FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2024

Schedule of fair values of our financial assets and liabilities measured at fair value on a recurring basis

As of June 30, 2024 and December 31, 2023, the fair values of the Company’s financial assets and liabilities measured at fair value on a recurring basis are categorized as follows:


	Total		Level 1		Level 2		Level 3

	(In thousands)
As of June 30, 2024
Liabilities subject to fair value measurement:
Employment Agreement Award(a)	$	16,707	$	—	$	—	$	16,707

Mezzanine equity subject to fair value measurement:
Redeemable non-controlling interests(b)	$	9,071	$	—	$	—	$	9,071

Assets subject to fair value measurement:
Cash equivalents-money market funds(c)	$	102,807	$	102,807	$	—	$	—

As of December 31, 2023
Liabilities subject to fair value measurement:
Employment Agreement Award(a)	$	22,970	$	—	$	—	$	22,970

Mezzanine equity subject to fair value measurement:
Redeemable non-controlling interests(b)	$	16,520	$	—	$	—	$	16,520

Assets subject to fair value measurement:
Cash equivalents-money market funds(c)	$	193,769	$	193,769	$	—	$	—

(a)Pursuant to an employment agreement, the Chief Executive Officer (“CEO”) is eligible to receive an award (the “Employment Agreement Award”) amount equal to approximately 4% of any proceeds from distributions or other liquidity events in excess of the return of the Company’s aggregate investment in TV One. The Company reviews the factors underlying this award at the end of each reporting period including the valuation of TV One (based on the estimated enterprise fair value of TV One as determined by the income approach using a discounted cash flow analysis and the market approach using comparable public company multiples). Significant inputs to the discounted cash flow analysis include revenue growth rates, future operating profit, and discount rate. Significant inputs to the market approach include publicly held peer companies and recurring EBITDA multiples. On April 3, 2024, the Company entered into an employment agreement with Alfred C. Liggins, III, President and Chief Executive Officer, consistent with the terms approved by the Company’s Compensation Committee. The terms of the new employment agreements are effective as of January 1, 2022.

(b)The fair value is measured using an exit price methodology. Significant inputs to the exit price analysis include revenue growth rates, future operating profit margins, discount rate and an exit multiple.

(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.

Schedule of changes in Level 3 liabilities measured at fair value on a recurring basis

The following table presents the changes in Level 3 liabilities measured at fair value on a recurring basis for the six months ended June 30, 2024 and 2023:


	Employment Agreement Award		Redeemable Non-controlling Interests
	(In thousands)
Balance as of December 31, 2023	$	22,970	$	16,520
Net income attributable to non-controlling interests	—		576
Purchase of ownership interest in Reach Media	—		(7,603)
Dividends paid to non-controlling interests	—		(1,799)
Change in fair value(a)	(6,263)		1,377
Balance as of June 30, 2024	$	16,707	$	9,071


	Employment Agreement Award		Redeemable Non-controlling Interests
	(In thousands)
Balance as of December 31, 2022	$	25,741	$	25,298
Net income attributable to non-controlling interests	—		1,303
Dividends paid to non-controlling interests	—		(2,001)
Change in fair value(a)	(1,818)		(313)
Balance as of June 30, 2023	$	23,923	$	24,287

(a)Amount of total income/(losses) for the period included in earnings attributable to the change in unrealized (gains) losses relating to liabilities still held at the reporting date.

Schedule of significant unobservable input value

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:

June 30,
2024

December 31,
2023

Level 3 liabilities

Valuation Technique

Significant

Unobservable

Inputs

Significant Unobservable

Input Value(a)

Employment Agreement Award

Discounted cash flow

Discount rate

13.0

10.0

Employment Agreement Award

Discounted cash flow

Operating profit margin range

38.0% - 41.2 %

35.0% - 42.3 %

Employment Agreement Award

Discounted cash flow

Revenue growth rate range

(2.1)% - 2.5 %

Employment Agreement Award

Market approach

Average recurring EBITDA multiple

4.5

6.3 - 6.5 x

Redeemable non-controlling interests

Discounted cash flow

Discount rate

N/A

12.5

Redeemable non-controlling interests

Discounted cash flow

Operating profit margin range

N/A

24.5% - 31.9 %

Redeemable non-controlling interests

Discounted cash flow

Revenue growth rate range

N/A

1.2% - 16.5 %

Redeemable non-controlling interests

Discounted cash flow

Exit multiple

N/A

4.0

(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 of cash flows.