Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2014 | Mar. 14, 2015 | |
Document Information [Line Items] | |||
Entity Registrant Name | OTELCO INC. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Public Float | $14,134,700 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1288359 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 2,881,154 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 232,780 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $5,082 | $9,916 |
Accounts receivable: | ||
Due from subscribers, net of allowance for doubtful accounts of $274 and $229, respectively | 3,732 | 3,730 |
Unbilled receivables | 1,675 | 1,906 |
Other | 1,931 | 2,050 |
Materials and supplies | 1,915 | 1,654 |
Prepaid expenses | 3,441 | 1,863 |
Deferred income taxes | 547 | 905 |
Total current assets | 18,323 | 22,024 |
Property and equipment, net | 51,237 | 54,462 |
Goodwill | 44,976 | 44,957 |
Intangible assets, net | 3,178 | 4,074 |
Investments | 1,870 | 1,895 |
Deferred financing costs, net | 1,161 | 2,097 |
Deferred income taxes | 1,216 | 1,606 |
Other assets | 471 | 563 |
Total assets | 122,432 | 131,678 |
Current liabilities | ||
Accounts payable | 1,104 | 1,552 |
Accrued expenses | 5,054 | 5,141 |
Advance billings and payments | 1,410 | 1,422 |
Deferred income taxes | 600 | 469 |
Customer deposits | 70 | 84 |
Current maturity of long-term notes payable | 6,665 | 7,441 |
Total current liabilities | 14,903 | 16,109 |
Deferred income taxes | 25,243 | 23,181 |
Advance billings and payments | 681 | 736 |
Other liabilities | 142 | 139 |
Long-term notes payable, less current maturities | 105,470 | 121,192 |
Total liabilities | 146,439 | 161,357 |
Stockholders' deficit | ||
Additional paid in capital | 3,519 | 2,876 |
Retained deficit | -27,557 | -32,586 |
Total stockholders' deficit | -24,007 | -29,679 |
Total liabilities and stockholders' deficit | 122,432 | 131,678 |
Old Common Class A [Member] | ||
Stockholders' deficit | ||
Common Stock | 29 | 29 |
Common Class B [Member] | ||
Stockholders' deficit | ||
Common Stock | $2 | $2 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts (in Dollars) | $229 | $274 |
Old Common Class A [Member] | ||
Common stock, par value (in Dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, shares issued | 2,881,154 | 2,881,154 |
Common stock, shares outstanding | 2,881,154 | 2,881,154 |
Common Class B [Member] | ||
Common stock, par value (in Dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 250,000 | 250,000 |
Common stock, shares issued | 232,780 | 232,780 |
Common stock, shares outstanding | 232,780 | 232,780 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Revenues | $73,870 | $78,972 | $98,404 | |
Operating expenses | ||||
Cost of services | 35,516 | 37,200 | 42,232 | |
Selling, general and administrative expenses | 10,913 | 10,489 | 14,013 | |
Depreciation and amortization | 10,583 | 12,632 | 19,277 | |
Long-lived assets impairment - property and equipment | 2,874 | |||
Long-lived assets impairment - intangibles | 5,748 | |||
Goodwill impairment | 143,654 | |||
Total operating expenses | 57,012 | 60,321 | 227,798 | |
Income (loss) from operations | 16,858 | 18,651 | -129,394 | |
Other income (expense) | ||||
Interest expense | -8,854 | -12,673 | -22,932 | |
Change in fair value of derivatives | 241 | |||
Other income | 210 | 275 | 317 | |
Total other expenses | -8,644 | -12,398 | -22,374 | |
Income (loss) before reorganization items and income tax | 8,214 | 6,253 | -151,768 | |
Reorganization items | 109,258 | |||
Income (loss) before income tax | 8,214 | 115,511 | -151,768 | |
Income tax benefit (expense) | -3,185 | -6,367 | 24,868 | |
Net income (loss) | $5,029 | $109,144 | ($126,900) | [1] |
(2012 adjusted to be consistent with implementation of the Plan) | ||||
Basic (in Shares) | 3,103,728 | 2,921,208 | 2,644,281 | [1] |
Diluted (in Shares) | 3,168,161 | 2,921,208 | 2,644,281 | [1] |
Basic net income (loss) per common share (in Dollars per share) | $1.62 | $37.36 | ($47.99) | [1] |
Diluted net income (loss) per common share (in Dollars per share) | $1.59 | $37.36 | ($47.99) | |
Dividends declared per common share (in Dollars per share) | $0.18 | |||
[1] | Adjusted to reflect the cancellation of old common stock and the issuance of new Class A common stock in exchange for Notes as part of thePlan. |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Deficit (USD $) | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | Common Class B [Member] | Common Class B [Member] | Common Class B [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |
