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ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
9 Months Ended
Sep. 30, 2017
Accounting Policies [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
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 
September 30,
 
Nine Months Ended 
September 30,
 
 
 
2017
 
2016
 
2017
 
2016
 
 
 
(Unaudited)
 
 
 
(In Thousands)
 
Numerator:
 
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income attributable to common stockholders
 
$
(7,886)
 
$
(423)
 
$
(9,397)
 
$
2,944
 
Denominator:
 
 
 
 
 
 
 
 
 
 
 
 
 
Denominator for basic net (loss) income per share - weighted average outstanding shares
 
 
46,681,585
 
 
47,481,004
 
 
47,487,607
 
 
48,066,267
 
Effect of dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock options and restricted stock
 
 
 
 
 
 
 
 
1,173,898
 
Denominator for diluted net (loss) income per share - weighted-average outstanding shares
 
 
46,681,585
 
 
47,481,004
 
 
47,487,607
 
 
49,240,165
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income attributable to common stockholders per share – basic
 
$
(0.17)
 
$
(0.01)
 
$
(0.20)
 
$
0.06
 
Net (loss) income attributable to common stockholders per share –diluted
 
$
(0.17)
 
$
(0.01)
 
$
(0.20)
 
$
0.06
 
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]
All stock options and restricted stock awards were excluded from the diluted calculation for the three months ended September 30, 2017 and 2016, and for the nine months ended September 30, 2017, as their inclusion would have been anti-dilutive.  The following table summarizes the potential common shares excluded from the diluted calculation. 
 
 
 
Three Months Ended
 
Three Months Ended
 
Nine Months Ended
 
 
 
September 30,
2017
 
September 30,
2016
 

September 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Unaudited)
 
 
 
(In Thousands)
 
 
 
 
 
 
 
 
 
 
 
 
Stock options
 
 
4,767
 
 
3,700
 
 
4,767
 
Restricted stock awards
 
 
2,390
 
 
1,117
 
 
2,476
 
Fair Value, by Balance Sheet Grouping [Table Text Block]
As of September 30, 2017, and December 31, 2016, 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 September 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities subject to fair value measurement:
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration (a)
 
$
2,058
 
 
 
 
 
$
2,058
 
Employment agreement award (b)
 
 
29,236
 
 
 
 
 
 
29,236
 
Total
 
$
31,294
 
$
 
$
 
$
31,294
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Mezzanine equity subject to fair value measurement:
 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable noncontrolling interests (c)
 
$
9,871
 
$
 
$
 
$
9,871
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities subject to fair value measurement:
 
 
 
 
 
 
 
 
 
 
 
 
 
Employment agreement award (b)
 
$
26,965
 
$
 
$
 
$
26,965
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Mezzanine equity subject to fair value measurement:
 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable noncontrolling interests (c)
 
$
12,410
 
$
 
$
 
$
12,410
 
 
(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)  Pursuant to an employment agreement (the “Employment Agreement”) executed in April 2008, the Chief Executive Officer (“CEO”) became 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), and an assessment of the probability that the Employment Agreement will be renewed and contain this provision. There are probability factors included in the calculation of the award related to the likelihood that the award will be realized. The Company’s obligation to pay the award was triggered after the Company’s recovery of the aggregate amount of our pre-Comcast Buyout capital contribution 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 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. 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. While a new employment agreement has not been executed as of the date of this report, the CEO is being compensated according to the new terms approved by the Compensation Committee.                    
 
(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
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block]
There were no transfers in or out of Level 1, 2, or 3 during the nine months ended September 30, 2017. The following table presents the changes in Level 3 liabilities measured at fair value on a recurring basis for the nine months ended September 30, 2017:
 
 
 
Contingent
Consideration
 
Employment
Agreement 
Award
 
Redeemable
Noncontrolling
Interests
 
 
 
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2016
 
$
 
$
26,965
 
$
12,410
 
Net income attributable to noncontrolling interests
 
 
 
 
 
 
232
 
Variable consideration at acquisition date
 
 
2,205
 
 
 
 
 
Distribution
 
 
(147)
 
 
(1,604)
 
 
 
Change in fair value
 
 
 
 
3,875
 
 
(2,771)
 
Balance at September 30, 2017
 
$
2,058
 
$
29,236
 
$
9,871
 
 
 
 
 
 
 
 
 
 
 
 
The amount of total losses for the period included in earnings attributable to the change in unrealized losses relating to assets and liabilities still held at the reporting date
 
$
 
$
(3,875)
 
$
 
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block]
Losses included in earnings were recorded in the consolidated statements of operations as corporate selling, general and administrative expenses for the three and nine months ended September 30, 2017 and 2016.
 
 
 
 
 
 
 
As of
September 30,
2017
 
As of 
December 31,
2016
 
Level 3 liabilities
 
Valuation Technique
 
Significant
Unobservable 
Inputs
 
Significant Unobservable
Input Value
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration
 
Monte Carlo Simulation
 
Expected volatility
 
 
38.1
%
 
N/A
 
Contingent consideration
 
Monte Carlo Simulation
 
Discount Rate
 
 
16.0
%
 
N/A
 
Employment agreement award
 
Discounted Cash Flow
 
Discount Rate
 
 
11.0
%
 
11.0
%
Employment agreement award
 
Discounted Cash Flow
 
Long-term Growth Rate
 
 
2.5
%
 
2.5
%
Redeemable noncontrolling interest
 
Discounted Cash Flow
 
Discount Rate
 
 
10.5
%
 
10.5
%
Redeemable noncontrolling interest
 
Discounted Cash Flow
 
Long-term Growth Rate
 
 
1.0
%
 
1.0
%