XML 23 R12.htm IDEA: XBRL DOCUMENT
v3.25.2

Goodwill and Other Intangible Assets | 6 Months Ended
--- | ---
Jun. 30, 2025
Goodwill and Intangible Assets Disclosure [Abstract] |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Indefinite-lived intangible assets Indefinite-lived assets consist of FCC broadcast licenses and goodwill. FCC Broadcast Licenses FCC licenses represent a substantial portion of the Company’s total assets. The FCC licenses are renewable in the ordinary course of business, generally for a maximum of eight years. The fair value of FCC licenses is primarily dependent on the future cash flows of the radio markets and other assumptions, including, but not limited to, forecasted revenue growth rates, profit margins and a risk-adjusted discount rate. The Company has selected December 31 st as the annual testing date. The Company evaluates its FCC licenses for impairment annually or more frequently if events or changes in circumstances indicate that the assets might be impaired. Due to changes in third-party forecasted traditional broadcast revenues in the markets in which we operate, the Company quantitatively evaluated the fair value of its FCC licenses at June 30, 2025. The key assumptions used in applying the direct valuation method are summarized as follows:
| June 30, 2025
Discount Rate | 14.3%
Long-term Revenue Growth Rate | (2.5)%
| Low | High
Mature Market Share* | 20.6% | 72.7%
Operating Profit Margin | 27.4% | 47.9%
Based on the results of the interim impairment assessments of our FCC licenses, as of June 30, 2025 we incurred impairment charges of $1.5 million for FCC licenses in 4 of our 74 local markets for the three and six months ended June 30, 2025. The impairment charges were primarily driven by decreases in third-party forecasts of broadcast revenues. The Company recorded an impairment charge of $28.4 million and $29.7 million for FCC licenses in 26 of our 74 local markets for the three and six months ended June 30, 2024. The assumptions used to estimate the fair value of our FCC licenses are dependent upon the expected performance and growth of our traditional broadcast radio operations. In the event broadcast radio revenue experiences actual or anticipated declines, such declines will have a negative impact on the estimated fair value of our FCC licenses, and the Company could recognize additional impairment charges, which could be material. Unfavorable changes in key assumptions utilized in the impairment assessment of our FCC licenses may affect future testing results. For example, keeping all other assumptions constant, a 100-basis point increase in the weighted average cost of capital as of the date of our last quantitative assessment would cause the estimated fair values of our FCC licenses to decrease by $20.5 million which would have resulted in an incremental impairment charge of $3.2 million as of June 30, 2025. Further, a 100-basis point decline in the long-term revenue growth rate would cause the estimated fair values of our FCC licenses to further decrease by $10.4 million which would have resulted in an impairment charge of $3.9 million as of June 30, 2025. Finally, a 100-basis point decline in operating profit margins would result in a decrease in the estimated fair values of our FCC licenses of $20.2 million which would result in an incremental impairment charge of $6.0 million. Assumptions used to estimate the fair value of our FCC licenses are also dependent upon the expected performance and growth of our traditional broadcast radio operations. In the event broadcast radio revenue experiences actual or anticipated declines, such declines will have a negative impact on the estimated fair value of our FCC licenses, and the Company could recognize additional impairment charges, which could be material. Goodwill For goodwill impairment testing, the Company has selected December 31 st as the annual testing date. I n addition to the annual impairment test, the Company regularly assesses whether a triggering event has occurred, which would require interim impairment testing. As of December 31, 2024, the fair values of our National Digital, Townsquare Ignite, Analytical Services, and Townsquare Interactive reporting units were in excess of their respective carrying values by approximately 39%, 59%, 149%, and 128%, respectively. The Local Advertising, Amped, and Live Events reporting units had no goodwill as of December 31, 2024. The Company considered whether any events have occurred or circumstances have changed from the last quantitative analysis performed as of December 31, 2024 that would indicate that the fair value of the Company's reporting units may be below their carrying amounts. Based on such analysis, the Company determined that there have been no indicators that the fair value of its reporting units may be below their carrying amounts as of June 30, 2025. Definite-lived intangible assets The Company’s definite-lived intangible assets were acquired primarily in various acquisitions as well as in connection with the acquisition of software and music licenses. The following tables present details of our intangible assets as of June 30, 2025 and December 31, 2024, respectively (in thousands):
| June 30, 2025
| Weighted Average Useful Life (in Years) |  | Gross Carrying Amount |  | Accumulated Amortization |  | Net Carrying Amount
Intangible Assets: |  |  |  |  |  |  |
FCC licenses | Indefinite |  | $ | 148,883 |  |  | $ | — |  |  | $ | 148,883 |
Content rights and other intangible assets | 1 - 8 |  | 22,488 |  |  | (12,525) |  |  | 9,963 |
Total |  |  | $ | 171,371 |  |  | $ | (12,525) |  |  | $ | 158,846 |
| December 31, 2024
| Weighted Average Useful Life (in Years) |  | Gross Carrying Amount |  | Accumulated Amortization |  | Net Carrying Amount
Intangible Assets: |  |  |  |  |  |  |
FCC licenses | Indefinite |  | $ | 150,383 |  |  | $ | — |  |  | $ | 150,383 |
Content rights and other intangible assets | 2 - 8 |  | 22,488 |  |  | (10,715) |  |  | 11,773 |
Total |  |  | $ | 172,871 |  |  | $ | (10,715) |  |  | $ | 162,156 |
Amortization of definite-lived intangible assets was $0.9 million and $1.8 million for the three months ended June 30, 2025 and 2024, respectively and $1.8 million and $3.7 million for the six months ended June 30, 2025 and 2024, respectively. Estimated future amortization expense for each of the five succeeding fiscal years and thereafter as of June 30, 2025 is as follows (in thousands):
2025 (remainder) | $ | 1,799 |
2026 | 3,195 |
2027 | 1,978 |
2028 | 1,880 |
2029 | 646 |
Thereafter | 465 |
| $ | 9,963 |

X
- References No definition available. + Details
Name: | us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for goodwill and intangible assets. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/350-30/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/350-20/tableOfContent + Details
Name: | us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration