Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | ||
Sep. 30, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | |
Common Class A [Member] | Common Class B [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'OTELCO INC. | ' | ' |
Document Type | '10-Q | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 2,870,948 | 232,780 |
Amendment Flag | 'false | ' | ' |
Entity Central Index Key | '0001288359 | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Period End Date | 30-Sep-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'Q3 | ' | ' |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $10,350 | $32,516 |
Accounts receivable: | ' | ' |
Due from subscribers, net of allowance for doubtful accounts of $239 and $298, respectively | 3,893 | 4,206 |
Unbilled receivables | 1,941 | 2,004 |
Other | 2,639 | 5,336 |
Materials and supplies | 1,794 | 1,845 |
Prepaid expenses | 1,841 | 1,982 |
Deferred income taxes | 2,960 | 1,843 |
Total current assets | 25,418 | 49,732 |
Property and equipment, net | 53,939 | 58,243 |
Goodwill | 44,957 | 44,957 |
Intangible assets, net | 4,420 | 6,671 |
Investments | 1,900 | 1,919 |
Deferred financing costs, net | 2,340 | 4,037 |
Deferred income taxes | 1,556 | 6,276 |
Other assets | 569 | 490 |
Total assets | 135,099 | 172,325 |
Current liabilities | ' | ' |
Accounts payable | 935 | 2,007 |
Accrued expenses | 5,904 | 14,901 |
Advance billings and payments | 1,460 | 1,560 |
Deferred income taxes | 469 | 431 |
Customer deposits | 84 | 91 |
Current maturity of long-term notes payable | 7,000 | 270,990 |
Total current liabilities | 15,852 | 289,980 |
Deferred income taxes | 23,182 | 22,670 |
Advance billings and payments | 749 | 789 |
Other liabilities | 159 | 484 |
Long-term notes payable, less current maturities | 124,634 | ' |
Total liabilities | 164,576 | 313,923 |
Stockholders' deficit | ' | ' |
Additional paid in capital | 2,876 | ' |
Retained deficit | -32,384 | -141,730 |
Total stockholders' deficit | -29,477 | -141,598 |
Total liabilities and stockholders' deficit | 135,099 | 172,325 |
Common Class A [Member] | ' | ' |
Stockholders' deficit | ' | ' |
Common Stock | 29 | 132 |
Common Class B [Member] | ' | ' |
Stockholders' deficit | ' | ' |
Common Stock | $2 | ' |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parentheticals) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts (in Dollars) | $298 | $239 |
Common Class A [Member] | ' | ' |
Common stock par value (in Dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in Shares) | 10,000,000 | 20,000,000 |
Common stock, shares issued (in Shares) | 2,870,948 | 13,221,404 |
Common stock, shares outstanding (in Shares) | 2,870,948 | 13,221,404 |
Common Class B [Member] | ' | ' |
Common stock par value (in Dollars per share) | $0.01 | ' |
Common stock, shares authorized (in Shares) | 250,000 | ' |
Common stock, shares issued (in Shares) | 232,780 | ' |
Common stock, shares outstanding (in Shares) | 232,780 | ' |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues | $18,980 | $24,428 | $59,634 | $74,516 |
Operating expenses | ' | ' | ' | ' |
Cost of services | 8,912 | 10,361 | 27,318 | 32,038 |
Selling, general and administrative expenses | 2,924 | 3,310 | 8,300 | 10,140 |
Depreciation and amortization | 2,843 | 4,614 | 9,706 | 15,019 |
Long-lived assets impairment - property, plant and equipment | ' | ' | ' | 2,874 |
Long-lived assets impairment - intangibles | ' | ' | ' | 5,748 |
Goodwill impairment | ' | -344 | ' | 143,654 |
Total operating expenses | 14,679 | 17,941 | 45,324 | 209,473 |
Income (loss) from operations | 4,301 | 6,487 | 14,310 | -134,957 |
Other income (expense) | ' | ' | ' | ' |
Interest expense | -2,470 | -5,674 | -10,248 | -17,162 |
Change in fair value of derivatives | ' | ' | ' | 241 |
Other income (expense) | -6 | 1 | 255 | 312 |
Total other expenses | -2,476 | -5,673 | -9,993 | -16,609 |
Income (loss) before reorganization items and income tax | 1,825 | 814 | 4,317 | -151,566 |
Reorganization items | -940 | ' | 109,313 | ' |
Income (loss) before income tax | 885 | 814 | 113,630 | -151,566 |
Income tax benefit (expense) | 587 | -498 | -4,284 | 24,690 |
Net income (loss) | $1,472 | $316 | $109,346 | ($126,876) |
Weighted average number of common shares outstanding (restated for 2012) (in Shares) | 3,103,728 | 2,644,281 | 2,859,699 | 2,644,281 |
Net income (loss) per common share (in Dollars per share) | $0.47 | $0.12 | $38.24 | ($47.98) |
Dividends declared per common share (in Dollars per share) | ' | ' | ' | $0.18 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities: | ' | ' |
Net income (loss) | $109,346 | ($126,876) |
Adjustments to reconcile net income (loss) to cash flows provided by operating activities: | ' | ' |
Depreciation | 7,166 | 7,942 |
Amortization | 2,540 | 7,077 |
Long-lived assets impairment - property, plant and equipment | ' | 2,874 |
Long-lived assets impairment - intangibles | ' | 5,748 |
Goodwill impairment | ' | 143,654 |
Amortization of loan costs | 827 | 1,026 |
Amortization of notes payable premium | -31 | -86 |
Change in fair value of derivatives | ' | -242 |
Provision (benefit) for deferred income taxes | 4,154 | -24,765 |
Provision for uncollectible accounts receivable | 304 | 352 |
Changes in operating assets and liabilities | ' | ' |
Accounts receivable | 2,768 | -123 |
Material and supplies | 51 | -219 |
Prepaid expenses and other assets | 62 | -443 |
Accounts payable and accrued expenses | 480 | 4,840 |
Advance billings and payments | -140 | 162 |
Other liabilities | -331 | 195 |
Reorganization adjustments: | ' | ' |
Non-cash reorganization income | -114,210 | ' |
Net cash from operating activities | 12,986 | 21,116 |
Cash flows used in investing activities: | ' | ' |
Acquisition and construction of property and equipment | -3,133 | -3,396 |
Net cash used in investing activities | -3,133 | -3,396 |
Cash flows used in financing activities: | ' | ' |
Cash dividends paid | ' | -2,330 |
Principal repayment of long-term notes payable | -30,366 | ' |
Loan origination costs | -1,653 | -599 |
Net cash used in financing activities | -32,019 | -2,929 |
Net increase (decrease) in cash and cash equivalents | -22,166 | 14,791 |
Cash and cash equivalents, beginning of period | 32,516 | 12,394 |
Cash and cash equivalents, end of period | 10,350 | 27,185 |
Supplemental disclosures of cash flow information: | ' | ' |
Interest paid | 6,395 | 13,059 |
Income taxes paid | 163 | 77 |
Loan fees paid via issuance of Class B common stock | 2,772 | ' |
Cancellation of Class A common stock (in Shares) | 132 | ' |
Issuance of Class A common stock | $29 | ' |
Note_1_Basis_of_Presentation_a
Note 1 - Basis of Presentation and Consolidation | 9 Months Ended |
Sep. 30, 2013 | |
Disclosure Text Block [Abstract] | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | ' |
1. Organization and Basis of Financial Reporting | |
Basis of Presentation and Principles of Consolidation | |
The unaudited consolidated financial statements include the accounts of Otelco Inc. (the “Company”) and its subsidiaries, all of which are either directly or indirectly wholly owned. These include: Otelco Telecommunications LLC (“OTC”); Otelco Telephone LLC (“OTP”); Hopper Telecommunications LLC (“HTC”); Brindlee Mountain Telephone LLC (“BMTC”); Blountsville Telephone LLC (“BTC”); Otelco Mid-Missouri LLC (“MMT”) and its wholly owned subsidiary I-Land Internet Services LLC; Mid-Maine Telecom LLC (“MMTI”); Mid-Maine TelPlus LLC (“MMTP”); Granby Telephone LLC (“GTT”); War Telephone LLC (“WT”); Pine Tree Telephone LLC (“PTT”); Saco River Telephone LLC (“SRT”); Shoreham Telephone LLC (“ST”); CRC Communications LLC (“PTN”). | |
As of August 31, 2013, Communications Design Acquisition LLC (“CDAC”) was merged with CRC Communications LLC and the name of the surviving limited liability company has remained as and into PTN. | |
The accompanying unaudited consolidated financial statements include the accounts of the Company and all of the aforesaid subsidiaries after elimination of all material intercompany balances and transactions. The unaudited operating results for the three months and nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013 or any other period. | |
The consolidated financial statements and notes included in this Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. The interim consolidated financial information herein is unaudited. The information reflects all adjustments and bankruptcy transactions, which are, in the opinion of management, necessary for a fair presentation of the financial position and results of operations for the periods included in the report. | |
Recent Accounting Pronouncements | |
In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2013-11, Income Taxes (Topic 740); Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exist. This update requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward except when: (i) an NOL carryforward, a similar tax loss, or a tax credit carryforward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; (ii) the entity does not intend to use the deferred tax asset for the purpose (provided that the tax law permits a choice). If either of these conditions exists, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset. Additional recurring disclosures are not required because the ASU does not affect the recognition, measurement or tabular disclosure of uncertain tax positions. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning December 15, 2013, with early adoption permitted. The implementation of this ASU is not expected to have a material impact on the Company’s consolidated financial position or results of operations. |
Note_2_Reorganization
Note 2 - Reorganization | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Reorganizations [Abstract] | ' | ||||||||
Reorganization under Chapter 11 of US Bankruptcy Code Disclosure [Text Block] | ' | ||||||||
2. Reorganization | |||||||||
On March 24, 2013 (the “Petition Date”), the Company and each of its direct and indirect subsidiaries filed voluntary petitions for reorganization (the “Reorganization Cases”) under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) in order to effectuate their prepackaged Chapter 11 plan of reorganization (the “Plan”). The Reorganization Cases were jointly administered under the caption “In re Otelco Inc., et al.,” Case No. 13-10593. | |||||||||
On May 6, 2013, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming the Plan. On May 24, 2013 (the “Effective Date”), the Company and its direct and indirect subsidiaries substantially consummated their reorganization through a series of transactions contemplated by the Plan, and the Plan became effective pursuant to its terms. On August 22, 2013, the Bankruptcy Court issued its “Final Decree” closing the Company’s bankruptcy cases. | |||||||||
Summary of the Material Features of the Plan | |||||||||
Pursuant to the Plan, on the Effective Date, among other things: | |||||||||
● | the $162.0 million of outstanding principal loan obligations under the Company’s senior credit facility were reduced to $133.3 million through a cash payment; | ||||||||
● | the holders of the outstanding principal term loan obligations under the Company’s senior credit facility, or affiliates thereof, received their pro rata share of the Company’s Class B common stock, which Class B common stock represented 7.5% of the total economic and voting interest in the Company immediately following the effectiveness of the Plan; | ||||||||
● | all the Company’s outstanding 13% Senior Subordinated Notes due 2019 (the “Notes”) were cancelled and the holders received their pro rata share of the Company’s Class A common stock, which Class A common stock represented 92.5% of the total economic and voting interest in the Company immediately following the effectiveness of the Plan; and | ||||||||
● | all outstanding shares of the Company’s existing Class A common stock (the “Old Common Stock”) were cancelled. | ||||||||
Income Deposit Securities | |||||||||
Prior to the Effective Date, each share of the Company’s Old Common Stock was held as a component of the Company’s Income Deposit Securities (“IDS”). Each IDS consisted of one share of the Company’s Old Common Stock and $7.50 principal amount of Notes. On the Effective Date, all outstanding Old Common Stock and Notes were cancelled. | |||||||||
Issued and Outstanding Shares | |||||||||
As of the Effective Date, a total of 2,871 thousand shares of the Company’s Class A common stock and 233 thousand shares of the Company’s Class B common stock were issued and outstanding, and 233 thousand shares of Class A common stock were reserved for future issuance upon the conversion of Class B common stock. In addition, 345 thousand shares of Class A common stock have been reserved for future issuance under the Management Equity Plan. | |||||||||
Senior Credit Facility | |||||||||
On the Effective Date, the Company amended and restated its senior credit facility. The Company’s senior credit facility, as amended and restated, is comprised of: | |||||||||
● | term loans of $133.3 million; and | ||||||||
● | a revolving loan commitment in an amount of up to $5.0 million. | ||||||||