In Thousands, except Share data | Common Stock [Member] | Additional Paid-in Capital [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | ||||||
Balance, December 31 at Dec. 31, 2010 | $132 | $922 | ($6,298) | ($5,244) | ||||||
Balance, December 31 (in Shares) at Dec. 31, 2010 | 13,221,404 | |||||||||
Net income (loss) | 2,197 | 2,197 | ||||||||
Dividends declared | -922 | -8,399 | -9,321 | |||||||
Balance, December 31 at Dec. 31, 2011 | 132 | -12,500 | -12,368 | |||||||
Balance, December 31 (in Shares) at Dec. 31, 2011 | 13,221,404 | |||||||||
Net income (loss) | -126,900 | -126,900 | [1] | |||||||
Dividends declared | -2,330 | -2,330 | ||||||||
Balance, December 31 at Dec. 31, 2012 | 132 | -141,730 | -141,598 | |||||||
Balance, December 31 (in Shares) at Dec. 31, 2012 | 13,221,404 | |||||||||
Net income (loss) | 109,144 | 109,144 | ||||||||
Cancellation of Class A stock | -132 | -132 | ||||||||
Cancellation of Class A stock (in Shares) | -13,221,404 | |||||||||
Issuance of Common Stock | 29 | 106 | 135 | 2 | 2,770 | 2,772 | ||||
Issuance of Common Stock (in Shares) | 2,870,948 | 232,780 | ||||||||
Balance, December 31 at Dec. 31, 2013 | 29 | 2 | 2,876 | -32,586 | -29,679 | |||||
Balance, December 31 (in Shares) at Dec. 31, 2013 | 2,870,948 | 232,780 | ||||||||
Net income (loss) | 5,029 | 5,029 | ||||||||
Stock-based compensation expense | 643 | 643 | ||||||||
Issuance of Common Stock | 0 | |||||||||
Issuance of Common Stock (in Shares) | 10,206 | |||||||||
Balance, December 31 at Dec. 31, 2014 | $29 | $2 | $3,519 | ($27,557) | ($24,007) | |||||
Balance, December 31 (in Shares) at Dec. 31, 2014 | 2,881,154 | 232,780 | ||||||||
[1] | Adjusted to reflect the cancellation of old common stock and the issuance of new Class A common stock in exchange for Notes as part of thePlan. |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income (loss) | $5,029 | $109,144 | ($126,900) |
Adjustments to reconcile net income (loss) to cash flows provided by operating activities: | |||
Depreciation | 8,941 | 9,650 | 10,496 |
Amortization | 1,643 | 2,982 | 8,781 |
Long-lived assets impairment - property and equipment | 2,874 | ||
Long-lived assets impairment - intangibles | 5,748 | ||
Goodwill impairment | 143,654 | ||
Amortization of loan costs | 936 | 1,071 | 1,368 |
Amortization of notes payable premium | -31 | -116 | |
Change in fair value of derivatives | -242 | ||
Provision (benefit) for deferred income taxes | 2,692 | 6,157 | -24,924 |
Excess tax benefit from stock-based compensation | 249 | ||
Provision for uncollectible accounts receivable | 476 | 418 | 620 |
Stock-based Compensation | 643 | ||
Changes in operating assets and liabilities | |||
Accounts receivable | -128 | 3,442 | -177 |
Material and supplies | -261 | 191 | -64 |
Prepaid expenses and other assets | -1,486 | 44 | -905 |
Accounts payable and accrued expenses | -534 | 334 | 9,154 |
Advance billings and payments | -67 | -191 | 142 |
Other liabilities | -11 | -351 | 222 |
Reorganization adjustments: | |||
Non-cash reorganization income | -114,210 | ||
Net cash from operating activities | 18,122 | 18,650 | 29,731 |
Cash flows used in investing activities: | |||
Acquisition and construction of property and equipment | -6,015 | -6,229 | -6,357 |
Proceeds from sale of property and equipment | 58 | ||
Purchase of investment | -1 | -1 | |
Purchase of Reliable Networks, net of cash acquired | -500 | ||
Net cash used in investing activities | -6,458 | -6,229 | -6,358 |
Cash flows used in financing activities: | |||
Cash dividends paid | -2,330 | ||
Principal repayment of long-term notes payable | -16,498 | -33,368 | |
Loan origination costs | -1,653 | -920 | |
Net cash used in financing activities | -16,498 | -35,021 | -3,250 |
Net increase (decrease) in cash and cash equivalents | -4,834 | -22,600 | 20,123 |
Cash and cash equivalents, beginning of period | 9,916 | 32,516 | 12,393 |
Cash and cash equivalents, end of period | 5,082 | 9,916 | 32,516 |
Supplemental disclosures of cash flow information: | |||
Interest paid | 7,924 | 8,581 | 14,896 |
Income taxes paid | 1,535 | 248 | 77 |
Loan fees paid via issuance of Class B common stock | 2,772 | ||
Cancellation of Class A common stock | 132 | ||
Issuance of Class A common stock | $29 |
Note_1_Nature_of_Business
Note 1 - Nature of Business | 12 Months Ended | ||
Dec. 31, 2014 | |||
Disclosure Text Block [Abstract] | |||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1 | Nature of Business | |
