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ASSETS HELD FOR SALE (Block)
 9 Months Ended
Sep. 30, 2018
Discontinued Operations And Disposal Groups Abstract  
Disposal Groups Including Discontinued Operations Disclosure Text Block

11. ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Assets Held for Sale

Long-lived assets to be sold are classified as held for sale in the period in which they meet all the criteria for the disposal of long-lived assets. The Company measures assets held for sale at the lower of their carrying amount or fair value less cost to sell. Additionally, the Company determined that these assets comprise operations and cash flows that can be clearly distinguished, operationally and for financial reporting purposes, from the rest of the Company.

On November 17, 2017, in order to facilitate the Merger, the Company assigned assets to a trust and the trust subsequently entered into two separate LMAs with Bonneville which became effective upon the closing of the Merger. Under the terms of the LMAs, Bonneville began operating four stations in Sacramento, California and four stations in San Francisco, California. On August 2, 2018, the Company entered into an asset purchase agreement with Bonneville to dispose of the eight radio stations for $141.0 million in cash. The LMAs terminated on September 21, 2018, upon the consummation of a final agreement to divest the stations as required under a DOJ consent order agreed to by the Company, as a condition to complete the Merger. Of the eight radio stations placed in the trust, three were originally owned by the Company and the remaining five were originally owned by CBS Radio. The Company conducted an analysis and determined the assets of the eight radio stations met the criteria to be classified as held for sale, pending disposition. The five CBS Radio stations met the criteria to be classified within discontinued operations, pending disposition.

As of December 31, 2017, the Company entered into an agreement to dispose of a parcel of land along with the land improvements in Chicago, Illinois for $46.0 million and classified these assets as held for sale. During the three months ended September 30, 2018, the Company closed on this sale, which resulted in a loss of $0.1 million to the Company.

As of June 30, 2018, the Company entered into agreements with several third parties to dispose of: (i) land and buildings in Dallas, Texas; (ii) land and buildings in San Diego, California; (iii) land and buildings in Sacramento, California; (iv) land and buildings in Los Angeles, California; and (v) land in Austin, Texas. The Company conducted an analysis and determined the assets met the criteria to be classified as held for sale. In aggregate, these assets had a carrying value of $23.5 million, net of a $1.3 million impairment charge that was recorded during the three months ended June 30, 2018.

During the three months ended September 30, 2018, the Company closed on the sale of the land and buildings in Los Angeles, California and the land and buildings in San Diego, California. The Company received proceeds of $27.2 million from these two sales, which resulted in a gain of approximately $6.4 million to the Company. The remaining transactions are expected to close within one year.

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company determined the fair value of the assets held for sale related to the Bonneville LMA by utilizing an offer from a third party for the bundle of assets. This is considered a Level 3 measurement. Based upon the agreed-upon price in the asset purchase agreement, the Company determined that the carrying value of these assets was greater than the fair value. During the second quarter of the current year, the Company recorded a non-cash impairment charge of $25.6 million to reflect the change in the carrying value of these assets held for sale from $165.9 million to $140.3 million and to reduce the carrying value of these assets to the recoverable value. During the three months ended September 30, 2018, the Company closed on this sale, which resulted in a loss of approximately $0.4 million to the Company.

The major categories of these assets held for sale are as follows:

Assets Held for Sale
September 30, 2018December 31, 2017
OtherOther
BonnevilleAssets HeldBonnevilleAssets Held
TotalLMAfor SaleTotalLMAfor Sale
(amounts in thousands)
Land and land improvements$2,433$-$2,433$47,110$1,110$46,000
Building1,206-1,2061,9701,520450
Leasehold improvements---8888-
Equipment---2,6182,618-
Net property and equipment3,639-3,63951,7865,33646,450
Net radio broadcasting licenses---136,014136,014-
Other intangibles---1,9471,947-
Goodwill---22,57322,573-
Total intangibles---160,534160,534-
Net assets held for sale$3,639$-$3,639$212,320$165,870$46,450

Discontinued Operations

The results of operations for several radio stations acquired from CBS, which will never be a part of the Company’s continuing operations as these radio stations have been disposed, were classified as discontinued operations for the period commencing after the Merger.

Refer to Note 2, Business Combinations, and elsewhere within this Note, for additional information on the Bonneville Transaction.

The Company did not have any discontinued operations for the three months ended September 30, 2017 or the nine months ended September 30, 2017. The following table presents the results of operations of the discontinued operations:

Nine Months Ended
September 30,
2018
(amounts in thousands)
Net time brokerage agreement income2,239
Income before income taxes2,239
Income taxes709
Income from discontinued operations,
net of income taxes$1,530

Three Months Ended
September 30,
2018
(amounts in thousands)
Net time brokerage agreement income644
Income before income taxes644
Income taxes286
Income from discontinued operations,
net of income taxes$358