As of the Effective Date, the term loan facility was fully drawn and no amounts were drawn under the revolving credit facility. Amounts drawn under the term loan facility that are subsequently repaid or prepaid may not be re-borrowed. Amounts drawn under the revolving credit facility may be borrowed, repaid and re-borrowed until the earliest of: (1) April 30, 2016; (2) the date of termination of the lenders’ obligations to make advances or permit existing loans to remain outstanding in the case of an event of default; or (3) the date of indefeasible payment in full by the Company of the loans and the permanent reduction of the commitments to zero dollars (the “Maturity Date”). | |||||||||
The term loan facility requires amortized repayments of the principal amount of the term loans at a straight-line rate of 5.0% per annum of the principal amount of term loans outstanding on the Effective Date on the last day of March, June, September and December of each year. The term loan facility also requires repayments of the principal amount of the term loans on each date that is 45 days after the last day of each fiscal quarter in an amount equal to 75% of the Excess Cash (as defined in the senior credit facility) of the Company as of the last day of each such fiscal quarter, with such repayments commencing on the last day of the first full fiscal quarter ending after the Effective Date. However, such repayment will be reduced to an amount equal to 50% of the Excess Cash of the Company if, on the applicable quarterly repayment date, the Company’s ratio of debt to Consolidated EBITDA (as defined in the senior credit facility) is less than or equal to 2.25:1.00. The entire remaining principal balance of the term loans, as well as any outstanding borrowings under the revolving loan facility, will be due and payable in full on the Maturity Date. | |||||||||
Interest rates applicable to the term loans and the revolving loans are set at a margin over an index rate (which is defined as the highest of (1) the prime rate, (2) the federal funds rate plus 50 basis points per annum or (3) 4.25% per annum) or a LIBOR rate (which is defined as the higher of (a) 3.0% per annum and (b) LIBOR). The applicable margin under the index rate option is 3.25% per annum and the applicable margin under the LIBOR rate option is 3.5%. The Company is required to pay certain fees, including fees on undrawn committed amounts, in connection with the senior credit facility. | |||||||||
Financial Reporting of Reorganization | |||||||||
Financial Accounting Standards Board Accounting Standards Codification 852, Reorganization (“ASC 852”), requires that the financial statements for periods subsequent to the filing of the Reorganization Cases distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Amounts that can be directly associated with the reorganization and restructuring of the business must be reported separately as reorganization items in the statements of operations. In addition, cash provided by and used for reorganization items must be disclosed separately. The Company has applied ASC 852 effective as of the Petition Date, and has segregated those items as outlined above for all reporting periods subsequent to such date. The Company’s emergence from bankruptcy did not qualify for fresh-start accounting in accordance with ASC 852, as more than fifty percent of the Company’s new Class A common stock is held by persons who also held the Company’s old Class A common stock through IDS ownership. | |||||||||
Implementation of the Plan in the Company’s consolidated balance sheet as of May 24, 2013 is as follows (in thousands): | |||||||||
Cash and cash equivalents | $ | (28,700 | ) | ||||||
Current maturity of long-term notes payable | (6,665 | ) | |||||||
Long-term notes payable, net of current maturity | (126,635 | ) | |||||||
Liabilities subject to compromise | 278,985 | (a) | |||||||
Old Class A common stock | 132 | ||||||||
New Class A common stock | (29 | ) | |||||||
New Class B common stock | (2 | ) | |||||||
Additional paid-in capital | (2,876 | ) | |||||||
Retained deficit | (114,210 | ) | (b) | ||||||
$ | — | ||||||||
(a) | Liabilities subject to compromise refer to liabilities incurred prior to the Petition Date for which the Company had not received approval from the Bankruptcy Court to pay or otherwise honor. Liabilities not subject to compromise include: (1) liabilities incurred after the Petition Date; (2) pre-Petition Date liabilities that the Company expects to pay in full, such as medical and retirement benefits; and (3) pre-Petition Date liabilities that have been approved for payment by the Bankruptcy Court and that the Company expects to pay (in advance of a plan of reorganization) in the ordinary course of business, including certain employee-related items such as salaries and vacation pay. Liabilities subject to compromise at May 24, 2013, prior to reorganization, consist of the following (unaudited and in thousands): | ||||||||
Pre-confirmation | |||||||||
24-May-13 | |||||||||
Senior secured credit facility(1) | $ | 161,537 | |||||||
Senior subordinated notes – held in IDS(2) | 98,513 | ||||||||
Senior subordinated notes – held separately(3) | 8,386 | ||||||||
Accrued interest | |||||||||
Senior subordinated notes – held in IDS | 9,716 | ||||||||
Senior subordinated notes – held separately | 833 | ||||||||
Total liabilities subject to compromise | $ | 278,985 | |||||||
-1 | Net of $463 loan cost. | ||||||||
-2 | Net of $1,946 loan cost and premium of $1,298 thousand. | ||||||||
-3 | Net of $114 loan cost. | ||||||||
(b) | Represents amounts recorded for the implementation of the Plan on the Effective Date. This includes the settlement of liabilities subject to compromise, distributions of cash, authorization and partial distribution of the shares of new Class A common stock, and authorization and distribution of shares of new Class B common stock resulting in a pre-tax gain of approximately $114.2 million on extinguishment of obligations pursuant to the Plan and the related tax effects. The following reflects the calculation of pre-tax gain (unaudited and in thousands): | ||||||||
Liabilities subject to compromise | $ | 278,985 | |||||||
Less: Cash paydown of debt | (28,700 | ) | |||||||
Remaining liabilities subject to compromise | 250,285 | ||||||||
Less: Issuance of debt and equity | |||||||||
New long-term notes payable | (133,300 | ) | |||||||
New Class B common stock (at par value) | (2 | ) | |||||||
New additional paid-in capital | (2,773 | ) | |||||||
Pre-tax gain from cancellation and satisfaction of debt | $ | 114,210 | |||||||
At the Effective Date, all liabilities subject to compromise were either settled through cash payments or the issuance of shares of new common stock. As such, as of the Effective Date, no liabilities remain subject to compromise. | |||||||||
