v3.26.1
The Company and Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2026
Accounting Policies [Abstract]  
Assets Held for Sale

Assets Held for Sale

In March 2025, the Company entered into a letter of intent to sell the assets of its two Mexico television stations. The assets constituting station XHAS, located in Tijuana, Mexico, and the assets constituting station XHDTV, located in Tecate, Mexico, had an initial agreed upon purchase price of $4.7 million. As initially contemplated, the sale was to include all assets necessary for the buyer to operate the stations, consisting of the broadcast licenses and fixed assets. These assets met the criteria for classification as assets held for sale. The carrying value of the two stations exceeded the agreed upon purchase price and, accordingly, the Company recorded an impairment charge of $23.7 million during the three-month period ended March 31, 2025 related to the broadcast licenses with a carrying value of $28.0 million and the fixed assets of the two stations with a carrying value of $0.4 million.

As part of ongoing negotiations, during the third quarter of 2025, the purchase price was reduced by $1.7 million, to $3.0 million. Also, additional assets with a carrying value of $3.8 million were included in the transaction, without an increase in the purchase price. As a result of these changes, the Company recorded an additional impairment charge of $5.5 million in the third quarter of 2025. The parties signed a definitive agreement for the transaction in January 2026, with closing to occur pending regulatory approval from the government of Mexico.

The fair value less estimated costs to sell of $3.0 million is presented as Assets Held for Sale in the Consolidated Balance Sheet as of March 31, 2026.

In June 2025, the Company’s management decided to sell three of its owned office buildings in Corpus Christi, Texas, El Centro, California and Midland, Texas. The sales would include the buildings and all related building improvements, land and land improvements. These assets met the criteria for classification as assets held for sale. The carrying amount of each of the buildings and

related fixed assets were lower than the fair value less cost to sell. The carrying amounts totaling $2.4 million are presented as Assets Held for Sale in the Consolidated Balance Sheet as of March 31, 2026.

In March 2026, the Company entered into a definitive agreement to sell the office building in El Centro, California, which had a carrying value of $1.8 million, for a purchase price of $1.9 million, net of selling costs. The transaction is expected to close in mid-2026.

Restricted Cash

Restricted Cash

As of March 31, 2026 and December 31, 2025, the Company’s balance sheet includes $0.8 million in restricted cash, which was deposited into a separate account as collateral for the Company’s letters of credit.

The Company's cash and cash equivalents and restricted cash, as presented in the Condensed Consolidated Statements of Cash Flows, was as follows (in thousands):

 

As of March 31,

 

 

2026

 

 

2025

 

Cash and cash equivalents

$

68,171

 

 

$

73,610

 

Restricted cash

 

799

 

 

 

789

 

Total as presented in the Condensed Consolidated Statements of Cash Flows

$

68,970

 

 

$

74,399

 

Related Parties

Related Parties

Substantially all of the Company’s television stations are Univision- or UniMás-affiliated television stations. The network affiliation agreement with TelevisaUnivision provides certain of the Company’s owned stations the exclusive right to broadcast TelvisaUnivision’s primary Univision network and UniMás network programming in their respective markets. Under the network affiliation agreement, the Company retains the right to sell no less than four minutes per hour of the available advertising time on stations that broadcast Univision network programming, and the right to sell approximately four and a half minutes per hour of the available advertising time on stations that broadcast UniMás network programming, subject to adjustment from time to time by TelevisaUnivision.

Under the network affiliation agreement, TelevisaUnivision acts as the Company’s exclusive third-party sales representative for the sale of certain national advertising on the Univision- and UniMás-affiliate television stations, and the Company pays certain sales representation fees to TelevisaUnivision relating to sales of all advertising for broadcast on its Univision- and UniMás-affiliate television stations.

During each of the three-month periods ended March 31, 2026 and 2025, the amount the Company paid TelevisaUnivision in this capacity was $1.1 million. These amounts were included in Direct Operating Expenses in the Company's Condensed Consolidated Statements of Operations.

The Company also generates revenue under two marketing and sales agreements with TelevisaUnivision, which give it the right to manage the marketing and sales operations of TelevisaUnivision-owned Univision affiliates in three markets – Albuquerque, Boston and Denver.

