 31, 2020. The remaining weighted-average amortization period for launch support is 4.2 years and 4.5 years as of March 31, 2021 and December 31, 2020, respectively. Amortization is recorded as a reduction to revenue to the extent that revenue is recognized from the vendor, and any excess amortization is recorded as launch support amortization expense. For the three months ended March 31, 2021 and 2020, launch support asset amortization of $105,000 and $105,000, respectively, was recorded as a reduction of revenue, and $229,000 and $151,000, respectively, was recorded as an operating expense in selling, general and administrative expenses. Launch assets are included in other intangible assets on the consolidated balance sheets, except for the portion of the unamortized balance that is expected to be amortized within one year which is included in other current assets.

(f)Barter Transactions

For barter transactions, the Company provides broadcast advertising time in exchange for programming content and certain services. The Company includes the value of such exchanges in both broadcasting net revenue and operating expenses. The valuation of barter time is based upon the fair value of the network advertising time provided for the programming content and services received. For the three months ended March 31, 2021 and 2020, barter transaction revenues were $449,000 and $515,000 respectively. Additionally, for the three months ended March 31, 2021 and 2020, barter transaction costs were reflected in programming and technical expenses of $311,000 and $371,000, respectively, and selling, general and administrative expenses of $138,000 and $144,000, respectively.

(g)Earnings Per Share

Basic earnings per share is computed on the basis of the weighted average number of shares of common stock (Classes A, B, C and D) outstanding during the period. Diluted earnings per share is computed on the basis of the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. The Company’s potentially dilutive securities include stock options and unvested restricted stock. Diluted earnings per share considers the impact of potentially dilutive securities except in periods in which there is a net loss, as the inclusion of the potentially dilutive common shares would have an anti-dilutive effect.

The following table sets forth the calculation of basic and diluted earnings per share from continuing operations (in thousands, except share and per share data):


	Three Months Ended March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Numerator:
Net income (loss) attributable to common stockholders	$	7	$	(23,187)
Denominator:
Denominator for basic net income (loss) per share - weighted-average outstanding shares		48,463,289		45,228,164
Effect of dilutive securities:
Stock options and restricted stock		590,361		—
Denominator for diluted net income (loss) per share - weighted-average outstanding shares		49,053,650		45,228,164

Net income (loss) attributable to common stockholders per share – basic and diluted	$	0.00	$	(0.51)

All stock options and restricted stock awards were excluded from the diluted calculation for the three months ended March 31, 2020, as their inclusion would have been anti-dilutive. The following table summarizes the potential common shares excluded from the diluted calculation.


			Three Months Ended March 31,
			2020
			(Unaudited)
			(In thousands)
Stock options			4,173
Restricted stock awards			379

(h)Fair Value Measurements

We report our financial and non-financial assets and liabilities measured at fair value on a recurring and non-recurring basis under the provisions of ASC 820, “Fair Value Measurements and Disclosures.” ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements.

The fair value framework requires the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows:

Level 1: Inputs are unadjusted quoted prices in active markets for identical assets and liabilities that can be accessed at the measurement date.

Level 2: Observable inputs other than those included in Level 1 (i.e., quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets).

Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value instrument.

As of March 31, 2021, and December 31, 2020, respectively, the fair values of our financial assets and liabilities measured at fair value on a recurring basis are categorized as follows:


	Total		Level 1		Level 2		Level 3
	(Unaudited)
	(In thousands)
As of March 31, 2021
Liabilities subject to fair value measurement:
Contingent consideration (a)	$	455		—		—	$	455
Employment agreement award (b)		26,200		—		—		26,200
Total	$	26,655	$	—	$	—	$	26,655

Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests (c)	$	12,735	$	—	$	—	$	12,735

As of December 31, 2020
Liabilities subject to fair value measurement:
Contingent consideration (a)	$	780		—		—	$	780
Employment agreement award (b)		25,603		—		—		25,603
Total	$	26,383	$	—	$	—	$	26,383

Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests (c)	$	12,701	$	—	$	—	$	12,701

(a)

This balance is measured based on the income approach to valuation in the form of a Monte Carlo simulation. The Monte Carlo simulation method is suited to instances such as this where there is non-diversifiable risk. It is also well-suited to multi-year, path dependent scenarios. Significant inputs to the Monte Carlo method include forecasted net revenues, discount rate and expected volatility. A third-party valuation firm assisted the Company in estimating the contingent consideration.

(b)

Each quarter, pursuant to an employment agreement (the “Employment Agreement”) executed in April 2008, the Chief Executive Officer (“CEO”) is eligible to receive an award (the “Employment Agreement Award”) amount equal to approximately 4% of any proceeds from distributions or other liquidity events in excess of the return of the Company’s aggregate investment in TV One. The Company reviews the factors underlying this award at the end of each quarter including the valuation of TV One (based on the estimated enterprise fair value of TV One as determined by a discounted cash flow analysis). The Company’s obligation to pay the award was triggered after the Company recovered the aggregate amount of capital contributions in TV One, and payment is required only upon actual receipt of distributions of cash or marketable securities or proceeds from a liquidity event with respect to such invested amount. The long-term portion of the award is recorded in other long-term liabilities and the current portion is recorded in other current liabilities in the consolidated balance sheets. The CEO was fully vested in the award upon execution of the Employment Agreement, and the award lapses if the CEO voluntarily leaves the Company or is terminated for cause. A third-party valuation firm assisted the Company in estimating TV One’s fair value using a discounted cash flow analysis. Significant inputs to the discounted cash flow analysis include forecasted operating results, discount rate and a terminal value. In September 2014, the Compensation Committee of the Board of Directors of the Company approved terms for a new employment agreement with the CEO, including a renewal of the Employment Agreement Award upon similar terms as in the prior Employment Agreement.

(c)

The redeemable noncontrolling interest in Reach Media is measured at fair value using a discounted cash flow methodology. A third-party valuation firm assisted the Company in estimating the fair value. Significant inputs to the discounted cash flow analysis include forecasted operating results, discount rate and a terminal value.

There were no transfers in or out of Level 1, 2, or 3 during the three months ended March 31, 2021. The following table presents the changes in Level 3 liabilities measured at fair value on a recurring basis for the three months ended March 31, 2021:


			Employment		Redeemable
	Contingent		Agreement		Noncontrolling
	Consideration		Award		Interests
	(In thousands)

Balance at December 31, 2020	$	780	$	25,603	$	12,701
Net income attributable to noncontrolling interests		—		—		454
Distribution		(365)		—		—
Change in fair value		40		597		(420)
Balance at March 31, 2021	$	455	$	26,200	$	12,735

The amount of total (losses)/income for the period included in earnings attributable to the change in unrealized losses/income relating to assets and liabilities still held at the reporting date	$	(40)	$	(597)	$	—

Losses and income included in earnings were recorded in the consolidated statements of operations as corporate selling, general and administrative expenses for the employment agreement award for the three months ended March 31, 2021 and 2020. Losses included in earnings were recorded in the consolidated statements of operations as selling, general and administrative expenses for contingent consideration for the three months ended March 31, 2021 and 2020.


					As of
			As of		December 31,
		Significant	March 31, 2021		2020
		Unobservable	Significant Unobservable
Level 3 liabilities	Valuation Technique	Inputs	Input Value
Contingent consideration	Monte Carlo Simulation	Expected volatility	13.4	%	29.5	%
Contingent consideration	Monte Carlo Simulation	Discount Rate	16.5	%	16.5	%
Employment agreement award	Discounted Cash Flow	Discount Rate	10.5	%	10.5	%
Employment agreement award	Discounted Cash Flow	Long-term Growth Rate	1.0	%	1.0	%
Redeemable noncontrolling interest	Discounted Cash Flow	Discount Rate	11.5	%	11.0	%
Redeemable noncontrolling interest	Discounted Cash Flow	Long-term Growth Rate	1.0	%	1.0	%

Any significant increases or decreases in discount rate or long-term growth rate inputs could result in significantly higher or lower fair value measurements.

Certain assets and liabilities are measured at fair value on a non-recurring basis using Level 3 inputs as defined in ASC 820. These assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. Included in this category are goodwill, radio broadcasting licenses and other intangible assets, net, that are written down to fair value when they are determined to be impaired, as well as content assets that are periodically written down to net realizable value. The Company concluded these assets were not impaired during the three months ended March 31, 2021. For the three months ended March 31, 2020, the Company recorded an impairment charge of approximately $5.9 million related to its Atlanta market and Indianapolis goodwill balances and also an impairment charge of approximately $47.7 million associated with our Atlanta, Cincinnati, Dallas, Houston, Indianapolis, Philadelphia, Raleigh, Richmond and St. Louis market radio broadcasting licenses.

(i)Leases

As of January 1, 2019, the Company adopted Accounting Standards Codification (“ASC”) Topic 842, Leases (“ASC 842”), using the modification retrospective transition method. Prior comparative periods will be not be restated under this new standard and therefore those amounts are not presented below. The Company adopted a package of practical expedients as allowed by the transition guidance which permits the Company to carry forward the historical assessment of whether contracts contain or are leases, classification of leases and the remaining lease terms. The Company has also made an accounting policy election to exclude leases with an initial term of twelve months or less from recognition on the consolidated balance sheet. Short-term leases will be expensed over the lease term. The Company also elected to separate the consideration in the lease contracts between the lease and non-lease components. All variable non-lease components are expensed as incurred.

ASC 842 results in significant changes to the balance sheets of lessees, most significantly by requiring the recognition of right of use (“ROU”) assets and lease liabilities by lessees for those leases classified as operating leases. Upon adoption of ASC 842, deferred rent balances, which were historically presented separately, were combined and presented net within the ROU asset.

Many of the Company's leases provide for renewal terms and escalation clauses, which are factored into calculating the lease liabilities when appropriate. The implicit rate within the Company's lease agreements is generally not determinable and as such the Company’s collateralized borrowing rate is used.

The following table sets forth the components of lease expense and the weighted average remaining lease term and the weighted average discount rate for the Company’s leases:


	Three Months Ended March 31,
	2021			2020
	(Unaudited)
	(Dollars In thousands)
Operating Lease Cost (Cost resulting from lease payments)	$	3,274		$	3,151
Variable Lease Cost (Cost excluded from lease payments)		34			40
Total Lease Cost	$	3,308		$	3,191

Operating Lease - Operating Cash Flows (Fixed Payments)	$	3,366		$	3,406
Operating Lease - Operating Cash Flows (Liability Reduction)	$	2,193		$	2,134

Weighted Average Lease Term - Operating Leases		5.16	years		5.59	years
Weighted Average Discount Rate - Operating Leases		11.00	%		11.00	%

As of March 31, 2021, maturities of lease liabilities were as follows:


For the Year Ended December 31,	(Dollars in thousands)
For the remaining nine months ending December 31, 2021	$	9,969
2022		12,821
2023		11,205
2024		10,052
2025		5,373
Thereafter		10,101
Total future lease payments		59,521
Imputed interest		(14,281)
Total	$	45,240

(j)Impact of Recently Issued Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. In November 2019, the FASB issued ASU 2019-10, “Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates.” ASU 2019-10 defers the effective date of credit loss standard ASU 2016-13 by two years for smaller reporting companies and permits early adoption. ASU 2016-13 is effective for the Company beginning January 1, 2023. The Company is evaluating the impact of the adoption of ASU 2016-13 on its financial statements.

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes”, which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption is permitted. The Company adopted ASU 2019-12 on January 1, 2020, and adoption did not have a material impact on our consolidated financial statements and related disclosures.

(k)Redeemable noncontrolling interest

Redeemable noncontrolling interests are interests in subsidiaries that are redeemable outside of the Company’s control either for cash or other assets. These interests are classified as mezzanine equity and measured at the greater of estimated redemption value at the end of each reporting period or the historical cost basis of the noncontrolling interests adjusted for cumulative earnings allocations. The resulting increases or decreases in the estimated redemption amount are affected by corresponding charges against retained earnings, or in the absence of retained earnings, additional paid-in-capital.

(l)Investments – Cost Method

On April 10, 2015, the Company made a $5 million investment in MGM’s world-class casino property, MGM National Harbor, located in Prince George’s County, Maryland, which has a predominately African-American demographic profile. On November 30, 2016, the Company contributed an additional $35 million to complete its investment. This investment further diversified our platform in the entertainment industry while still focusing on our core demographic. We account for this investment on a cost basis. Our MGM National Harbor investment entitles us to an annual cash distribution based on net gaming revenue. The value of our MGM investment is included in other assets on the consolidated balance sheets and its distribution income in the amount of approximately $0.0 million and $1.5 million, for the three months ended March 31, 2021 and 2020, respectively, is recorded in other income on the consolidated statements of operations. The cost method investment is subject to a periodic impairment review in the normal course. The Company reviewed the investment and concluded that no impairment to the carrying value was required. As of December 31, 2020, the Company’s interest in the MGM National Harbor Casino secured the MGM National Harbor Loan (as defined in Note 4 – Long-Term Debt.) As of March 31, 2021, upon settlement of the 2028 Notes, the Company’s subsidiaries of Radio One Entertainment Holdings, LLC and Urban One Entertainment SPV, LLC became guarantors under the 2028 Notes along with the Company’s other subsidiaries.

(m)Content Assets

Our cable television segment has entered into contracts to acquire entertainment programming rights and programs from distributors and producers. The license periods granted in these contracts generally run from one year to ten years. Contract payments are made in installments over terms that are generally shorter than the contract period. Each contract is recorded as an asset and a liability at an amount equal to its gross contractual commitment when the license period begins and the program is available for its first airing. Acquired content is generally amortized on a straight-line basis over the term of the license which reflects the estimated usage. For certain content for which the pattern of usage is accelerated, amortization is based upon the actual usage. Amortization of content assets is recorded in the consolidated statement of operations as programming and technical expenses.

The Company also has programming for which the Company has engaged third parties to develop and produce, and it owns most or all rights (commissioned programming). In accordance with ASC 926, content amortization expense for each period is recognized based on the revenue forecast model, which approximates the proportion that estimated advertising and affiliate revenues for the current period represent in relation to the estimated remaining total lifetime revenues as of the beginning of the current period. Management regularly reviews, and revises when necessary, its total revenue estimates, which may result in a change in the rate of amortization and/or a write-down of the asset to fair value.

Commissioned programming is recorded at the lower of unamortized cost or estimated net realizable value. Estimated net realizable values are based on the estimated revenues associated with the program materials and related expenses. The Company did not record any additional amortization expense as a result of evaluating its contracts for recoverability for the three months ended March 31, 2021 and 2020. All produced and licensed content is classified as a long-term asset, except for the portion of the unamortized content balance that is expected to be amortized within one year which is classified as a current asset.

Tax incentives that state and local governments offer that are directly measured based on production activities are recorded as reductions in production costs.

(n)Derivatives

The Company recognizes all derivatives at fair value on the consolidated balance sheets as either an asset or liability. The accounting for changes in the fair value of a derivative, including certain derivative instruments embedded in other contracts, depends on the intended use of the derivative and the resulting designation.

The Company accounts for the Employment Agreement Award as a derivative instrument in accordance with ASC 815, “Derivatives and Hedging.” The Company estimated the fair value of the award at March 31, 2021, and December 31, 2020, to be approximately $26.2 million and $25.6 million, respectively, and accordingly adjusted its liability to this amount. The long-term portion is recorded in other long-term liabilities and the current portion is recorded in other current liabilities in the consolidated balance sheets. The expense associated with the Employment Agreement Award was recorded in the consolidated statements of operations as corporate selling, general and administrative expenses and was $597,000 and approximately $1.2 million for the three months ended March 31, 2021, and 2020, respectively.