Reorganization Items | |||||||||
The Company has incurred significant costs associated with the Reorganization Cases. The amount of these costs, which were expensed as incurred, have significantly affected the Company’s results of operations. Reorganization items represent income or expense amounts that have been recognized as a direct result of the Reorganization Cases and are presented separately in the consolidated statements of operations pursuant to ASC 852. Such items consist of the following (in thousands): | |||||||||
Three Months | Nine Months | ||||||||
Ended | Ended | ||||||||
30-Sep-13 | 30-Sep-13 | ||||||||
Professional fees(a) | $ | (940 | ) | $ | (4,802 | ) | |||
Cancellation of debt income(b) | 0 | 114,210 | |||||||
Other(c) | 0 | (95 | ) | ||||||
Total reorganization items | $ | (940 | ) | $ | 109,313 | ||||
(a) | Professional fees relate to legal and other professional costs directly associated with the reorganization process. | ||||||||
(b) | Net gains and losses associated with the settlement of liabilities subject to compromise. | ||||||||
(c) | Includes expenses directly associated with the reorganization process other than professional fees. | ||||||||
The Company has classified expenses directly related to the Reorganization Cases as reorganization items, including amounts incurred prior to the Petition Date. |
Note_3_Notes_Payable
Note 3 - Notes Payable | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Debt Disclosure [Text Block] | ' | ||||||||
3. Notes Payable | |||||||||
The Company’s senior credit facility has been amended and restated on three occasions most recently on May 24, 2013 in connection with the effectiveness of the Plan. A summary of the terms of the senior credit facility is included in note 2, Reorganization, above. All of the outstanding Notes were cancelled on the Effective Date, pursuant to the Plan. See note 2, Reorganization, above. | |||||||||
Notes payable consists of the following (in thousands): | |||||||||
December 31, | September 30, | ||||||||
2012 | 2013 | ||||||||
Second amended and restated term credit facility, General Electric Capital Corporation; variable interest rate of 4.46% at December 31, 2012. The credit facility was secured by the total assets of the subsidiary guarantors. The unpaid balance was scheduled to be due October 31, 2013. | $ | 162,000 | $ | — | |||||
Third amended and restated term credit facility, General Electric Capital Corporation; variable interest rate of 6.50% at September 30, 2013. The credit facility is secured by the total assets of the subsidiary guarantors. The unpaid balance is due April 30, 2016. | — | 131,634 | |||||||
13% Senior Subordinated Notes due 2019; Premium amortization for the three and nine months ended September 30, 2012 was $29 and $86 thousand respectively. Premium amortization for the three and nine months ended September 30, 2013 was $0 and $31 thousand, respectively. | 100,490 | — | |||||||
13% Senior Subordinated Notes, held separately, due 2019; | 8,500 | — | |||||||
Total notes payable | $ | 270,990 | $ | 131,634 | |||||
Less: current portion | 270,990 | 7,000 | |||||||
Long-term notes payable | $ | — | $ | 124,634 | |||||
Associated with these notes payable, the Company has capitalized and amortized deferred financing cost using the effective interest method. The Company has capitalized $2.7 million in deferred financing cost associated with the senior credit facility. | |||||||||
The Company had revolving credit facilities on September 30, 2013 and December 31, 2012 of $5.0 million and $15.0 million, respectively. The filing of the Reorganization Cases terminated our revolving loan commitments under our senior credit facility. Upon the Effective Date, the revolving loan commitments were reinstated at $5.0 million. Those commitments have been extended until April 30, 2016. There was no balance outstanding as of September 30, 2013 or December 31, 2012. The Company pays a commitment fee of 0.50% per annum, payable quarterly in arrears, on the unused portion of the revolver loan. The commitment fee expense was $6 thousand and $39 thousand for the three and nine months ended September 30, 2013, respectively, and $19 thousand and $57 thousand for the three and nine months ended September 30, 2012, respectively. | |||||||||
Maturities of notes payable for the next five years are as follows (in thousands): | |||||||||
2013 (remaining) | $ | 2,001 | |||||||
2014 | 6,665 | ||||||||
2015 | 6,665 | ||||||||
2016 | 116,303 | ||||||||
2017 | — | ||||||||
Thereafter | — | ||||||||
Total | $ | 131,634 | |||||||
The Company’s notes payable agreements are subject to certain financial covenants and restrictions on indebtedness, financial guarantees, business combinations and other related items. As of September 30, 2013, the Company was in compliance with all such covenants and restrictions. |
Note_4_Revenue_Concentrations
Note 4 - Revenue Concentrations | 9 Months Ended |
Sep. 30, 2013 | |
Risks and Uncertainties [Abstract] | ' |
Concentration Risk Disclosure [Text Block] | ' |
4. Revenue Concentrations | |
The Company fulfilled a contract with Time Warner Cable (“TW”) for the provision of wholesale network connections to TW customers in Maine and New Hampshire. Revenue received directly from TW represented approximately 12.3% and 2.8% of the Company’s consolidated revenue for the nine months ended September 30, 2012 and 2013, respectively. Additionally, other unrelated telecommunications providers also pay the Company access revenue for terminating calls through the Company to TW customers representing 3.9% and less than 1.0% of the Company’s consolidated revenue for the nine months ended September 30, 2012 and 2013, respectively. This contract expired as of December 31, 2012 and all connections were moved to TW’s facilities by January 31, 2013. | |
Revenues for interstate access services are based on reimbursement of costs and an allowed rate of return. Revenues of this nature are received from the National Exchange Carrier Association in the form of monthly settlements. Such revenues amounted to 9.3% and 11.8% of the Company’s total revenues for the nine months ended September 30, 2012 and 2013, respectively. |
Note_5_Impairments
Note 5 - Impairments | 9 Months Ended |
Sep. 30, 2013 | |
Disclosure Text Block Supplement [Abstract] | ' |
Asset Impairment Charges [Text Block] | ' |
5. Impairments | |