On October 2, 2017, the Company entered into the current affiliation agreement which superseded and replaced its prior affiliation agreements with TelevisaUnivision. Additionally, on the same date, the Company entered into a proxy agreement and marketing and sales agreement with TelevisaUnivision, each of which superseded and replaced the prior comparable agreements with TelevisaUnivision. The term of each of these current agreements expires on December 31, 2026 for all of the Company’s Univision and UniMás network affiliate stations.

Under the Company’s current proxy agreement with TelevisaUnivision, the Company grants TelevisaUnivision the right to negotiate the terms of retransmission consent agreements for its Univision- and UniMás-affiliated television station signals. Among other things, the proxy agreement provides terms relating to compensation to be paid to the Company by TelevisaUnivision with respect to retransmission consent agreements entered into with multichannel video programming distributors (“MVPDs”). As of March 31, 2026, the amount due to the Company from TelevisaUnivision was $6.9 million related to the agreements for the carriage of its Univision and UniMás-affiliated television station signals. During the three-month periods ended March 31, 2026 and 2025, retransmission consent revenue accounted for $8.4 million and $8.1 million, respectively, of which $5.9 million and $5.6 million, respectively, relate to the TelevisaUnivision proxy agreement.

TelevisaUnivision currently owns approximately 10% of the Company’s common stock on a fully-converted basis. The Company’s Class U common stock, all of which is held by TelevisaUnivision, has limited voting rights and does not include the right to elect directors. Each share of Class U common stock is automatically convertible into one share of the Company’s Class A common stock (subject to adjustment for stock splits, dividends or combinations) in connection with any transfer of such shares of Class U common stock to a third party that is not an affiliate of TelevisaUnivision. In addition, as the holder of all of the Company’s issued and outstanding Class U common stock, so long as TelevisaUnivision holds a certain number of shares of Class U common stock, the Company may not, without the consent of TelevisaUnivision, merge, consolidate or enter into a business combination, dissolve or liquidate the Company or dispose of any interest in any FCC license with respect to television stations which are affiliates of TelevisaUnivision, among other things.

On February 1, 2026, the Company entered into a Simple Agreement for Future Equity ("SAFE") with LATV Networks, LLC ("LATV"), a related party in which the Company holds a 15% ownership interest. Under the terms of the SAFE, the Company invested $0.4 million, which provides the Company the right to receive future equity units of LATV at a discount upon the occurrence of certain financing or liquidity events. Since July 2022, the Company owns 15% of the stock of LATV.

Stock-Based Compensation

Stock-Based Compensation

The Company measures all stock-based awards using a fair value method and recognizes the related stock-based compensation expense in the condensed consolidated financial statements over the requisite service period. As stock-based compensation expense recognized in the Company’s condensed consolidated financial statements is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures.

Restricted Stock Units

Stock-based compensation expense related to restricted stock units ("RSUs") is based on the fair value of the Company’s stock price on the date of grant and is amortized over the vesting period, generally between 1 to 4 years.

During the three-month period ended March 31, 2026, the Company had the following non-vested RSUs activity (in thousands, except grant date fair value data):

 

 

 

Number of RSUs

 

 

Weighted-Average Grant Date Fair Value

 

Nonvested balance at December 31, 2025

 

 

6,270

 

 

$

3.31

 

Granted

 

 

5,703

 

 

 

3.31

 

Vested

 

 

(219

)

 

 

3.77

 

Forfeited or cancelled

 

 

(400

)

 

 

3.02

 

Nonvested balance at March 31, 2026

 

 

11,354

 

 

 

3.31

 

Stock-based compensation expense related to RSUs was $3.3 million and $2.1 million for the three-month periods ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, there was $17.0 million of total unrecognized compensation expense related to grants of RSUs that is expected to be recognized over a weighted-average period of 2.0 years.