The Company’s obligation to pay the Employment Agreement Award was triggered after the Company recovered the aggregate amount of its capital contribution in TV One and only upon actual receipt of distributions of cash or marketable securities or proceeds from a liquidity event with respect to the Company’s aggregate investment in TV One. The CEO was fully vested in the award upon execution of the employment agreement, and the award lapses if the CEO voluntarily leaves the Company, or is terminated for cause. In September 2014, the Compensation Committee of the Board of Directors of the Company approved terms for a new employment agreement with the CEO, including a renewal of the Employment Agreement Award upon similar terms as in the prior employment agreement. Prior to the quarter ended September 30, 2018, there were probability factors included in the calculation of the award related to the likelihood that the award will be realized.

(o)Related Party Transactions

Reach Media operates the Tom Joyner Foundation’s Fantastic Voyage® (the “Fantastic Voyage®”), a fund-raising event, on behalf of the Tom Joyner Foundation, Inc. (the “Foundation”), a 501(c)(3) entity. The agreement under which the Fantastic Voyage® operates provides that Reach Media provide all necessary operations of the cruise and that Reach Media will be reimbursed its expenditures and receive a fee plus a performance bonus. Distributions from operating revenues are in the following order until the funds are depleted: up to $250,000 to the Foundation, reimbursement of Reach’s expenditures, up to a $1.0 million fee to Reach, a performance bonus of up to 50% of remaining operating revenues to Reach Media, with the balance remaining to the Foundation. For 2021 and 2022, $250,000 to the Foundation is guaranteed. Reach Media’s earnings for the Fantastic Voyage® in any given year may not exceed $1.75 million. The Foundation’s remittances to Reach Media under the agreements are limited to its Fantastic Voyage® related cash collections. Reach Media bears the risk should the Fantastic Voyage® sustain a loss and bears all credit risk associated with the related passenger cruise package sales. The agreement between Reach and the Foundation automatically renews annually unless termination is mutually agreed or unless a party’s financial requirements are not met, in which case the party not in breach of their obligations has the right, but not the obligation, to terminate unilaterally. Due to the pandemic, the 2020 cruise has been rescheduled to November 2021 and passengers have been given the option to have the majority of their payments refunded. As of March 31, 2021, the Foundation owed Reach Media approximately $77,000 under the agreements for the operation of the cruises and as of December 31, 2020, Reach Media owed the Foundation $244,000 due to passengers’ refunds pending.

Reach Media provides office facilities (including office space, telecommunications facilities, and office equipment) to the Foundation. Such services are provided to the Foundation on a pass-through basis at cost. Additionally, from time to time, the Foundation reimburses Reach Media for expenditures paid on its behalf at Reach Media-related events. Under these arrangements, as of each of March 31, 2021 and December 31, 2020, the Foundation owed $6,000 to Reach Media.

Due to the aforementioned rescheduling of the Fantastic Voyage resulting from impacts of the COVID pandemic, no cruise was operated in 2020.

(p) Going Concern Assessment

As part of its internal control framework, the Company routinely performs a going concern assessment. We have concluded that the Company has sufficient capacity to meet its financing obligations, that cash flows from operations are sufficient to meet the liquidity needs and/or has sufficient capacity to access asset-backed facility funds to finance working capital needs should the need arise.

ACQUISITIONS AND DISPOSITIONS

3 Months Ended

Mar. 31, 2021

ACQUISITIONS AND DISPOSITIONS

ACQUISITIONS AND DISPOSITIONS

2. ACQUISITIONS AND DISPOSITIONS:

On October 20, 2011, we entered into a time brokerage agreement (“TBA”) with WGPR, Inc. (“WGPR”). Pursuant to the TBA, on October 24, 2011, we began to broadcast programs produced, owned or acquired by the Company on WGPR’s Detroit radio station, WGPR-FM. We paid a monthly fee as well as certain operating costs of WGPR-FM, and in exchange we retained all revenues from the sale of the advertising within the programming we provided. The original term of the TBA was through December 31, 2014; however, in September 2014, we entered into an amendment to the TBA to extend the term of the TBA through December 31, 2019 on which date we ceased operation of the station on our behalf. While we ceased operations of the station on December 31, 2019, the Company continues to provide certain limited management services to the current owner and operator of WGPR.

On December 19, 2019, we entered into both an asset purchase agreement (“APA”) and a TBA with Guardian Enterprise Group, Inc. and certain of its affiliates (collectively, “GEG”) with respect to the acquisition and interim operation of low power television station WQMC-LD in Columbus, Ohio. Pursuant to the TBA, in January 2020, we began to operate WQMC-LD until such time as the purchase transaction can close under the APA. Under the terms of the TBA, we pay a monthly fee as well as certain operating costs of WQMC-LD, and, in exchange, we will retain all revenues from the sale of the advertising within the programming. After receipt of FCC approval, we closed the transactions under the APA and took ownership of WQMC-LD on February 24, 2020 for total consideration of $475,000.

On October 30, 2020, we entered into a local marketing agreement (“LMA”) with Southeastern Ohio Broadcasting System for the operation of station WWCD-FM in Columbus, Ohio beginning November 2020. Under the terms of the LMA, we will pay a monthly fee as well as certain operating costs, and, in exchange, we will retain all revenues from the sale of the advertising within the programming.

On November 6, 2020, the Company entered into a definitive asset exchange agreement with Entercom Communications Corp. whereby the Company would receive Charlotte stations: WLNK-FM (Adult Contemporary); WBT-AM & FM (News Talk Radio); and WFNZ-AM & 102.5 FM Translator (Sports Radio). In exchange, Urban One would transfer three radio stations to Entercom: St. Louis, WHHL-FM (Urban Contemporary); Philadelphia, WPHI-FM (Urban Contemporary); and Washington, DC, WTEM-AM (Sports); as well as the intellectual property to its St. Louis radio station, WFUN-FM (Adult Urban Contemporary). The Company and Entercom began operation of the exchanged stations on or about November 23, 2020 under LMAs until FCC approval was obtained. The deal was subject to FCC approval and other customary closing conditions and closed on April 20, 2021. In addition, the Company entered into an asset purchase agreement with Gateway Creative Broadcasting, Inc. for the remaining assets of our WFUN station in a separate transaction which also closed on April 20, 2021. The identified assets, with a combined carrying value of approximately $32.9 million and $32.7 million, have been classified as held for sale in the consolidated balance sheets at March 31, 2021 and December 31, 2020, respectively. The major categories of the assets held for sale include the following:


	As of March 31,		As of December 31,
	2021		2020
	(Unaudited)
	(In thousands)
Property and equipment, net	$	2,112	$	2,144
Goodwill		470		470
Radio broadcasting licenses		30,606		30,606
Right of use assets		851		1,071
Lease liabilities		(1,107)		(1,630)
Assets held for sale, net	$	32,932	$	32,661

GOODWILL AND RADIO BROADCASTING LICENSES

3 Months Ended

Mar. 31, 2021

GOODWILL AND RADIO BROADCASTING LICENSES

GOODWILL AND RADIO BROADCASTING LICENSES

3. GOODWILL AND RADIO BROADCASTING LICENSES:

Impairment Testing

In accordance with ASC 350, “Intangibles - Goodwill and Other,” we do not amortize our indefinite-lived radio broadcasting licenses and goodwill. Instead, we perform a test for impairment annually across all reporting units, or on an interim basis when events or changes in circumstances or other conditions suggest impairment may have occurred in any given reporting unit. Other intangible assets continue to be amortized on a straight-line basis over their useful lives. We perform our annual impairment test as of October 1 of each year. We evaluate all events and circumstances on an interim basis to determine if an interim indicator is present.

Valuation of Broadcasting Licenses

Beginning in March 2020, the Company noted that the COVID-19 pandemic and the resulting government stay at home orders were dramatically impacting certain of the Company’s revenues. Most notably, a number of advertisers across significant advertising categories have reduced or ceased advertising spend due to the outbreak and stay at home orders which effectively shut many businesses down in the markets in which we operate. This was particularly true within our radio segment which derives substantial revenue from local advertisers who have been particularly hard hit due to social distancing and government interventions. As a result of COVID-19, the total market revenue growth for certain markets in which we operate was below that assumed in our annual impairment testing. We deemed that to be an impairment indicator that warranted interim impairment testing of certain markets’ radio broadcasting licenses, which we performed as of March 31, 2020.

As a result of the testing, for the first quarter of 2020, the Company recorded a non-cash impairment charge of approximately $47.7 million associated with our Atlanta, Cincinnati, Dallas, Houston, Indianapolis, Philadelphia, Raleigh, Richmond and St. Louis radio market broadcasting licenses. Below are some of the key assumptions used in the income approach model for estimating broadcasting licenses fair values for the interim impairment assessment for the quarter ended March 31, 2020. We did not identify any impairment indicators at any of our reportable segments for the three months ended March 31, 2021 and, therefore, no interim impairment testing was performed as of March 31, 2021.


Radio Broadcasting	March 31,
Licenses	2020 (a)
Pre-tax impairment charge (in millions)	$	47.7
Discount Rate		9.5	%
Year 1 Market Revenue Growth Rate Range		(13.3)	%
Long-term Market Revenue Growth Rate Range (Years 6 – 10)		0.7% – 1.1	%
Mature Market Share Range		6.9% – 25.0	%
Operating Profit Margin Range		27.6% –39.7	%

(a)

Reflects changes only to the key assumptions used in the interim testing for certain units of accounting.

Valuation of Goodwill

As noted above, we did not identify any impairment indicators at any of our reportable segments for the three months ended March 31, 2021. Also as noted above, during the first quarter of 2020 due to the COVID-19 pandemic, we identified impairment indicators at certain of our radio markets, and, as such, we performed an interim analysis for certain radio market goodwill. During the three months ended March 31, 2020, the Company recorded a non-cash impairment charge of approximately $5.9 million to reduce the carrying value of our Atlanta and Indianapolis market goodwill balances. Below are some of the key assumptions used in the income approach model for estimating reporting unit fair values for the interim impairment assessments for the quarter ended March 31, 2020.


Goodwill (Radio Market	March 31,
Reporting Units)	2020 (a)
Pre-tax impairment charge (in millions)	$	5.9
Discount Rate		9.5	%
Year 1 Market Revenue Growth Rate Range		(14.5)% – (12.9)	%
Long-term Market Revenue Growth Rate Range (Years 6 – 10)		0.9% – 1.1	%
Mature Market Share Range		11.1% – 13.0	%
Operating Profit Margin Range		29.4% – 39.0	%

(a)

Reflects the key assumptions for testing only those radio markets with remaining goodwill.

Goodwill Valuation Results

The table below presents the changes in the Company’s goodwill carrying values for its four reportable segments.


	Radio		Reach				Cable
	Broadcasting		Media		Digital		Television
	Segment		Segment		Segment		Segment		Total
	(In thousands)
Gross goodwill	$	155,000	$	30,468	$	27,567	$	165,044	$	378,079
Additions		—		—		—		—		—
Impairments		—		—		—		—		—
Accumulated impairment losses		(117,748)		(16,114)		(20,345)		—		(154,207)
Assets held for sale		(470)		—		—		—		(470)
Net goodwill at March 31, 2021	$	36,782	$	14,354	$	7,222	$	165,044	$	223,402

LONG-TERM DEBT

3 Months Ended

Mar. 31, 2021

LONG-TERM DEBT

LONG-TERM DEBT

4. LONG-TERM DEBT:

Long-term debt consists of the following:


	March 31, 2021		December 31, 2020
	(Unaudited)
	(In thousands)
7.375% Senior Secured Notes due February 2028	$	825,000	$	—
2018 Credit Facility		—		129,935
MGM National Harbor Loan		—		57,889
2017 Credit Facility		—		317,332
8.75% Senior Secured Notes due December 2022		—		347,016
7.375% Senior Secured Notes due April 2022		—		2,984
Total debt		825,000		855,156
Less: current portion of long-term debt		—		23,362
Less: original issue discount and issuance costs		15,143		12,870
Long-term debt, net	$	809,857	$	818,924

2028 Notes

On January 7, 2021, the Company launched an offering (the “2028 Notes Offering”) of $825 million in aggregate principal amount of 7.375% senior secured notes due 2028 (the “2028 Notes”) in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The 2028 Notes are general senior secured obligations of the Company and are guaranteed on a senior secured basis by certain of the Company’s direct and indirect restricted subsidiaries. The 2028 Notes mature on February 1, 2028 and interest on the Notes accrues and is payable semi-annually in arrears on February 1 and August 1 of each year, commencing on August 1, 2021 at the rate of 7.375% per annum. On January 8, 2021, the Company entered into a purchase agreement with respect to the 2028 Notes at an issue price of 100% and the 2028 Notes Offering closed on January 25, 2021.

The Company used the net proceeds from the 2028 Notes Offering, together with cash on hand, to repay or redeem (1) the 2017 Credit Facility, (2) the 2018 Credit Facility, (3) the MGM National Harbor Loan; (4) the remaining amounts of our 7.375% Notes, and (5) our 8.75% Notes that were issued in the November 2020 Exchange Offer (all as defined below). Upon settlement of the 2028 Notes Offering, the 2017 Credit Facility, the 2018 Credit Facility and the MGM National Harbor Loan were terminated and the indentures governing the 7.375% Notes and the 8.75% Notes were satisfied and discharged. There was a net loss on retirement of debt of approximately $6.9 million for the quarter ended March 31, 2021 associated with the settlement of the 2028 Notes.

The 2028 Notes are the Company’s general senior obligations and are guaranteed by each of the Company’s restricted subsidiaries (other than excluded subsidiaries). The 2028 Notes and the guarantees are secured, subject to permitted liens and except for certain excluded assets (i) on a first priority basis by substantially all of the Company’s and the Guarantors’ current and future property and assets (other than accounts receivable, cash, deposit accounts, other bank accounts, securities accounts, inventory and related assets that secure our asset-backed revolving credit facility on a first priority basis (the “ABL Priority Collateral”)), including the capital stock of each guarantor (collectively, the “Notes Priority Collateral”) and (ii) on a second priority basis by the ABL Priority Collateral.

The associated debt issuance costs in the amount of $15.4 million is being reflected as an adjustment to the carrying amount of the debt obligations and amortized to interest expense over the term of the credit facility using the effective interest rate method. The amortization of deferred financing costs was charged to interest expense for all periods presented.

The amount of deferred financing costs included in interest expense for all instruments, for the three months ended March 31, 2021 and 2020, was $824,000 and approximately $1.1 million, respectively.

8.75% Notes

In October 2020, the Company announced an offer to eligible holders of its 7.375% Senior Secured Notes due 2022 (the “7.375 Notes”) to exchange any and all of their 7.375 Notes for newly issued 8.75% Senior Secured Notes due 2022 (the “8.75 Notes”). The exchange offer closed on November 9, 2020 and, therefore, is referred to as the “November 2020 Exchange Offer”. Until their satisfaction and discharge on settlement of the 2028 Notes, the 8.75% Notes were governed by an indenture, dated November 9, 2020 (the “8.75% Notes Indenture”), by and between the Company, the guarantors therein (the “Guarantors”) and Wilmington Trust, National Association, as trustee (in such capacity, the “8.75% Notes Trustee”) and as notes collateral agent (in such capacity, “the 8.75% Notes Collateral Agent”). Interest on the 8.75% Notes accrued at the rate per annum equal to 8.75% and was payable, in cash, quarterly on January 15, April 15, July 15 and October 15 of each year, commencing on January 15, 2021, to holders of record on the immediately preceding January 1, April 1, July 1 and October 1, respectively.