During 2012, an interim goodwill impairment test was performed in response to indicators revealed in the annual forecasting process. The Company recorded impairment charges of $62,404,000, $12,071,000 and $69,523,000 to reduce the carrying value of goodwill to its implied fair value for its three reporting units: Alabama, Missouri and New England, respectively. The Company recorded impairment charges related to its New England reporting unit of $2.9 million and $5.7 million to reduce the carrying value of tangible and intangible assets, respectively. The Company performed its annual goodwill impairment testing as of October 1, 2012. The Company determined no events or circumstances from October 1, 2012 through September 30, 2013 indicated that a further assessment was necessary. |
Note_6_Income_Tax
Note 6 - Income Tax | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Tax Disclosure [Text Block] | ' | ||||||||
6. Income Tax | |||||||||
As of September 30, 2013, the Company had U.S. federal and state net operating loss carryforwards of $1.5 million and $17.2 million, respectively. These net operating loss carryforwards expire at various times beginning in 2022 through 2033. The Company also had alternative minimum tax credit carryforwards of $0.8 million. The Company establishes valuation allowances when necessary to reduce deferred tax assets to amounts expected to be realized. During second quarter 2013, the Company determined that it is more likely than not that the benefit from certain federal and state loss carryforwards and the benefit from certain alternative minimum tax credit carryforwards will not be realized prior to expiration due to the attribute reduction required for the Company’s emergence from bankruptcy during the second quarter. The Company has recorded a valuation allowance of $0.7 million related to the deferred tax asset associated with the federal and state loss carryforwards and a valuation allowance of $0.8 million related to the deferred tax asset associated with the alternative minimum tax credit carryforwards which are expected to not be utilized during the current tax year. | |||||||||
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of September 30, 2013 and December 31, 2012 are presented below (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Deferred tax liabilities: | |||||||||
Amortization | $ | (12,900 | ) | $ | (10,130 | ) | |||
Depreciation | (10,267 | ) | (11,686 | ) | |||||
Amortized intangibles | — | (840 | ) | ||||||
Prepaid expense | (469 | ) | (431 | ) | |||||
Other | (15 | ) | (14 | ) | |||||
Total deferred tax liabilities | $ | (23,651 | ) | $ | (23,101 | ) | |||
Deferred tax assets: | |||||||||
Federal net operating loss carryforwards | $ | 525 | $ | 4,426 | |||||
Amortized intangibles | 968 | — | |||||||
Alternative minimum credits carryforwards | 751 | 556 | |||||||
State net operating loss carryforwards | 306 | 769 | |||||||
Restructuring expense | 2,204 | 632 | |||||||
Deferred compensation | 304 | 323 | |||||||
Advance payments | 307 | 328 | |||||||
Bad debt | 415 | 704 | |||||||
Other | 233 | 381 | |||||||
6,013 | 8,119 | ||||||||
Less: Valuation allowance | (1,498 | ) | — | ||||||
Total net deferred tax assets | $ | 4,515 | $ | 8,119 | |||||
The effective income tax rate as of September 30, 2012 and 2013 was 16.3% and 3.8% respectively. The 2012 rate differs from the 35% federal statutory rate primarily due to certain non-deductible impairment expenses. The cancellation of debt income in 2013 is non-taxable, and is the primary difference between the 35% federal statutory rate and the effective tax rate for the nine months ended September 30, 2013. |
Note_7_Derivative_Activities
Note 7 - Derivative Activities | 9 Months Ended |
Sep. 30, 2013 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | ' |
7. Derivative Activities | |
The Company utilized two interest rate swaps which matured on February 8, 2012. The change in fair value of the swaps was charged or credited to income as a change in fair value of derivatives. Over the life of the swaps, the cumulative change in fair value was zero. |
Note_8_Income_Loss_Per_Common_
Note 8 - Income (Loss) Per Common Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Earnings Per Share [Text Block] | ' | ||||||||||||||||
8. Income (Loss) per Common Share | |||||||||||||||||
Income (loss) per common share is computed by dividing net income (loss) by the weighted average of common shares outstanding for the period. As discussed in note 2, Reorganization, above, the Management Equity Plan was adopted by the Company’s board of directors on June 18, 2013, was adopted by the holders of Class B common stock on July 12, 2013, but was not approved by the holders of Class A common stock at the Annual Meeting. Therefore, the Management Equity Plan is not considered dilutive in the earnings per share calculations below. | |||||||||||||||||
A reconciliation of the Company’s income (loss) per common share calculation is as follows (in whole numbers with the exception of net income which is in thousands): | |||||||||||||||||
Three Months | Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||
(restated) | (restated) | ||||||||||||||||
Weighted average number of common shares outstanding | 2,644,281 | 3,103,728 | 2,644,281 | 2,859,699 | |||||||||||||
Net income (loss) | $ | 316 | $ | 1,472 | $ | (126,876 | ) | $ | 109,346 | ||||||||
Net income (loss) per common share | $ | 0.12 | $ | 0.47 | $ | (47.98 | ) | $ | 38.24 | ||||||||
Note_9_Commitments_and_Conting
Note 9 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies Disclosure [Text Block] | ' |
9. Commitments and Contingencies | |
From time to time, we may be involved in various claims, legal actions and regulatory proceedings incidental to and in the ordinary course of business, including administrative hearings of the Alabama Public Service Commission, the Maine Public Utilities Commission, the Massachusetts Department of Telecommunications and Cable, the Missouri Public Service Commission, the New Hampshire Public Utilities Commission, the Vermont Public Service Board and the West Virginia Public Service Commission, relating primarily to rate making. None of the legal proceedings are expected to have a material adverse effect on our business. |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
New Accounting Pronouncements, Policy [Policy Text Block] | ' |
Recent Accounting Pronouncements | |
