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DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES:
12 Months Ended
Dec. 31, 2012
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments and Hedging Activities Disclosure [Text Block]
10.  DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES:
 
ASC 815, “Derivatives and Hedging,” establishes disclosure requirements related to derivative instruments and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments; (b) how derivative instruments and related hedged items are accounted for and its related interpretations; and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. ASC 815 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about the fair value of gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments.
 
The fair values and the presentation of the Company’s derivative instruments in the consolidated balance sheet are as follows:
 
 
 
Liability Derivatives
 
 
 
As of December 31,
 
 
 
2012
 
2011
 
 
 
(In thousands)
 
 
 
Balance Sheet
Location
 
Fair 
Value
 
Balance Sheet
Location
 
Fair 
Value
 
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
 
 
 
Employment agreement award
 
Other Long-Term Liabilities
 
$
11,374
 
Other Long-Term Liabilities
 
$
10,346
 
Total derivatives
 
 
 
$
11,374
 
 
 
$
10,346
 
 
The effect and the presentation of the Company’s derivative instruments on the consolidated statement of operations are as follows:
 
Derivatives in
Cash Flow
Hedging
Relationships
 
Amount of Gain 
(Loss) in Other 
Comprehensive 
Income on  
Derivative (Effective  
Portion)
 
Gain (Loss) Reclassified from
Accumulated Other Comprehensive
Loss into Income (Effective
Portion)
 
Gain (Loss) in Income (Ineffective 
Portion and Amount Excluded from 
Effectiveness Testing)
 
 
 
Amount
 
Location
 
Amount
 
Location
 
Amount
 
For the Years Ended December 31,
 
(In thousands)
 
 
 
2012
 
2011
 
2010
 
 
 
2012
 
2011
 
2010
 
 
 
2012
 
2011
 
2010
 
Interest rate swaps
 
$
 
$
1,426
 
$
662
 
Interest expense
 
$
 
$
(258)
 
$
(1,510)
 
Interest expense
 
$
 
$
 
$
 
 
Derivatives Not Designated
as Hedging Instruments
 
Location of Gain 
(Loss)
in Income of Derivative
 
Amount of Gain (Loss)
in Income of Derivative
 
 
 
 
 
For the Years Ended December 31,
 
 
 
 
 
2012
 
2011
 
2010
 
 
 
 
 
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employment agreement award
 
Corporate selling, general and administrative expense
 
$
(1,028)
 
$
(3,522)
 
$
(2,167)
 
 
Hedging Activities
 
In June 2005, pursuant to our Previous Credit Agreement (as defined in Note 11 — Long-Term Debt), the Company entered into four fixed rate swap agreements to reduce interest rate fluctuations on certain floating rate debt commitments. One of the four $25.0 million swap agreements expired in each of June 2007 and 2008, and 2010, respectively. The remaining $25.0 million swap agreement was terminated on March 31, 2011, in conjunction with the March 31, 2011 retirement of our Previous Credit Agreement.  We have no swap agreements in connection with our current credit facilities.
  
Each swap agreement had been accounted for as a qualifying cash flow hedge of the Company’s senior bank debt, in accordance with ASC 815, “Derivatives and Hedging,” whereby changes in the fair market value were reflected as adjustments to the fair value of the derivative instruments as reflected on the accompanying consolidated financial statements.
 
The Company’s objectives in using interest rate swaps were to manage interest rate risk associated with the Company’s floating rate debt commitments and to add stability to future cash flows. To accomplish this objective, the Company used interest rate swaps as part of its interest rate risk management strategy.  Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. 
 
The effective portion of changes in the fair value of derivatives designated and qualifying as cash flow hedges was recorded in Accumulated Other Comprehensive Loss and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the year ended December 31, 2010, and during the three months ended March 31, 2011, such derivatives were used to hedge the variable cash flows associated with existing floating rate debt commitments.  The ineffective portion of the change in fair value of the derivatives, if any, was recognized directly in earnings. There was no hedging ineffectiveness during the years ended December 31, 2012, 2011 and 2010.     
 
Amounts reported in Accumulated Other Comprehensive Loss related to derivatives were reclassified to interest expense as interest payments were made on the Company’s floating rate debt.
 
Under the swap agreements, the Company paid a fixed rate. The counterparties to the agreements paid the Company a floating interest rate based on the three month LIBOR, for which measurement and settlement were performed quarterly. The counterparties to these agreements were international financial institutions.
 
Other Derivative Instruments
 
The Company recognizes all derivatives at fair value, whether designated in hedging relationships or not, on the balance sheet 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. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and the hedged item are recognized in the statement of operations. If the derivative is designated as a cash flow hedge, changes in the fair value of the derivative are recorded in other comprehensive income and are recognized in the statement of operations when the hedged item affects net income. If a derivative does not qualify as a hedge, it is marked to fair value through the statement of operations. 
 
As of December 31, 2012, the Company was party to an Employment Agreement executed in April 2008 with the CEO. Pursuant to the Employment Agreement, the CEO is eligible to receive an award amount equal to 8% 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 reassessed the estimated fair value of the award at December 31, 2012, to be approximately $11.4 million, and accordingly, adjusted its liability to this amount. The Company’s obligation to pay the award will be triggered only after the Company’s recovery of 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 membership interest 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. Until such time as his new employment agreement is executed, the terms of his April 2008 employment agreement remain in effect including eligibility for the TV One award.