Otelco Inc. (together with its consolidated subsidiaries, the “Company”) provides a broad range of telecommunication services on a retail and wholesale basis. These services include local and long distance calling; network access to and from the Company’s customers; data transport; digital high-speed and legacy dial-up internet access; cable, satellite and Internet Protocol television; other telephone related services; and cloud hosting and managed services. The principal markets for these services are business and residential customers residing in and adjacent to the exchanges the Company serves in Alabama, Massachusetts, Maine, Missouri, Vermont, and West Virginia. In addition, the Company serves business customers throughout Maine and New Hampshire and provides legacy dial-up internet service throughout the states of Maine and Missouri. The Company offers various communications services that are sold to economically similar customers in a comparable manner of distribution. The Company also offers cloud hosting and managed services for companies who rely on mission-critical applications. The majority of customers buy multiple services, often bundled together at a single price. The Company views, manages and evaluates the results of its operations from the various communications services as one company and therefore has identified one reporting segment as it relates to providing segment information. | |||
Reorganization | |||
On March 24, 2013, the Company and each of its then direct and indirect subsidiaries filed voluntary petitions for reorganization (the “Reorganization Cases”) under chapter 11 of title 11 of the United States 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”). On May 6, 2013, the Bankruptcy Court entered an order confirming the Plan. On May 24, 2013 (the “Effective Date”), the Company substantially consummated its 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 a final decree closing the Reorganization Cases. | |||
When the Plan became effective, the following transactions occurred, among other things: | |||
● | the $162.0 million of outstanding principal term loan obligations under the Company’s credit facility was reduced to $133.3 million through a cash payment of $28.7 million; | ||
● | the maturity of the outstanding principal term loan obligations and any revolving loan obligations under the Company’s credit facility was extended to April 30, 2016; | ||
● | the holders of the outstanding principal term loan obligations under the Company’s credit facility received their pro rata share of the Company’s new Class B common stock, which new Class B common stock represented 7.5% of the Company’s total economic and voting interests immediately following the effectiveness of the Plan; | ||
● | certain revolving loan commitments under the Company’s credit facility were reinstated, with availability of up to $5 million; | ||
● | the Company’s outstanding senior subordinated notes (“Notes”), were cancelled and the holders of outstanding Notes received their pro rata share of the Company’s new Class A common stock, which new Class A common stock represented 92.5% of the Company’s total economic and voting interests immediately following the effectiveness of the Plan; and | ||
● | the outstanding shares of the Company’s old common stock were cancelled. | ||
As of the Effective Date, a total of 2,870,948 shares of the Company’s new Class A common stock and 232,780 shares of the Company’s new Class B common stock were issued and outstanding, and 232,780 shares of the Company’s new Class A common stock were reserved for the future issuance upon the conversion of the Company’s new Class B common stock. | |||
The Company’s emergence from bankruptcy did not qualify for fresh-start accounting in accordance with Accounting Standards Codification 852, Reorganization, as immediately following the effectiveness of the Plan, more than 50% of the Company’s new Class A common stock was held by persons who also held the Company’s old common stock. |
Note_2_Summary_of_Significant_
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Significant Accounting Policies [Text Block] | 2 | Summary of Significant Accounting Policies |
Basis of Presentation and Principles of Consolidation | ||
The consolidated financial statements include the accounts of 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”); and CRC Communications LLC (“CRC”). | ||
On August 31, 2013, the Company’s former subsidiary, Communications Design Acquisition LLC (“CDAC”), was merged with and into CRC, with CRC being the surviving entity in the merger. | ||