In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2013-11, Income Taxes (Topic 740); Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exist. This update requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward except when: (i) an NOL carryforward, a similar tax loss, or a tax credit carryforward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; (ii) the entity does not intend to use the deferred tax asset for the purpose (provided that the tax law permits a choice). If either of these conditions exists, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset. Additional recurring disclosures are not required because the ASU does not affect the recognition, measurement or tabular disclosure of uncertain tax positions. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning December 15, 2013, with early adoption permitted. The implementation of this ASU is not expected to have a material impact on the Company’s consolidated financial position or results of operations. |
Note_2_Reorganization_Tables
Note 2 - Reorganization (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Note 2 - Reorganization (Tables) [Line Items] | ' | ||||||||
Condensed Cash Flow Statement [Table Text Block] | ' | ||||||||
Pre-confirmation | |||||||||
24-May-13 | |||||||||
Senior secured credit facility(1) | $ | 161,537 | |||||||
Senior subordinated notes – held in IDS(2) | 98,513 | ||||||||
Senior subordinated notes – held separately(3) | 8,386 | ||||||||
Accrued interest | |||||||||
Senior subordinated notes – held in IDS | 9,716 | ||||||||
Senior subordinated notes – held separately | 833 | ||||||||
Total liabilities subject to compromise | $ | 278,985 | |||||||
Liabilities subject to compromise | $ | 278,985 | |||||||
Less: Cash paydown of debt | (28,700 | ) | |||||||
Remaining liabilities subject to compromise | 250,285 | ||||||||
Less: Issuance of debt and equity | |||||||||
New long-term notes payable | (133,300 | ) | |||||||
New Class B common stock (at par value) | (2 | ) | |||||||
New additional paid-in capital | (2,773 | ) | |||||||
Pre-tax gain from cancellation and satisfaction of debt | $ | 114,210 | |||||||
Restructuring and Related Costs [Table Text Block] | ' | ||||||||
Three Months | Nine Months | ||||||||
Ended | Ended | ||||||||
30-Sep-13 | 30-Sep-13 | ||||||||
Professional fees(a) | $ | (940 | ) | $ | (4,802 | ) | |||
Cancellation of debt income(b) | 0 | 114,210 | |||||||
Other(c) | 0 | (95 | ) | ||||||
Total reorganization items | $ | (940 | ) | $ | 109,313 | ||||
Other Restructuring [Member] | ' | ||||||||
Note 2 - Reorganization (Tables) [Line Items] | ' | ||||||||
Condensed Balance Sheet [Table Text Block] | ' | ||||||||
Cash and cash equivalents | $ | (28,700 | ) | ||||||
Current maturity of long-term notes payable | (6,665 | ) | |||||||
Long-term notes payable, net of current maturity | (126,635 | ) | |||||||
Liabilities subject to compromise | 278,985 | (a) | |||||||
Old Class A common stock | 132 | ||||||||
New Class A common stock | (29 | ) | |||||||
New Class B common stock | (2 | ) | |||||||
Additional paid-in capital | (2,876 | ) | |||||||
Retained deficit | (114,210 | ) | (b) | ||||||
$ | — |
Note_3_Notes_Payable_Tables
Note 3 - Notes Payable (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | ' | ||||||||
December 31, | September 30, | ||||||||
2012 | 2013 | ||||||||
Second amended and restated term credit facility, General Electric Capital Corporation; variable interest rate of 4.46% at December 31, 2012. The credit facility was secured by the total assets of the subsidiary guarantors. The unpaid balance was scheduled to be due October 31, 2013. | $ | 162,000 | $ | — | |||||
Third amended and restated term credit facility, General Electric Capital Corporation; variable interest rate of 6.50% at September 30, 2013. The credit facility is secured by the total assets of the subsidiary guarantors. The unpaid balance is due April 30, 2016. | — | 131,634 | |||||||
13% Senior Subordinated Notes due 2019; Premium amortization for the three and nine months ended September 30, 2012 was $29 and $86 thousand respectively. Premium amortization for the three and nine months ended September 30, 2013 was $0 and $31 thousand, respectively. | 100,490 | — | |||||||
13% Senior Subordinated Notes, held separately, due 2019; | 8,500 | — | |||||||
Total notes payable | $ | 270,990 | $ | 131,634 | |||||
Less: current portion | 270,990 | 7,000 | |||||||
Long-term notes payable | $ | — | $ | 124,634 | |||||
Schedule of Maturities of Long-term Debt [Table Text Block] | ' | ||||||||
2013 (remaining) | $ | 2,001 | |||||||
2014 | 6,665 | ||||||||
2015 | 6,665 | ||||||||
2016 | 116,303 | ||||||||
2017 | — | ||||||||
Thereafter | — | ||||||||
Total | $ | 131,634 |
Note_6_Income_Tax_Tables
Note 6 - Income Tax (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | ||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Deferred tax liabilities: | |||||||||
Amortization | $ | (12,900 | ) | $ | (10,130 | ) | |||
Depreciation | (10,267 | ) | (11,686 | ) | |||||
Amortized intangibles | — | (840 | ) | ||||||
Prepaid expense | (469 | ) | (431 | ) | |||||
Other | (15 | ) | (14 | ) | |||||
Total deferred tax liabilities | $ | (23,651 | ) | $ | (23,101 | ) | |||
Deferred tax assets: | |||||||||
Federal net operating loss carryforwards | $ | 525 | $ | 4,426 | |||||
Amortized intangibles | 968 | — | |||||||
Alternative minimum credits carryforwards | 751 | 556 | |||||||
State net operating loss carryforwards | 306 | 769 | |||||||
Restructuring expense | 2,204 | 632 | |||||||
Deferred compensation | 304 | 323 | |||||||
Advance payments | 307 | 328 | |||||||
Bad debt | 415 | 704 | |||||||
Other | 233 | 381 | |||||||
6,013 | 8,119 | ||||||||
Less: Valuation allowance | (1,498 | ) | — | ||||||
Total net deferred tax assets | $ | 4,515 | $ | 8,119 |
Note_8_Income_Loss_Per_Common_1
Note 8 - Income (Loss) Per Common Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||||||||||
Three Months | Nine Months | ||||||||||||||||
Ended September 30, | Ended September 30, | ||||||||||||||||
2012 | 2013 | 2012 | 2013 | ||||||||||||||
(restated) | (restated) | ||||||||||||||||
Weighted average number of common shares outstanding | 2,644,281 | 3,103,728 | 2,644,281 | 2,859,699 | |||||||||||||
Net income (loss) | $ | 316 | $ | 1,472 | $ | (126,876 | ) | $ | 109,346 | ||||||||
Net income (loss) per common share | $ | 0.12 | $ | 0.47 | $ | (47.98 | ) | $ | 38.24 |
Note_2_Reorganization_Details
Note 2 - Reorganization (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||||
24-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Long-term Debt, Gross (in Dollars) | $162,000,000 | ' | ' | ' | ' | ||
Long-term Debt (in Dollars) | ' | 131,634,000 | 131,634,000 | ' | 270,990,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ' | ' | ' | ' | ||
Each IDS Principal Amount on Notes (in Dollars) | 7.5 | ' | ' | ' | ' | ||
Percentage of Repayment of Principal Required | 75.00% | ' | ' | ' | ' | ||
Debt to EBITDA Ratio | 2.25% | ' | ' | ' | ' | ||
Debt Instrument, Basis Spread on Variable Rate (in Basis Points) | 0.50% | ' | ' | ' | ' | ||
