false2023Q20001067837--12-310.033333http://fasb.org/us-gaap/2023#AssetImpairmentChargeshttp://fasb.org/us-gaap/2023#AssetImpairmentCharges0.033333000010678372023-01-012023-06-300001067837us-gaap:CommonClassAMember2023-07-31xbrli:shares0001067837us-gaap:CommonClassBMember2023-07-3100010678372023-06-30iso4217:USD00010678372022-12-310001067837us-gaap:CommonClassAMember2023-06-30iso4217:USDxbrli:shares0001067837us-gaap:CommonClassAMember2022-12-310001067837us-gaap:CommonClassBMember2023-06-300001067837us-gaap:CommonClassBMember2022-12-310001067837us-gaap:CommonClassCMember2022-12-310001067837us-gaap:CommonClassCMember2023-06-3000010678372023-04-012023-06-3000010678372022-04-012022-06-3000010678372022-01-012022-06-300001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2022-12-310001067837us-gaap:CommonClassBMemberus-gaap:CommonStockMember2022-12-310001067837us-gaap:AdditionalPaidInCapitalMember2022-12-310001067837us-gaap:RetainedEarningsMember2022-12-310001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001067837us-gaap:RetainedEarningsMember2023-01-012023-03-3100010678372023-01-012023-03-310001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2023-01-012023-03-310001067837us-gaap:AdditionalPaidInCapitalMember2023-01-012023-03-310001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-03-310001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2023-03-310001067837us-gaap:CommonClassBMemberus-gaap:CommonStockMember2023-03-310001067837us-gaap:AdditionalPaidInCapitalMember2023-03-310001067837us-gaap:RetainedEarningsMember2023-03-310001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-03-3100010678372023-03-310001067837us-gaap:RetainedEarningsMember2023-04-012023-06-300001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2023-04-012023-06-300001067837us-gaap:AdditionalPaidInCapitalMember2023-04-012023-06-300001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-04-012023-06-300001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2023-06-300001067837us-gaap:CommonClassBMemberus-gaap:CommonStockMember2023-06-300001067837us-gaap:AdditionalPaidInCapitalMember2023-06-300001067837us-gaap:RetainedEarningsMember2023-06-300001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-06-300001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2021-12-310001067837us-gaap:CommonClassBMemberus-gaap:CommonStockMember2021-12-310001067837us-gaap:AdditionalPaidInCapitalMember2021-12-310001067837us-gaap:RetainedEarningsMember2021-12-310001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-3100010678372021-12-310001067837us-gaap:RetainedEarningsMember2022-01-012022-03-3100010678372022-01-012022-03-310001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2022-01-012022-03-310001067837us-gaap:AdditionalPaidInCapitalMember2022-01-012022-03-310001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-012022-03-310001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2022-03-310001067837us-gaap:CommonClassBMemberus-gaap:CommonStockMember2022-03-310001067837us-gaap:AdditionalPaidInCapitalMember2022-03-310001067837us-gaap:RetainedEarningsMember2022-03-310001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-03-3100010678372022-03-310001067837us-gaap:RetainedEarningsMember2022-04-012022-06-300001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2022-04-012022-06-300001067837us-gaap:AdditionalPaidInCapitalMember2022-04-012022-06-300001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-04-012022-06-300001067837us-gaap:CommonClassAMemberus-gaap:CommonStockMember2022-06-300001067837us-gaap:CommonClassBMemberus-gaap:CommonStockMember2022-06-300001067837us-gaap:AdditionalPaidInCapitalMember2022-06-300001067837us-gaap:RetainedEarningsMember2022-06-300001067837us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-06-3000010678372022-06-300001067837aud:AccountsReceivableFacilityMember2023-06-3000010678372023-06-302023-06-30aud:fCCLicenseAndAsset0001067837stpr:CA2022-12-310001067837stpr:CA2023-04-012023-06-300001067837aud:HoustonTexasMember2022-06-300001067837aud:HoustonTexasMember2022-07-012022-09-300001067837stpr:NV2022-10-012022-12-310001067837aud:BeasleyExchange2022Member2022-12-222022-12-220001067837aud:BeasleyExchange2022Member2023-06-300001067837us-gaap:ContractTerminationMember2023-04-012023-06-300001067837us-gaap:ContractTerminationMember2022-04-012022-06-300001067837us-gaap:ContractTerminationMember2023-01-012023-06-300001067837us-gaap:ContractTerminationMember2022-01-012022-06-300001067837us-gaap:EmployeeSeveranceMember2023-04-012023-06-300001067837us-gaap:EmployeeSeveranceMember2022-04-012022-06-300001067837us-gaap:EmployeeSeveranceMember2023-01-012023-06-300001067837us-gaap:EmployeeSeveranceMember2022-01-012022-06-300001067837us-gaap:OtherRestructuringMember2023-04-012023-06-300001067837us-gaap:OtherRestructuringMember2022-04-012022-06-300001067837us-gaap:OtherRestructuringMember2023-01-012023-06-300001067837us-gaap:OtherRestructuringMember2022-01-012022-06-3000010678372022-01-012022-12-310001067837aud:SpotRevenuesMember2023-04-012023-06-300001067837aud:SpotRevenuesMember2022-04-012022-06-300001067837aud:DigitalRevenuesMember2023-04-012023-06-300001067837aud:DigitalRevenuesMember2022-04-012022-06-300001067837aud:NetworkRevenuesMember2023-04-012023-06-300001067837aud:NetworkRevenuesMember2022-04-012022-06-300001067837aud:SponsorshipsAndOtherRevenuesMember2023-04-012023-06-300001067837aud:SponsorshipsAndOtherRevenuesMember2022-04-012022-06-300001067837aud:OtherRevenuesMember2023-04-012023-06-300001067837aud:OtherRevenuesMember2022-04-012022-06-300001067837aud:SpotRevenuesMember2023-01-012023-06-300001067837aud:SpotRevenuesMember2022-01-012022-06-300001067837aud:DigitalRevenuesMember2023-01-012023-06-300001067837aud:DigitalRevenuesMember2022-01-012022-06-300001067837aud:NetworkRevenuesMember2023-01-012023-06-300001067837aud:NetworkRevenuesMember2022-01-012022-06-300001067837aud:SponsorshipsAndOtherRevenuesMember2023-01-012023-06-300001067837aud:SponsorshipsAndOtherRevenuesMember2022-01-012022-06-300001067837aud:OtherRevenuesMember2023-01-012023-06-300001067837aud:OtherRevenuesMember2022-01-012022-06-300001067837aud:BroadcastReportingUnitMember2023-01-012023-06-300001067837us-gaap:LicensingAgreementsMember2023-04-012023-06-300001067837us-gaap:LicenseMember2023-04-012023-06-30xbrli:pure0001067837us-gaap:LicenseMember2022-10-012022-12-310001067837us-gaap:LicenseMembersrt:MinimumMember2023-04-012023-06-300001067837us-gaap:LicenseMembersrt:MaximumMember2023-04-012023-06-300001067837us-gaap:LicenseMembersrt:MinimumMember2022-10-012022-12-310001067837us-gaap:LicenseMembersrt:MaximumMember2022-10-012022-12-310001067837aud:PodcastingReportingUnitMember2023-01-012023-06-300001067837aud:PodcastingReportingUnitMemberus-gaap:GoodwillMember2023-04-012023-06-300001067837aud:PodcastingReportingUnitMemberus-gaap:GoodwillMember2022-10-012022-12-310001067837us-gaap:RevolvingCreditFacilityMemberaud:Revolverduenovember172022memberMember2023-06-300001067837us-gaap:RevolvingCreditFacilityMemberaud:Revolverduenovember172022memberMember2022-12-310001067837us-gaap:RevolvingCreditFacilityMemberaud:TermB2LoanDueNovember172024Member2023-06-300001067837us-gaap:RevolvingCreditFacilityMemberaud:TermB2LoanDueNovember172024Member2022-12-310001067837us-gaap:RevolvingCreditFacilityMember2023-06-300001067837us-gaap:RevolvingCreditFacilityMember2022-12-310001067837us-gaap:SeniorNotesMemberaud:NotesDueMay12027Member2023-06-300001067837us-gaap:SeniorNotesMemberaud:NotesDueMay12027Member2022-12-310001067837us-gaap:SeniorNotesMemberaud:A675NotesDue2029Member2023-06-300001067837us-gaap:SeniorNotesMemberaud:A675NotesDue2029Member2022-12-310001067837aud:AccountsReceivableFacilityMember2023-06-300001067837aud:AccountsReceivableFacilityMember2022-12-310001067837us-gaap:OtherDebtSecuritiesMember2023-06-300001067837us-gaap:OtherDebtSecuritiesMember2022-12-310001067837us-gaap:SeniorDebtObligationsMemberaud:NewRevolverMember2023-06-300001067837us-gaap:SeniorDebtObligationsMembersrt:MaximumMember2023-06-300001067837us-gaap:SeniorDebtObligationsMembersrt:MaximumMemberaud:NewCreditFacilityMember2023-06-300001067837us-gaap:SeniorDebtObligationsMembersrt:MaximumMemberaud:NewCreditFacilityMember2023-01-012023-06-300001067837us-gaap:SeniorDebtObligationsMember2023-06-300001067837aud:SeniorSecuredSecondLienNotesDue2027Member2019-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027Member2019-01-012019-12-310001067837us-gaap:DebtInstrumentRedemptionPeriodOneMemberaud:SeniorSecuredSecondLienNotesDue2027Member2019-01-012019-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027Memberus-gaap:DebtInstrumentRedemptionPeriodTwoMember2019-01-012019-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027AdditionalNotesMember2019-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027AdditionalNotesMember2019-10-012019-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027Member2021-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027AdditionalNotesMember2021-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027AdditionalNotesMember2021-10-012021-12-310001067837aud:SeniorSecuredSecondLienNotesDue2027Member2023-06-300001067837aud:SeniorSecuredSecondLienNotesDue2027AdditionalNotesMember2023-06-300001067837aud:SeniorSecuredSecondLienNotesDue2027Member2021-10-012021-12-310001067837us-gaap:SeniorNotesMemberaud:NotesDueMay12027Member2022-06-300001067837us-gaap:SeniorNotesMemberaud:NotesDueMay12027Member