The 8.75% Notes were general senior obligations and were guaranteed (the “Guarantees”) by the Guarantors. The 8.75% Notes and the Guarantees: (i) ranked equal in right of payment to all of the Company’s and the Guarantor’s existing and future senior indebtedness, (ii) were secured on a first-priority basis by the Notes Priority Collateral (as defined below) and on a second-priority basis by the ABL Priority Collateral (defined below) owned by the Company and the applicable Guarantor, in each case subject to certain liens permitted under the 8.75% Notes Indenture, (iii) were equal in priority to the collateral owned by the Company and the Guarantor with respect to obligations under the credit agreement, dated as of April 18, 2017, by and among the Company, various lenders therein and Guggenheim Securities Credit Partners, LLC, as administrative agent and any other Parity Lien Debt (as described in the 8.75% Notes Indenture), if an, incurred after the date the 8.75% Notes were issued, (iv) ranked senior in right of payment to any existing or future subordinated indebtedness of the Company or Guarantors, (v) were initially guaranteed on a senior basis by each of the Company’s wholly-owned domestic subsidiaries (other than certain immaterial subsidiaries, unrestricted subsidiaries, and other certain exceptions), (vi) were effectively senior to all of the Company’s and the Guarantor’s existing and future unsecured indebtedness to the extent of the value of the collateral owned by the Company or applicable Guarantors and effectively senior to all existing and future ABL Debt Obligations (as defined in the 8.75% Notes Indenture) to the extent of the value of the Notes Priority Collateral (as defined below) owned by the Company or applicable Guarantor, (vii) were effectively subordinated to all of the Company’s and the Guarantor’s existing and future indebtedness that was secured by liens on assets that do not secure the Notes or the Guarantee to the extent of the value of such assets, (viii) were structurally subordinated to all of the Company’s and the Guarantor’s existing and future indebtedness and other claims and liabilities, including preferred stock, of subsidiaries of the Company that are not guarantors, and (ix) were effectively senior to any 7.375% Notes that remain outstanding after the November 2020 Exchange Offer with respect to any collateral proceeds.

The 8.75% Notes and the guarantees were secured, subject to permitted liens and except for certain excluded assets (i) on a first priority basis by substantially all of the Company’s and the Guarantors’ current and future property and assets (other than accounts receivable, cash, deposit accounts, other bank accounts, securities accounts, inventory and related assets that secure our asset-backed revolving credit facility on a first priority basis (the “ABL Priority Collateral”), including the capital stock of each Guarantor (which, in the case of foreign subsidiaries, is limited to 65% of the voting stock and 100% of the non-voting stock of each first-tier foreign subsidiary) (collectively, the “Notes Priority Collateral”) and (ii) on a second priority basis by the ABL Priority Collateral.

In connection with the November 2020 Exchange Offer, the 8.75% Notes were subject to a new intercreditor agreement, pursuant to which proceeds received by the 7.375% Notes Trustee with respect to collateral proceeds received by the 7.375% Notes Trustee for the 7.375% Notes under an existing parity lien intercreditor agreement were to be paid over to the 8.75% Notes Trustee for the 8.75% Notes to the extent of the amounts owed to the holders of the 8.75% Notes then outstanding.

The Company could redeem the 8.75% Notes in whole or in part, at its option, upon not less than 30 nor more than 60 days’ prior notice at a redemption price equal to 100% of the principal amount of such 8.75% Notes plus accrued and unpaid interest, if any, to the redemption date.

Within 90 days following the completion of the November 2020 Exchange Offer, the Company was required to repurchase, repay or redeem $15 million aggregate principal amount of the 8.75% Notes. Separately, within five business days after each Excess Cash Flow Calculation Date (as defined in the 8.75% Notes Indenture), the Company was to redeem an aggregate principal amount of 8.75% Notes equal to 50% of the Excess Cash Flow (as defined in the 8.75% Notes Indenture), provided that repurchases, repayments or redemption of 8.75% Notes with internally generated funds during the applicable calculation period would reduce on a dollar-for-dollar basis the amount of such redemption otherwise required on the applicable calculation date. Any such mandatory redemptions were to be at par (plus accrued and unpaid interest).

During the year ended December 31, 2020, the Company recorded a loss on retirement of debt of approximately $2.9 million associated with the November 2020 Exchange Offer. The premium paid to the bondholders in the amount of approximately $3.5 million is being reflected as an adjustment to the carrying amount of the debt obligation and amortized to interest expense over the term of the obligation using the effective interest rate method. The amortization of deferred financing costs was charged to interest expense for all periods presented.

2018 Credit Facility

On December 4, 2018, the Company and certain of its subsidiaries entered into a credit agreement (“2018 Credit Facility”), among the Company, the lenders party thereto from time to time, Wilmington Trust, National Association, as administrative agent, and TCG Senior Funding L.L.C, as sole lead arranger and sole bookrunner. The 2018 Credit Facility provided $192.0 million in term loan borrowings, which was funded on December 20, 2018. The net proceeds of term loan borrowings under the 2018 Credit Facility were used to refinance, repurchase, redeem or otherwise repay the Company's then outstanding 9.25% Senior Subordinated Notes due 2020.

Until its termination on settlement of the 2028 Notes, borrowings under the 2018 Credit Facility were subject to customary conditions precedent, as well as a requirement under the 2018 Credit Facility that (i) the Company's total gross leverage ratio on a pro forma basis be not greater than 8:00 to 1:00 (this total gross leverage ratio test steps down as described below), (ii) neither of the administrative agents under the Company's existing credit facilities nor the trustee under the Company's existing senior secured notes due 2022 have objected to the terms of the new credit documents and (iii) certification by the Company that the terms and conditions of the 2018 Credit Facility satisfied the requirements of the definition of “Permitted Refinancing” (as defined in the agreements governing the Company's existing credit facilities) and neither of the administrative agents under the Company's existing credit facilities notified the Company within five (5) business days prior to funding the borrowings under the 2018 Credit Facility that it disagreed with such determination (including a reasonable description of the basis upon which it disagrees).

The 2018 Credit Facility was scheduled to mature on December 31, 2022 (the “Maturity Date”). In connection with the November 2020 Exchange Offer, we also entered into an amendment to certain terms of our 2018 Credit Facility including the extension of the maturity date to March 31, 2023. Interest rates on borrowings under the 2018 Credit Facility were either (i) from the Funding Date to the Maturity Date, 12.875% per annum, (ii) 11.875% per annum, once 50% of the term loan borrowings had been repaid or (iii) 10.875% per annum, once 75% of the term loan borrowings had been repaid. Interest payments began on the last day of the 3-month period commencing on the Funding Date. Within 90 days following the completion of the November 2020 Exchange Offer, the Company was required to repay $10 million of the 2018 Credit Facility. The amendment was accounted for as a modification in accordance with the provisions of ASC 470, “Debt”.

The Company's obligations under the 2018 Credit Facility were not secured. The 2018 Credit Facility was guaranteed on an unsecured basis by each entity that guarantees the Company's outstanding $350.0 million 2017 Credit Facility (as defined below).

The term loans could be voluntarily prepaid prior to February 15, 2020 subject to payment of a prepayment premium. The Company was required to repay principal to the extent then outstanding on each quarterly interest payment date, commencing on the last business day in March 2019, equal to one quarter of 7.5% of the aggregate initial principal amount of all term loans incurred on the Funding Date to December 2019, commencing on the last business day in March 2020, one quarter of 10.0% of the aggregate initial principal amount of all term loans incurred on the Funding Date to December 2021, and, commencing on the last business day in March 2021, one quarter of 12.5% of the aggregate initial principal amount of all term loans incurred on the Funding Date to December 2022. The Company was also required to use 75% of excess cash flow (“ECF payment”) as defined in the 2018 Credit Facility, which excluded any distributions to the Company or its restricted subsidiaries in respect of its interests in the MGM National Harbor, to repay outstanding term loans at par, paid semiannually and to use 100% of all distributions to the Company or its restricted subsidiaries received in respect of its interest in the MGM National Harbor to repay outstanding terms loans at par. During the three months ended March 31, 2020, the Company repaid approximately $11.9 million under the 2018 Credit Facility. Included in the repayments made during the three months ended March 31, 2020 was approximately $3.8 million in ECF payments in accordance with the agreement.

The 2018 Credit Facility contained customary representations and warranties and events of default, affirmative and negative covenants (in each case, subject to materiality exceptions and qualifications). The 2018 Credit Facility, as amended, also contained certain financial covenants, including a maintenance covenant requiring the Company's total gross leverage ratio to be not greater than 8.0 to 1.00 in 2019, 7.5 to 1.00 in 2020, 7.25 to 1.00 in 2021, 6.75 to 1.00 in 2022 and 6.25 to 1.00 in 2023.

The original issue discount in the amount of approximately $3.8 million and associated debt issuance costs in the amount of $875,000 were reflected as an adjustment to the carrying amount of the debt obligation and amortized to interest expense over the term of the credit facility using the effective interest rate method. The amortization of deferred financing costs was charged to interest expense for all periods presented.

MGM National Harbor Loan

Concurrently, on December 4, 2018, Urban One Entertainment SPV, LLC (“UONESPV”) and its immediate parent, Radio One Entertainment Holdings, LLC (“ROEH”), each of which is a wholly owned subsidiary of the Company, entered into a credit agreement, providing $50.0 million in term loan borrowings (the “MGM National Harbor Loan”) which was funded on December 20, 2018. On June 25, 2020, the Company borrowed an incremental $3.6 million on the MGM National Harbor Loan and used the proceeds to pay down the higher coupon 2018 Credit Facility by the same amount.

Until its termination on settlement of the 2028 Notes, the MGM National Harbor Loan was scheduled to mature on December 31, 2022 and bore interest at 7.0% per annum in cash plus 4.0% per annum paid-in kind. The loan had limited ability to be prepaid in the first two years. The loan was secured on a first priority basis by the assets of UONESPV and ROEH, including all of UONESPV's shares held by ROEH, all of UONESPV's interests in MGM National Harbor, its rights under the joint venture operating agreement governing the MGM National Harbor and UONESPV's obligation to exercise its put right under the joint venture operating agreement in the event of a UONESPV payment default or bankruptcy event, in each case, subject to applicable Maryland gaming laws and approvals. Exercise by UONESPV of its put right under the joint venture operating agreement was subject to required lender consent unless the proceeds are used to retire the MGM National Harbor Loan and any remaining excess is used to repay borrowings, if any, under the 2018 Credit Facility. The MGM National Harbor Loan also contained customary representations and warranties and events of default, affirmative and negative covenants (in each case, subject to materiality exceptions and qualifications).

The original issue discount in the amount of approximately $1.0 million and associated debt issuance costs in the amount of approximately $1.7 million was being reflected as an adjustment to the carrying amount of the debt obligation and amortized to interest expense over the term of the obligation using the effective interest rate method. The amortization of deferred financing costs was charged to interest expense for all periods presented.

2017 Credit Facilities

On April 18, 2017, the Company closed on a senior secured credit facility (the “2017 Credit Facility”). The 2017 Credit Facility was governed by a credit agreement by and among the Company, the lenders party thereto from time to time and Guggenheim Securities Credit Partners, LLC, as administrative agent, The Bank of New York Mellon, as collateral agent, and Guggenheim Securities, LLC as sole lead arranger and sole book running manager. The 2017 Credit Facility provided for $350 million in term loan borrowings, all of which was advanced and outstanding on the date of the closing of the transaction.

Until its termination on settlement of the 2028 Notes, the 2017 Credit Facility matured on the earlier of (i) April 18, 2023, or (ii) in the event such debt is not repaid or refinanced, 91 days prior to the maturity of the Company’s 7.375% Notes (as defined below). At the Company’s election, the interest rate on borrowings under the 2017 Credit Facility are based on either (i) the then applicable base rate (as defined in the 2017 Credit Facility) as, for any day, a rate per annum (rounded upward, if necessary, to the next 1/100th of 1%) equal to the greater of (a) the prime rate published in the Wall Street Journal, (b) 1/2 of 1% in excess rate of the overnight Federal Funds Rate at any given time, (c) the one-month LIBOR rate commencing on such day plus 1.00%) and (d) 2%, or (ii) the then applicable LIBOR rate (as defined in the 2017 Credit Facility). The average interest rate was approximately 5.0% for 2021 and 5.62% for 2020.

The 2017 Credit Facility was (i) guaranteed by each entity that guarantees the Company’s 7.375% Notes on a pari passu basis with the guarantees of the 7.375% Notes and (ii) secured on a pari passu basis with the Company’s 7.375% Notes. The Company’s obligations under the 2017 Credit Facility were secured, subject to permitted liens and except for certain excluded assets (i) on a first priority basis by certain notes priority collateral, and (ii) on a second priority basis by collateral for the Company’s asset-backed line of credit.

In addition to any mandatory or optional prepayments, the Company was required to pay interest on the term loans (i) quarterly in arrears for the base rate loans, and (ii) on the last day of each interest period for LIBOR loans. Certain voluntary prepayments of the term loans during the first six months required an additional prepayment premium. Beginning with the interest payment date occurring in June 2017 and ending in March 2023, the Company was required to repay principal, to the extent then outstanding, equal to 1∕4 of 1% of the aggregate initial principal amount of all term loans incurred on the effective date of the 2017 Credit Facility. On December 19, 2018, upon drawing under the 2018 Credit Facility and MGM National Harbor Loan, the Company voluntarily prepaid approximately $20.0 million in principal on the 2017 Credit Facility. During the three month periods in March 31, 2020, the Company repaid $824,000 under the 2017 Credit Facility.

The 2017 Credit Facility contained customary representations and warranties and events of default, affirmative and negative covenants (in each case, subject to materiality exceptions and qualifications) which may be more restrictive than those governing the 7.375% Notes. The 2017 Credit Facility also contained certain financial covenants, including a maintenance covenant requiring the Company’s interest expense coverage ratio (defined as the ratio of consolidated EBITDA to consolidated interest expense) to be greater than or equal to 1.25 to 1.00 and its total senior secured leverage ratio (defined as the ratio of consolidated net senior secured indebtedness to consolidated EBITDA) to be less than or equal to 5.85 to 1.00.

The net proceeds from the 2017 Credit Facility were used to prepay in full the Company’s previous senior secured credit facility and the agreement governing such credit facility.

The 2017 Credit Facility contained affirmative and negative covenants that the Company was required to comply with, including:

(a)maintaining an interest coverage ratio of no less than:

1.25 to 1.00 on June 30, 2017 and the last day of each fiscal quarter thereafter.

(b)maintaining a senior leverage ratio of no greater than:

5.85 to 1.00 on June 30, 2017 and the last day of each fiscal quarter thereafter.

(c)limitations on:

liens;

sale of assets;

payment of dividends; and

mergers.

The original issue discount is being reflected as an adjustment to the carrying amount of the debt obligations and amortized to interest expense over the term of the credit facility using the effective interest rate method. The amortization of deferred financing costs was charged to interest expense for all periods presented.

7.375% Notes

On April 17, 2015, the Company closed a private offering of $350.0 million aggregate principal amount of 7.375% senior secured notes due 2022 (the “7.375% Notes”). The 7.375% Notes were offered at an original issue price of 100.0% plus accrued interest from April 17, 2015, and matured on April 15, 2022. Interest on the 7.375% Notes accrued at the rate of 7.375% per annum and was payable semiannually in arrears on April 15 and October 15, which commenced on October 15, 2015. The 7.375% Notes were guaranteed, jointly and severally, on a senior secured basis by the Company’s existing and future domestic subsidiaries, including TV One.

The Company used the net proceeds from the 7.375% Notes, to refinance a previous credit agreement, refinance certain TV One indebtedness, and finance the buyout of membership interests of Comcast in TV One and pay the related accrued interest, premiums, fees and expenses associated therewith.

Until their satisfaction and discharge on settlement of the 2028 Notes, the 7.375% Notes were the Company’s senior secured obligations and ranked equal in right of payment with all of the Company’s and the guarantors’ existing and future senior indebtedness, including obligations under the 2017 Credit Facility and the Company’s previously existing senior subordinated notes . The 7.375% Notes and related guarantees were equally and ratably secured by the same collateral securing the 2017 Credit Facility and any other parity lien debt issued after the issue date of the 7.375% Notes, including any additional notes issued under the Indenture, but were effectively subordinated to the Company’s and the guarantors’ secured indebtedness to the extent of the value of the collateral securing such indebtedness that does not also secure the 7.375% Notes. Collateral included substantially all of the Company’s and the guarantors’ current and future property and assets for accounts receivable, cash, deposit accounts, other bank accounts, securities accounts, inventory and related assets including the capital stock of each subsidiary guarantor.