Performance Stock Units

In connection with the annual grant of performance stock units (“PSUs”) in January 2026, the Company has granted PSUs to its Chief Executive Officer ("CEO"), which PSUs are subject to both time-based vesting conditions and market-based conditions. Both the service and market conditions must be satisfied for the PSUs to vest. The PSUs consist of four equal tranches, based on achievement of a share price condition if the Company achieves share price targets of $3.50, $4.50, $5.50, and $6.50, respectively, over 30 consecutive trading days during a performance period commencing on January 21, 2026 and ending on January 21, 2031. The fair value of each of the Performance Tranches (as defined in the individual agreements pursuant to which the PSUs were granted) was $0.2 million, $0.2 million, $0.1 million, and $0.1 million, respectively, and have a grant date fair value per share of restricted stock of $3.26, $3.06, $2.87, and $2.69, respectively. To the extent that any of the performance-based requirements are met, the grantees must also provide continued service to the Company through at least January 21, 2027 to receive any shares of common stock underlying the PSUs and through January 21, 2031 to receive all of the shares of common stock underlying the PSUs that have satisfied the applicable market-based requirement. The maximum number of shares that can be earned under this PSU grant is 200,000 shares, with 25% of the total award allocated to each Performance Tranche. Between 0% and 100% of each Performance Tranche of the PSUs will vest on each of the tranche dates.

The Company recognizes compensation expense related to the PSUs using the accelerated attribution method over the requisite service period. Stock-based compensation expense for PSUs is based on a performance measurement of 100%. The compensation expense will not be reversed even if the performance metrics are not met.

Stock-based compensation expense related to PSUs was a de minimis amount and $0.5 million for the three-month periods ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, there was $1.8 million of total unrecognized compensation expense related to grants of PSUs that is expected to be recognized over a weighted-average period of 2.1 years.

The grant date fair value for each PSU was estimated using a Monte-Carlo simulation model that incorporates option-pricing inputs covering the period from the grant date through the end of the performance period. The unobservable significant inputs to the valuation model at the time of award issuance were as follows:

 

 

2026 PSUs

 

Stock price at issuance

 

$

3.37

 

Expected volatility

 

 

61.0

%

Risk-free interest rate

 

 

3.77

%

Expected term

 

 

5.0

 

Expected dividend yield

 

 

0

%

During the three-month period ended March 31, 2026, the Company had the following non-vested PSUs activity (in thousands, except grant date fair value data):

 

 

Number of PSUs

 

 

Weighted-Average Grant Date Fair Value

 

Nonvested balance at December 31, 2025

 

 

2,590

 

 

$

2.57

 

Granted

 

 

200

 

 

 

2.97

 

Vested

 

 

(44

)

 

 

2.11

 

Forfeited or cancelled

 

 

(307

)

 

 

2.48

 

Nonvested balance at March 31, 2026

 

 

2,439

 

 

 

2.62

 

Income (Loss) Per Share

Income (Loss) Per Share

The following table illustrates the reconciliation of the basic and diluted income (loss) per share (in thousands, except share and per share data):

 

 

Three-Month Period

 

 

 

Ended March 31,

 

 

 

2026

 

 

2025

 

Numerator:

 

 

 

 

 

 

Net income (loss) from continuing operations

 

$

12,360

 

 

$

(47,775

)

Net income (loss) from discontinued operations, net of tax

 

 

-

 

 

 

(191

)

Net income (loss) attributable to common stockholders

 

$

12,360

 

 

$

(47,966

)

 

 

 

 

 

 

 

Basic earnings per share:

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

91,985,480

 

 

 

90,976,288

 

 

 

 

 

 

 

 

Per share:

 

 

 

 

 

 

Income (loss) per share from continuing operations

 

$

0.13

 

 

$

(0.53

)

Income (loss) per share from discontinued operations, net of tax

 

 

-

 

 

 

(0.00

)

Net income (loss) per share attributable to common stockholders

 

$

0.13

 

 

$

(0.53

)

 

 

 

 

 

 

 

Diluted earnings per share:

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

91,985,480

 

 

 

90,976,288

 

Dilutive securities:

 

 

 

 

 

 

Restricted stock units

 

 

4,434,701

 

 

 

-

 

Diluted shares outstanding

 

 

96,420,181

 

 

 

90,976,288

 

 

 

 

 

 

 

 

Per share:

 

 

 

 

 

 

Income (loss) per share from continuing operations

 

$

0.13

 

 

$

(0.53

)

Income (loss) per share from discontinued operations, net of tax

 

 

-

 

 

 

(0.00

)

Net income (loss) per share attributable to common stockholders

 

$

0.13

 

 

$

(0.53

)

For the three-month period ended March 31, 2026, a total of 116,962 shares of dilutive securities were not included in the computation of diluted income per share because the exercise prices of the dilutive securities were greater than the average market price of the common shares.