2022-04-012022-06-300001067837us-gaap:SeniorDebtObligationsMemberaud:A675NotesDue2029Member2021-03-310001067837aud:TermB2LoanDueNovember172024Memberaud:TermLoanMember2021-01-012021-03-310001067837us-gaap:SeniorDebtObligationsMemberaud:Revolverduenovember172022memberMember2021-01-012021-03-310001067837us-gaap:SeniorDebtObligationsMemberaud:SeniorNotesDueOctober172024Member2021-01-012021-03-310001067837us-gaap:SeniorDebtObligationsMemberaud:SeniorNotesDueOctober172024Member2021-03-310001067837us-gaap:SeniorDebtObligationsMemberaud:Revolverduenovember172022memberMember2021-03-310001067837us-gaap:SeniorDebtObligationsMember2021-01-012021-03-310001067837aud:AccountsReceivableFacilityMember2021-07-152021-07-150001067837aud:AccountsReceivableFacilityMember2023-01-012023-06-300001067837us-gaap:DesignatedAsHedgingInstrumentMemberaud:CollarMemberaud:LondonInterbankOfferedRateMember2023-06-300001067837us-gaap:DesignatedAsHedgingInstrumentMemberaud:CollarDecreaseDateJune282022Member2023-06-300001067837us-gaap:DesignatedAsHedgingInstrumentMemberaud:CollarMember2023-06-300001067837us-gaap:DesignatedAsHedgingInstrumentMemberaud:CollarDecreaseDateJune282023Member2023-06-300001067837us-gaap:DesignatedAsHedgingInstrumentMember2023-06-300001067837aud:CollarMember2023-01-012023-06-300001067837aud:CollarMemberus-gaap:OtherAssetsMember2023-06-300001067837us-gaap:EmployeeStockOptionMember2023-04-012023-06-300001067837us-gaap:EmployeeStockOptionMember2022-04-012022-06-300001067837us-gaap:EmployeeStockOptionMember2023-01-012023-06-300001067837us-gaap:EmployeeStockOptionMember2022-01-012022-06-300001067837aud:RestrictedStockUnitsServiceConditionsMemberus-gaap:RestrictedStockUnitsRSUMember2023-04-012023-06-300001067837aud:RestrictedStockUnitsServiceConditionsMemberus-gaap:RestrictedStockUnitsRSUMember2022-04-012022-06-300001067837aud:RestrictedStockUnitsServiceConditionsMemberus-gaap:RestrictedStockUnitsRSUMember2023-01-012023-06-300001067837aud:RestrictedStockUnitsServiceConditionsMemberus-gaap:RestrictedStockUnitsRSUMember2022-01-012022-06-300001067837aud:RestrictedStockUnitsServiceAndMarketConditionsButMarketNotMetMemberus-gaap:RestrictedStockUnitsRSUMember2023-04-012023-06-300001067837aud:RestrictedStockUnitsServiceAndMarketConditionsButMarketNotMetMemberus-gaap:RestrictedStockUnitsRSUMember2022-04-012022-06-300001067837aud:RestrictedStockUnitsServiceAndMarketConditionsButMarketNotMetMemberus-gaap:RestrictedStockUnitsRSUMember2023-01-012023-06-300001067837aud:RestrictedStockUnitsServiceAndMarketConditionsButMarketNotMetMemberus-gaap:RestrictedStockUnitsRSUMember2022-01-012022-06-300001067837us-gaap:RestrictedStockUnitsRSUMember2022-12-310001067837us-gaap:RestrictedStockUnitsRSUMember2023-01-012023-06-300001067837us-gaap:RestrictedStockUnitsRSUMember2023-06-300001067837aud:ExercisePricesRangeOneMember2023-01-012023-06-300001067837aud:ExercisePricesRangeOneMember2023-06-300001067837aud:ExercisePricesRangeTwoMember2023-01-012023-06-300001067837aud:ExercisePricesRangeTwoMember2023-06-300001067837aud:StationOperatingExpensesMember2023-04-012023-06-300001067837aud:StationOperatingExpensesMember2022-04-012022-06-300001067837us-gaap:GeneralAndAdministrativeExpenseMember2023-04-012023-06-300001067837us-gaap:GeneralAndAdministrativeExpenseMember2022-04-012022-06-300001067837aud:StationOperatingExpensesMember2023-01-012023-06-300001067837aud:StationOperatingExpensesMember2022-01-012022-06-300001067837us-gaap:GeneralAndAdministrativeExpenseMember2023-01-012023-06-300001067837us-gaap:GeneralAndAdministrativeExpenseMember2022-01-012022-06-3000010678372021-01-012021-12-31aud:refundClaim0001067837us-gaap:OtherNoncurrentAssetsMember2023-06-300001067837us-gaap:OtherNoncurrentAssetsMemberus-gaap:FairValueInputsLevel1Member2023-06-300001067837us-gaap:OtherNoncurrentAssetsMemberus-gaap:FairValueInputsLevel2Member2023-06-300001067837us-gaap:FairValueInputsLevel3Memberus-gaap:OtherNoncurrentAssetsMember2023-06-300001067837us-gaap:FairValueMeasuredAtNetAssetValuePerShareMemberus-gaap:OtherNoncurrentAssetsMember2023-06-300001067837aud:OtherLongTermLiabilitiesMember2023-06-300001067837aud:OtherLongTermLiabilitiesMemberus-gaap:FairValueInputsLevel1Member2023-06-300001067837aud:OtherLongTermLiabilitiesMemberus-gaap:FairValueInputsLevel2Member2023-06-300001067837us-gaap:FairValueInputsLevel3Memberaud:OtherLongTermLiabilitiesMember2023-06-300001067837us-gaap:FairValueMeasuredAtNetAssetValuePerShareMemberaud:OtherLongTermLiabilitiesMember2023-06-300001067837us-gaap:FairValueInputsLevel1Member2023-06-300001067837us-gaap:FairValueInputsLevel2Member2023-06-300001067837us-gaap:FairValueInputsLevel3Member2023-06-300001067837us-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2023-06-300001067837us-gaap:OtherNoncurrentAssetsMember2022-12-310001067837us-gaap:OtherNoncurrentAssetsMemberus-gaap:FairValueInputsLevel1Member2022-12-310001067837us-gaap:OtherNoncurrentAssetsMemberus-gaap:FairValueInputsLevel2Member2022-12-310001067837us-gaap:FairValueInputsLevel3Memberus-gaap:OtherNoncurrentAssetsMember2022-12-310001067837us-gaap:FairValueMeasuredAtNetAssetValuePerShareMemberus-gaap:OtherNoncurrentAssetsMember2022-12-310001067837aud:OtherLongTermLiabilitiesMember2022-12-310001067837aud:OtherLongTermLiabilitiesMemberus-gaap:FairValueInputsLevel1Member2022-12-310001067837aud:OtherLongTermLiabilitiesMemberus-gaap:FairValueInputsLevel2Member2022-12-310001067837us-gaap:FairValueInputsLevel3Memberaud:OtherLongTermLiabilitiesMember2022-12-310001067837us-gaap:FairValueMeasuredAtNetAssetValuePerShareMemberaud:OtherLongTermLiabilitiesMember2022-12-310001067837us-gaap:FairValueInputsLevel1Member2022-12-310001067837us-gaap:FairValueInputsLevel2Member2022-12-310001067837us-gaap:FairValueInputsLevel3Member2022-12-310001067837us-gaap:FairValueMeasuredAtNetAssetValuePerShareMember2022-12-310001067837aud:PodcornMember2021-03-092021-03-090001067837us-gaap:CarryingReportedAmountFairValueDisclosureMemberaud:TermLoanB2Member2023-06-300001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberaud:TermLoanB2Member2023-06-300001067837us-gaap:CarryingReportedAmountFairValueDisclosureMemberaud:TermLoanB2Member2022-12-310001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberaud:TermLoanB2Member2022-12-310001067837us-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:LineOfCreditMember2023-06-300001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberus-gaap:LineOfCreditMember2023-06-300001067837us-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:LineOfCreditMember2022-12-310001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberus-gaap:LineOfCreditMember2022-12-310001067837aud:A675NotesDue2029Memberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-06-300001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberaud:A675NotesDue2029Member2023-06-300001067837aud:A675NotesDue2029Memberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberaud:A675NotesDue2029Member2022-12-310001067837us-gaap:CarryingReportedAmountFairValueDisclosureMemberaud:NotesDueMay12027Member2023-06-300001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberaud:NotesDueMay12027Member2023-06-300001067837us-gaap:CarryingReportedAmountFairValueDisclosureMemberaud:NotesDueMay12027Member2022-12-310001067837us-gaap:EstimateOfFairValueFairValueDisclosureMemberaud:NotesDueMay12027Member2022-12-310001067837aud:AccountsReceivableFacilityMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-06-300001067837aud:AccountsReceivableFacilityMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001067837aud:OtherDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-06-300001067837aud:OtherDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001067837us-gaap:LetterOfCreditMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-06-300001067837us-gaap:LetterOfCreditMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001067837aud:LicenseAndAssetsMemberus-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2023-06-300001067837us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMemberus-gaap:LandAndLandImprovementsMember2023-06-300001067837us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMemberus-gaap:LandAndLandImprovementsMember2022-12-310001067837us-gaap:BuildingMemberus-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2023-06-300001067837us-gaap:BuildingMemberus-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2022-12-310001067837us-gaap:EquipmentMemberus-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2023-06-300001067837us-gaap:EquipmentMemberus-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2022-12-310001067837us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2023-06-300001067837us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMember2022-12-310001067837aud:EmployeeStockPurchasePlanMember2023-01-012023-06-300001067837aud:EmployeeStockPurchasePlanMember2022-01-012022-06-30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2023
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________to ___________
Commission File Number:        001-14461
Audacy, Inc.
(Exact name of registrant as specified in its charter)
Pennsylvania
23-1701044
(State or other jurisdiction of incorporation or organization)
(I.R.S. employer identification no.)
2400 Market Street, 4th Floor
Philadelphia, Pennsylvania 19103
(Address of principal executive offices and zip code)
(610) 660-5610
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer

Accelerated filer
Emerging growth company
Non-accelerated filer

Smaller reporting company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act and Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $.01 per shareAUDNew York Stock Exchange
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Class A common stock, $0.01 par value – 4,759,196 Shares Outstanding as of July 31, 2023
Class B common stock, $0.01 par value – 134,839 Shares Outstanding as of July 31, 2023
i

AUDACY, INC.



Private Securities Litigation Reform Act Safe Harbor Statement
In addition to historical information, this report contains statements by us with regard to our expectations as to financial results and other aspects of our business that involve risks and uncertainties and may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Forward-looking statements are presented for illustrative purposes only and reflect our current expectations concerning future results and events. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including, without limitation, any projections of earnings, revenues or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing.
You can identify forward-looking statements by our use of words such as “anticipates,” “believes,” “continues,” “expects,” “intends,” “likely,” “may,” “opportunity,” “plans,” “potential,” “project,” “will,” “could,” “would,” “should,” “seeks,” “estimates,” “predicts” and similar expressions which identify forward-looking statements, whether in the negative or the affirmative. We cannot guarantee that we actually will achieve these plans, intentions or expectations. These forward-looking statements are subject to risks, uncertainties and other factors, some of which are beyond our control, which could cause actual results to differ materially from those forecasted or anticipated in such forward-looking statements. You should not place undue reliance on these forward-looking statements, which reflect our view only as of the date of this report. We undertake no obligation to update these statements or publicly release the result of any revision(s) to these statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events.



iii

PART I
FINANCIAL INFORMATION
ITEM 1.     Financial Statements
AUDACY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in thousands)
(unaudited)
JUNE 30, 2023DECEMBER 31,
2022
ASSETS:
Cash
$80,667 $103,344 
Accounts receivable, net of allowance of $8,123 in 2023 and $9,425 in 2022
238,864 261,357 
Prepaid expenses, deposits and other
70,996 72,350 
Total current assets
390,527 437,051 
Investments
3,005 3,005 
Net property and equipment348,110 344,690 
Operating lease right-of-use assets
209,868 211,022 
Radio broadcasting licenses
1,959,440 2,089,226 
Goodwill
63,915 63,915 
Assets held for sale
2,476 5,474 
Other assets, net of accumulated amortization108,293 130,510 
TOTAL ASSETS
$3,085,634 $3,284,893 
LIABILITIES:
Accounts payable
$4,963 $14,002 
Accrued expenses
65,221 72,488 
Other current liabilities
74,327 80,549 
Operating lease liabilities
37,486 40,815 
Total current liabilities
181,997 207,854 
Long-term debt1,921,115 1,880,362 
Operating lease liabilities, net of current portion
200,193 196,654 
Net deferred tax liabilities399,901 453,378 
Other long-term liabilities
21,854 26,026 
Total long-term liabilities
2,543,063 2,556,420 
Total liabilities
2,725,060 2,764,274 
CONTINGENCIES AND COMMITMENTS

SHAREHOLDERS' EQUITY:
Class A common stock $0.01 par value; voting; authorized 200,000,000 shares; issued and outstanding 4,865,759 and 4,705,328 shares at June 30, 2023 and December 31, 2022 respectively
1,462 1,412 
Class B common stock $0.01 par value; voting; authorized 75,000,000 shares; issued and outstanding 134,839 shares at June 30, 2023 and December 31, 2022
4040
Class C common stock $0.01 par value; non voting; authorized 50,000,000 shares; no shares issued and outstanding
  
Additional paid-in capital
1,679,622 1,676,843 
Accumulated deficit
(1,322,261)(1,160,618)
Accumulated other comprehensive income 1,711 2,942 
Total shareholders' equity
360,574 520,619 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$3,085,634 $3,284,893 
See notes to condensed consolidated financial statements.
1

AUDACY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in thousands, except share and per share data)
(unaudited)
THREE MONTHS ENDEDSIX MONTHS ENDED
JUNE 30,
2023202220232022
NET REVENUES$298,513 $319,439 $558,148 $594,734 
OPERATING EXPENSE:
Station operating expenses266,120 260,143 500,048 486,905 
Depreciation and amortization expense17,575 15,571 35,017 29,110 
Corporate general and administrative expenses25,880 25,703 51,179 51,614 
Restructuring charges8,511 1,016 10,932 1,902 
Impairment loss125,355 1,770 130,405 3,291 
Net gain on sale or disposal(9,876)(105)(22,280)(2,563)
Change in fair value of contingent consideration (7,987) (7,704)
Other expenses243 52 353 402 
Total operating expense433,808 296,163 705,654 562,957 
OPERATING INCOME (LOSS)(135,295)23,276 (147,506)31,777 
NET INTEREST EXPENSE34,548 24,529 66,929 48,000 
Other income (238) (238)
OTHER (INCOME) EXPENSE (238) (238)
(LOSS) BEFORE TAXES (BENEFIT)(169,843)(1,015)(214,435)(15,985)
TAX (BENEFIT) EXPENSE(44,041)(242)(52,730)(4,139)
NET LOSS(125,802)(773)(161,705)(11,846)
NET LOSS PER SHARE - BASIC$(26.64)$(0.17)$(34.24)$(2.57)
NET LOSS PER SHARE - DILUTED$(26.64)$(0.17)$(34.24)$(2.57)
WEIGHTED AVERAGE SHARES:
Basic4,723,023 4,615,396 4,723,023 4,614,364 
Diluted4,723,023 4,615,396 4,723,023 4,614,364 
See notes to condensed consolidated financial statements.
2

AUDACY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(amounts in thousands)
(unaudited)
THREE MONTHS ENDEDSIX MONTHS ENDED
June 30,
2023202220232022
NET LOSS$(125,802)$(773)$(161,705)(11,846)
OTHER COMPREHENSIVE INCOME, NET OF TAXES:
Net unrealized (loss) gain on derivatives,
net of taxes (benefit)
(391)553 (1,231)1,776 
COMPREHENSIVE LOSS$(126,193)$(220)$(162,936)$(10,070)
See notes to condensed consolidated financial statements.

3

AUDACY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(amounts in thousands, except share data)
(unaudited)
Common Stock (1)
Additional
Paid-in
Capital
Accumulated
Deficit
Accumulated
Other
Comprehensive
Income (Loss)
Total
Class AClass B
SharesAmountSharesAmount
Balance, December 31, 20224,705,328 $1,412 134,839 $40 $1,676,843 $(1,160,618)$2,942 $520,619 
Net loss— — — — — (35,901)— (35,901)
Compensation expense related to granting of stock awards195,724 59 — — 1,890 — — 1,949 
Purchase of vested employee restricted stock units(27,072)(8)— — (119)— — (127)
Payment of dividends on common stock— — — — (60)— — (60)
Dividend equivalents, net of forfeitures— — — — — 22 — 22 
Net unrealized gain (loss) on derivatives— — — — — — (840)(840)
Balance, March 31, 20234,873,980 $1,463 134,839 $40 $1,678,554 $(1,196,497)$2,102 $485,662 
Net loss— — — — — (125,802)— (125,802)
Compensation expense related to granting of stock awards(7,449) — — 1,049 — — 1,049 
Repurchase of common stock(215)(1)— — — — — (1)
Purchase of vested employee restricted stock units(557) — — (2)— — (2)
Payment of dividends on common stock— — — — 21 — — 21 
Dividend equivalents, net of forfeitures38 38 
Net unrealized gain (loss) on derivatives— — — — — — (391)(391)
Balance, June 30, 20234,865,759 $1,462 134,839 $40 $1,679,622 $(1,322,261)$1,711 $360,574 

(1) Share counts have been retroactively adjusted to reflect the effect of the stock split.