The accompanying consolidated financial statements include the accounts of the Company and all of the aforesaid subsidiaries after elimination of all material intercompany balances and transactions. | ||
Use of Estimates | ||
The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, which require management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the financial statements. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements. | ||
Significant accounting estimates include the recoverability of goodwill, identified intangibles, long-term assets, deferred tax valuation allowances and allowance for bad debt. | ||
Regulatory Accounting | ||
The Company follows the accounting for regulated enterprises, which is now part of ASC 980, Regulated Operations (“ASC 980”), as issued by the Financial Accounting Standards Board (the “FASB”). This accounting practice recognizes the economic effects of rate regulation by recording costs and a return on investment as such amounts are recovered through rates authorized by regulatory authorities. Accordingly, ASC 980 requires the Company to depreciate telecommunications property and equipment over the estimated useful lives approved by regulators, which could be different than the estimated useful lives that would otherwise be determined by management. ASC 980 also requires deferral of certain costs and obligations based upon approvals received from regulators to permit recovery of such amounts in future years. Criteria that would give rise to the discontinuance of accounting in accordance with ASC 980 include (1) increasing competition restricting the ability of the Company to establish prices that allow it to recover specific costs and (2) significant changes in the manner in which rates are set by regulators from cost-based regulation to another form of regulation. The Company periodically reviews the criteria to determine whether the continuing application of ASC 980 is appropriate for its rural local exchange carriers. As of December 31, 2013 and 2014, 73.3% and 75.3%, respectively, of the Company’s net property, plant and equipment was accounted for under ASC 980. | ||
The Company is subject to reviews and audits by regulatory agencies. The effect of these reviews and audits, if any, will be recorded in the period in which they first become known and determinable. | ||
Intangible Assets and Goodwill | ||
Intangible assets consist primarily of the fair value of customer related intangibles, non-compete agreements and long-term customer contracts acquired in connection with business combinations. Goodwill represents the excess of total acquisition cost over the assigned value of net identifiable tangible and intangible assets acquired through various business combinations, less any impairment. Due to the regulatory accounting required by ASC 980, the Company did not record acquired regulated telecommunications property and equipment at fair value as required by ASC 805, Business Combinations (“ASC 805”), through 2004. In accordance with 47 CFR 32.2000, the federal regulation governing acquired telecommunications property and equipment, such property and equipment is accounted for at original cost, and depreciation and amortization of property and equipment acquired is credited to accumulated depreciation. | ||
The Company performs a quarterly review of its identified intangible assets to determine if facts and circumstances exist which indicate that the useful life is shorter than originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances do exist, the Company assesses the recoverability of identified intangible assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. The Company’s management determined that no impairment was present as of December 31, 2014 or 2013. | ||
Revenue Recognition | ||
Local services revenues. Local services revenue for monthly recurring local services is billed in advance to a portion of the Company’s customers and in arrears to the balance of the customers. The Company records revenue for charges that have not yet been invoiced to its customers as unbilled revenue when services are rendered. The Company records revenue billed in advance as advance billings and defers recognition until such revenue is earned. Long distance service is billed to customers in arrears based on actual usage except when it is included in service bundles. The Company records unbilled long distance revenue as unbilled revenue when services are rendered. In bundles, unlimited usage is billed in arrears at a flat rate. | ||