For the three-month period ended March 31, 2025, all dilutive securities have been excluded as their inclusion would have had an antidilutive effect on loss per share. The number of securities whose conversion would result in an incremental number of shares

that would be included in determining the weighted average shares outstanding for diluted earnings per share if their effect was not antidilutive was 1,520,085 equivalent shares of dilutive securities for the three-month period ended March 31, 2025.

Impairment

Impairment

The carrying values of the Company's reporting units are determined by allocating all applicable assets (including goodwill) and liabilities based upon the unit in which the assets are employed and to which the liabilities relate, considering the methodologies utilized to determine the fair value of the reporting units.

Goodwill and indefinite life intangibles are not amortized but are tested annually for impairment, or more frequently, if events or changes in circumstances indicate that the assets might be impaired. The annual testing date is October 1.

As discussed above under Assets held for sale, in March 2025, the Company has entered into an agreement to sell the assets of its two Mexico television stations. As a result of the terms of this transaction, as revised during negotiations, the Company recorded an impairment charge of $23.7 million in the first quarter of 2025.

Loss on Lease Abandonment

Loss on Lease Abandonment

At the time of a lease termination, the operating lease right-of-use ("ROU") asset is derecognized, while the corresponding lease liability is evaluated and derecognized by the Company based any remaining contractual obligations as of the lease termination date.

The Company’s corporate headquarters and main operational offices for its audio operations are currently located in Burbank, California. The Company's corporate headquarters and main operational offices for its audio operations were previously located in Santa Monica, California. The Company occupied approximately 38,000 square feet of space in the building housing its previous corporate headquarters under a lease, as amended, that was scheduled to expire on January 31, 2034. The Company vacated the facility in February 2025 and ceased making further lease payments. As a result, during the first quarter of 2025 the Company recorded a loss on lease abandonment charges of $16.1 million related to the right of use asset associated with this lease, and $9.1 million related to leasehold improvements associated with this lease. As of March 31, 2026, the Company's consolidated balance sheet included $4.9 million of operating lease liabilities and $19.1 million of long-term operating lease liabilities related to this lease.

In addition, the Company has abandoned six additional leased facilities, with impacted employees transitioning to remote work. See more details under "Restructuring" below. The Company does not expect to incur additional liabilities related to these abandoned leases.

Restructuring

Restructuring

During the third quarter of 2025, the Company's management began to implement an ongoing organization design plan (the "Plan") intended to support revenue growth and reduce expenses, primarily in the Company’s media operations.

Key components of the Plan that have been implemented so far include a reduction of approximately 5% of the Company's media segment workforce, including the termination of an executive and certain back-office personnel, the abandonment of six leased facilities, with impacted employees transitioning to remote work, and the shutdown of certain legacy international operations within the ATS segment.

The Company accounts for its restructuring charges as a liability when the obligations are incurred and records such charges at fair value. As a result of the implementation of the Plan and the actions described above, the Company recorded total charges of $1.0 million for the three-month period ended March 31, 2026, which are included within Restructuring costs in the Company's Consolidated Statements of Operations. As of March 31, 2026 the Company had a de minimis amount of remaining restructuring liability which is included within Accounts payable and accrued expenses in the Company's Condensed Consolidated Balance Sheets.

The following table rolls forward the activity in the restructuring liability:

(in thousands)

 

 

 

 

Beginning balance at December 31, 2025

 

$

72

 

 

Additional restructuring and related costs

 

 

983

 

 

Non-cash charge (included above)

 

 

(38

)

 

Cash payments

 

 

(981

)

 

Ending balance March 31, 2026

 

$

36

 

 

As the Plan continues to be implemented in a methodical manner, the Company may incur additional charges associated with the Plan; however, it is unable to reasonably estimate the amount of such future charges as of March 31, 2026.