4

AUDACY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(amounts in thousands, except share data)
(unaudited)
Common Stock (1)
Additional
Paid-in
Capital
(Accumulated
Deficit)
Accumulated
Other
Comprehensive
Income (Loss)
Total
Class AClass B
SharesAmountSharesAmount
Balance, December 31, 20214,668,678 $1,401 134,839 $40 $1,671,195 $(1,020,142)$(289)$652,205 
Net loss— — — — — (11,073)— (11,073)
Compensation expense related to granting of stock awards(1,978)(1)— — 2,699 — — 2,698 
Issuance of common stock related to the Employee Stock Purchase Plan ("ESPP")2,034 1 — — 176 — — 177 
Purchase of vested employee restricted stock units(20,729)(6)— — (1,833)— — (1,839)
Payment of dividends on common stock— — — — (174) — (174)
Dividend equivalents, net of forfeitures— — — — — 202  202 
Net unrealized gain (loss) on derivatives— — — — —  1,223 1,223 
Balance, March 31, 20224,648,005 $1,395 134,839 $40 $1,672,063 $(1,031,013)$934 $643,419 
Net loss— — — — — (773)— (773)
Compensation expense related to granting of stock awards57,934 17 — — 2,464 — — 2,481 
Issuance of common stock related to the ESPP4,706 1 — — 131 — — 132 
Purchase of vested employee restricted stock units(760)— — — (51)— — (51)
Payment of dividends on common stock— — — — (4)— — (4)
Dividend equivalents, net of forfeitures— — — — — 4 — 4 
Net unrealized gain (loss) on derivatives— — — — — — 553 553 
Balance, June 30, 20224,709,885 $1,413 134,839 $40 $1,674,603 $(1,031,782)$1,487 $645,761 

(1) Share counts have been retroactively adjusted to reflect the effect of the stock split.
See notes to condensed consolidated financial statements.
5

AUDACY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
(unaudited)

SIX MONTHS ENDED JUNE 30,
20232022
OPERATING ACTIVITIES:
Net loss$(161,705)$(11,846)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization
35,017 29,110 
Net amortization of deferred financing costs (net of original issue discount and debt premium)
2,929 2,027 
Net deferred taxes (benefit) and other
(53,030)(3,860)
Provision for bad debts
1,271 94 
Net (gain) on sale or disposal(22,280)(2,563)
Non-cash stock-based compensation expense
2,998 5,179 
Deferred compensation loss (gain)1,257 (4,806)
Impairment loss
130,405 3,291 
Change in fair value of contingent consideration (7,704)
Changes in assets and liabilities (net of effects of acquisitions and dispositions):
Accounts receivable
21,222 13,626 
Prepaid expenses and deposits
1,354 1,928 
Other assets(830)926 
Accounts payable and accrued liabilities
(17,275)(17,407)
Accrued interest expense
(402)(43)
Operating leases(4,710)639 
Other long-term liabilities(5,429)(9,019)
Net cash (used in) provided by operating activities(69,208)(428)
INVESTING ACTIVITIES:
Additions to property, equipment and software(25,024)(46,904)
Proceeds from sale of property, equipment, intangibles and other assets32,724 2,960 
Net cash provided by (used in) investing activities7,700 (43,944)
6

AUDACY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
(unaudited)

SIX MONTHS ENDED JUNE 30,
20232022
FINANCING ACTIVITIES:
Borrowing under the revolving senior debt39,000 60,000 
Payments of revolving senior debt (22,727)
Retirement of notes (10,000)
Proceeds from issuance of employee stock plan 309 
Purchase of vested employee restricted stock units(129)(1,890)
Payment of dividends on common stock(39) 
Payment of dividend equivalents on vested restricted stock units (178)
Treasury stock(1) 
Net cash (used in) provided by financing activities38,831 25,514 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS(22,677)(18,858)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR103,344 59,439 
CASH AND CASH EQUIVALENTS, END OF PERIOD$80,667 $40,581 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid (received) during the period for:
Interest$63,876 $44,437 
Income taxes$1,687 $(14,792)

See notes to condensed consolidated financial statements.
7

AUDACY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED JUNE 30, 2023 AND 2022
1.    BASIS OF PRESENTATION AND SIGNIFICANT POLICIES
Audacy, Inc. was formed as a Pennsylvania corporation in 1968. Its New York Stock Exchange ticker symbol is "AUD." On May 16, 2023, trading in our Class A common stock on the New York Stock Exchange was suspended. Presently our Class A common stock trades Over The Counter (the "OTC Pink") under the ticker symbol "AUDA".
The interim unaudited condensed consolidated financial statements included herein have been prepared by Audacy, Inc. and its subsidiaries (collectively, the “Company”) in accordance with: (i) generally accepted accounting principles (“U.S. GAAP”) for interim financial information; and (ii) the instructions of the Securities and Exchange Commission (the “SEC”) for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, the condensed consolidated financial statements reflect all adjustments considered necessary for a fair statement of the results of operations and financial position for the interim periods presented. All such adjustments are of a normal and recurring nature. The Company’s results are subject to seasonal fluctuations and, therefore, the results shown on an interim basis are not necessarily indicative of results for a full year.
This Form 10-Q should be read in conjunction with the consolidated financial statements and related notes included in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2022, and filed with the SEC on March 16, 2023, as part of the Company’s Annual Report on Form 10-K (the "2022 Annual Report"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations.
There have been no material changes from Note 2, Significant Accounting Policies, as described in the notes to the Company’s consolidated financial statements contained in the 2022 Annual Report.
On June 30, 2023, we effected a one-for-thirty reverse stock split (the “Reverse Stock Split”) of our issued and outstanding shares of Class A and Class B common stock, par value $0.01 per share (“Common Stock”). As a result of the Reverse Stock Split every thirty (30) shares of Common Stock issued and outstanding were automatically combined into one (1) share of issued and outstanding Common Stock, without any change in the par value per share. In addition, proportional adjustments were made to the number of shares of the Company’s Class A common stock, par value $0.01 per share (“Class A common stock”) subject to outstanding equity awards, as well as the applicable exercise price, to reflect the Reverse Stock Split. All information related to Common Stock, stock options, restricted stock units and earnings per share have been retroactively adjusted to give effect to the Reverse Stock Split for all periods presented. The Company effected the Reverse Stock Split to seek to regain compliance with the minimum average closing price requirement of Rule 802.01C of the New York Stock Exchange’s Listing Company Manual. Following the Reverse Stock Split, the Class A common stock continued to be traded on the OTC Pink under the symbol “AUDA” on a split-adjusted basis beginning on June 30, 2023.
Going Concern
In accordance with Accounting Standards Codification ("ASC") 205-40, Going Concern, the Company continues to critically review its liquidity and anticipated capital requirements in light of the significant uncertainty created by the current macroeconomic conditions and determine whether these conditions and events, when considered in the aggregate, raise substantial doubt about its ability to continue as a going concern within twelve months after the date that the accompanying unaudited consolidated financial statements are issued.
Current macroeconomic conditions have created, and continue to create, significant uncertainty in operations, including rising inflation and interest rates, significant volatility in financial markets, decreases in advertising revenue, and increased competition for advertising expenditures, which have had, and are expected to continue to have, a material adverse effect on the Company’s forecasted revenue. As a result, management continues to execute on cash management and strategic operational plans to manage liquidity and debt covenant compliance, including evaluating contractual obligations and workforce reductions, managing operating expenses, divesting non-strategic assets of the Company, and initiating a variety of transactions to manage the Company’s liabilities, which could include extending maturities or otherwise reorganizing the Company’s debt to decrease overall leverage. The Company is unable to predict with certainty the impact that the current macroeconomic conditions will have on its ability to consummate these transactions or maintain compliance with the financial covenants contained in the Company’s debt agreements.
8

As of June 30, 2023, the Company was in compliance with such debt covenants. However, based on the Company’s cash and cash equivalents balance, the current maturities of its existing debt facilities, its forecasted business plan in light of current macroeconomic conditions and the Company’s current forecast of future revenue over the next twelve months, indications suggest that such forecasts are unlikely to be sufficient for the Company to be able to maintain compliance with the financial covenants under our debt agreements for at least twelve months from the issuance of the accompanying unaudited consolidated financial statements. Failure to meet these covenant requirements in the future would cause the Company to be in default and could cause the maturity of the related debt to be accelerated and become immediately payable. This could require the Company to obtain waivers or amendments in order to maintain compliance, and there can be no assurance that any such waiver or amendment would be available on acceptable terms or at all. If the Company is unable to obtain necessary waivers or amendments and its debt is accelerated, there can be no assurance that the Company would be able to obtain replacement financing or to satisfy its obligations, in which case the Company may pursue a process to restructure its indebtedness under the protection of a bankruptcy court. This uncertainty surrounding compliance with the Company’s debt covenants raises substantial doubt regarding the Company’s ability to continue as a going concern for a period of twelve months from the issuance of the accompanying unaudited consolidated financial statements. In 2024, $926.4 million of debt is set to mature, beginning with the Accounts Receivable Facility, which has $75 million of outstanding borrowings at June 30, 2023 and a maturity date of July 2024.
The accompanying unaudited consolidated financial statements have been prepared on a going concern basis, which contemplates realization of assets and satisfaction of liabilities in the ordinary course of business. As such, they do not include any adjustments to the recoverability and reclassification of recorded amounts that might be necessary should the Company be unable to continue as a going concern.
Refer to Note 8, Long-Term Debt, "Management's Discussion And Analysis Of Financial Condition And Results Of Operations—Liquidity and Capital Resources—Potential Restructuring of our Indebtedness” in Part I, Item 2, and “Risk Factors” in Part II, Item 1A, for additional information.
Recent Accounting Pronouncements
All new accounting pronouncements that are in effect that may impact the Company’s financial statements have been implemented. The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on the Company’s financial position, results of operations or cash flows.
2.    BUSINESS COMBINATIONS AND EXCHANGES
The Company records acquisitions under the acquisition method of accounting, and allocates the purchase price to the assets and liabilities based upon their respective fair values as determined as of the acquisition date. Merger and acquisition costs are excluded from the purchase price as these costs are expensed as incurred for book purposes and amortized for tax purposes.