On November 9, 2020, we completed the November 2020 Exchange Offer of 99.15% of our outstanding 7.375% Notes for $347 million aggregate principal amount of 8.75% Notes.

Asset-Backed Credit Facilities

On April 21, 2016, the Company entered into a senior credit agreement governing an asset-backed credit facility (the “2016 ABL Facility”) among the Company, the lenders party thereto from time to time and Wells Fargo Bank National Association, as administrative agent (the “Administrative Agent”). The 2016 ABL Facility originally provided for $25 million in revolving loan borrowings in order to provide for the working capital needs and general corporate requirements of the Company. On November 13, 2019, the Company entered into an amendment to the 2016 ABL Facility, (the “2016 ABL Amendment”), which increased the borrowing capacity from $25 million in revolving loan borrowings to $37.5 million in order to provide for the working capital needs and general corporate requirements of the Company and provides for a letter of credit facility up to $7.5 million as a part of the overall $37.5 million in capacity. The 2016 ABL Amendment also redefined the “Maturity Date” to be “the earlier to occur of (a) April 21, 2021 and (b) the date that is thirty (30) days prior to the earlier to occur of (i) the Term Loan Maturity Date (as defined in the Term Loan Credit Agreement as in effect on the Effective Date or as the same may be extended in accordance with the terms of the Term Loan Credit Agreement), and (ii) the Stated Maturity (as defined in the Senior Secured Notes Indenture (as defined in the Term Loan Credit Agreement)) of the Notes (as defined in the Senior Secured Notes Indenture as in effect on the Effective Date or as the same may be extended in accordance with the terms of the Senior Secured Notes Indenture).”

At the Company’s election, the interest rate on borrowings under the 2016 ABL Facility were based on either (i) the then applicable margin relative to Base Rate Loans (as defined in the 2016 ABL Facility) or (ii) the then applicable margin relative to LIBOR Loans (as defined in the 2016 ABL Facility) corresponding to the average availability of the Company for the most recently completed fiscal quarter.

Advances under the 2016 ABL Facility were limited to (a) eighty-five percent (85%) of the amount of Eligible Accounts (as defined in the 2016 ABL Facility), less the amount, if any, of the Dilution Reserve (as defined in the 2016 ABL Facility), minus (b) the sum of (i) the Bank Product Reserve (as defined in the 2016 ABL Facility), plus (ii) the aggregate amount of all other reserves, if any, established by Administrative Agent.

All obligations under the 2016 ABL Facility were secured by first priority lien on all (i) deposit accounts (related to accounts receivable), (ii) accounts receivable, (iii) all other property which constitutes ABL Priority Collateral (as defined in the 2016 ABL Facility). The obligations were also secured by all material subsidiaries of the Company.

The 2016 ABL Facility was subject to the terms of the Intercreditor Agreement (as defined in the 2016 ABL Facility) by and among the Administrative Agent, the administrative agent for the secured parties under the Company’s term loan and the trustee and collateral trustee under the senior secured notes indenture.

In connection with the offering of the 2028 Notes, the Company entered into an amendment of its 2016 ABL Facility to facilitate the issuance of the 2028 Notes. The amendments to the 2016 ABL Facility, include, among other things, a consent to the issuance of the 2028 Notes, revisions to terms and exclusions of collateral and addition of certain subsidiaries as guarantors.

On February 19, 2021, the Company closed on a new asset backed credit facility (the “Current 2021 ABL Facility”). The Current 2021 ABL Facility is governed by a credit agreement by and among the Company, the other borrowers party thereto, the lenders party thereto from time to time and Bank of America, N.A., as administrative agent. The Current 2021 ABL Facility provides for up to $50 million revolving loan borrowings in order to provide for the working capital needs and general corporate requirements of the Company. The Current 2021 ABL Facility also provides for a letter of credit facility up to $5 million as a part of the overall $50 million in capacity. On closing of the Current 2021 ABL Facility, the 2016 ABL Facility was terminated on February 19, 2021. As of March 31, 2021, there is no balance outstanding on the Current 2021 ABL Facility.

At the Company’s election, the interest rate on borrowings under the Current 2021 ABL Facility are based on either (i) the then applicable margin relative to Base Rate Loans (as defined in the Current 2021 ABL Facility) or (ii) the then applicable margin relative to LIBOR Loans (as defined in the Current 2021 ABL Facility) corresponding to the average availability of the Company for the most recently completed fiscal quarter.

Advances under the Current 2021 ABL Facility are limited to (a) eighty-five percent (85%) of the amount of Eligible Accounts (as defined in the Current 2021 ABL Facility), less the amount, if any, of the Dilution Reserve (as defined in the Current 2021 ABL Facility), minus (b) the sum of (i) the Bank Product Reserve (as defined in the Current 2021 ABL Facility), plus (ii) the AP and Deferred Revenue Reserve (as defined in the Current 2021 ABL Facility), plus (iii) without duplication, the aggregate amount of all other reserves, if any, established by Administrative Agent.

All obligations under the Current 2021 ABL Facility are secured by first priority lien on all (i) deposit accounts (related to accounts receivable), (ii) accounts receivable, and (iii) all other property which constitutes ABL Priority Collateral (as defined in the Current 2021 ABL Facility). The obligations are also guaranteed by all material restricted subsidiaries of the Company.

The Current 2021 ABL Facility matures on the earliest of: the earlier to occur of (a) the date that is five (5) years from the effective date of the Current 2021 ABL Facility and (b) 91 days prior to the maturity of the Company’s 2028 Notes.

Finally, the Current 2021 ABL Facility is subject to the terms of the Revolver Intercreditor Agreement (as defined in the Current 2021 ABL Facility) by and among the Administrative Agent and Wilmington Trust, National Association.

Letter of Credit Facility

On February 24, 2015, the Company entered into a letter of credit reimbursement and security agreement. On October 8, 2019, the Company entered into an amendment to its letter of credit reimbursement and security agreement and extended the term to October 8, 2024. As of March 31, 2021, the Company had letters of credit totaling $871,000 under the agreement. Letters of credit issued under the agreement are required to be collateralized with cash.

The Company conducts a portion of its business through its subsidiaries. Certain of the Company’s subsidiaries have fully and unconditionally guaranteed the Company’s 2028 Notes.

Future Minimum Principal Payments

Future scheduled minimum principal payments of debt as of March 31, 2021, are as follows:


	7.375% Senior Secured Notes due
	February 2028
	(In thousands)
April - December 2021	$	—
2022		—
2023		—
2024		—
2025		—
2026 and thereafter		825,000
Total Debt	$	825,000

INCOME TAXES	3 Months Ended
INCOME TAXES	Mar. 31, 2021
INCOME TAXES
INCOME TAXES	5. INCOME TAXES: The Company uses the estimated annual effective tax rate method under ASC 740-270, “Interim Reporting” to calculate the provision for income taxes. The Company recorded a benefit from income taxes of $10,000 on pre-tax income from continuing operations of $451,000 for the three months ended March 31, 2021, which results in a tax rate of approximately -2.2%. This tax rate is based on an estimated annual effective rate of 24.7%. The Company recorded discrete tax benefit of $125,000 for excess tax benefits related to restricted stock units. In accordance with ASC 740, “Accounting for Income Taxes”, the Company continues to evaluate the realizability of its net DTAs by assessing the future tax consequences of events that have been recognized in the Company’s financial statements or tax returns, tax planning strategies, and future profitability. As of March 31, 2021, the Company believes it is more likely than not that these DTAs will be realized. The Company is subject to the continuous examination of our income tax returns by the IRS and other domestic tax authorities. We believe that an adequate provision has been made for any adjustments that may result from tax examinations. The Company believes that it is reasonably possible that a decrease of up to approximately $1.0 million of unrecognized tax benefits related to state tax exposures may be necessary within the next twelve months.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

STOCKHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2021

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

6. STOCKHOLDERS’ EQUITY:

On June 16, 2020, the Company’s Board of Directors authorized an amendment (the “Potential Amendment”) of Urban One's certificate of incorporation to effect a reverse stock split across all classes of common stock by a ratio of not less than one-for-two and not more than one-for-fifty at any time prior to December 31, 2021, with the exact ratio to be set at a whole number within this range as determined by our board of directors in its discretion. The Company’s shareholders approved the Potential Amendment at the annual meeting of the shareholders June 16, 2020. The Company has not acted on the Potential Amendment but may do so as determined by our board of directors in its discretion.

On August 18, 2020, the Company entered into an Open Market Sales Agreement with Jefferies LLC (“Jefferies”) under which the Company may offer and sell, from time to time at its sole discretion, shares of its Class A common stock, par value $0.001 per share (the “Class A Shares”) up to an aggregate offering price of $25 million (the “2020 ATM Program”). Jefferies is acting as sales agent for the Current ATM Program. During the year ended December 31, 2020, the Company issued 2,859,276 shares of its Class A Shares at a weighted average price of $5.39 for approximately $14.7 million of net proceeds after associated fees and expenses.

On January 19, 2021, the Company completed its 2020 ATM Program, sold an aggregate of 4,325,102 Class A shares and received gross proceeds of approximately $25.0 million and net proceeds of approximately $24.0 million for the program. On January 27, 2021, the Company entered into a new 2021 Open Market Sale Agreement (the “2021 Sale Agreement”) with Jefferies under which the Company may offer and sell, from time to time at its sole discretion, shares of its Class A common stock, par value $0.001 per share (the “Class A Shares”), through Jefferies as its sales agent. The Company has filed a prospectus supplement pursuant to the 2021 Sale Agreement for the offer and sale of its Class A Shares having an aggregate offering price of up to $25 million (the “2021 ATM Program”). As of March 31, 2021, the Company has issued and sold an aggregate of 420,439 Class A Shares pursuant to the 2021 Sale Agreement and received gross proceeds of approximately $3.0 million and net proceeds of approximately $2.8 million, after deducting commissions to Jefferies and other offering expenses. While the Company still has Class A Shares available for issuance under the 2021 ATM Program, the Company may also enter into new additional ATM programs and issue additional common stock from time to time under those programs.

Stock Repurchase Program

From time to time, the Company’s Board of Directors has authorized repurchases of shares of the Company’s Class A and Class D common stock. As of March 13, 2020, the Company’s Board authorized a new repurchase plan of up to $2.6 million of the Company’s Class A and Class D shares through December 31, 2020. In addition, on June 11, 2020, the Company’s Board authorized a repurchase of $2.4 million of the Company’s Class D shares. As of December 31, 2020, the Company had no capacity remaining under the authorizations as the capacity under the June authorization was used and the March authorization lapsed by its terms on December 31, 2020. Under open authorizations, repurchases may be made from time to time in the open market or in privately negotiated transactions in accordance with applicable laws and regulations. Shares are retired when repurchased. The timing and extent of any repurchases will depend upon prevailing market conditions, the trading price of the Company’s Class A and/or Class D common stock and other factors, and subject to restrictions under applicable law. When in effect, the Company executes upon stock repurchase programs in a manner consistent with market conditions and the interests of the stockholders, including maximizing stockholder value. During the three months ended March 31, 2021 and 2020, the Company did not repurchase any shares of Class A common stock or Class D common stock.

In addition, the Company has limited but ongoing authority to purchase shares of Class D common stock (in one or more transactions at any time there remain outstanding grants) under the Company’s 2009 Stock Plan and 2019 Equity and Performance Incentive Plan (both as defined below). As of May 21, 2019, the 2019 Equity and Performance Incentive Plan will be used to satisfy any employee or other recipient tax obligations in connection with the exercise of an option or a share grant under the 2009 Stock Plan, to the extent that the Company has capacity under its financing agreements (i.e., its current credit facilities and indentures) (each a “Stock Vest Tax Repurchase”). During the three months ended March 31, 2021, the Company executed a Stock Vest Tax Repurchase of 495,296 shares of Class D Common Stock in the amount of $872,000 at an average price of $1.76 per share. During the three months ended March 31, 2020, the Company executed a Stock Vest Tax Repurchase of 547,801 shares of Class D Common Stock in the amount of approximately $1.0 million at an average price of $1.85 per share.

Stock Option and Restricted Stock Grant Plan

Our 2009 stock option and restricted stock plan (the “2009 Stock Plan”) was originally approved by the stockholders at the Company’s annual meeting on December 16, 2009. The Company had the authority to issue up to 8,250,000 shares of Class D Common Stock under the 2009 Stock Plan. Since its original approval, from time to time, the Board of Directors adopted and, as required, our stockholders approved certain amendments to and restatement of the 2009 Stock Plan (the “Amended and Restated 2009 Stock Plan”). The amendments under the Amended and Restated 2009 Stock Plan primarily affected (i) the number of shares with respect to which options and restricted stock grants may be granted under the 2009 Stock Plan and (ii) the maximum number of shares that can be awarded to any individual in any one calendar year. On April 13, 2015, the Board of Directors adopted, and our stockholders approved on June 2, 2015, an amendment that replenished the authorized plan shares, increasing the number of shares of Class D common stock available for grant back up to 8,250,000 shares. Our new stock option and restricted stock plan (“2019 Equity and Performance Incentive Plan”), currently in effect was approved by the stockholders at the Company’s annual meeting on May 21, 2019. The Board of Directors adopted, and on May 21, 2019, our stockholders approved, the 2019 Equity and Performance Incentive Plan which is funded with 5,500,000 shares of Class D Common Stock. The Company uses an average life for all option awards. The Company settles stock options upon exercise by issuing stock. As of March 31, 2021, 480,425 shares of Class D common stock were available for grant under the 2019 Equity and Performance Incentive Plan.

On June 12, 2019, the Compensation Committee (“Compensation Committee”) of the Board of Directors of the Company awarded Catherine Hughes, Chairperson, 393,685 restricted shares of the Company’s Class D common stock, and stock options to purchase 174,971 shares of the Company’s Class D common stock. The grants were effective July 5, 2019 and vested on January 6, 2020.

On June 12, 2019, the Compensation Committee awarded Catherine Hughes, Chairperson, 427,148 restricted shares of the Company’s Class D common stock, and stock options to purchase 189,843 shares of the Company’s Class D common stock. The grants were effective June 5, 2020 and vested on January 6, 2021.

On June 12, 2019, the Compensation Committee awarded Alfred Liggins, Chief Executive Officer and President, 656,142 restricted shares of the Company’s Class D common stock, and stock options to purchase 291,619 shares of the Company’s Class D common stock. The grants were effective July 5, 2019 and vested on January 6, 2020.

On June 12, 2019, the Compensation Committee awarded Alfred Liggins, Chief Executive Officer and President, 711,914 restricted shares of the Company’s Class D common stock, and stock options to purchase 316,406 shares of the Company’s Class D common stock. The grants were effective June 5, 2020 and vested on January 6, 2021.

On June 12, 2019, the Compensation Committee awarded Peter Thompson, Chief Financial Officer, 224,654 restricted shares of the Company’s Class D common stock, and stock options to purchase 99,846 shares of the Company’s Class D common stock. The grants were effective July 5, 2019 and vested on January 6, 2020.

On June 12, 2019, the Compensation Committee awarded Peter Thompson, Chief Financial Officer, 243,750 restricted shares of the Company’s Class D common stock, and stock options to purchase 108,333 shares of the Company’s Class D common stock. The grants were effective June 5, 2020 and vested on January 6, 2021.

On August 7, 2017, the Compensation Committee awarded 575,262 shares of restricted stock and 470,000 stock options to certain employees pursuant to the Company’s long-term incentive plan. The grants were effective August 7, 2017. 470,000 shares of restricted stock and 470,000 stock options have vested or will vest in three installments, with the first installment of 33% having vested on January 5, 2018, and the second installment having vested on January 5, 2019, and the final installment vested on January 5, 2020.