Credit Facility

Credit Facility

The Company entered into the Credit Facility, pursuant to the Original 2023 Credit Agreement dated as of March 17, 2023, by and among the Company, Bank of America, N.A., as Administrative Agent, and the other financial institutions party thereto as

Lenders (collectively, the “Lenders” and individually each a “Lender”). The Original 2023 Credit Agreement amended, restated and replaced in its entirety the Company's previous credit agreement. The Original 2023 Credit Agreement was amended as of July 15, 2025, effective as of June 30, 2025 (the “2025 Amendment”), with respect to certain financial covenants and certain other provisions of the Credit Facility, and was further amended as of March 18, 2026 (the “2026 Amendment”), with respect to a certain administrative clarification of the calculation of financial covenants. The Original 2023 Credit Agreement, the 2025 Amendment and the 2026 Amendment are collectively referred to as the “Amended Credit Agreement”.

As provided in the Amended Credit Agreement, the Credit Facility consists of (i) a $200.0 million senior secured Term A Facility (the "Term A Facility"), which was drawn in full at the time the Company entered into Original 2023 Credit Agreement, and (ii) a $30.0 million Revolving Credit Facility (the “Revolving Credit Facility”), of which $11.5 million was drawn at such time. In addition, the Amended Credit Agreement provides that the Company may increase the aggregate principal amount thereof by an additional amount equal to $100.0 million plus the amount that would result in the Company’s First Lien Net Leverage Ratio (as defined in the Amended Credit Agreement) not exceeding 2.25 to 1.0, subject to the Company satisfying certain conditions. The Credit Facility matures on March 17, 2028 (the “Maturity Date”).

The Credit Facility is guaranteed on a senior secured basis by certain of the Company’s existing and future wholly-owned domestic subsidiaries, and secured on a first priority basis by the Company’s and those subsidiaries’ assets.

The Company’s borrowings under the Credit Facility bear interest on the outstanding principal amount thereof from the date when made at a rate per annum equal to either: (i) the Term SOFR (as defined in the Amended Credit Agreement) plus a margin between 2.50% and 3.00%, depending on the Total Net Leverage Ratio (as defined in the Amended Credit Agreement) or (ii) the Base Rate (as defined in the Amended Credit Agreement) plus a margin between 1.50% and 2.00%, depending on the Total Net Leverage Ratio. In addition, the unused portion of the Revolving Credit Facility is subject to a rate per annum between 0.30% and 0.40%, depending on the Total Net Leverage Ratio.

As of March 31, 2026, the interest rate on the Company's Term A Facility and the drawn portion of the Revolving Credit Facility was 6.73%.

The amounts outstanding under the Credit Facility may be prepaid at the option of the Company without premium or penalty, provided that certain limitations are observed, and subject to customary breakage fees in connection with the prepayment of a Term SOFR loan. The principal amount of the Term A Facility shall be paid in installments on the dates and in the respective amounts set forth in the Amended Credit Agreement, with the final balance due on the Maturity Date.

The Company incurred debt issuance costs of $1.8 million associated with the Credit Facility. Debt outstanding under the Credit Facility is presented net of issuance costs on the Company's Condensed Consolidated Balance Sheets. The debt issuance costs are amortized on an effective interest basis over the term of the Credit Facility and are included in interest expense in the Company's Condensed Consolidated Statements of Operations.

The Company paid the lenders consenting to the 2025 Amendment a fee equal to 0.05% of the amount of outstanding loans and commitments held by such lenders under the Original 2023 Credit Agreement. No fee is payable by the Company to the lenders in connection with the 2026 Amendment.

The Company incurred additional debt issuance costs of $0.3 million associated with entering into the Amended Credit Agreement. The debt issuance costs are amortized on an effective interest basis over the term of the Credit Facility, and are included in interest expense in the Company's Condensed Consolidated Statements of Operations.

The covenants of the Amended Credit Agreement include customary negative covenants that, among other things, restrict the Company’s ability to incur additional indebtedness, grant liens and make certain acquisitions, investments, asset dispositions and restricted payments. In addition, the Amended Credit Agreement requires compliance with financial covenants related to Total Net Leverage Ratio, not to exceed 4.00 to 1.00, and Interest Coverage Ratio (as defined in the Amended Credit Agreement) with a minimum permitted ratio of 2.00 to 1.00 (calculated as set forth in the Amended Credit Agreement). As of March 31, 2026, the Company believes that it is in compliance with all covenants in the Amended Credit Agreement.

In addition, the Amended Credit Agreement:

provides for quarterly amortization in the amount of $5.0 million; and
calculates leverage ratios based on an annualized average consolidated EBITDA for the eight most recently completed fiscal quarters and provides for cash netting in the amount of up to $60.0 million.