2023 Dispositions
During the first quarter of 2023, the Company completed the sale of tower assets for $16.9 million. The Company recognized a gain on the sale, net of commissions and other expenses, of $12.4 million.
During the first quarter of 2023, the Company entered into an agreement with a third party to sell two FCC licenses and assets in Memphis, Tennessee and Buffalo, New York as well as certain intellectual property. During the fourth quarter of 2022, the Company agreed to sell assets of a station in Palm Desert, California. In aggregate, these assets had a carrying value of approximately $5.8 million. During the second quarter of 2023, the Company completed these sales for $15.7 million, net of $0.3 million transaction fees. The company recognized a gain on sale, net of commissions and other expenses of $9.9 million.

2022 Dispositions
During the second quarter of 2022, the Company entered into an agreement with a third party to dispose of land, and equipment in Houston, Texas. In aggregate, these assets had a carrying value of approximately $4.2 million. In the third quarter of 2022, the Company completed this sale. The Company recognized a gain on the sale, net of commissions and other expenses, of approximately $10.6 million in the third quarter of 2022.
9

During the third quarter of 2022, the Company entered into an agreement to dispose of land and equipment in Nevada. In the fourth quarter of 2022, the Company completed the sale of land and equipment for $39.1 million cash and reported a gain of approximately $35.3 million.

Beasley Exchange
On December 22, 2022, the Company completed a transaction with Beasley Media Group Licenses, LLC and Beasley Media Group, LLC. (collectively "Beasley") in which the Company exchanged its Station KXTE located in Pahrump, Nevada for Beasley's Station KDWN located in Las Vegas, Nevada (the "Beasley Vegas Exchange"). The Company and Beasley began programming the respective stations under local marketing agreements ("LMAs") on November 14, 2022. During the period of the LMAs, the Company's consolidated financial statements excluded net revenues and station operating expenses associated with station KXTE (the "divested station") and included net revenues and station operating expenses associated with station KDWN (the "acquired station").
Upon completion of the Beasley Vegas Exchange, the Company: (i) removed from its consolidated balance sheet the assets of the divested station; (ii) recorded the assets of the acquired station at fair value; and (iii) recognized a loss on the exchange of approximately $2.0 million.
The allocations presented in the table below are based upon management's estimate of the fair values using valuation techniques including income, cost and market approaches. The following table reflects the final allocation of the purchase price to the assets acquired.
Final Value
(amounts in thousands)
Assets
Net property and equipment535 
Total tangible property$535 
Radio broadcasting licenses2,002 
Total intangible assets$2,002 
Total assets$2,537 

3.    RESTRUCTURING CHARGES
Restructuring Charges
The following table presents the components of restructuring charges.
Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
(amounts in thousands)
Costs to exit duplicative and loss-making contracts$7,644 $ $8,039 $ 
Workforce reduction
705 930 2,565 1,651 
Other restructuring costs162 86 328 251 
Total restructuring charges
$8,511 $1,016 $10,932 $1,902 

10

Restructuring Plan
During the first quarter of 2023, the Company initiated a restructuring plan to help mitigate the adverse impact that the current macroeconomic conditions are having on financial results and business operations. The Company continues to evaluate what, if any, further actions may be necessary related to the current macroeconomic conditions. The restructuring plans primarily included workforce reduction charges that consists of one-time termination benefits and the related costs to mitigate the adverse impacts of the current macroeconomic conditions, which includes exiting duplicative and loss-making contracts.
The estimated amount of unpaid restructuring charges as of June 30, 2023 includes amounts in accrued expenses that are expected to be paid in less than one year.
Six Months Ended June 30, 2023Twelve Months Ended December 31, 2022
(amounts in thousands)
Restructuring charges, beginning balance$2,750 $2,623 
Additions10,932 10,008 
Payments/Settlements(11,373)(9,881)
Restructuring charges unpaid and outstanding2,309 2,750 
Restructuring charges - noncurrent portion  
Restructuring charges - current portion$2,309 $2,750 
4.    REVENUE
Spot Revenues
The Company sells air-time to advertisers and broadcasts commercials at agreed upon dates and times. The Company's performance obligations are broadcasting advertisements for advertisers at specifically identifiable days and dayparts. The amount of consideration the Company receives and revenue it recognizes is fixed based upon contractually agreed upon rates. The Company recognizes revenue at a point in time when the advertisements are broadcast and the performance obligations are satisfied. Revenues are recorded on a net basis, after the deduction of advertising agency fees by the advertising agencies.
Digital Revenues

The Company provides targeted advertising through the sale of streaming and display advertisements on its national platforms, audacy.com and eventful.com, the Audacy ® app, and its station websites. Performance obligations include delivery of advertisements over the Company's platforms or delivery of targeted advertisements directly to consumers. The Company recognizes revenue at a point in time when the advertisements are delivered and the performance obligations are satisfied. Revenues are recorded on a net basis, after the deduction of advertising agency fees by the advertising agencies.
Through its podcast studio, Cadence 13, LLC. ("Cadence13"), the Company embeds advertisements in its owned and operated podcasts and other on-demand content. Performance obligations include delivery of advertisements. The Company recognizes revenue at a point in time when the advertisements are delivered and the performance obligations are satisfied. Revenues are recorded on a net basis, after the deduction of advertising agency fees by the advertising agencies.
Through its podcast studio, Pineapple Street Media LLC ("Pineapple"), the Company creates podcasts, for which it earns production fees. Performance obligations include the delivery of episodes. These revenues are fixed based upon contractually agreed upon terms. The Company recognizes revenue over the term of the production contract.
Network Revenues

The Company sells air-time on the Company's Audacy Audio Network. The amount of consideration the Company receives and revenue it recognizes is fixed based upon contractually agreed upon rates. The Company recognizes revenue at a point in time when the advertisements are broadcast and the performance obligations are satisfied. Revenues are recorded on a net basis, after the deduction of advertising agency fees by the advertising agencies.
11

Sponsorship and Event Revenues

The Company sells advertising space at live and local events hosted by the Company across the country. The Company also earns revenues from attendee-driven ticket sales and merchandise sales. Performance obligations include the presentation of the advertisers' branding in highly visible areas at the event. These revenues are recognized at a point in time, when the event occurs and the performance obligations are satisfied.
The Company also sells sponsorships including, but not limited to, naming rights related to its programs or studios. Performance obligations include the mentioning or displaying of the sponsors' name, logo, product information, slogan or neutral descriptions of the sponsors' goods or services in acknowledgement of their support. These revenues are fixed based upon contractually agreed upon terms. The Company recognizes revenue over the length of the sponsorship agreement based upon the fair value of the deliverables included.
Other Revenues

The Company earns revenues from on-site promotions and endorsements from talent. Performance obligations include the broadcasting of such endorsement at specifically identifiable days and dayparts or at various local events. The Company recognizes revenue at a point in time when the performance obligations are satisfied.
The Company earns trade and barter revenue by providing advertising broadcast time in exchange for certain products, supplies, and services. The Company includes the value of such exchanges in both net revenues and station operating expenses. Trade and barter value is based upon management's estimate of the fair value of the products, supplies and services received.
Contract Balances
Refer to the table below for information about receivables, contract assets and contract liabilities from contracts with customers. Accounts receivable balances in the table below exclude other receivables that are not generated from contracts with customers. These amounts are $0.9 million and $0.8 million as of June 30, 2023 and December 31, 2022, respectively.
Description
June 30,
2023
December 31,
2022
(amounts in thousands)
Receivables, net, included in Accounts receivable net of allowance for doubtful accounts$238,864 $261,357 
Unearned revenue - current
12,936 13,687 
Unearned revenue - noncurrent
368 403 
Changes in Contract Balances
The timing of revenue recognition, billings and cash collections results in accounts receivable (billed or unbilled), and customer advances and deposits (unearned revenue) on the Company’s condensed consolidated balance sheet. At times, however, the Company receives advance payments or deposits from its customers before revenue is recognized, resulting in contract liabilities. The contract liabilities primarily relate to consideration received in advance from customers on certain contracts. For these contracts, revenue is recognized upon satisfaction of the underlying performance obligations. The contract liabilities are reported on the condensed consolidated balance sheet on a contract-by-contract basis at the end of each respective reporting period within other current liabilities and other long-term liabilities.
Significant changes in the contract liabilities balances during the period are as follows:
12

Six Months Ended
June 30, 2023
Unearned Revenue(amounts in thousands)
Beginning balance on January 1, 2023$14,090 
Revenue recognized during the period that was included in the beginning balance of contract liabilities(1,455)
Additions, net of revenue recognized during period669 
Ending balance$13,304 
Disaggregation of Revenue
The following table presents the Company’s revenues disaggregated by revenue source:
Three Months Ended
June 30,
20232022
Revenue by Source(amounts in thousands)
Spot revenues$187,114 $204,486 
Digital revenues66,655 69,300 
Network revenues20,824 21,789 
Sponsorships and event revenues11,938 11,638 
Other revenues11,982 12,226 
Net revenues$298,513 $319,439 

Six Months Ended
June 30,
20232022
Revenue by Source(amounts in thousands)
Spot revenues$346,423 $379,621 
Digital revenues123,580 127,339 
Network revenues40,692 42,929 
Sponsorships and event revenues24,382 21,964 
Other revenues23,071 22,881 
Net revenues$558,148 $594,734 

