v3.26.1
FAIR VALUE MEASUREMENTS
 12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS
6. FAIR VALUE MEASUREMENTS
As of December 31, 2025 and 2024, respectively, the fair values of the Company’s financial assets and liabilities measured at fair value on a recurring basis are categorized as follows:
TotalLevel 1Level 2Level 3
(in thousands)
As of December 31, 2025
Liabilities subject to fair value measurement:
Employment Agreement Award(a)
$7,099 $— $— $7,099 
Mezzanine equity subject to fair value measurement:
Redeemable non-controlling interests(b)
$2,631 $— $— $2,631 
Assets subject to fair value measurement:
Cash equivalents - money market funds (c)
$— $— $— $— 
As of December 31, 2024
Liabilities subject to fair value measurement:
Employment Agreement Award(a)
$10,426 $— $— $10,426 
Mezzanine equity subject to fair value measurement:
Redeemable non-controlling interests(b)
$7,988 $— $— $7,988 
Assets subject to fair value measurement:
Cash equivalents - money market funds(c)
$102,258 $102,258 $— $— 

(a) On April 3, 2024, the Company entered into an employment agreement (“2024 Employment Agreement”) with Alfred C. Liggins, III, President and Chief Executive Officer (“CEO”) pursuant to which he is eligible to receive an award (the “Employment Agreement Award”) amount equal to approximately 4.2% of any proceeds from distributions or other liquidity events in excess of the return of the Company’s aggregate investment in Cable Television. The Company reviews the factors underlying this award at the end of each reporting period including the valuation of Cable Television (based on the estimated enterprise fair value of Cable Television as determined by the income approach using a discounted cash flow model and the market approach using comparable public company multiples). Significant inputs to the discounted cash flow model include projected revenues assumptions, future operating profits, and discount rates. Significant inputs to the market approach include publicly held peer companies and recurring EBITDA multiples. The terms of the 2024 Employment Agreement were effective as of January 1, 2022 and continued until December 31, 2024 (the “Initial Term”). After expiration of the Initial Term, the term of the 2024 Employment Agreement extends automatically for additional one (1) year periods, unless either party provides written notice of its/his intention not to renew to the other party at least sixty (60) days before the expiration of the Initial Term or any renewal term of this Agreement, as applicable. As a part of its 2025 Refinancing ( as defined in Note 13 - Debt), the terms of the Employment Agreement were amended to limit his total cash compensation (the “Cash Compensation Limits”). The Cash Compensation Limits do not apply and are not operative for any fiscal year in which the Company’s leverage ratio (as defined in the indenture governing the Company’s First Lien Notes) as of December 31 of such fiscal year is less than 4.75:1.00. The Cash Compensation Limits also do not limit any compensation paid to Mr. Liggins in the form of common stock. Finally, the Cash Compensation Limits terminate once certain original noteholders and their respective affiliates no longer own any of the First Lien Notes.
(b) The fair value is measured using a discounted cash flow methodology. Significant inputs to the discounted cash flow model include revenue assumptions, future operating profit margins, and discount rate.
(c) The Company measures and reports its cash equivalents that are invested in money market funds and valued based on quoted market prices which approximate cost due to their short-term maturities.
There were no transfers within Level 1, 2, or 3 during the years ended December 31, 2025 and 2024. The following table presents the changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the years ended December 31, 2025 and 2024:
Employment
Agreement
Award		Redeemable
Non-controlling
Interests
(in thousands)
Balance at December 31, 2023$22,970 $16,520 
Net income attributable to redeemable non-controlling interests— 1,215 
Dividends paid to redeemable non-controlling interests— (1,799)
Distribution(2,146)— 
Purchase of ownership interest in Reach Media— (7,603)
Change in fair value(10,398)(345)
Balance at December 31, 2024$10,426 $7,988 
Net loss attributable to redeemable non-controlling interests— (10)
Dividends paid to redeemable non-controlling interests— (936)
Distribution(2,695)— 
Purchase of ownership interest in Reach Media— (3,232)
Change in fair value
(632)(1,179)
Balance at December 31, 2025$7,099 $2,631 
Changes in the fair value of the Employment Agreement Award were recorded in the consolidated statements of operations as selling, general and administrative expenses for the years ended December 31, 2025 and 2024. The long-term portion is recorded in other long-term liabilities and the current portion is recorded in other current liabilities in the consolidated balance sheets.
For Level 3 liabilities measured at fair value on a recurring basis, the significant unobservable inputs used in the fair value measurements were as follows:
As of
December 31, 2025		As of
December 31,
2024
Level 3 liabilitiesValuation TechniqueSignificant
Unobservable
Inputs
Significant Unobservable
Input Value(a)(c)
Employment Agreement AwardDiscounted cash flowDiscount rate14.0%11.5%
Employment Agreement AwardDiscounted cash flowOperating profit margin range
20.0% - 33.9%
27.0% - 34.4%
Employment Agreement AwardDiscounted cash flowRevenue assumption rate range
(6.7)% - (2.0)%
(12.2)% - 1.9%
Employment Agreement AwardMarket ApproachAverage recurring EBITDA multiple4.1x4.5x
Redeemable non-controlling interestsDiscounted cash flowDiscount rate15.0%20.5%
Redeemable non-controlling interestsDiscounted cash flowOperating profit margin range
7.0% - 9.3%
30.9% - 34.0%
Redeemable non-controlling interestsDiscounted cash flowRevenue assumption rate range
(0.5)% - 2.5%
(5.1)% - 19.7%
Redeemable non-controlling interests
Market Approach(b)
EBITDA Exit multipleN/A4.0x
(a) Any significant increases or decreases in unobservable inputs could result in significantly higher or lower fair value measurements. Changes in fair value measurements, if significant, may affect the Company’s performance measures.
(b) The Company did not utilize the market approach to measure the fair value of the redeemable non-controlling interests in FY 2025.
(c) The Company utilized certain of these significant unobservable inputs as part of it's interim quantitative assessment for the Cable Television and Reach Media Segments as of December 31, 2025 and December 31, 2024. See Note 12 - Goodwill, Net And Other Intangible Assets, Net.
Certain assets and liabilities are measured at fair value on a non-recurring basis using Level 3 inputs as defined in ASC 820. These assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. Included in this category are goodwill, net, radio broadcasting licenses, net, and other intangible assets, net, which are written down to fair value when they are determined to be impaired, as well as content assets that are periodically written down to net realizable value. See Note 12 – Goodwill, Net And Other Intangible Assets, Net of the Company's consolidated financial statements for further discussion.
Financial Instruments
As of December 31, 2025 and December 31, 2024, the Company’s financial instruments consisted of cash and cash equivalents, restricted cash, trade accounts receivable, accounts payable, its asset-backed credit facility, and long-term debt. The carrying amounts approximated fair value for each of these financial instruments as of December 31, 2025 and December 31, 2024, except for the Company’s long-term debt, which is disclosed in Note 13 - Debt.