The Amended Credit Agreement also includes customary events of default, as well as the following events of default, that are specific to the Company:

any revocation, termination, substantial and adverse modification, or refusal by final order to renew, any media license, or the requirement (by final non-appealable order) to sell a television or radio station, where any such event or failure is reasonably expected to have a material adverse effect; or
the interruption of operations of any television or radio station for more than 96 consecutive hours during any period of seven consecutive days.

The Amended Credit Agreement further includes customary rights and remedies upon the occurrence of any event of default thereunder, including rights to accelerate the loans, terminate the commitments thereunder and realize upon the collateral securing the obligations under the Amended Credit Agreement.

There is a security agreement in effect with respect to the Credit Facility.

The carrying amount of the Term Loan A Facility as of March 31, 2026 approximated its fair value and was $151.9 million, net of $0.6 million of unamortized debt issuance costs and original issue discount.

Concentrations of Credit Risk and Trade Receivables

Concentrations of Credit Risk and Trade Receivables

The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents and trade accounts receivable. The Company has bank deposits in excess of Federal Deposit Insurance Corporation insurance limits. As of March 31, 2026, the majority of all U.S. deposits are maintained in three financial institutions. The Company has not experienced any losses in such accounts and believes that it is not currently exposed to significant credit risk on cash and cash equivalents. In addition, to the Company's knowledge, all or substantially all of the bank deposits held in banks outside the United States are not insured.

The Company’s credit risk is spread across a large number of advertisers, thereby spreading the trade receivable credit risk. The Company routinely assesses the financial strength of its customers and, as a consequence, believes that it is managing its trade receivable credit risk effectively. Trade receivables are carried at original invoice amount less an estimate made for doubtful receivables, based on a review of all outstanding amounts on a monthly basis. An allowance for doubtful accounts is provided for known and anticipated credit losses, as determined by management in the course of regularly evaluating individual customer receivables. This evaluation takes into consideration a customer’s financial condition and credit history, as well as current economic conditions. Trade receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. No interest is charged on customer accounts.

Trade receivables from the two largest advertisers represented 24% and 6%, respectively, of the Company's total trade receivables as of March 31, 2026. No other single advertiser represented more than 5% of the Company's total trade receivables as of March 31, 2026 and December 31, 2025.

Revenue from the largest advertiser represented 36% of the Company's total revenue for the three-month period ended March 31, 2026. This advertiser pays on a current basis and therefore management believes that it is managing this risk. No other advertiser represented more than 5% of the Company's total revenue for the three-month period ended March 31, 2026.

No advertiser represented more than 5% of the Company's total revenue for the three-month period ended March 31, 2025.

Allowance for Credit Losses

Allowance for Credit Losses

The accounts receivable consist of a homogeneous pool of relatively small dollar amounts from a large number of customers. We evaluate the collectability of our trade accounts receivable based on a number of factors. When the Company is aware of a specific customer’s inability to meet its financial obligations to the Company, a specific reserve for bad debts is estimated and recorded which reduces the recognized receivable to the estimated amount the Company believes will ultimately be collected. In addition to specific customer identification of potential bad debts, bad debt charges are recorded based on the Company's recent past loss history and an overall assessment of past due trade accounts receivable amounts outstanding.

Estimated losses for bad debts are provided for in the consolidated financial statements through a charge that aggregated $0.2 million of expense and $0.2 million of income for the three-month periods ended March 31, 2026 and 2025, respectively. The net charge-off of bad debts aggregated $0.1 million for each of the three-month periods ended March 31, 2026 and 2025.

Fair Value Measurements

Fair Value Measurements

The Company measures certain financial assets and liabilities at fair value on a recurring basis. Fair value is the price the Company would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date.

Accounting Standards Codification ("ASC") 820, “Fair Value Measurements and Disclosures”, defines and establishes a framework for measuring fair value and expands disclosures about fair value measurements. In accordance with ASC 820, the Company has categorized its financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below.

Level 1 – Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the company has the ability to access at the measurement date.

Level 2 – Assets and liabilities whose values are based on quoted prices for similar attributes in active markets; quoted prices in markets where trading occurs infrequently; and inputs other than quoted prices that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3 – Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement.