13

5.    LEASES
Leasing Guidance
The Company recognizes the assets and liabilities that arise from leases on the commencement date of the lease. The Company recognizes the liability to make lease payments as a lease liability, as well as a right-of-use ("ROU") asset representing the right to use the underlying asset for the lease term, on the condensed consolidated balance sheet.
Lease Expense
The components of lease expense were as follows:
Lease CostThree Months Ended June 30,
20232022
(amounts in thousands)
Operating lease cost
$12,242 $12,767 
Variable lease cost
2,661 2,369 
Total lease cost
$14,903 $15,136 

Lease CostSix Months Ended June 30,
20232022
(amounts in thousands)
Operating lease cost
$24,496 $25,352 
Variable lease cost
5,512 5,273 
Total lease cost
$30,008 $30,625 
Supplemental Cash Flow
Supplemental cash flow information related to leases was as follows:
Six Months Ended June 30,
20232022
Description(amounts in thousands)
Cash paid for amounts included in measurement of lease liabilities
Operating cash flows from operating leases$26,768 $27,126 
Right-of-use assets obtained in exchange for lease obligations
Operating leases $22,108 $13,252 
6.    INTANGIBLE ASSETS AND GOODWILL
Goodwill and certain intangible assets are not amortized for book purposes. They may, however, be amortized for tax purposes. The Company accounts for its acquired broadcasting licenses as indefinite-lived intangible assets and, similar to goodwill, these assets are reviewed at least annually for impairment. At the time of each review, if the fair value is less than the carrying value of the reporting unit, then a charge is recorded to the results of operations.
The following table presents the changes in the carrying value of broadcasting licenses. Refer to Note 2, Business Combinations, and Note 14, Assets Held For Sale, for additional information.
14

Broadcasting Licenses
Carrying Amount
June 30,
2023
December 31,
2022
(amounts in thousands)
Broadcasting licenses balance as of January 1,$2,089,226 $2,251,546 
Disposition of radio stations (See Note 2)(4,956)(4,377)
Acquisitions (See Note 2) 2,002 
Loss on impairment(124,830)(159,089)
Assets held for sale (See Note 14) (856)
Ending period balance$1,959,440 $2,089,226 
The following table presents the changes in goodwill. Refer to Note 2, Business Combinations, for additional information.
Goodwill Carrying Amount
June 30,
2023
December 31,
2022
(amounts in thousands)
Goodwill balance before cumulative loss on impairment as of January 1,$1,062,588 $1,062,723 
Accumulated loss on impairment as of January 1,(998,673)(980,547)
Goodwill beginning balance after cumulative loss on impairment as of January 1,63,915 82,176 
Loss on impairment (18,126)
Measurement period adjustments to acquired goodwill (See Note 2) (135)
Ending period balance$63,915 $63,915 
Broadcasting Licenses Impairment Test
Each market’s broadcasting licenses are combined into a single unit of accounting for purposes of testing impairment, as the broadcasting licenses in each market are operated as a single asset. We determine the fair value of the broadcasting licenses in each of our markets by relying on a discounted cash flow approach (a 10-year income model) assuming a start-up scenario in which the only assets held by an investor are broadcasting licenses. Our fair value analysis contains assumptions based upon past experience, reflects expectations of industry observers and includes judgments about future performance using industry normalized information for an average station within a certain market. These assumptions include, but are not limited to: (i) the discount rate; (ii) the profit margin of an average station within a market, based upon market size and station type; (iii) the forecast growth rate of each radio market; (iv) the estimated capital start-up costs and losses incurred during the early years; (v) the likely media competition within the market area; (vi) the tax rate; and (vii) future terminal values.
The methodology used by us in determining our key estimates and assumptions is applied consistently to each market. Of the seven variables identified above, we believe that the assumptions in items (i) through (iii) above are the most important and sensitive in the determination of fair value.
The Company evaluated whether the facts and circumstances and available information resulted in the need for an impairment assessment for its FCC broadcasting licenses, particularly the results of operations, increase in interest rates and related impact on the weighted average cost of capital and changes in stock price, and concluded an interim impairment assessment was warranted.
During the second quarter of the current year, the Company completed an interim impairment assessment for its broadcasting licenses at the market level using the Greenfield method. As a result of this interim impairment assessment, the Company determined that the fair value of its broadcasting licenses was less than the amount reflected in the balance sheet for certain of the Company's markets and, accordingly, recorded an impairment loss of $124.8 million ($91.5 million, net of tax). The Company will continue to evaluate the impacts of the current macroeconomic conditions on its business, including the impacts of overall economic conditions.
15

If actual market conditions are less favorable than those projected by the industry or the Company, or if events occur or circumstances change that would reduce the fair value of the Company’s broadcasting licenses below the amount reflected in the condensed consolidated balance sheet, the Company may be required to conduct an interim test and possibly recognize impairment charges, which may be material, in future periods. The current macroeconomic conditions increase the uncertainty with respect to such market and economic conditions and, as such, increases the risk of future impairment.
Assumptions and Results - Broadcasting Licenses
The following table reflects the estimates and assumptions used in the interim and annual broadcasting licenses impairment assessments of each year.
Estimates And Assumptions
Second Quarter 2023Fourth Quarter 2022
Discount rate9.5 %9.5 %
Operating profit margin ranges for average stations in markets where the Company operates
18% to 32%
18% to 33%
Forecasted growth rate (including long-term growth rate) range of the Company's markets0.0 %
0.0% to 0.6%
The Company believes it has made reasonable estimates and assumptions to calculate the fair value of its broadcasting licenses. These estimates and assumptions could be materially different from actual results.
Goodwill Impairment Test
We perform a quantitative goodwill impairment test by using a discounted cash flow approach (a 5-year income model). Potential impairment is identified by comparing the fair value of each reporting unit to its carrying value. Our fair value analysis contains assumptions based upon past experience, reflects expectations of industry observers and includes judgments about future performance using industry normalized information. The cash flow projections for the reporting units include significant judgments and assumptions relating to the revenue, operating expenses, projected operating profit margins, and the discount rate. Changes in our estimates of the fair value of these assets could result in material future period write-downs of the carrying value of our goodwill.
The Company evaluated whether the facts and circumstances and available information result in the need for an impairment assessment for any goodwill, particularly the results of operations, increase in interest rates and related impact on the weighted average cost of capital and changes in stock price, and concluded an interim impairment assessment was warranted.
During the second quarter of the current year, the Company completed an interim impairment assessment for its goodwill at the podcast reporting unit. As a result of this interim impairment assessment, the Company determined that the fair value of its podcast reporting unit was greater than the carrying value, and accordingly, no impairment was recorded. The Company will continue to evaluate the impacts of the current macroeconomic conditions on its business, including the impacts of overall economic conditions.
If actual market conditions are less favorable than those projected by the industry or the Company, or if events occur or circumstances change that would reduce the fair value of the Company’s goodwill below the amount reflected in the condensed consolidated balance sheet, the Company may be required to conduct an interim test and possibly recognize impairment charges, which could be material, in future periods. The current macroeconomic conditions increase the uncertainty with respect to such market and economic conditions and, as such, increases the risk of future impairment.
Assumptions and Results - Goodwill
The following table reflects the estimates and assumptions used in the interim and annual goodwill impairment assessments of each year:
16

Estimates And Assumptions
Second Quarter 2023Fourth Quarter 2022
Discount rate - podcast reporting unit11.5 %11.0 %
The Company believes it has made reasonable estimates and assumptions to calculate the fair value of its reporting units. These estimates and assumptions could be materially different from actual results.
7.    OTHER CURRENT LIABILITIES
Other current liabilities consist of the following as of the periods indicated:
Other Current Liabilities
June 30,
2023
December 31,
2022
(amounts in thousands)
Accrued compensation$21,817 $25,730 
Accounts receivable credits3,738 4,333 
Advertiser obligations8,283 6,465 
Accrued interest payable14,531 14,933 
Unearned revenue12,936 13,687 
Accrued sports rights2,826 3,397 
Accrued benefits5,452 7,640 
Non-income tax liabilities1,858 1,804 
Other2,886 2,560 
Total other current liabilities$74,327 $80,549 
17

8.    LONG-TERM DEBT
Long-term debt was comprised of the following as of the periods indicated:
Long-Term Debt
June 30,
2023
December 31,
2022
(amounts in thousands)
Credit Facility
Revolver$219,000 $180,000 
Term B-2 Loan, due November 17, 2024632,415 632,415 
Plus unamortized premium975 1,116 
852,390 813,531 
2027 Notes
6.500% notes due May 1, 2027
460,000 460,000 
Plus unamortized premium2,849 3,220 
462,849 463,220 
2029 Notes
6.750% notes due March 31, 2029
540,000 540,000 
540,000 540,000 
Accounts receivable facility75,000 75,000 
Other debt23 23 
Total debt before deferred financing costs1,930,262 1,891,774 
Deferred financing costs (excludes the revolving credit)(9,147)(11,412)
Total long-term debt, net of current debt$1,921,115 $1,880,362 
Outstanding standby letters of credit$7,488 $5,909 
(A) Senior Debt
The Credit Facility
The Company's credit agreement (the "Credit Facility"), as amended, is currently comprised of $227.3 million Revolver maturing August 19, 2024 and a term B-2 loan (the "Term B-2 Loan") maturing November 17, 2024.
The Credit Facility has usual and customary covenants including, but not limited to, a net first lien leverage ratio, restricted payments and the incurrence of additional debt. Specifically, the Credit Facility requires the Company to comply with a certain financial covenant which is a defined term within the agreement, including a maximum Consolidated Net First-Lien Leverage Ratio that cannot exceed 4.0 times at June 30, 2023. In certain circumstances, if the Company consummates additional acquisition activity permitted under the terms of the Credit Facility, the Consolidated Net First-Lien Leverage Ratio will be increased to 4.5 times for a one year period following the consummation of such permitted acquisition. As of June 30, 2023, the Company’s Consolidated Net First Lien Leverage Ratio was 3.7 times.
Failure to comply with the Company’s financial covenant or other terms of its Credit Facility and any subsequent failure to negotiate and obtain any required relief from its lenders could result in a default under the Company’s Credit Facility. Any event of default could have a material adverse effect on the Company’s business and financial condition. The acceleration of the Company’s debt repayment could have a material adverse effect on its business. The Company may seek from time to time to amend its Credit Facility or obtain other funding or additional funding, which may result in higher interest rates.
18