On October 2, 2017, Karen Wishart, our current Chief Administrative Officer, as part of her employment agreement, received an equity grant of 37,500 shares of the Company's Class D common stock as well as a grant of options to purchase 37,500 shares of the Company's Class D common stock. The grants have vested in equal increments on each of October 2, 2018, October 2, 2019 and October 2, 2020.

On June 12, 2019, the Compensation Committee awarded David Kantor, Chief Executive Officer – Radio Division, 195,242 restricted shares of the Company’s Class D common stock, and stock options to purchase 86,774 shares of the Company’s Class D common stock. The grants were effective July 5, 2019 and vested on January 6, 2020.

On June 12, 2019, the Compensation Committee awarded David Kantor, Chief Executive Officer – Radio Division, 211,838 restricted shares of the Company’s Class D common stock, and stock options to purchase 94,150 shares of the Company’s Class D common stock. The grants were effective June 5, 2020 and vested on January 6, 2021.

Pursuant to the terms of each of our stock plans and subject to the Company’s insider trading policy, a portion of each recipient’s vested shares may be sold in the open market for tax purposes on or about the vesting dates.

Stock-based compensation expense for the three months ended March 31, 2021 and 2020, was $253,000 and $393,000, respectively

The Company granted 20,000 stock options during the three months ended March 31, 2021 and did not grant any stock options during the three months ended March 31, 2020.

Transactions and other information relating to stock options for the three months ended March 31, 2021, are summarized below:


				Weighted-Average
				Remaining	Aggregate
	Number of	Weighted-Average		Contractual Term (In	Intrinsic
	Options	Exercise Price		Years)	Value
Outstanding at December 31, 2020	4,019,000	$	2.11	6.48	$	41,000
Grants	20,000	$	1.25
Exercised	—	$	—
Forfeited/cancelled/expired/settled	46,000	$	1.09
Balance as of March 31, 2021	3,993,000	$	2.12	6.33	$	198,000
Vested and expected to vest at March 31, 2021	3,989,000	$	2.12	6.32	$	196,000
Unvested at March 31, 2021	71,000	$	1.13	9.51	$	44,000
Exercisable at March 31, 2021	3,922,000	$	2.14	6.27	$	155,000

The aggregate intrinsic value in the table above represents the difference between the Company’s stock closing price on the last day of trading during the three months ended March 31, 2021, and the exercise price, multiplied by the number of shares that would have been received by the holders of in-the-money options had all the option holders exercised their options on March 31, 2021. This amount changes based on the fair market value of the Company’s stock.

No options were exercised during the three months ended March 31, 2021 and 2020. There were 832,847 options vested during the three months ended March 31, 2021 and 804,876 options vested during the three months ended March 31, 2020.

As of March 31, 2021, $20,000 of total unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of three months. The weighted-average fair value per share of shares underlying stock options was $1.41 at March 31, 2021.

The Company granted 20,000 shares of restricted stock during the three months ended March 31, 2021 and did not grant any restricted shares of stock during the three months ended March 31, 2020.

Transactions and other information relating to restricted stock grants for the three months ended March 31, 2021, are summarized below:


		Average
		Fair Value
		at Grant
	Shares	Date
Unvested at December 31, 2020	1,724,000	$	0.83
Grants	20,000	$	1.25
Vested	(1,623,000)	$	0.72
Forfeited/cancelled/expired	—	$	—
Unvested at March 31, 2021	121,000	$	2.38

Restricted stock grants were and are included in the Company’s outstanding share numbers on the effective date of grant. As of March 31, 2021, $163,000 of total unrecognized compensation cost related to restricted stock grants is expected to be recognized over the weighted-average period of seven months.

SEGMENT INFORMATION

3 Months Ended

Mar. 31, 2021

SEGMENT INFORMATION

SEGMENT INFORMATION

7. SEGMENT INFORMATION:

The Company has four reportable segments: (i) radio broadcasting; (ii) Reach Media; (iii) digital; and (iv) cable television. These segments operate in the United States and are consistently aligned with the Company’s management of its businesses and its financial reporting structure.

The radio broadcasting segment consists of all broadcast results of operations. The Reach Media segment consists of the results of operations for the related activities and operations of our syndicated shows. The digital segment includes the results of our online business, including the operations of Interactive One, as well as the digital components of our other reportable segments. The cable television segment consists of the Company’s cable TV operation, including TV One’s and CLEO TV’s results of operations. Corporate/Eliminations represents financial activity associated with our corporate staff and offices and intercompany activity among the four segments.

Operating loss or income represents total revenues less operating expenses, depreciation and amortization, and impairment of long-lived assets. Intercompany revenue earned and expenses charged between segments are recorded at estimated fair value and eliminated in consolidation.

The accounting policies described in the summary of significant accounting policies in Note 1 – Organization and Summary of Significant Accounting Policies are applied consistently across the segments.

Detailed segment data for the three months ended March 31, 2021 and 2020, is presented in the following tables:


	Three Months Ended
	March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Net Revenue:
Radio Broadcasting	$	27,788	$	34,916
Reach Media		7,816		6,689
Digital		10,355		6,289
Cable Television		46,241		47,497
Corporate/Eliminations*		(760)		(516)
Consolidated	$	91,440	$	94,875

Operating Expenses (including stock-based compensation and excluding depreciation and amortization and impairment of long-lived assets):
Radio Broadcasting	$	23,329	$	26,391
Reach Media		5,174		5,895
Digital		8,053		7,195
Cable Television		21,521		20,400
Corporate/Eliminations		7,342		6,083
Consolidated	$	65,419	$	65,964

Depreciation and Amortization:
Radio Broadcasting	$	729	$	741
Reach Media		58		59
Digital		324		488
Cable Television		929		943
Corporate/Eliminations		224		317
Consolidated	$	2,264	$	2,548

Impairment of Long-Lived Assets:
Radio Broadcasting	$	—	$	53,650
Reach Media		—		—
Digital		—		—
Cable Television		—		—
Corporate/Eliminations		—		—
Consolidated	$	—	$	53,650

Operating income (loss):
Radio Broadcasting	$	3,730	$	(45,866)
Reach Media		2,584		735
Digital		1,978		(1,394)
Cable Television		23,791		26,154
Corporate/Eliminations		(8,326)		(6,916)
Consolidated	$	23,757	$	(27,287)

* Intercompany revenue included in net revenue above is as follows:


Radio Broadcasting		$	(760)		$	(516)

Capital expenditures by segment are as follows:


Radio Broadcasting	$	261	$	963
Reach Media		1		57
Digital		326		197
Cable Television		38		41
Corporate/Eliminations		178		172
Consolidated	$	804	$	1,430


	March 31, 2021		December 31, 2020
	(Unaudited)
	(In thousands)
Total Assets:
Radio Broadcasting	$	621,405	$	630,174
Reach Media		39,159		38,235
Digital		23,185		23,168
Cable Television		380,896		374,046
Corporate/Eliminations		104,106		129,864
Consolidated	$	1,168,751	$	1,195,487

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

COMMITMENTS AND CONTINGENCIES	3 Months Ended
COMMITMENTS AND CONTINGENCIES	Mar. 31, 2021
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	8. COMMITMENTS AND CONTINGENCIES: Royalty Agreements Musical works rights holders, generally songwriters and music publishers, have been traditionally represented by performing rights organizations, such as the American Society of Composers, Authors and Publishers (“ASCAP”), Broadcast Music, Inc. (“BMI”) and SESAC, Inc. (“SESAC”). The market for rights relating to musical works is changing rapidly. Songwriters and music publishers have withdrawn from the traditional performing rights organizations, particularly ASCAP and BMI, and new entities, such as Global Music Rights, Inc. (“GMR”), have been formed to represent rights holders. These organizations negotiate fees with copyright users, collect royalties and distribute them to the rights holders. We currently have arrangements with ASCAP, SESAC and GMR. On April 22, 2020, the Radio Music License Committee (“RMLC”), an industry group which the Company is a part of, and BMI have reached agreement on the terms of a new license agreement that covers the period January 1, 2017, through December 31, 2021. Upon approval of the court of the BMI/RMLC agreement, the Company automatically became a party to the agreement and a license through December 31, 2021. Other Contingencies The Company has been named as a defendant in several legal actions arising in the ordinary course of business. It is management’s opinion, after consultation with its legal counsel, that the outcome of these claims will not have a material adverse effect on the Company’s financial position or results of operations. Off-Balance Sheet Arrangements The Current 2021 ABL Facility provides for letter of credit capacity of up to $5 million subject to certain limitations on availability. As of March 31, 2021, the Company had letters of credit totaling $871,000 under the Current 2021 ABL Facility for certain operating leases and certain insurance policies. Letters of credit issued under the Current 2021 ABL Facility are required to be collateralized with cash. Noncontrolling Interest Shareholders’ Put Rights Beginning on January 1, 2018, the noncontrolling interest shareholders of Reach Media have had an annual right to require Reach Media to purchase all or a portion of their shares at the then current fair market value for such shares (the “Put Right”). This annual right is exercisable for a 30‑day period beginning January 1 of each year. The purchase price for such shares may be paid in cash and/or registered Class D common stock of Urban One, at the discretion of Urban One. The noncontrolling interest shareholders of Reach Media did not exercise their Put Right for the 30‑day period ending January 31, 2021. Management, at this time, cannot reasonably determine the period when and if the put right will be exercised by the noncontrolling interest shareholders.

SUBSEQUENT EVENTS	3 Months Ended
SUBSEQUENT EVENTS	Mar. 31, 2021
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	9. SUBSEQUENT EVENTS: On November 6, 2020, the Company entered into a definitive asset exchange agreement with Entercom Communications Corp. whereby the Company would receive Charlotte stations: WLNK-FM (Adult Contemporary); WBT-AM & FM (News Talk Radio); and WFNZ-AM & 102.5 FM Translator (Sports Radio). In exchange, Urban One would transfer three radio stations to Entercom: St. Louis, WHHL-FM (Urban Contemporary); Philadelphia, WPHI-FM (Urban Contemporary); and Washington, DC, WTEM-AM (Sports); as well as the intellectual property to its St. Louis radio station, WFUN-FM (Adult Urban Contemporary). The Company and Entercom began operation of the exchanged stations on or about November 23, 2020 under LMAs until FCC approval was obtained. The deal was subject to FCC approval and other customary closing conditions and closed on April 20, 2021. In addition, the Company entered into an asset purchase agreement with Gateway Creative Broadcasting, Inc. for the remaining assets of our WFUN station in a separate transaction which also closed on April 20, 2021.

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

3 Months Ended

Mar. 31, 2021

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

(a)Organization

Interim Financial Statements

(b)Interim Financial Statements

Financial Instruments

(c)Financial Instruments

Revenue Recognition

(d)Revenue Recognition

Revenue by Contract Type

The following chart shows our net revenue (and sources) for the three months ended March 31, 2021 and 2020:


	Three Months Ended
	March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Net Revenue:
Radio Advertising	$	33,340	$	38,417
Political Advertising		780		2,404
Digital Advertising		10,353		6,289
Cable Television Advertising		20,702		21,033
Cable Television Affiliate Fees		25,486		26,207
Event Revenues & Other		779		525
Net Revenue (as reported)	$	91,440	$	94,875

Contract assets and liabilities


	March 31, 2021		December 31, 2020		March 31, 2020
	(Unaudited)				(Unaudited)
	(In thousands)
Contract assets:
Unbilled receivables	$	4,557	$	5,798	$	5,799

Contract liabilities:
Customer advances and unearned income	$	5,979	$	4,955	$	2,667
Unearned event income		5,735		5,921		11,194

Practical expedients and exemptions

We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administrative expenses.

Launch Support

(e)Launch Support

Barter Transactions

(f)Barter Transactions

Earnings Per Share

(g)Earnings Per Share

The following table sets forth the calculation of basic and diluted earnings per share from continuing operations (in thousands, except share and per share data):


	Three Months Ended March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Numerator:
Net income (loss) attributable to common stockholders	$	7	$	(23,187)
Denominator:
Denominator for basic net income (loss) per share - weighted-average outstanding shares		48,463,289		45,228,164
Effect of dilutive securities:
Stock options and restricted stock		590,361		—
Denominator for diluted net income (loss) per share - weighted-average outstanding shares		49,053,650		45,228,164

Net income (loss) attributable to common stockholders per share – basic and diluted	$	0.00	$	(0.51)


			Three Months Ended March 31,
			2020
			(Unaudited)
			(In thousands)
Stock options			4,173
Restricted stock awards			379

Fair Value Measurements

(h)Fair Value Measurements

Level 1: Inputs are unadjusted quoted prices in active markets for identical assets and liabilities that can be accessed at the measurement date.

Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value instrument.

As of March 31, 2021, and December 31, 2020, respectively, the fair values of our financial assets and liabilities measured at fair value on a recurring basis are categorized as follows:


	Total		Level 1		Level 2		Level 3
	(Unaudited)
	(In thousands)
As of March 31, 2021
Liabilities subject to fair value measurement:
Contingent consideration (a)	$	455		—		—	$	455
Employment agreement award (b)		26,200		—		—		26,200
Total	$	26,655	$	—	$	—	$	26,655

Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests (c)	$	12,735	$	—	$	—	$	12,735

As of December 31, 2020
Liabilities subject to fair value measurement:
Contingent consideration (a)	$	780		—		—	$	780
Employment agreement award (b)		25,603		—		—		25,603
Total	$	26,383	$	—	$	—	$	26,383

Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests (c)	$	12,701	$	—	$	—	$	12,701

(a)

(b)

(c)


			Employment		Redeemable
	Contingent		Agreement		Noncontrolling
	Consideration		Award		Interests
	(In thousands)

Balance at December 31, 2020	$	780	$	25,603	$	12,701
Net income attributable to noncontrolling interests		—		—		454
Distribution		(365)		—		—
Change in fair value		40		597		(420)
Balance at March 31, 2021	$	455	$	26,200	$	12,735

The amount of total (losses)/income for the period included in earnings attributable to the change in unrealized losses/income relating to assets and liabilities still held at the reporting date	$	(40)	$	(597)	$	—


					As of
			As of		December 31,
		Significant	March 31, 2021		2020
		Unobservable	Significant Unobservable
Level 3 liabilities	Valuation Technique	Inputs	Input Value
Contingent consideration	Monte Carlo Simulation	Expected volatility	13.4	%	29.5	%
Contingent consideration	Monte Carlo Simulation	Discount Rate	16.5	%	16.5	%
Employment agreement award	Discounted Cash Flow	Discount Rate	10.5	%	10.5	%
Employment agreement award	Discounted Cash Flow	Long-term Growth Rate	1.0	%	1.0	%
Redeemable noncontrolling interest	Discounted Cash Flow	Discount Rate	11.5	%	11.0	%
Redeemable noncontrolling interest	Discounted Cash Flow	Long-term Growth Rate	1.0	%	1.0	%

Any significant increases or decreases in discount rate or long-term growth rate inputs could result in significantly higher or lower fair value measurements.