If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring and nonrecurring basis in the condensed consolidated balance sheets (in millions):

March 31, 2026

Total Fair Value

and Carrying

Value on

Balance Sheet

Fair Value Measurement Category

 

 

 

 Recurring fair value measurements

Level 1

Level 2

Level 3

 

 

Total Gains (Losses)

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market account

 

$

2.1

 

 

$

2.1

 

 

 

 

 

 

 

 

 

 

Corporate bonds and notes

 

$

3.0

 

 

 

 

 

$

3.0

 

 

 

 

 

 

 

 

 

December 31, 2025

Total Fair Value

and Carrying

Value on

Balance Sheet

Fair Value Measurement Category

 

 

 

 Recurring fair value measurements

Level 1

Level 2

Level 3

 

 

Total Gains (Losses)

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market account

 

$

1.3

 

 

$

1.3

 

 

 

 

 

 

 

 

 

 

Corporate bonds and notes

 

$

3.8

 

 

 

 

 

$

3.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonrecurring fair value measurements:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FCC licenses

 

$

62.3

 

 

 

 

 

 

 

 

 

62.3

 

$

(26.0

)

The Company’s money market account is comprised of cash and cash equivalents, which are recorded at their fair market value within Cash and cash equivalents in the Condensed Consolidated Balance Sheets.

The Company’s available for sale debt securities are comprised of corporate bonds and notes, asset-backed securities, and U.S. Government securities. These securities are valued using quoted prices for similar attributes in active markets (Level 2). Since these investments are classified as available for sale, they are recorded at their fair market value within Marketable securities in the Consolidated Balance Sheets and their unrealized gains or losses are included in other comprehensive income. Realized gains and losses from the sale of available for sale securities are included in the Consolidated Statements of Operations and were determined on a specific identification basis.

As of March 31, 2026, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities (in thousands):

 

 

 

 

 

 

 

Corporate Bonds and Notes

 

 

 

Amortized Cost

 

 

Unrealized gains (losses)

 

Due within a year

 

$

568

 

 

$

3

 

Due after one year

 

 

2,405

 

 

 

(3

)

Total

 

$

2,973

 

 

$

-

 

 

The Company’s available for sale debt securities are considered for credit losses under the guidance of Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326). As of March 31, 2026 and December 31, 2025, the Company determined that a credit loss allowance is not required.

Included in interest income was a de minimis amount for the three-month period ended March 31, 2026 and $0.1 million for the three-month period ended March 31, 2025, related to the Company’s available for sale securities.

Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) ("AOCI") includes foreign currency translation adjustments and changes in the fair value of available for sale securities.

The following table provides a roll-forward of accumulated other comprehensive income (loss) (in thousands):

 

 

Foreign
Currency
Translation

 

 

Marketable
Securities

 

 

Total

 

Accumulated other comprehensive income (loss) as of December 31, 2025

 

$

(1,250

)

 

$

495

 

 

$

(755

)

Other comprehensive income (loss)

 

 

-

 

 

 

(35

)

 

 

(35

)

Income tax (expense) benefit

 

 

-

 

 

 

11

 

 

 

11

 

Amounts reclassified from AOCI

 

 

-

 

 

 

(8

)

 

 

(8

)

Other comprehensive income (loss), net of tax

 

 

-

 

 

 

(32

)

 

 

(32

)

Accumulated other comprehensive income (loss) as of March 31, 2026

 

 

(1,250

)

 

 

463

 

 

 

(787

)

Foreign Currency

Foreign Currency

The Company’s reporting currency is the U.S. dollar. All transactions initiated in foreign currencies, primarily the Euro, are translated into U.S. dollars in accordance with ASC 830, “Foreign Currency Matters” and the related rate fluctuation on transactions is included in the Condensed Consolidated Statements of Operations.

Cost of Revenue

Cost of Revenue

Cost of revenue consists of the costs of online media acquired from third-parties in both the Company's Media and ATS segments.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

There were no new accounting pronouncements that were issued or became effective since the issuance of the Company's 2025 10-K that had, or are expected to have, a material impact on the Company’s condensed consolidated financial statements.

Newly Adopted Accounting Standards

There were no new accounting standards that were adopted since the issuance of the Company's 2025 10-K.