Network access. Network access revenue is derived from several sources. Revenue for interstate access services is received through tariffed access charges filed by the National Exchange Carrier Association (“NECA”) with the Federal Communications Commission (“FCC”) on behalf of the NECA member companies for the Company’s regulated subsidiaries. These access charges are billed by the Company to interstate interexchange carriers and pooled with like-revenues from all NECA member companies. A portion of the pooled access charge revenue received by the Company is based upon its actual cost of providing interstate access service, plus a return on the investment dedicated to providing that service. The balance of the pooled access charge revenue received by the Company is based upon the nationwide average schedule costs of providing interstate access services. Rates for the Company’s competitive subsidiaries are set by FCC rule to be no more than the interconnecting interstate rate of the predominant local carrier. | ||
Revenue for intrastate access service is received through tariffed access charges billed by the Company to the originating intrastate carrier using access rates filed with the Alabama Public Service Commission (“APSC”), the Maine Public Utilities Commission (“MPUC”), the Massachusetts Department of Telecommunications and Cable (“MDTC”), the Missouri Public Service Commission (“MPSC”), the New Hampshire Public Utilities Commission (“NHPUC”), the Vermont Public Service Board (“VPSB”) and the West Virginia Public Service Commission (“WVPSC”) and are retained by the Company. | ||
Revenue for the intrastate/interLATA access service is received through tariffed access charges as filed with the APSC, MDTC, MPSC, MPUC, NHPUC, VPSB and WVPSC. These access charges are billed to the intrastate carriers and are retained by the Company. Revenue for terminating and originating long distance service is received through charges for providing usage of the local exchange network. Toll revenues are recognized when services are rendered. | ||
The FCC’s Intercarrier Compensation order, issued in November 2011, has significantly changed the way telecommunication carriers receive compensation for exchanging traffic and state tariffed rates. All terminating intrastate rates that exceeded the interstate rate were reduced to the terminating interstate rate effective July 2014. Beginning in 2014, the interstate and intrastate rates will be reduced over three years to “bill and keep” in which carriers bill their customers for services and keep those charges but neither pay for nor receive compensation from traffic sent to or received from other carriers. In addition, subsidies to carriers serving high cost areas will be phased out over an extended period. | ||
Internet, transport service, and cable and satellite television. Internet, transport service, and cable and satellite television revenues are recognized when services are rendered. Operating revenues from the lease of dark fiber covered by indefeasible rights-of-use agreements are recorded as earned. In some cases, the entire lease payment is received at inception of the lease and recognized ratably over the lease term after recognition of expenses associated with lease inception. The Company has deferred revenue in the consolidated balance sheets as of December 31, 2013 and 2014 of $787 thousand and $734 thousand, respectively, related to transport services, which is included as part of advanced billing and payments. | ||
Cash and Cash Equivalents | ||
Cash equivalents are stated at cost plus accrued interest, which approximates fair value. Cash equivalents are high-quality, short-term money market instruments and highly liquid debt instruments with an original maturity of three months or less when purchased. The cash equivalents are readily convertible to known amounts of cash and are so near maturity that they present insignificant risk of changes in value because of changes in interest rates. | ||
Accounts Receivable | ||
The Company extends credit to its business and residential customers based upon a written credit policy. Service interruption is the primary vehicle for controlling losses. Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate for the amount of probable credit losses in the Company’s existing accounts receivable. The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends, and other information. Receivable balances are reviewed on an aged basis and account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. | ||
Materials and Supplies | ||