As of June 30, 2023, the Company was in compliance with the financial covenant and all other terms of the Credit Facility in all material respects. The Company’s ability to maintain compliance with its covenant is highly dependent on its results of operations. The cash available from the Revolver is dependent on the Company’s Consolidated Net First-Lien Leverage Ratio at the time of such borrowing.
The 2027 Notes

During 2019, the Company and its finance subsidiary, Audacy Capital Corp. issued $325.0 million in aggregate principal amount of senior secured second-lien notes due May 1, 2027 (the "Initial 2027 Notes").

Interest on the Initial 2027 Notes accrues at the rate of 6.500% per annum and is payable semi-annually in arrears on May 1 and November 1 of each year. Until May 1, 2022, only a portion of the Initial 2027 Notes could be redeemed at a price of 106.500% of their principal amount plus accrued interest. On or after May 1, 2022, the Initial 2027 Notes may be redeemed, in whole or in part, at a price of 104.875% of their principal amount plus accrued interest. The prepayment premium continues to decrease over time to 100% of their principal amount plus accrued interest.
During the fourth quarter of 2019, the Company and its finance subsidiary, Audacy Capital Corp., issued $100.0 million of additional 6.500% senior secured second-lien notes due 2027 (the "Additional Notes"). The Additional Notes were issued as additional notes under the Base Indenture, as supplemented by a first supplemental indenture, dated December 13, 2019 (the "First Supplemental Indenture"), and, together with the Base Indenture (the "Indenture"). As of December 31, 2021, the Additional Notes were treated as a single series with the $325.0 million Initial 2027 Notes (together, with the Additional Notes, the "Notes") and have substantially the same terms as the Initial 2027 Notes. The Additional Notes were issued at a price of 105.0% of their principal amount, plus accrued interest from November 1, 2019.

During the fourth quarter of 2021, the Company and its finance subsidiary, Audacy Capital Corp., issued $45.0 million of additional 6.500% senior secured second-lien notes due 2027 (the "Additional 2027 Notes"). The Additional 2027 Notes were issued as additional notes under the Indenture. The Additional 2027 Notes are treated as a single series with the $325.0 million Initial 2027 Notes and the $100.0 million Additional Notes (collectively, the "2027 Notes") and have substantially the same terms as the Initial 2027 Notes. The Additional 2027 Notes were issued at a price of 100.750% of their principal amount. The premium on the Additional 2027 Notes will be amortized over the term under the effective interest rate method.

During the second quarter of 2022, the Company repurchased $10.0 million of its 2027 Notes through open market purchases. This repurchase activity generated a gain on retirement of the 2027 Notes in the amount of $0.6 million. As of any reporting period, the unamortized premium on the 2027 Notes is reflected on the balance sheet as an addition to the 2027 Notes.
The 2029 Notes

During the first quarter of 2021, the Company and its finance subsidiary, Audacy Capital Corp., issued $540.0 million in aggregate principal amount of senior secured second-lien notes due March 31, 2029 (the "2029 Notes"). Interest on the 2029 Notes accrues at the rate of 6.750% per annum and is payable semi-annually in arrears on March 31 and September 30 of each year.

The Company used net proceeds of the offering, along with cash on hand, to: (i) repay $77.0 million of existing indebtedness under the Term B-2 Loan; (ii) repay $40.0 million of drawings under the Revolver; and (iii) fully redeem all of its $400.0 million aggregate principal amount of 7.250% senior notes due 2024 (the "Senior Notes") and to pay fees and expenses in connection with the redemption.
In connection with this activity, during the first quarter of 2021, the Company: (i) recorded $6.6 million of new debt issuance costs attributable to the 2029 Notes; and (ii) $0.4 million of debt issuance costs attributable to the Revolver which will be amortized over the remaining term of the Revolver on a straight line basis. The Company also incurred $0.5 million of costs which were classified within refinancing expenses.
19

Accounts Receivable Facility
On July 15, 2021, the Company and certain of its subsidiaries entered into a $75.0 million Receivables Facility to provide additional liquidity, to reduce the Company's cost of funds and to repay outstanding indebtedness under the Credit Facility.
The documentation for the Receivables Facility includes (i) a Receivables Purchase Agreement entered into by and among Audacy Operations, Audacy Receivables as seller, the Investors, and DZ BANK, as agent; (ii) a Sale and Contribution Agreement, by and among Audacy Operations, Audacy NY, and Audacy Receivables; and (iii) a Purchase and Sale Agreement and together with the Receivables Purchase Agreement and the Sale and Contribution Agreement, the “Agreements”) by and among certain wholly-owned subsidiaries of the Company (together with Audacy NY, the “Originators”), Audacy Operations and Audacy NY.
Pursuant to the Purchase and Sale Agreement, the Originators (other than Audacy NY) have sold, and will continue to sell on an ongoing basis, their accounts receivable, together with customary related security and interests in the proceeds thereof, to Audacy NY. Pursuant to the Sale and Contribution Agreement, Audacy NY has sold and contributed, and will continue to sell and contribute on an ongoing basis, its accounts receivable, together with customary related security and interests in the proceeds thereof, to Audacy Receivables. Pursuant to the Receivables Purchase Agreement, Audacy Receivables has sold and will continue to sell on an ongoing basis such accounts receivable, together with customary related security and interests in the proceeds thereof, to the Investors in exchange for cash investments.
Yield is payable to Investors under the Receivables Purchase Agreement at a variable rate based on either the Secured Overnight Financing Rate ("SOFR") or commercial paper rates plus a margin. Collections on the accounts receivable: (x) will be used to either: (i) satisfy the obligations of Audacy Receivables under the Receivables Facility; or (ii) purchase additional accounts receivable from the Originators; or (y) may be distributed to Audacy NY, the sole member of Audacy Receivables. Audacy Operations acts as the servicer under the Agreements.

The Agreements contain representations, warranties and covenants that are customary for bankruptcy-remote securitization transactions, including covenants requiring Audacy Receivables to be treated at all times as an entity separate from the Originators, Audacy Operations, the Company or any of its other affiliates and that transactions entered into between Audacy Receivables and any of its affiliates shall be on arm’s-length terms. The Receivables Purchase Agreement also contains customary default and termination provisions which provide for acceleration of amounts owed under the Receivables Purchase Agreement upon the occurrence of certain specified events with respect to Audacy Receivables, Audacy Operations, the Originators, or the Company, including, but not limited to: (i) Audacy Receivables’ failure to pay yield and other amounts due; (ii) certain insolvency events; (iii) certain judgments entered against the parties; (iv) certain liens filed with respect to assets; and (v) breach of certain financial covenants and ratios.

The Company has agreed to guarantee the performance obligations of Audacy Operations and the Originators under the Receivables Facility documents. The Company has not agreed to guarantee any obligations of Audacy Receivables or the collection of any of the receivables and will not be responsible for any obligations to the extent the failure to perform such obligations by Audacy Operations or any Originator results from receivables being uncollectible on account of the insolvency, bankruptcy or lack of creditworthiness or other financial inability to pay of the related obligor.

In general, the proceeds from the sale of the accounts receivable are used by the special purpose vehicle ("SPV") to pay the purchase price for accounts receivable it acquires from Audacy NY and may be used to fund capital expenditures, repay borrowings on the Credit Facility, satisfy maturing debt obligations, as well as fund working capital needs and other approved uses.

Although the SPV is a wholly owned consolidated subsidiary of Audacy NY, the SPV is legally separate from Audacy NY. The assets of the SPV (including the accounts receivable) are not available to creditors of Audacy NY, Audacy Operations or the Company, and the accounts receivable are not legally assets of Audacy NY, Audacy Operations or the Company. The Receivables Facility is accounted for as a secured financing.