Leases

(i)Leases

The following table sets forth the components of lease expense and the weighted average remaining lease term and the weighted average discount rate for the Company’s leases:


	Three Months Ended March 31,
	2021			2020
	(Unaudited)
	(Dollars In thousands)
Operating Lease Cost (Cost resulting from lease payments)	$	3,274		$	3,151
Variable Lease Cost (Cost excluded from lease payments)		34			40
Total Lease Cost	$	3,308		$	3,191

Operating Lease - Operating Cash Flows (Fixed Payments)	$	3,366		$	3,406
Operating Lease - Operating Cash Flows (Liability Reduction)	$	2,193		$	2,134

Weighted Average Lease Term - Operating Leases		5.16	years		5.59	years
Weighted Average Discount Rate - Operating Leases		11.00	%		11.00	%

As of March 31, 2021, maturities of lease liabilities were as follows:


For the Year Ended December 31,	(Dollars in thousands)
For the remaining nine months ending December 31, 2021	$	9,969
2022		12,821
2023		11,205
2024		10,052
2025		5,373
Thereafter		10,101
Total future lease payments		59,521
Imputed interest		(14,281)
Total	$	45,240

Impact of Recently Issued Accounting Pronouncements

(j)Impact of Recently Issued Accounting Pronouncements

Redeemable noncontrolling interest

(k)Redeemable noncontrolling interest

Investments - Cost Method

(l)Investments – Cost Method

Content Assets

(m)Content Assets

Tax incentives that state and local governments offer that are directly measured based on production activities are recorded as reductions in production costs.

Derivatives

(n)Derivatives

Related Party Transactions

(o)Related Party Transactions

Due to the aforementioned rescheduling of the Fantastic Voyage resulting from impacts of the COVID pandemic, no cruise was operated in 2020.

Going Concern Assessment

(p) Going Concern Assessment

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

3 Months Ended

Mar. 31, 2021

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of net revenue (and sources)


	Three Months Ended
	March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Net Revenue:
Radio Advertising	$	33,340	$	38,417
Political Advertising		780		2,404
Digital Advertising		10,353		6,289
Cable Television Advertising		20,702		21,033
Cable Television Affiliate Fees		25,486		26,207
Event Revenues & Other		779		525
Net Revenue (as reported)	$	91,440	$	94,875

Schedule of contract assets (unbilled receivables) and contract liabilities (customer advances and unearned income and unearned event income)


	March 31, 2021		December 31, 2020		March 31, 2020
	(Unaudited)				(Unaudited)
	(In thousands)
Contract assets:
Unbilled receivables	$	4,557	$	5,798	$	5,799

Contract liabilities:
Customer advances and unearned income	$	5,979	$	4,955	$	2,667
Unearned event income		5,735		5,921		11,194

Schedule of calculation of basic and diluted earnings per share from continuing operations

The following table sets forth the calculation of basic and diluted earnings per share from continuing operations (in thousands, except share and per share data):


	Three Months Ended March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Numerator:
Net income (loss) attributable to common stockholders	$	7	$	(23,187)
Denominator:
Denominator for basic net income (loss) per share - weighted-average outstanding shares		48,463,289		45,228,164
Effect of dilutive securities:
Stock options and restricted stock		590,361		—
Denominator for diluted net income (loss) per share - weighted-average outstanding shares		49,053,650		45,228,164

Net income (loss) attributable to common stockholders per share – basic and diluted	$	0.00	$	(0.51)

Schedule of earning per share by potential common shares


			Three Months Ended March 31,
			2020
			(Unaudited)
			(In thousands)
Stock options			4,173
Restricted stock awards			379

Schedule of fair values of our financial assets and liabilities measured at fair value on a recurring basis


	Total		Level 1		Level 2		Level 3
	(Unaudited)
	(In thousands)
As of March 31, 2021
Liabilities subject to fair value measurement:
Contingent consideration (a)	$	455		—		—	$	455
Employment agreement award (b)		26,200		—		—		26,200
Total	$	26,655	$	—	$	—	$	26,655

Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests (c)	$	12,735	$	—	$	—	$	12,735

As of December 31, 2020
Liabilities subject to fair value measurement:
Contingent consideration (a)	$	780		—		—	$	780
Employment agreement award (b)		25,603		—		—		25,603
Total	$	26,383	$	—	$	—	$	26,383

Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests (c)	$	12,701	$	—	$	—	$	12,701

(a)

(b)

(c)

Schedule of changes in Level 3 liabilities measured at fair value on a recurring basis


			Employment		Redeemable
	Contingent		Agreement		Noncontrolling
	Consideration		Award		Interests
	(In thousands)

Balance at December 31, 2020	$	780	$	25,603	$	12,701
Net income attributable to noncontrolling interests		—		—		454
Distribution		(365)		—		—
Change in fair value		40		597		(420)
Balance at March 31, 2021	$	455	$	26,200	$	12,735

The amount of total (losses)/income for the period included in earnings attributable to the change in unrealized losses/income relating to assets and liabilities still held at the reporting date	$	(40)	$	(597)	$	—

Schedule of significant unobservable input value


					As of
			As of		December 31,
		Significant	March 31, 2021		2020
		Unobservable	Significant Unobservable
Level 3 liabilities	Valuation Technique	Inputs	Input Value
Contingent consideration	Monte Carlo Simulation	Expected volatility	13.4	%	29.5	%
Contingent consideration	Monte Carlo Simulation	Discount Rate	16.5	%	16.5	%
Employment agreement award	Discounted Cash Flow	Discount Rate	10.5	%	10.5	%
Employment agreement award	Discounted Cash Flow	Long-term Growth Rate	1.0	%	1.0	%
Redeemable noncontrolling interest	Discounted Cash Flow	Discount Rate	11.5	%	11.0	%
Redeemable noncontrolling interest	Discounted Cash Flow	Long-term Growth Rate	1.0	%	1.0	%

Schedule of the components of lease expense and the weighted average remaining lease term and the weighted average discount rate

The following table sets forth the components of lease expense and the weighted average remaining lease term and the weighted average discount rate for the Company’s leases:


	Three Months Ended March 31,
	2021			2020
	(Unaudited)
	(Dollars In thousands)
Operating Lease Cost (Cost resulting from lease payments)	$	3,274		$	3,151
Variable Lease Cost (Cost excluded from lease payments)		34			40
Total Lease Cost	$	3,308		$	3,191

Operating Lease - Operating Cash Flows (Fixed Payments)	$	3,366		$	3,406
Operating Lease - Operating Cash Flows (Liability Reduction)	$	2,193		$	2,134

Weighted Average Lease Term - Operating Leases		5.16	years		5.59	years
Weighted Average Discount Rate - Operating Leases		11.00	%		11.00	%

Schedule of maturities of lease liabilities


For the Year Ended December 31,	(Dollars in thousands)
For the remaining nine months ending December 31, 2021	$	9,969
2022		12,821
2023		11,205
2024		10,052
2025		5,373
Thereafter		10,101
Total future lease payments		59,521
Imputed interest		(14,281)
Total	$	45,240

ACQUISITIONS AND DISPOSITIONS (Tables)

3 Months Ended

Mar. 31, 2021

ACQUISITIONS AND DISPOSITIONS

Schedule of major categories of assets held for sale


	As of March 31,		As of December 31,
	2021		2020
	(Unaudited)
	(In thousands)
Property and equipment, net	$	2,112	$	2,144
Goodwill		470		470
Radio broadcasting licenses		30,606		30,606
Right of use assets		851		1,071
Lease liabilities		(1,107)		(1,630)
Assets held for sale, net	$	32,932	$	32,661

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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+ Details

GOODWILL AND RADIO BROADCASTING LICENSES (Tables)

3 Months Ended

Mar. 31, 2021

GOODWILL AND RADIO BROADCASTING LICENSES

Schedule of radio broadcasting licenses impairment


Radio Broadcasting	March 31,
Licenses	2020 (a)
Pre-tax impairment charge (in millions)	$	47.7
Discount Rate		9.5	%
Year 1 Market Revenue Growth Rate Range		(13.3)	%
Long-term Market Revenue Growth Rate Range (Years 6 – 10)		0.7% – 1.1	%
Mature Market Share Range		6.9% – 25.0	%
Operating Profit Margin Range		27.6% –39.7	%

(a)

Reflects changes only to the key assumptions used in the interim testing for certain units of accounting.

Schedule of goodwill impairment test radio market unit


Goodwill (Radio Market	March 31,
Reporting Units)	2020 (a)
Pre-tax impairment charge (in millions)	$	5.9
Discount Rate		9.5	%
Year 1 Market Revenue Growth Rate Range		(14.5)% – (12.9)	%
Long-term Market Revenue Growth Rate Range (Years 6 – 10)		0.9% – 1.1	%
Mature Market Share Range		11.1% – 13.0	%
Operating Profit Margin Range		29.4% – 39.0	%

(a)

Reflects the key assumptions for testing only those radio markets with remaining goodwill.

Schedule of changes in carrying amount of goodwill

The table below presents the changes in the Company’s goodwill carrying values for its four reportable segments.


	Radio		Reach				Cable
	Broadcasting		Media		Digital		Television
	Segment		Segment		Segment		Segment		Total
	(In thousands)
Gross goodwill	$	155,000	$	30,468	$	27,567	$	165,044	$	378,079
Additions		—		—		—		—		—
Impairments		—		—		—		—		—
Accumulated impairment losses		(117,748)		(16,114)		(20,345)		—		(154,207)
Assets held for sale		(470)		—		—		—		(470)
Net goodwill at March 31, 2021	$	36,782	$	14,354	$	7,222	$	165,044	$	223,402

LONG-TERM DEBT (Tables)

3 Months Ended

Mar. 31, 2021

LONG-TERM DEBT

Schedule of long-term debt

Long-term debt consists of the following:


	March 31, 2021		December 31, 2020
	(Unaudited)
	(In thousands)
7.375% Senior Secured Notes due February 2028	$	825,000	$	—
2018 Credit Facility		—		129,935
MGM National Harbor Loan		—		57,889
2017 Credit Facility		—		317,332
8.75% Senior Secured Notes due December 2022		—		347,016
7.375% Senior Secured Notes due April 2022		—		2,984
Total debt		825,000		855,156
Less: current portion of long-term debt		—		23,362
Less: original issue discount and issuance costs		15,143		12,870
Long-term debt, net	$	809,857	$	818,924

Schedule of future scheduled minimum principal payments

Future scheduled minimum principal payments of debt as of March 31, 2021, are as follows:


	7.375% Senior Secured Notes due
	February 2028
	(In thousands)
April - December 2021	$	—
2022		—
2023		—
2024		—
2025		—
2026 and thereafter		825,000
Total Debt	$	825,000

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

STOCKHOLDERS' EQUITY (Tables)

3 Months Ended

Mar. 31, 2021

STOCKHOLDERS' EQUITY

Schedule of transaction and other information relating to stock options


				Weighted-Average
				Remaining	Aggregate
	Number of	Weighted-Average		Contractual Term (In	Intrinsic
	Options	Exercise Price		Years)	Value
Outstanding at December 31, 2020	4,019,000	$	2.11	6.48	$	41,000
Grants	20,000	$	1.25
Exercised	—	$	—
Forfeited/cancelled/expired/settled	46,000	$	1.09
Balance as of March 31, 2021	3,993,000	$	2.12	6.33	$	198,000
Vested and expected to vest at March 31, 2021	3,989,000	$	2.12	6.32	$	196,000
Unvested at March 31, 2021	71,000	$	1.13	9.51	$	44,000
Exercisable at March 31, 2021	3,922,000	$	2.14	6.27	$	155,000

Schedule of transaction and other information relating to restricted stock grants


		Average
		Fair Value
		at Grant
	Shares	Date
Unvested at December 31, 2020	1,724,000	$	0.83
Grants	20,000	$	1.25
Vested	(1,623,000)	$	0.72
Forfeited/cancelled/expired	—	$	—
Unvested at March 31, 2021	121,000	$	2.38

SEGMENT INFORMATION (Tables)

3 Months Ended

Mar. 31, 2021

SEGMENT INFORMATION

Schedule of segment reporting information


	Three Months Ended
	March 31,
	2021		2020
	(Unaudited)
	(In thousands)
Net Revenue:
Radio Broadcasting	$	27,788	$	34,916
Reach Media		7,816		6,689
Digital		10,355		6,289
Cable Television		46,241		47,497
Corporate/Eliminations*		(760)		(516)
Consolidated	$	91,440	$	94,875

Operating Expenses (including stock-based compensation and excluding depreciation and amortization and impairment of long-lived assets):
Radio Broadcasting	$	23,329	$	26,391
Reach Media		5,174		5,895
Digital		8,053		7,195
Cable Television		21,521		20,400
Corporate/Eliminations		7,342		6,083
Consolidated	$	65,419	$	65,964

Depreciation and Amortization:
Radio Broadcasting	$	729	$	741
Reach Media		58		59
Digital		324		488
Cable Television		929		943
Corporate/Eliminations		224		317
Consolidated	$	2,264	$	2,548

Impairment of Long-Lived Assets:
Radio Broadcasting	$	—	$	53,650
Reach Media		—		—
Digital		—		—
Cable Television		—		—
Corporate/Eliminations		—		—
Consolidated	$	—	$	53,650

Operating income (loss):
Radio Broadcasting	$	3,730	$	(45,866)
Reach Media		2,584		735
Digital		1,978		(1,394)
Cable Television		23,791		26,154
Corporate/Eliminations		(8,326)		(6,916)
Consolidated	$	23,757	$	(27,287)

* Intercompany revenue included in net revenue above is as follows:


Radio Broadcasting		$	(760)		$	(516)

Capital expenditures by segment are as follows:


Radio Broadcasting	$	261	$	963
Reach Media		1		57
Digital		326		197
Cable Television		38		41
Corporate/Eliminations		178		172
Consolidated	$	804	$	1,430


	March 31, 2021		December 31, 2020
	(Unaudited)
	(In thousands)
Total Assets:
Radio Broadcasting	$	621,405	$	630,174
Reach Media		39,159		38,235
Digital		23,185		23,168
Cable Television		380,896		374,046
Corporate/Eliminations		104,106		129,864
Consolidated	$	1,168,751	$	1,195,487

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Net Revenue	$ 91,440	$ 94,875
Radio Advertising [Member]
Net Revenue	33,340	38,417
Political Advertising [Member]
Net Revenue	780	2,404
Digital Advertising [Member]
Net Revenue	10,353	6,289
Cable Television Advertising [Member]
Net Revenue	20,702	21,033
Cable Television Affiliate Fees [Member]
Net Revenue	25,486	26,207
Event Revenues & Other [Member]
Net Revenue	$ 779	$ 525

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

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+ Details

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Contract assets and liabilities (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Contract assets:
Unbilled receivables	$ 4,557	$ 5,799	$ 5,798
Contract liabilities:
Customer advances and unearned income	5,979	2,667	4,955
Unearned event income	$ 5,735	$ 11,194	$ 5,921

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Earnings Per Share
Net income (loss) attributable to common stockholders	$ 7	$ (23,187)
Denominator:
Weighted average shares outstanding - basic	48,463,289	45,228,164
Effect of dilutive securities:
Stock options and restricted stock	590,361	0
Weighted average shares outstanding -diluted	49,053,650	45,228,164
Net loss attributable to common stockholders per share - basic and diluted	$ 0.00	$ (0.51)
Consolidated net (loss) income per share attributable to common stockholders - diluted	$ 0.00	$ (0.51)

- Definition

The amount of net income (loss) derived from continuing operations during the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restricted stock awards (Details) shares in Thousands	3 Months Ended
	Mar. 31, 2020 shares
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	4,173
Restricted stock awards [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	379

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value Measurements (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Liabilities subject to fair value measurement:
Contingent consideration	$ 455	$ 780
Employment agreement award	26,200	25,603
Total	26,655	26,383
Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests	12,735	12,701
Fair Value, Inputs, Level 3 [Member]
Liabilities subject to fair value measurement:
Contingent consideration	455	780
Employment agreement award	26,200	25,603
Total	26,655	26,383
Mezzanine equity subject to fair value measurement:
Redeemable noncontrolling interests	$ 12,735	$ 12,701

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair value measured on recurring basis (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021 USD ($)
Contingent Consideration [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance, beginning of period	$ 780
Distribution	(365)
Change in fair value	40
Balance, end of period	455
The amount of total (losses)/income for the period included in earnings attributable to the change in unrealized losses/income relating to assets and liabilities still held at the reporting date	(40)
Employment Agreement Award [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance, beginning of period	25,603
Change in fair value	597
Balance, end of period	26,200
The amount of total (losses)/income for the period included in earnings attributable to the change in unrealized losses/income relating to assets and liabilities still held at the reporting date	(597)
Redeemable Noncontrolling Interest [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance, beginning of period	12,701
Net income attributable to redeemable noncontrolling interests	454
Change in fair value	(420)
Balance, end of period	$ 12,735