Materials and supplies are stated at the lower of cost or market value. Cost is determined using an average cost basis. | ||
Property and Equipment | ||
Regulated property and equipment is stated at original cost less any impairment. Unregulated property and equipment purchased through acquisitions is stated at its fair value at the date of acquisition less any impairment. Expenditures for improvements that significantly add to productive capacity or extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs are expensed when incurred. Depreciation of regulated property and equipment is computed principally using the straight-line method over useful lives determined by the APSC, MDTC, MPSC, MPUC, NHPUC, VPSB and WVPSC as discussed above. Depreciation of unregulated property and equipment primarily employs the straight-line method over industry standard estimated useful lives. | ||
Long-Lived Assets | ||
The Company reviews its long-lived assets for impairment at each balance sheet date and whenever events or changes in circumstances indicate that the carrying amount of an asset should be assessed. To determine if impairment exists, the Company estimates the future undiscounted cash flows expected to result from the use of the asset being reviewed for impairment. If the sum of these expected future cash flows is less than the carrying amount of the asset, the Company recognizes an impairment loss in accordance with guidance included in ASC 360, Property, Plant, and Equipment (“ASC 360”). The amount of the impairment recognized is determined by estimating the fair value of the assets and recording a loss for the excess of the carrying value over the fair value. | ||
Deferred Financing Costs | ||
Deferred financing and loan costs consist of debt issuance costs incurred in obtaining long-term financing, which are amortized using the effective interest method. Amortization of deferred financing and loan costs is classified as “Interest expense”. When amendments to debt agreements are considered to extinguish existing debt per guidance included in ASC 470, Debt, the remaining deferred financing costs are expensed at the time of amendment. | ||
Income Taxes | ||
The Company accounts for income taxes using the asset and liability approach in accordance with guidance included in ASC 740, Income Taxes (“ASC 740”). The asset and liability approach requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities using enacted tax rates. Any changes in enacted tax rates or tax laws are included in the provision for income taxes in the period of enactment. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. | ||
The provision for income taxes consists of an amount for the taxes currently payable and a provision for the tax consequences deferred to future periods. | ||
Interest and penalties related to income tax matters would be recognized in income tax expense. As of December 31, 2014, there was no amount recorded for interest and penalties. | ||
The Company conducts business in multiple jurisdictions and, as a result, one or more subsidiaries file income tax returns in the U.S. federal, various state and local jurisdictions. All tax years since 2011 are open for examination by various tax authorities. | ||
Fair Value of Financial Instruments | ||
The carrying value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, prepaids, accounts payable and accrued liabilities, approximate their fair value as of December 31, 2013 and 2014 due to their short term nature. The fair value of debt instruments at December 31, 2013 and 2014 is disclosed in the notes to the consolidated financial statements. | ||
Income (Loss) per Common Share | ||
The Company computes net income (loss) per common share in accordance with the provision included in ASC 260, Earnings per Share (“ASC 260”). Under ASC 260, basic and diluted income per share is computed by dividing net income (loss) available to stockholders by the weighted average number of common shares and common share equivalents outstanding during the period. Basic income (loss) per common share excludes the effect of potentially dilutive securities, while diluted income (loss) per common share reflects the potential dilution that would occur if securities or other contracts to issue common shares were exercised for, converted into or otherwise resulted in the issuance of common shares. | ||
Recently Adopted Accounting Pronouncements | ||
During 2013, the FASB issued Accounting Standards Updates (“ASUs”) 2013-01 through 2013-12. Except for ASU 2013-11, which is discussed below, these ASUs provide technical corrections to existing guidance and to specialized industries or entities and therefore, have minimal, if any, impact on the Company. | ||