The Receivables Facility has usual and customary covenants including, but not limited to, a net first lien leverage ratio, a required minimum tangible net worth, and a minimum liquidity requirement (the "financial covenants"). Specifically, the Receivables Facility requires the Company to comply with a certain financial covenant which is a defined term within the agreement, including a maximum Consolidated Net First-Lien Leverage Ratio that cannot exceed 4.0 times at June 30, 2023.
20

As of June 30, 2023, the Company’s Consolidated Net First Lien Leverage Ratio was 3.7 times. The Receivables Facility also requires the Company to maintain a minimum tangible net worth, as defined within the agreement, of at least $300.0 million. Additionally, the Receivables Facility requires the Company to maintain liquidity of $25 million. As of June 30, 2023, the Company was compliant with the financial covenants.
The Receivables Facility will expire on July 15, 2024, unless earlier terminated or subsequently extended pursuant to the terms of the Receivables Purchase Agreement. The pledged receivables and the corresponding debt are included in Accounts receivable, net and Long-term debt, net of current portion, respectively, on the Condensed Consolidated Balance Sheet. As of June 30, 2023, the SPV has $211.3 million of net accounts receivable and has outstanding borrowings of $75.0 million under the Receivables Facility.
Refer to Note 1, Basis of Presentation And Significant Policies—Going Concern, “Management’s Discussion And Analysis Of Financial Condition And Results Of Operations—Liquidity and Capital Resources—Potential Restructuring of our Indebtedness” in Part I, Item 2, and “Risk Factors” in Part II, Item 1A, for additional information.
(B) Net Interest Expense
The components of net interest expense are as follows:
Net Interest Expense
Three Months Ended June 30,
20232022
(amounts in thousands)
Interest expense$32,627 $23,504 
Amortization of deferred financing costs2,176 1,281 
Amortization of original issue premium of senior notes(255)(256)
Interest income and other investment income  
Total net interest expense$34,548 $24,529 
Net Interest Expense
Six Months Ended
June 30,
20232022
(amounts in thousands)
Interest expense$64,000 $46,043 
Amortization of deferred financing costs3,441 2,540 
Amortization of original issue premium of senior notes(512)(512)
Interest income and other investment income (71)
Total net interest expense$66,929 $48,000 
21

9.    DERIVATIVE AND HEDGING ACTIVITIES
The Company from time to time enters into derivative financial instruments, such as interest rate collar agreements (“Collars”), to manage its exposure to fluctuations in interest rates under the Company’s variable rate debt.
Hedge Accounting Treatment
As of June 30, 2023, the Company had the following derivative outstanding, which was designated as a cash flow hedge that qualified for hedge accounting treatment:
Type
Of
Hedge
Notional
Amount
Effective
Date
CollarFixed
LIBOR
Rate
Expiration
Date
Notional
Amount
Decreases
Amount
After
Decrease
(amounts
 in millions)
(amounts
in millions)
Cap2.75%
Collar$90.0 Jun. 25, 2019Floor0.402%Jun. 28, 2024Jun. 28, 2023$90.0 
Total$90.0 
For the six months ended June 30, 2023, the Company recorded the net change in the fair value of this derivative as a loss of $1.2 million (net of tax benefit of $0.4 million as of June 30, 2023) to the condensed consolidated statement of comprehensive income (loss). The fair value of this derivative was determined using observable market-based inputs (a Level 2 measurement) and the impact of credit risk on a derivative’s fair value (the creditworthiness of the Company for liabilities). As of June 30, 2023, the fair value of these derivatives was an asset of $2.3 million, and is recorded within other assets, net of accumulated amortization on the condensed consolidated balance sheet. The Company does not expect to reclassify any of this amount to the condensed consolidated statement of operations over the next twelve months.
The following table presents the accumulated derivative gain (loss) recorded in other comprehensive income (loss) as of June 30, 2023 and December 31, 2022:
Accumulated Derivative Gain (Loss)
DescriptionJune 30,
2023
December 31,
2022
(amounts in thousands)
Accumulated derivative unrealized gain (loss)$1,711 $2,942 
22

The following tables present the accumulated net derivative gain (loss) recorded in other comprehensive income (loss) for the six months ended June 30, 2023 and June 30, 2022:

Other Comprehensive Income (Loss)
Net Change in Accumulated Derivative Unrealized Gain (Loss)Net Amount of Accumulated Derivative Gain (Loss) Reclassified to the Consolidated Statement of Operations
Three Months Ended June 30,
2023202220232022
(amounts in thousands)
$(391)$553 $ $ 


Other Comprehensive Income (Loss)
Net Change in Accumulated Derivative Unrealized Gain (Loss)Net Amount of Accumulated Derivative Gain (Loss) Reclassified to the Consolidated Statement of Operations
Six Months Ended June 30,
2023202220232022
(amounts in thousands)
$(1,231)$1,776 $ $232 

Undesignated Derivatives

The Company was subject to equity market risks due to changes in the fair value of the notional investments selected by its employees as part of its non-qualified deferred compensation plans. During the quarter ended June 30, 2020, the Company entered into a Total Return Swap ("TRS") in order to manage the market risks associated with its non-qualified deferred compensation plan liabilities. The Company paid floating rate, based on the SOFR, on the notional amount of the TRS. The TRS was designed to substantially offset changes in its non-qualified deferred compensation plan's liabilities due to changes in the value of the investment options made by employees. The Company did not designate the TRS as an accounting hedge. Rather, the Company recorded all changes in the fair value of the TRS to earnings to offset the market value changes of its non-qualified deferred compensation plan liabilities. The contract term of the TRS expired April 2023 and was not renewed.

23

10.    NET INCOME (LOSS) PER COMMON SHARE
The following tables present the computations of basic and diluted net income (loss) per share from continuing operations:
Three Months Ended
June 30,
Six Months Ended
June 30,
2023202220232022
(amounts in thousands, except per share data)
Basic (Loss) Per Share
Numerator
Net loss $(125,802)$(773)(161,705)$(11,846)
Denominator
Basic weighted average shares outstanding4,723 4,615 4,723 4,614 
Net loss per share - Basic$(26.64)$(0.17)$(34.24)$(2.57)
Diluted (Loss) Per Share
Numerator
Net loss $(125,802)$(773)$(161,705)$(11,846)
Denominator
Basic weighted average shares outstanding4,723 4,615 4,723 4,614 
Effect of RSUs and options under the treasury stock method    
Diluted weighted average shares outstanding4,723 4,615 4,723 4,614 
Net loss per share - Diluted$(26.64)$(0.17)$(34.24)$(2.57)

Reverse Stock Split

On June 30, 2023, the Company effected a one-for-thirty reverse stock split (the “Reverse Stock Split”) of our issued and outstanding shares of Common Stock. As a result of the Reverse Stock Split every thirty (30) shares of Common Stock issued and outstanding were automatically combined into one (1) share of issued and outstanding Common Stock, without any change in the par value per share. In addition, proportional adjustments were made to the number of shares of the Company’s Class A common stock subject to outstanding equity awards, as well as the applicable exercise price, to reflect the Reverse Stock Split. All information related to Common Stock, stock options, restricted stock units, earnings per share have been retroactively adjusted to give effect to the Reverse Stock Split for all periods presented. The Company effected the Reverse Stock Split to seek to regain compliance with the minimum average closing price requirement of Rule 802.01C of the New York Stock Exchange’s Listing Company Manual. Following the Reverse Stock Split, the Class A common stock continued to be traded on the OTC Pink under the symbol “AUDA” on a split-adjusted basis beginning on June 30, 2023.

No fractional shares were issued in connection with the Reverse Stock Split. Instead, any shareholders of Class A or Class B common stock who would have been entitled to receive fractional shares as a result of the Reverse Stock Split received cash payment equal to the product obtained by multiplying (a) the fraction of the share of Class A or Class B common stock which shareholder would have otherwise been entitled to receive by (b) the closing price per share of the Company's Class A common stock on the OTC Pink at the close of business on the date prior to the Effective Time.

24

Disclosure of Anti-Dilutive Shares
The following table presents those shares excluded as they were anti-dilutive:
Three Months Ended
June 30,
Six Months Ended
June 30,
Impact Of Equity Issuances2023202220232022
(amounts in thousands, except per share data)
Shares excluded as anti-dilutive under the treasury stock method:
Options17 20 19 20 
Price range of options: from$106.20 $106.20 $106.20 $106.20 
Price range of options: to$419.40 $419.40 $419.40 $419.40 
RSUs with service conditions268 113 268 28 
RSUs excluded with service and market conditions as market conditions not met25 3 25 3 
Excluded shares as anti-dilutive when reporting a net loss 12  53 
11.    SHARE-BASED COMPENSATION
Under the Company's equity compensation plan (the “Plan”), the Company is authorized to issue share-based compensation awards to key employees, directors and consultants.
Restricted Stock Units (“RSUs”) Activity
The following is a summary of the changes in RSUs under the Plan during the current period:
Period EndedNumber of Restricted Stock Units*Weighted Average Purchase PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value as of June 30,
2023
(amounts in thousands)
RSUs outstanding as of:December 31, 2022208 
RSUs awardedJune 30, 2023200 
RSUs releasedJune 30, 2023(112)
RSUs forfeitedJune 30, 2023(12)
RSUs outstanding as of:June 30, 2023284 $ 1.68$605 
RSUs vested and expected to vest as of:June 30, 2023283 $ 1.68$602 
RSUs exercisable (vested and deferred) as of:June 30, 2023 $ $— $ 
Weighted average remaining recognition period in years2.66
Unamortized compensation expense$5,321 
*Reverse Stock Split applied
RSUs with Service and Market Conditions
The Company issued RSUs with service and market conditions that are included in the table above.
25

Option Activity

The following table presents the option activity during the current period under the Plan:
Period EndedNumber of Options*Weighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Intrinsic Value as of June 30
2023
(amounts in thousands)
Options outstanding as of:December 31, 202220 $339.90 
Options expiredJune 30, 2023(5)397.20 
Options outstanding as of:June 30, 202315 $320.55 1.81$ 
Options vested and expected to vest as of:June 30, 202315 $320.55 1.81$ 
Options vested and exercisable as of:June 30, 202315