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair value measurements on recurring and nonrecurring valuation techniques (Details)	Mar. 31, 2021	Dec. 31, 2020
Contingent Consideration [Member] \| Measurement Input, Expected volatility [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value Assumptions Measurement Rate	13.40%	29.50%
Contingent Consideration [Member] \| Measurement Input, Discount Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value Assumptions Measurement Rate	16.50%	16.50%
Employment Agreement Award [Member] \| Measurement Input, Discount Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value Assumptions Measurement Rate	10.50%	10.50%
Employment Agreement Award [Member] \| Measurement Input, Long-term Revenue Growth Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value Assumptions Measurement Rate	1.00%	1.00%
Redeemable Noncontrolling Interest [Member] \| Measurement Input, Discount Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value Assumptions Measurement Rate	11.50%	11.00%
Redeemable Noncontrolling Interest [Member] \| Measurement Input, Long-term Revenue Growth Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value Assumptions Measurement Rate	1.00%	1.00%

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Leases
Operating Lease Cost (Cost resulting from lease payments)	$ 3,274	$ 3,151
Variable Lease Cost (Cost excluded from lease payments)	34	40
Total Lease Cost	3,308	3,191
Operating Lease - Operating Cash Flows (Fixed Payments)	3,366	3,406
Operating Lease - Operating Cash Flows (Liability Reduction)	$ 2,193	$ 2,134
Weighted Average Lease Term - Operating Leases	5 years 1 month 28 days	5 years 7 months 2 days
Weighted Average Discount Rate - Operating Leases	11.00%	11.00%

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Maturities of lease (Details) $ in Thousands	Mar. 31, 2021 USD ($)
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
For the remaining nine months ending December 31, 2021	$ 9,969
2022	12,821
2023	11,205
2024	10,052
2025	5,373
Thereafter	10,101
Total future lease payments	59,521
Imputed interest	(14,281)
Total	$ 45,240

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($)			3 Months Ended		12 Months Ended
	Nov. 09, 2020	Jan. 01, 2019	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Jan. 24, 2021	Jun. 25, 2020	Nov. 13, 2019	Dec. 31, 2018	Dec. 20, 2018	Apr. 18, 2017	Nov. 30, 2016	Apr. 10, 2015
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long term debt			$ 825,000,000		$ 855,156,000
Accumulated deficit			(804,912,000)		(804,919,000)
Revenue from Contract with Customer, Including Assessed Tax			91,440,000	$ 94,875,000
Reassessed Estimated Fair Value of Award			26,200,000		25,600,000
Related Party Transaction, Due from (to) Related Party, Total					244,000
Due to Related Parties			6,000		6,000
Operating Income (Loss)			23,757,000	(27,287,000)
Goodwill			223,402,000		223,402,000
Operating Expenses, Total			67,683,000	122,162,000
Unearned Event Income			5,735,000	11,194,000	5,921,000
Selling, General and Administrative Expense, Total			29,987,000	29,463,000
Impairment of Long-Lived Assets Held-for-use			0	53,650,000
Operating Lease, Right-of-Use Asset			40,421,000		40,918,000
Operating Lease, Liability			45,240,000
Retained Earnings (Accumulated Deficit), Total			(804,912,000)		$ (804,919,000)
INTEREST EXPENSE			18,045,000	19,138,000
Accounting Standards Update 2016-02
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Lease, Practical Expedients, Package [true false]		true
Reach Media
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Due to Related Parties			77,000
Barter Transactions [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Revenue from Contract with Customer, Including Assessed Tax			449,000	515,000
Cost of Goods and Services Sold			311,000	371,000
Selling, General and Administrative Expense, Total			138,000	144,000
Radio broadcasting and Reach Media segments [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Sales Commissions and Fees			3,500,000	4,700,000
Fantastic Voyage [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Operating Income Guarantee			1,750,000
Digital Segment [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Goodwill			$ 7,222,000
Launch support asset
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Finite Lived Intangible Assets Weighted Average Amortization Period			7 years 4 months 24 days		7 years 4 months 24 days
Finite Lived Intangible Assets Remaining Weighted Average Amortization Period			4 years 2 months 12 days		4 years 6 months
Amortization of Intangible Assets			$ 105,000	105,000
Selling, General and Administrative Expense, Total			229,000	151,000
Atlanta market and Indianapolis
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Impairment of Long-Lived Assets Held-for-use			5,900,000
Atlanta, Cincinnati, Dallas, Houston, Indianapolis, Philadelphia, Raleigh, Richmond and St. Louis market radio broadcasting licenses
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Impairment of Long-Lived Assets Held-for-use			47,700,000
Tom Joyner Foundation Inc [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Reimbursement Expenditure Guarantee			$ 1,000,000
Percentage of Performance Bonus			50.00%
Tom Joyner Foundation Inc [Member] \| Fantastic Voyage [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Operating Income Guarantee			$ 250,000
Chief Executive Officer [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Percentage Of Award Amount			4.00%
2028 Notes
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross			$ 825,000,000
Debt Instrument, Fair Value Disclosure			$ 851,800,000
Debt Instrument, Interest Rate, Stated Percentage			7.375%
Debt Instrument, Face Amount						$ 825,000,000
MGM National Harbor Loan [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross					$ 57,900,000
Debt Instrument, Fair Value Disclosure					64,800,000
Long term debt					57,889,000
Debt Instrument, Interest Rate, Stated Percentage			7.00%
Debt Instrument, Face Amount			$ 50,000,000							$ 50,000,000
Other Income			0	1,500,000
ABL Facility [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross			$ 0		0
7.375% Senior Secured Notes Are Due In April 2022 [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross	$ 347,000,000				3,000,000
Debt Instrument, Fair Value Disclosure					2,800,000
Percentage of exchange offer	99.15%
Debt Instrument, Interest Rate, Stated Percentage	7.375%		7.375%
8.75% Senior Secured Notes due December 2022
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross					347,000,000
Debt Instrument, Fair Value Disclosure					338,000,000
Long term debt					$ 347,016,000
Debt Instrument, Interest Rate, Stated Percentage	8.75%		8.75%		8.75%
Tv One Llc [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Sales Commissions and Fees			$ 3,800,000	3,700,000
Reach Media Inc [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Noncontrolling Interest, Ownership Percentage by Parent			80.00%
Customer Advances [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Unearned Event Income			$ 0	0
Unearned Income [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Revenue from Contract with Customer, Including Assessed Tax			2,000,000	1,700,000
2017 Credit Facility [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross											$ 350,000,000
Long term debt					$ 317,332,000
Debt Instrument, Face Amount			350,000,000
2017 Credit Facility [Member] \| Senior Secured Credit Facility [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross					317,300,000
Debt Instrument, Fair Value Disclosure					293,500,000
Debt Instrument, Face Amount											$ 350,000,000
2018 Credit Facility [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Long-term Debt, Gross					129,900,000
Debt Instrument, Fair Value Disclosure					132,500,000
Long term debt					$ 129,935,000
Debt Instrument, Interest Rate, Stated Percentage									9.25%
Debt Instrument, Face Amount			10,000,000				$ 3,600,000			$ 192,000,000
ABL Facility
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Debt Instrument, Face Amount								$ 37,500,000
Employment Agreement Award [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Selling, General and Administrative Expense, Total			$ 597,000	$ 1,200,000
MGM National Harbor [Member]
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES [Line Items]
Investment Owned, at Cost												$ 35,000,000	$ 5,000,000

ACQUISITIONS AND DISPOSITIONS (Details) - USD ($)	Feb. 24, 2020	Mar. 31, 2021	Dec. 31, 2020
WQMC-LD
ACQUISITIONS AND DISPOSITIONS
Total consideration	$ 475,000
Entercom and Gateway
ACQUISITIONS AND DISPOSITIONS
Carrying value		$ 32,900,000	$ 32,700,000

ACQUISITIONS AND DISPOSITIONS - Assets Held for Sale (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale, net	$ 32,932	$ 32,661
Held for sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Property and equipment, net	2,112	2,144
Goodwill	470	470
Radio broadcasting licenses	30,606	30,606
Right of use assets	851	1,071
Lease liabilities	(1,107)	(1,630)
Assets held for sale, net	$ 32,932	$ 32,661

- Definition

Amount classified as assets attributable to disposal group held for sale or disposed of, expected to be disposed of after one year or the normal operating cycle, if longer.

+ References + Details

GOODWILL AND RADIO BROADCASTING LICENSES - Valuation of Broadcasting Licenses (Details) - Radio Broadcasting Licenses [Member] $ in Millions	Mar. 31, 2020 USD ($)
Schedule of Goodwill, Radio Broadcasting Licenses And Other Intangible Assets [Line Items]
Pre-tax impairment charge	$ 47.7
Discount Rate	9.50%
Year 1 Market Revenue Growth Rate Range	(13.30%)
Maximum [Member]
Schedule of Goodwill, Radio Broadcasting Licenses And Other Intangible Assets [Line Items]
Long-term Market Revenue Growth Rate Range (Years 6 - 10)	1.10%
Mature Market Share Range	25.00%
Operating Profit Margin Range	39.70%
Minimum [Member]
Schedule of Goodwill, Radio Broadcasting Licenses And Other Intangible Assets [Line Items]
Long-term Market Revenue Growth Rate Range (Years 6 - 10)	0.70%
Mature Market Share Range	6.90%
Operating Profit Margin Range	27.60%

GOODWILL AND RADIO BROADCASTING LICENSES - Radio Market Reporting Units (Details) - Radio Market Reporting Units [Member] $ in Millions	Mar. 31, 2020 USD ($)
Schedule of Goodwill, Radio Broadcasting Licenses And Other Intangible Assets [Line Items]
Pre-tax impairment charge	$ 5.9
Discount Rate	9.50%
Minimum [Member]
Schedule of Goodwill, Radio Broadcasting Licenses And Other Intangible Assets [Line Items]
Year 1 Market Revenue Growth Rate Range	(14.50%)
Long-term Market Revenue Growth Rate Range (Years 6 - 10)	0.90%
Mature Market Share Range	11.10%
Operating Profit Margin Range	29.40%
Maximum [Member]
Schedule of Goodwill, Radio Broadcasting Licenses And Other Intangible Assets [Line Items]
Year 1 Market Revenue Growth Rate Range	(12.90%)
Long-term Market Revenue Growth Rate Range (Years 6 - 10)	1.10%
Mature Market Share Range	13.00%
Operating Profit Margin Range	39.00%

GOODWILL AND RADIO BROADCASTING LICENSES - Goodwill Valuation Results (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
GOODWILL AND RADIO BROADCASTING LICENSES
Gross goodwill	$ 378,079
Additions	0
Impairments	0
Accumulated impairment losses	(154,207)
Assets held for sale	(470)
Net goodwill	223,402	$ 223,402
Radio Broadcasting Segment [Member]
GOODWILL AND RADIO BROADCASTING LICENSES
Gross goodwill	155,000
Additions	0
Impairments	0
Accumulated impairment losses	(117,748)
Assets held for sale	(470)
Net goodwill	36,782
Reach Media Segment [Member]
GOODWILL AND RADIO BROADCASTING LICENSES
Gross goodwill	30,468
Additions	0
Impairments	0
Accumulated impairment losses	(16,114)
Net goodwill	14,354
Digital Segment [Member]
GOODWILL AND RADIO BROADCASTING LICENSES
Gross goodwill	27,567
Additions	0
Impairments	0
Accumulated impairment losses	(20,345)
Net goodwill	7,222
Cable Television Segment [Member]
GOODWILL AND RADIO BROADCASTING LICENSES
Gross goodwill	165,044
Additions	0
Impairments	0
Accumulated impairment losses	0
Net goodwill	$ 165,044

GOODWILL AND RADIO BROADCASTING LICENSES - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
GOODWILL AND RADIO BROADCASTING LICENSES
Goodwill, Impairment Loss	$ 0
Radio Broadcasting Licenses [Member]
GOODWILL AND RADIO BROADCASTING LICENSES
Impairment charge		$ 47,700
Radio Market Reporting Units [Member]
GOODWILL AND RADIO BROADCASTING LICENSES
Impairment charge		5,900
Goodwill, Impairment Loss		$ 5,900

LONG-TERM DEBT - Rollforward (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
LONG-TERM DEBT
Total debt	$ 825,000	$ 855,156
Less: current portion of long-term debt		23,362
Less: original issue discount and issuance costs	15,143	12,870
Long-term debt, net	809,857	818,924
2018 Credit Facility [Member]
LONG-TERM DEBT
Total debt		129,935
2017 Credit Facility [Member]
LONG-TERM DEBT
Total debt		317,332
7.375% Senior Secured Notes due February 2028
LONG-TERM DEBT
Total debt	$ 825,000
MGM National Harbor Loan [Member]
LONG-TERM DEBT
Total debt		57,889
8.75% Senior Secured Notes due December 2022
LONG-TERM DEBT
Total debt		347,016
7.375% Senior Secured Notes due April 2022
LONG-TERM DEBT
Total debt		$ 2,984

LONG-TERM DEBT - Future Minimum Principal Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
LONG-TERM DEBT
Total Debt	$ 825,000	$ 855,156
7.375% Senior Secured Notes due February 2028
LONG-TERM DEBT
April - December 2021	0
2022	0
2023	0
2024	0
2025	0
2026 and thereafter	825,000
Total Debt	$ 825,000