In July 2013, the FASB issued 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 ASU 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: (1) 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; or (2) the entity does not intend to use the deferred tax asset for this 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 after December 15, 2013. The implementation of this ASU did not have a material impact on the Company’s consolidated financial position or results of operations. | ||
Recent Accounting Pronouncements | ||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This ASU requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also provides a more robust framework for revenue issues and improves comparability of revenue recognition practices across industries. This ASU was the product of a joint project between the FASB and the International Accounting Standards Board to clarify the principles for recognizing revenue and to develop a common revenue standard. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption not permitted. The Company is currently evaluating the impact of its pending adoption of ASU 2014-09 on its consolidated financial statements and has not yet determined the method by which it will adopt the standard in 2017. | ||
In June 2014, the FASB issued ASU 2014-12, Compensation-Stock Compensation (Topic 718): Account for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. The amendments in this ASU provide explicit guidance on whether to treat a performance target as a performance condition that affects vesting or as a non-vesting condition that affects the grant-date fair value of an award. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, 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. | ||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This ASU provides guidance on management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The amendments in this ASU should help reduce the diversity in the timing and content of footnote disclosures. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, 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. | ||
Reclassifications | ||
Certain items in prior year’s consolidated financial statements have been reclassified to conform with 2014 presentation. |
Note_3_Impairments
Note 3 - Impairments | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||||||
Asset Impairment Charges [Text Block] | 3 | Impairments | |||||||||||||||
ASC 350, Intangibles – Goodwill and Other (“ASC 350”), requires that goodwill be tested for impairment annually, unless potential interim indicators exist that could result in impairment. During the second quarter of 2012, an interim goodwill impairment test was performed in response to indicators revealed in the annual forecasting process. The forecast included the non-renewal of the Time Warner Cable “TW” contract beyond its December 31, 2012 expiration date and the impact of the recent FCC reform. Forecasted operating profits were reduced below the levels projected during the fourth quarter of 2011 and first quarter of 2012. | |||||||||||||||||
The FCC’s Intercarrier Compensation order, issued in November 2011, has and will significantly change the way telecommunication carriers receive compensation for exchanging traffic. All terminating intrastate rates that exceeded the interstate rate were reduced to the terminating interstate rate effective July 2014. Beginning in 2014, the interstate rate will be reduced over three years to “bill and keep” in which carriers bill their customers for services and keep those charges but neither pay for or receive compensation from traffic sent to or received from other carriers. In addition, subsidies to carriers serving high cost areas will be phased out over an extended period. | |||||||||||||||||
The Company performed an impairment test, as of April 30, 2012, on each reporting unit (Alabama, Missouri, and New England) using the two step approach prescribed in ASC 350. Step one compares the fair value of each reporting unit to its carrying value. Fair value was calculated using a blended analysis of the income approach and the market approach of valuation. The Company believes the blended approach is the best method for determining fair value because this approach compensates for inherent risk associated with either model on a stand-alone basis. The process of evaluating the potential impairment of goodwill is subjective because it requires the use of estimates and assumptions. The non-renewal of the TW contract impacted the New England reporting unit. The FCC’s Intercarrier Compensation order impacts all three reporting units with the largest impact being in New England in 2012 and all reporting units in 2013. In addition, the FCC’s Intercarrier Compensation order is likely to have an impact on the market valuation of all wireline telecommunication businesses, including the Company, as future revenue streams are reduced. | |||||||||||||||||
