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ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS
 12 Months Ended
Dec. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]  
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS 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, 2018, the Company entered into an agreement with a third party to dispose of land and land improvements, buildings and equipment. 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 approximately $19.6 million. In the first quarter of 2019, the Company completed this sale for $24.5 million in cash. The Company recognized a gain on the sale, net of sale commissions and other expenses, of approximately $4.5 million.
As of February 13, 2019, the Company entered into an agreement with Cumulus under which the Company exchanged three of its stations in Indianapolis, Indiana for two Cumulus stations in Springfield, Massachusetts, and one Cumulus station in New York City, New York. The Company and Cumulus began programming the respective stations under an LMA on March 1, 2019. The Company conducted an analysis and determined the assets exchanged to Cumulus met the criteria to be classified as held for sale at March 31, 2019. The Cumulus Exchange closed in the second quarter of 2019 and the Company recognized a loss on the exchange of approximately $1.8 million.
On May 1, 2019, the Company entered into an agreement with a third party to dispose of land, buildings, equipment and broadcasting licenses in Victor Valley, California. The Company conducted an analysis and determined the assets met the criteria to be classified as held for sale at June 30, 2019. In aggregate, these assets had a carrying value of $1.1 million. The sale closed in the third quarter of 2019 and the Company recognized a loss of $0.1 million.
On May 9, 2019, the Company entered into an agreement with a third party to dispose of land and buildings in Miami, Florida. The Company conducted an analysis and determined the assets met the criteria to be classified as held for sale at June 30, 2019. In aggregate, these assets had a carrying value of $2.2 million. The sale closed in the third quarter of 2019 and the Company recognized a loss of $0.1 million.
During the third quarter of 2019, the Company entered into negotiations with a third party to dispose of land and buildings in Miami, Florida. The Company conducted an analysis and determined the assets met the criteria to be classified as held for sale at September 30, 2019. In aggregate, these assets had a carrying value of $1.9 million. The sale closed in the fourth quarter of 2019 and the Company recognized a loss of $0.4 million.
During the fourth quarter of 2019, the Company entered into an agreement with a third party to dispose of equipment and a broadcasting license in Boston, Massachusetts. The Company conducted an analysis and determined the assets met the criteria to be classified as held for sale at December 31, 2019. In aggregate, these assets had a carrying value of $10.2 million. This transaction is 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 2018, 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 third quarter of 2018, the Company closed on this sale, which resulted in a loss of approximately $0.2 million to the Company.
The major categories of these assets held for sale are as follows:
Assets Held for Sale
December 31, 2019December 31, 2018
(amounts in thousands)
Land and land improvements
$—  $2,645  
Building
—  1,053  
Leasehold improvements
—  —  
Equipment
48  15,905  
Net property and equipment
48  19,603  
Radio broadcasting licenses10,140  —  
Other intangibles
—  —  
Goodwill
—  —  
Total intangibles
10,140  —  
Net assets held for sale
$10,188  $19,603  
Discontinued Operations
The results of operations for several radio stations acquired from CBS, which were never 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 3, Business Combinations, and elsewhere within this Note, for additional information on the Bonneville Transaction.
The following table presents the results of operations of the discontinued operations:
Years Ended December 31,
201920182017
(amounts in thousands)
Net broadcast revenues
$—  $—  $5,494  
Station operating expenses
—  —  4,749  
Depreciation and amortization expense
—  —  9  
Net time brokerage agreement (income) fees
—  1,765  (652) 
Total operating expenses
—  —  4,106  
Income before income taxes
—  1,765  1,388  
Income taxes
—  613  552  
Income from discontinued operations, net of income taxes
$—  $1,152  $836