LONG-TERM DEBT - Additional Information (Details)								1 Months Ended		3 Months Ended		12 Months Ended
LONG-TERM DEBT - Additional Information (Details)	Feb. 19, 2021 USD ($)	Jan. 08, 2021	Nov. 09, 2020 USD ($)	Nov. 13, 2019 USD ($)	Dec. 19, 2018 USD ($)	Apr. 18, 2017 USD ($)	Apr. 17, 2015 USD ($)	Apr. 18, 2017 USD ($)	Apr. 21, 2016 USD ($)	Mar. 31, 2021 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2020 USD ($)	Jan. 07, 2021 USD ($)	Jun. 25, 2020 USD ($)	Dec. 31, 2018	Dec. 20, 2018 USD ($)
Debt Instrument [Line Items]
Deferred financing costs included in interest expense										$ 824,000	$ 1,050,000
Gain Losses on Extinguishment of Debt										$ 6,949,000	0	$ 2,900,000
Debt Instrument, Interest Rate Terms						The 2017 Credit Facility contained customary representations and warranties and events of default, affirmative and negative covenants (in each case, subject to materiality exceptions and qualifications) which may be more restrictive than those governing the 7.375% Notes. The 2017 Credit Facility also contained certain financial covenants, including a maintenance covenant requiring the Company's interest expense coverage ratio (defined as the ratio of consolidated EBITDA to consolidated interest expense) to be greater than or equal to 1.25 to 1.00 and its total senior secured leverage ratio (defined as the ratio of consolidated net senior secured indebtedness to consolidated EBITDA) to be less than or equal to 5.85 to 1.00.				The 2018 Credit Facility contained customary representations and warranties and events of default, affirmative and negative covenants (in each case, subject to materiality exceptions and qualifications). The 2018 Credit Facility, as amended, also contained certain financial covenants, including a maintenance covenant requiring the Company's total gross leverage ratio to be not greater than 8.0 to 1.00 in 2019, 7.5 to 1.00 in 2020, 7.25 to 1.00 in 2021, 6.75 to 1.00 in 2022 and 6.25 to 1.00 in 2023.
Repayments of Long Term Debt, Excess Cash Flow Payments											3,800,000
Amortization of debt premium												3,500,000
Loss on retirement of debt										$ 6,949,000	0
Senior Secured Notes Due 2022 [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross							$ 350,000,000
Debt Instrument, Description							The 7.375% Notes were offered at an original issue price of 100.0% plus accrued interest from April 17, 2015, and matured on April 15, 2022
2028 Notes Offering
Debt Instrument [Line Items]
Debt Instrument, Face Amount													$ 825,000,000
Interest rate													7.375%
Percentage of issue price		100
Debt issuance costs										15,400,000
Deferred financing costs included in interest expense										824,000	1,100,000
Debt Issuance Costs, Net										15,400,000
MGM National Harbor Loan [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount										$ 50,000,000						$ 50,000,000
Interest rate										7.00%
Debt issuance costs										$ 1,700,000
Long-term Debt, Gross												$ 57,900,000
Debt Instrument, Unamortized Discount (Premium), Net										$ 1,000,000
Long Term Debt Percentage Paid In Kind										4.00%
Debt Issuance Costs, Net										$ 1,700,000
7.375% Senior Secured Notes due April 2022
Debt Instrument [Line Items]
Debt Instrument, Face Amount			$ 347,000,000
Interest rate										7.375%
Percentage of exchange offer			99.15%
8.75% Senior Secured Notes due December 2022
Debt Instrument [Line Items]
Interest rate			8.75%							8.75%		8.75%
Long-term Debt, Gross												$ 347,000,000
Debt Instrument, Redemption Price, Percentage										100.00%
Amount redeemable										$ 15,000,000
ABL Facility
Debt Instrument [Line Items]
Debt Instrument, Face Amount				$ 37,500,000
Letters of Credit				7,500,000						871,000
Line of Credit Facility, Maximum Borrowing Capacity	$ 50,000,000			$ 25,000,000					$ 25,000,000
Percentage Borrowing Of Eligible Accounts	(85.00%)								(85.00%)
Period prior to the earlier to occur of the term loan maturity or stated maturity				30 days
Line of Credit Facility, Current Borrowing Capacity	$ 50,000,000
Letter of credit facility	$ 5,000,000
2017 Credit Facility [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount										$ 350,000,000
Covenant Compliance Description For Maintaining Interest Coverage Ratio										maintaining an interest coverage ratio of no less than:1.25 to 1.00 on June 30, 2017 and the last day of each fiscal quarter thereafter.
Covenant Compliance Description For Maintaining Total Leverage Ratio										maintaining a senior leverage ratio of no greater than:5.85 to 1.00 on June 30, 2017 and the last day of each fiscal quarter thereafter.
Repayments of Long-term Debt, Total					$ 20,000,000						824,000
Long-term Debt, Gross						$ 350,000,000		$ 350,000,000
Debt Instrument, Description								Until its termination on settlement of the 2028 Notes, the 2017 Credit Facility matured on the earlier of (i) April 18, 2023, or (ii) in the event such debt is not repaid or refinanced, 91 days prior to the maturity of the Company's 7.375% Notes (as defined below). At the Company's election, the interest rate on borrowings under the 2017 Credit Facility are based on either (i) the then applicable base rate (as defined in the 2017 Credit Facility) as, for any day, a rate per annum (rounded upward, if necessary, to the next 1/100th of 1%) equal to the greater of (a) the prime rate published in the Wall Street Journal, (b) 1/2 of 1% in excess rate of the overnight Federal Funds Rate at any given time, (c) the one-month LIBOR rate commencing on such day plus 1.00%) and (d) 2%, or (ii) the then applicable LIBOR rate (as defined in the 2017 Credit Facility). The average interest rate was approximately 5.0% for 2021 and 5.62% for 2020.
2018 Credit Facility [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount										$ 10,000,000				$ 3,600,000		$ 192,000,000
Interest rate															9.25%
Repayments of Long-term Debt, Total											$ 11,900,000
Long-term Debt, Gross												$ 129,900,000
Debt Instrument, Description										The 2018 Credit Facility was scheduled to mature on December 31, 2022 (the "Maturity Date"). In connection with the November 2020 Exchange Offer, we also entered into an amendment to certain terms of our 2018 Credit Facility including the extension of the maturity date to March 31, 2023. Interest rates on borrowings under the 2018 Credit Facility were either (i) from the Funding Date to the Maturity Date, 12.875% per annum, (ii) 11.875% per annum, once 50% of the term loan borrowings had been repaid or (iii) 10.875% per annum, once 75% of the term loan borrowings had been repaid. Interest payments began on the last day of the 3-month period commencing on the Funding Date. Within 90 days following the completion of the November 2020 Exchange Offer, the Company was required to repay $10 million of the 2018 Credit Facility. The amendment was accounted for as a modification in accordance with the provisions of ASC 470, "Debt".
Debt Instrument, Interest Rate Terms										Until its termination on settlement of the 2028 Notes, borrowings under the 2018 Credit Facility were subject to customary conditions precedent, as well as a requirement under the 2018 Credit Facility that (i) the Company's total gross leverage ratio on a pro forma basis be not greater than 8:00 to 1:00 (this total gross leverage ratio test steps down as described below), (ii) neither of the administrative agents under the Company's existing credit facilities nor the trustee under the Company's existing senior secured notes due 2022 have objected to the terms of the new credit documents and (iii) certification by the Company that the terms and conditions of the 2018 Credit Facility satisfied the requirements of the definition of "Permitted Refinancing" (as defined in the agreements governing the Company's existing credit facilities) and neither of the administrative agents under the Company's existing credit facilities notified the Company within five (5) business days prior to funding the borrowings under the 2018 Credit Facility that it disagreed with such determination (including a reasonable description of the basis upon which it disagrees).
Debt Instrument Additional Interest Payment Term On Prepayment										The term loans could be voluntarily prepaid prior to February 15, 2020 subject to payment of a prepayment premium. The Company was required to repay principal to the extent then outstanding on each quarterly interest payment date, commencing on the last business day in March 2019, equal to one quarter of 7.5% of the aggregate initial principal amount of all term loans incurred on the Funding Date to December 2019, commencing on the last business day in March 2020, one quarter of 10.0% of the aggregate initial principal amount of all term loans incurred on the Funding Date to December 2021, and, commencing on the last business day in March 2021, one quarter of 12.5% of the aggregate initial principal amount of all term loans incurred on the Funding Date to December 2022. The Company was also required to use 75% of excess cash flow ("ECF payment") as defined in the 2018 Credit Facility, which excluded any distributions to the Company or its restricted subsidiaries in respect of its interests in the MGM National Harbor, to repay outstanding term loans at par, paid semiannually and to use 100% of all distributions to the Company or its restricted subsidiaries received in respect of its interest in the MGM National Harbor to repay outstanding terms loans at par. During the three months ended March 31, 2020, the Company repaid approximately $11.9 million under the 2018 Credit Facility. Included in the repayments made during the three months ended March 31, 2020 was approximately $3.8 million in ECF payments in accordance with the agreement.
Debt Instrument, Unamortized Discount (Premium), Net										$ 3,800,000
2018 Credit Facility [Member] \| Debt Financing Cost [Member]
Debt Instrument [Line Items]
Debt issuance costs										875,000
Debt Issuance Costs, Net										$ 875,000

INCOME TAXES (Details) - USD ($)	3 Months Ended
INCOME TAXES (Details) - USD ($)	Mar. 31, 2021	Mar. 31, 2020
INCOME TAXES
Provision for Income taxes	$ (10,000)	$ (21,855,000)
Pre-tax income from continuing operations	$ 451,000	(44,913,000)
Effective Income Tax Rate Reconciliation, Percent	(2.20%)
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent	24.70%
Discrete income tax benefit		$ 125,000
Decrease unrecognized tax benefits related to state tax	$ 1,000,000

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 940
-SubTopic 20
-Section 25
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=68072869&loc=d3e41242-110953

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(8))
-URI http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 235
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-URI http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-URI http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

+ Details

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

STOCKHOLDERS' EQUITY - Stock options (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
STOCKHOLDERS' EQUITY
Number of Options, Grants	20,000
Stock options
STOCKHOLDERS' EQUITY
Number of Options, Outstanding at Beginning of Year	4,019,000
Number of Options, Grants	20,000
Number of Options, Exercised	0
Number of Option, Forfeited/cancelled/expired/settled	46,000
Number of Options, Balance at End of Year	3,993,000	4,019,000
Number of Options, Vested and expected to vest	3,989,000
Number of Options, Unvested	71,000
Number of Options, Exercisable	3,922,000
Weighted-Average Exercise Price, Outstanding at Beginning of Year (in dollars per share)	$ 2.11
Weighted-Average Exercise Price, Grants (in dollars per share)	1.25
Weighted-Average Exercise Price, Exercised (in dollars per share)	0.00
Weighted-Average Exercise Price, Forfeited/cancelled/expired/settled (in dollars per share)	1.09
Weighted-Average Exercise Price, Balance at End of Year (in dollars per share)	2.12	$ 2.11
Weighted-Average Exercise Price, Vested and expected to vest (in dollars per share)	2.12
Weighted-Average Exercise Price, Unvested (in dollars per share)	1.13
Weighted-Average Exercise Price, Exercisable (in dollars per share)	$ 2.14
Weighted-Average Remaining Contractual Term, Outstanding (in years)	6 years 3 months 29 days	6 years 5 months 23 days
Weighted-Average Remaining Contractual Term, Vested and expected to vest (in years)	6 years 3 months 26 days
Weighted-Average Remaining Contractual Term, Unvested (in years)	9 years 6 months 4 days
Weighted-Average Remaining Contractual Term, Exercisable (in years)	6 years 3 months 7 days
Aggregate Intrinsic Value, Outstanding	$ 198,000	$ 41,000
Aggregate Intrinsic Value, Vested and expected to vest	196,000
Aggregate Intrinsic Value, Unvested	44,000
Aggregate Intrinsic Value, Exercisable	$ 155,000

STOCKHOLDERS' EQUITY - Restricted stock grants (Details) - Restricted stock awards [Member]	3 Months Ended
	Mar. 31, 2021 $ / shares shares
STOCKHOLDERS' EQUITY
Shares, Unvested at beginning of year \| shares	1,724,000
Shares, Grants \| shares	20,000
Shares, Vested \| shares	(1,623,000)
Shares, Forfeited/cancelled/expired \| shares	0
Shares, Unvested at end of year \| shares	121,000
Average Fair Value at Grant Date, Unvested at beginning of year (in dollars per share) \| $ / shares	$ 0.83
Average Fair Value at Grant Date, Grants (in dollars per share) \| $ / shares	1.25
Average Fair Value at Grant Date, Vested (in dollars per share) \| $ / shares	0.72
Average Fair Value at Grant Date, Forfeited/cancelled/expired (in dollars per share) \| $ / shares	0.00
Average Fair Value at Grant Date, Unvested at end of year (in dollars per share) \| $ / shares	$ 2.38

STOCKHOLDERS' EQUITY - Additional Information (Details) - USD ($)						3 Months Ended		12 Months Ended
	Jan. 19, 2021	Jun. 12, 2019	Oct. 02, 2017	Aug. 07, 2017	Aug. 07, 2017	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Jan. 27, 2021	Aug. 18, 2020	Jun. 11, 2020	Mar. 13, 2020	May 21, 2019	Dec. 31, 2009
STOCKHOLDERS' EQUITY
Number of shares issued during period						$ 12,125,000
Stock repurchase , Authorized amount											$ 2,400,000	$ 2,600,000
Net proceeds after associated fees and expenses						12,125,000	$ 0
Stock Repurchased During Period, Value						$ 872,000	$ 1,014,000
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross						20,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares						832,847	804,876
Share-based Compensation, Total						$ 253,000	$ 393,000
Share-based Compensation Arrangement by Share-based Payment Award Options exercised Number of Shares						0	0
Restricted stock awards [Member]
STOCKHOLDERS' EQUITY
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures						20,000	0
Employee Service Share-based Compensation, Non-vested Awards, Total Compensation Cost Not yet Recognized, Stock Options						$ 163,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period						20,000
Stock options
STOCKHOLDERS' EQUITY
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross						20,000
Employee [Member]
STOCKHOLDERS' EQUITY
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross				470,000	470,000
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures				575,262
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value						$ 1.41
Employee Service Share-based Compensation, Non-vested Awards, Total Compensation Cost Not yet Recognized, Stock Options						$ 20,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period					470,000
Employee [Member] \| Share-based Compensation Award, Tranche Two [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage					33.00%
Employee [Member] \| Share-based Compensation Award, Tranche Three [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage					33.00%
Employee [Member] \| Restricted stock awards [Member] \| Share-based Compensation Award, Tranche One [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage					33.00%
Common Class D [Member] \| Employees Stock Option [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares		211,838
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		94,150
Common Class D [Member] \| Stock Plan 2009 [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized														8,250,000
Common Class D [Member] \| Stock Vest Tax Repurchase [Member]
STOCKHOLDERS' EQUITY
Stock Repurchased During Period, Shares						495,296	547,801
Stock Repurchased During Period, Value						$ 872,000	$ 1,000,000
Repurchase Of Common Stock Price Per Share						$ 1.76	$ 1.85
Common Class D [Member] \| 2019 Equity and Performance Incentive Plan
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant						480,425							5,500,000
Common Class D [Member] \| Chief Financial Officer [Member] \| Restricted stock awards [Member] \| Share-based Compensation Award, Tranche One [Member]
STOCKHOLDERS' EQUITY
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		224,654
Common Class D [Member] \| Chief Financial Officer [Member] \| Restricted stock awards [Member] \| Share-based Compensation Award, Tranche Two [Member]
STOCKHOLDERS' EQUITY
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross		316,406
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		711,914
Common Class D [Member] \| Chief Financial Officer [Member] \| Employees Stock Option [Member] \| Share-based Compensation Award, Tranche One [Member]
STOCKHOLDERS' EQUITY
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross		99,846
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		243,750
Common Class D [Member] \| Chief Financial Officer [Member] \| Employees Stock Option [Member] \| Share-based Compensation Award, Tranche Two [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights		108,333
Common Class D [Member] \| Chief Administrative Officer [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares		195,242	37,500
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period			37,500
Common Class D [Member] \| Chairperson [Member] \| Restricted stock awards [Member] \| Share-based Compensation Award, Tranche Two [Member]
STOCKHOLDERS' EQUITY
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross		174,971
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		393,685
Common Class D [Member] \| Chief Executive Officer and President [Member]
STOCKHOLDERS' EQUITY
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		86,774
Common Class D [Member] \| Chief Executive Officer and President [Member] \| Restricted stock awards [Member] \| Share-based Compensation Award, Tranche One [Member]
STOCKHOLDERS' EQUITY
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		656,142
Common Class D [Member] \| Chief Executive Officer and President [Member] \| Employees Stock Option [Member] \| Share-based Compensation Award, Tranche One [Member]
STOCKHOLDERS' EQUITY
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross		291,619
Common Class D [Member] \| Cathy Hughes [Member] \| Employees Stock Option [Member] \| Share-based Compensation Award, Tranche One [Member]
STOCKHOLDERS' EQUITY
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		427,148
Common Class D [Member] \| Cathy Hughes [Member] \| Employees Stock Option [Member] \| Share-based Compensation Award, Tranche Two [Member]
STOCKHOLDERS' EQUITY
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		189,843
Class A Common Stock [Member] \| Current ATM Program [Member]
STOCKHOLDERS' EQUITY
Common stock, par value (in dollars per share)									$ 0.001	$ 0.001
Aggregate offering price									$ 25,000,000	$ 25,000,000
Number of shares issued during period								$ 2,859,276
Volume weighted average price								$ 5.39
Net proceeds after associated fees and expenses	$ 24,000,000					$ 2,800,000		$ 14,700,000
Shares issued and sold	4,325,102					420,439
Gross proceeds	$ 25,000,000					$ 3,000,000