Payments of Loan Costs (in Dollars) | ' | ' | 1,653,000 | 599,000 | ' | ||
Amortization of Debt Discount (Premium) (in Dollars) | ' | ' | -31,000 | -86,000 | ' | ||
Gains (Losses) on Extinguishment of Debt (in Dollars) | 114,200,000 | 0 | [1] | 114,210,000 | [1] | ' | ' |
Reduced Amount Contingent on Debt to Income Ratio [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Percentage of Repayment of Principal Required | 50.00% | ' | ' | ' | ' | ||
Common Class A [Member] | Management Equity Plan [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Common Stock, Capital Shares Reserved for Future Issuance (in Shares) | 345,000 | ' | ' | ' | ' | ||
Common Class A [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Total Economic Voting Interest, Percent | 92.50% | ' | ' | ' | ' | ||
Common Stock, Shares, Issued (in Shares) | 2,871,000 | 2,870,948 | 2,870,948 | ' | 13,221,404 | ||
Common Stock, Shares, Outstanding (in Shares) | 233,000 | 2,870,948 | 2,870,948 | ' | 13,221,404 | ||
Common Class B [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Common Stock, Shares, Issued (in Shares) | 233,000 | 232,780 | 232,780 | ' | ' | ||
Common Stock, Shares, Outstanding (in Shares) | ' | 232,780 | 232,780 | ' | ' | ||
Secured Debt [Member] | Senior Credit Facility [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Payments of Loan Costs (in Dollars) | 463,000 | ' | ' | ' | ' | ||
Senior Subordinated Notes [Member] | Income Deposit Securities [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Payments of Loan Costs (in Dollars) | 1,946,000 | ' | ' | ' | ' | ||
Amortization of Debt Discount (Premium) (in Dollars) | -1,298,000 | ' | ' | ' | ' | ||
Senior Subordinated Notes [Member] | Held Seperately [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Payments of Loan Costs (in Dollars) | 114,000 | ' | ' | ' | ' | ||
Senior Subordinated Notes 1 [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Debt Instrument, Interest Rate, Stated Percentage | 13.00% | ' | ' | ' | ' | ||
Term Loan [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ' | ' | ' | ' | ||
Debt Instrument, Face Amount (in Dollars) | 133,300,000 | ' | ' | ' | ' | ||
LIBOR Rate [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | ' | ' | ' | ' | ||
Margin Under the Index Rate Option [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | ' | ' | ' | ' | ||
Margin Under the LIBOR Rate Option [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Debt Instrument, Interest Rate, Stated Percentage | 3.50% | ' | ' | ' | ' | ||
Revolving Credit Facility [Member] | ' | ' | ' | ' | ' | ||
Note 2 - Reorganization (Details) [Line Items] | ' | ' | ' | ' | ' | ||
Debt Instrument, Face Amount (in Dollars) | $5,000,000 | ' | ' | ' | ' | ||
[1] | Net gains and losses associated with the settlement of liabilities subject to compromise. |
Note_2_Reorganization_Details_
Note 2 - Reorganization (Details) - Implementation of the Plan in the Companybs Consolidated Balance Sheet (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | 24-May-13 | 24-May-13 | Sep. 30, 2013 | Dec. 31, 2012 | 24-May-13 | Sep. 30, 2013 | 24-May-13 |
In Thousands, unless otherwise specified | Old [Member] | New [Member] | Common Class A [Member] | Common Class A [Member] | Common Class B [Member] | Common Class B [Member] | Reorganization Plan [Member] | ||||
Common Class A [Member] | Common Class A [Member] | Reorganization Plan [Member] | |||||||||
Reorganization Plan [Member] | Reorganization Plan [Member] | ||||||||||
Condensed Balance Sheet Statements, Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | $10,350 | $32,516 | $27,185 | $12,394 | ' | ' | ' | ' | ' | ' | ($28,700) |
Current maturity of long-term notes payable | 7,000 | 270,990 | ' | ' | ' | ' | ' | ' | ' | ' | -6,665 |
Long-term notes payable, net of current maturity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -126,635 |
Liabilities subject to compromise | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 278,985 |
Common Stock | ' | ' | ' | ' | 132 | -29 | 29 | 132 | -2 | 2 | ' |
Additional paid-in capital | 2,876 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,876 |
Retained deficit | ($32,384) | ($141,730) | ' | ' | ' | ' | ' | ' | ' | ' | ($114,210) |
Note_2_Reorganization_Details_1
Note 2 - Reorganization (Details) - Liabilities Subject to Compromise (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||
In Thousands, unless otherwise specified | 24-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | 24-May-13 | 24-May-13 | 24-May-13 | 24-May-13 | 24-May-13 | Sep. 30, 2013 | |||||
Precofirmation [Member] | Precofirmation [Member] | Precofirmation [Member] | Precofirmation [Member] | Precofirmation [Member] | Common Class B [Member] | ||||||||||
Common Class B [Member] | Senior Secured Credit Facility [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | ||||||||||||
Income Deposit Securities [Member] | Held Seperately [Member] | ||||||||||||||
Condensed Cash Flow Statements, Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Notes Payable | ' | ' | ' | ' | ' | $161,537 | [1] | $98,513 | [2] | $8,386 | [3] | ' | ' | ||
Accrued interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Senior subordinated notes b held | ' | ' | ' | ' | ' | ' | 9,716 | 833 | ' | ' | |||||
Liabilities subject to compromise | ' | ' | ' | ' | ' | ' | ' | ' | 278,985 | ' | |||||
Less: Cash paydown of debt | ' | ' | ' | ' | ' | ' | ' | ' | -28,700 | ' | |||||
Remaining liabilities subject to compromise | ' | ' | ' | ' | ' | ' | ' | ' | 250,285 | ' | |||||
Less: Issuance of debt and equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
New long-term notes payable | ' | -131,634 | -131,634 | -270,990 | ' | ' | ' | ' | -133,300 | ' | |||||
New Class B common stock (at par value) | ' | ' | ' | ' | -2 | ' | ' | ' | ' | -2 | |||||
New additional paid-in capital | ' | ' | ' | ' | ' | ' | ' | ' | -2,773 | ' | |||||
Pre-tax gain from cancellation and satisfaction of debt | $114,200 | $0 | [4] | $114,210 | [4] | ' | ' | ' | ' | ' | $114,210 | ' | |||
[1] | Net of $463 loan cost. | ||||||||||||||
[2] | Net of $1,946 loan cost and premium of $1,298. | ||||||||||||||
[3] | Net of $114 loan cost. | ||||||||||||||
[4] | Net gains and losses associated with the settlement of liabilities subject to compromise. |
Note_2_Reorganization_Details_2
Note 2 - Reorganization (Details) - Reorganization Items (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | 24-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | ||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ||
Professional fees(a) | ' | ($940) | [1] | ($4,802) | [1] |
Cancellation of debt income(b) | 114,200 | 0 | [2] | 114,210 | [2] |
