v3.24.1
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)
12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurement by Fair Value Hierarchy Level During the periods presented, there were no transfers between fair value hierarchical levels.
Fair Value Measurements at Reporting Date
Description
Balance at December 31,
2023
Quoted prices
in active
markets
Level 1
Significant
other observable
inputs
Level 2
Significant
unobservable
inputs
Level 3
Measured at
Net Asset Value
as a Practical
Expedient (2)
(amounts in thousands)
Liabilities
Deferred compensation plan liabilities (1)
$21,045 $16,923 $— $— $4,122 
Contingent Consideration (4)
$31 $— $— $31 $— 
Description
Balance at December 31,
2022
Quoted prices
in active
markets
Level 1
Significant
other observable
inputs
Level 2
Significant
unobservable
inputs
Level 3
Measured at
Net Asset Value
as a Practical
Expedient (2)
(amounts in thousands)
Assets
Interest rate cash flow hedge (3)
$4,012 $— $4,012 $— $— 
Liabilities
Deferred compensation plan liabilities (1)
$24,123 $19,944 $— $— $4,179 
Contingent Consideration (4)
$12 $— $— $12 $— 
(1)The Company’s deferred compensation liability, which is included in other long-term liabilities, is recorded at fair value on a recurring basis. The unfunded plan allows participants to hypothetically invest in various specified investment options.
(2)The fair value of underlying investments in collective trust funds is determined using the net asset value (“NAV”) provided by the administrator of the fund as a practical expedient. The NAV is determined by each fund’s trustee based upon the fair value of the underlying assets owned by the fund, less liabilities, divided by outstanding units. In accordance with appropriate accounting guidance, these investments have not been classified in the fair value hierarchy.
(3)The Company’s interest rate collar, which is included in other long-term liabilities at December 31, 2022, is recorded at fair value on a recurring basis. The derivatives are not exchange listed and therefore the fair value is estimated using models that reflect the contractual terms of the derivative, yield curves, and the credit quality of the counterparties. The models also incorporate the Company’s creditworthiness in order to appropriately reflect non-performance risk. Inputs are generally observable and do not contain a high level of subjectivity. The Company exited this interest rate collar during the fourth quarter of 2023 and had no derivative financial instrument agreements outstanding as of December 31, 2023.
(4)In connection with the Podcorn Acquisition, the Company recorded a liability for contingent consideration payable based upon the achievement of certain annual performance benchmarks over 2 years. The fair value of the liability is estimated using probability-weighted, discounted future cash flows at current tax rates using a scenario-based model, and remeasured quarterly. The significant unobservable inputs (Level 3) used to estimate the fair value included the projected Adjusted EBITDA values for 2022 and 2023, as defined in the purchase agreement, and the discount rate. This balance is included in other long-term liabilities.
Schedule of Carrying Value of Financial Instruments
The following table presents the carrying value of financial instruments and, where practicable, the fair value as of the periods indicated:
As of December 31,
2023
As of December 31,
2022
Carrying
Value
Fair
Value
Carrying
Value
Fair
Value
(amounts in thousands)
Old Term B Loans (1)
$632,415 $309,747 $632,415 $454,548 
Old Revolver (2)
$220,126 $220,126 $180,000 $180,000 
Old 2029 Notes (3)
$540,000 $10,125 $540,000 $92,138 
Old 2027 Notes (3)
$460,000 $8,625 $460,000 $82,513 
Accounts receivable facility (4)
$75,000 $75,000 
Other debt (4)
$— $752 
Letters of credit (4)
$— $6,069 
The following methods and assumptions were used to estimate the fair value of financial instruments:
(1)The Company’s determination of the fair value of the Old Term B-2 Loan was based on quoted prices for these instruments and is considered a Level 2 measurement as the pricing inputs are other than quoted prices in active markets.
(2)The fair value of the Old Revolver was considered to approximate the carrying value as the interest payments are based on SOFR rates that reset periodically. The Old Revolver is considered a Level 2 measurement as the pricing inputs are other than quoted prices in active markets.
(3)The Company utilizes a Level 2 valuation input based upon the market trading prices of the Old 2029 Notes and Old 2027 Notes to compute the fair value as these Old 2029 Notes and Old 2027 Notes are traded in the debt securities market. The Old 2029 Notes and Old 2027 Notes are considered a Level 2 measurement as the pricing inputs are other than quoted prices in active markets.
(4)The Company does not believe it is practicable to estimate the fair value of the accounts receivable facility, other debt or the outstanding standby letters of credit. The company had no letters of credit outstanding as of December 31, 2023.
Schedule of Cost Method Investments
The following table presents the Company’s investments valued under the measurement alternative:
As of December 31,
Investments Valued Under the Measurement Alternative20232022
(amounts in thousands)
Investment balance before cumulative impairment as of January 1,$3,005 $3,005 
Accumulated impairment as of January 1,— — 
Investment beginning balance after cumulative impairment as of January 1,3,005 3,005 
Impairment of investments(1,505)— 
Ending period balance$1,500 $3,005