Other(c) | ' | 940 | -109,313 | ||
Total reorganization items | ' | -940 | 109,313 | ||
Excludes Professional Services [Member] | ' | ' | ' | ||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ||
Other(c) | ' | $0 | [3] | ($95) | [3] |
[1] | Professional fees relate to legal and other professional costs directly associated with the reorganization process. | ||||
[2] | Net gains and losses associated with the settlement of liabilities subject to compromise. | ||||
[3] | Includes expenses directly associated with the reorganization process other than professional fees. |
Note_3_Notes_Payable_Details
Note 3 - Notes Payable (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | 24-May-13 | Dec. 31, 2012 | |
Debt Disclosure [Abstract] | ' | ' | ' | ' | ' | ' |
Deferred Finance Costs, Gross | $2,700,000 | ' | $2,700,000 | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 5,000,000 | ' | 5,000,000 | ' | ' | 15,000,000 |
Other Commitment | ' | ' | ' | ' | 5,000,000 | ' |
Line of Credit Facility, Commitment Fee Percentage | ' | ' | 0.50% | ' | ' | ' |
Line of Credit Facility, Commitment Fee Amount | $6,000 | $19,000 | $39,000 | $57,000 | ' | ' |
Note_3_Notes_Payable_Details_S
Note 3 - Notes Payable (Details) - Summary of Notes Payable (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Notes payable | $131,634 | $270,990 |
Less: current portion | 7,000 | 270,990 |
Long-term notes payable | 124,634 | ' |
GE Capital 2nd [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable | ' | 162,000 |
GE Capital 3rd [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable | 131,634 | ' |
Senior Subordinated Notes 1 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable | ' | 100,490 |
Senior Subordinated Notes 2 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable | ' | $8,500 |
Note_3_Notes_Payable_Details_S1
Note 3 - Notes Payable (Details) - Summary of Notes Payable (Parentheticals) (USD $) | 9 Months Ended | 9 Months Ended | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
GE Capital 2nd [Member] | GE Capital 3rd [Member] | Senior Subordinated Notes 1 [Member] | Senior Subordinated Notes 1 [Member] | Senior Subordinated Notes 2 [Member] | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Interest | ' | ' | 4.46% | 6.50% | 13.00% | 13.00% | 13.00% |
Premium amortization (in Dollars) | $31 | $86 | ' | ' | $31 | $86 | ' |
Note_3_Notes_Payable_Details_M
Note 3 - Notes Payable (Details) - Maturities of Long-Term Notes Payable (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Maturities of Long-Term Notes Payable [Abstract] | ' | ' |
2013 (remaining) | $2,001 | ' |
2014 | 6,665 | ' |
2015 | 6,665 | ' |
2016 | 116,303 | ' |
2017 | 0 | ' |
Thereafter | 0 | ' |
Total | $131,634 | $270,990 |
Note_4_Revenue_Concentrations_
Note 4 - Revenue Concentrations (Details) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
TWC [Member] | ' | ' |
Note 4 - Revenue Concentrations (Details) [Line Items] | ' | ' |
Consolidated Entity Revenue Percentage | 2.80% | 12.30% |
Concentration Risk, Percentage | 1.00% | 3.90% |
National Exchange Carrier Association [Member] | ' | ' |
Note 4 - Revenue Concentrations (Details) [Line Items] | ' | ' |
Consolidated Entity Revenue Percentage | 11.80% | 9.30% |
Note_5_Impairments_Details
Note 5 - Impairments (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | ||||
Sep. 30, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | |
Alabama [Member] | Missouri [Member] | New England [Member] | New England [Member] | New England [Member] | |||
Assets [Member] | Indefinite-lived Intangible Assets [Member] | ||||||
Note 5 - Impairments (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Goodwill, Impairment Loss | ($344,000) | $143,654,000 | $62,404,000 | $12,071,000 | ' | ' | $69,523,000 |
Asset Impairment Charges | ' | ' | ' | ' | $2,900,000 | $5,700,000 | ' |
Note_6_Income_Tax_Details
Note 6 - Income Tax (Details) (USD $) | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Note 6 - Income Tax (Details) [Line Items] | ' | ' | ' |
Deferred Tax Assets, Tax Credit Carryforwards, Alternative Minimum Tax | $751,000 | ' | $556,000 |
Deferred Tax Assets, Valuation Allowance | 1,498,000 | ' | ' |
Effective Income Tax Rate Reconciliation, Percent | 3.80% | 16.30% | ' |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | ' |
Domestic Tax Authority [Member] | ' | ' | ' |
Note 6 - Income Tax (Details) [Line Items] | ' | ' | ' |
Operating Loss Carryforwards | 1,500,000 | ' | ' |
State and Local Jurisdiction [Member] | ' | ' | ' |
Note 6 - Income Tax (Details) [Line Items] | ' | ' | ' |
Operating Loss Carryforwards | 17,200,000 | ' | ' |
Capital Loss Carryforward [Member] | ' | ' | ' |
Note 6 - Income Tax (Details) [Line Items] | ' | ' | ' |
Deferred Tax Assets, Valuation Allowance | 700,000 | ' | ' |
Alternative Minimum Tax Credit [Member] | ' | ' | ' |
Note 6 - Income Tax (Details) [Line Items] | ' | ' | ' |
Deferred Tax Assets, Valuation Allowance | $800,000 | ' | ' |
Note_6_Income_Tax_Details_Tax_
Note 6 - Income Tax (Details) - Tax Effects of Temporary Differences (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax liabilities: | ' | ' |
Amortization | ($12,900) | ($10,130) |
Depreciation | -10,267 | -11,686 |
Amortized intangibles | ' | -840 |
Prepaid expense | -469 | -431 |
Other | -15 | -14 |
Total deferred tax liabilities | -23,651 | -23,101 |
Deferred tax assets: | ' | ' |
Federal net operating loss carryforwards | 525 | 4,426 |
Amortized intangibles | 968 | ' |
Alternative minimum credits carryforwards | 751 | 556 |
State net operating loss carryforwards | 306 | 769 |
Restructuring expense | 2,204 | 632 |
Deferred compensation | 304 | 323 |
Advance payments | 307 | 328 |
Bad debt | 415 | 704 |
Other | 233 | 381 |
6,013 | 8,119 | |
Less: Valuation allowance | -1,498 | ' |
Total net deferred tax assets | $4,515 | $8,119 |
Note_7_Derivative_Activities_D
Note 7 - Derivative Activities (Details) (USD $) | Feb. 08, 2012 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' |
Derivative Asset, Notional Amount | $0 |
Note_8_Income_Loss_Per_Common_2
Note 8 - Income (Loss) Per Common Share (Details) - A Reconciliation Of The Companybs Basic And Diluted Income (Loss) Per Common Share: (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
A Reconciliation Of The Companybs Basic And Diluted Income (Loss) Per Common Share: [Abstract] | ' | ' | ' | ' |
Weighted average number of common shares outstanding | 3,103,728 | 2,644,281 | 2,859,699 | 2,644,281 |
Net income (loss) (in Dollars) | $1,472 | $316 | $109,346 | ($126,876) |
Net income (loss) per common share (in Dollars per share) | $0.47 | $0.12 | $38.24 | ($47.98) |