The income approach method utilized was the discounted cash flow method. This method requires the use of estimates and judgments about the future cash flows of the reporting units. Although cash flow forecasts are based on assumptions that are consistent with plans and estimates used to manage the underlying reporting units, there is significant judgment in determining the cash flows attributable to these reporting units, including markets and market share, sales volumes, tax rates, capital spending, discount rate and working capital changes. The market approach method employed in the analysis was the public company method. This method is based on a comparison of the Company to comparable publicly traded firms in similar lines of business. The estimates and judgments used to determine comparable companies include such factors as size, growth, profitability, risk and return on investment. | |||||||||||||||||
The Company determined in 2012, that the fair value of the three reporting units was below its carrying value, which necessitated a step two review to determine whether or not to record a charge to goodwill impairment. The step two review involved determining the fair value of the identifiable net assets of each reporting unit, excluding goodwill, and comparing this to the fair value from step one. The Company performed its interim goodwill impairment testing as of April 30, 2012 and recorded impairment charges of $62,404 thousand, $12,071 thousand and $69,523 thousand to reduce the carrying value of goodwill to its implied fair value for its three reporting units: Alabama, Missouri and New England, respectively. In third quarter 2012, the New England impairment charges were reduced by $344 thousand due to an adjustment related to the acquisition of Shoreham Telephone Company, Inc. (“STC”). | |||||||||||||||||
The changes in the carrying amounts of goodwill for the years ended December 31, 2012, 2013, and 2014 are as follows (in thousands): | |||||||||||||||||
Alabama Reporting Unit | Missouri Reporting Unit | New England Reporting Unit | Total | ||||||||||||||
Balance as of December 31, 2011 | $ | 101,603 | $ | 17,829 | $ | 69,523 | $ | 188,955 | |||||||||
Impairment losses | (62,404 | ) | (12,071 | ) | (69,179 | ) | (143,654 | ) | |||||||||
Adjustment related to STC acquisition (1) | - | - | (344 | ) | (344 | ) | |||||||||||
Balance as of December 31, 2012 | $ | 39,199 | $ | 5,758 | $ | - | $ | 44,957 | |||||||||
Impairment losses | - | - | - | - | |||||||||||||
Balance as of December 31, 2013 | $ | 39,199 | $ | 5,758 | $ | - | $ | 44,957 | |||||||||
Acquisition(2) | - | - | 19 | 19 | |||||||||||||
Impairment losses | - | - | - | - | |||||||||||||
Balance as of December 31, 2014 | $ | 39,199 | $ | 5,758 | $ | 19 | $ | 44,976 | |||||||||
-1 | Third quarter 2012 adjustment to finalized purchase price allocation of the STC acquisition. | ||||||||||||||||
-2 | First quarter 2014 acquisition of the assets of Reliable Networks of Maine, LLC (“Reliable Networks”). | ||||||||||||||||
During the impairment review in 2012, the Company determined that the fair value of the New England reporting unit’s identifiable intangible assets was below its carrying value. Fair value of intangible assets was calculated using the income approach of valuation. The Company recorded an impairment charge of $5,748 thousand to reduce the carrying value of intangible assets to their fair values for its New England reporting unit. | |||||||||||||||||
The changes in the carrying amounts of intangible assets for the years ended December 31, 2012, 2013, and 2014 are as follows (in thousands): | |||||||||||||||||
Alabama Reporting Unit | Missouri Reporting Unit | New England Reporting Unit | Total | ||||||||||||||
Balance as of December 31, 2011 | $ | 129 | $ | 356 | $ | 20,061 | $ | 20,546 | |||||||||
Amortization | (48 | ) | (120 | ) | (7,959 | ) | (8,127 | ) | |||||||||
Impairment losses | - | - | (5,748 | ) | (5,748 | ) | |||||||||||
Balance as of December 31, 2012 | $ | 81 | $ | 236 | $ | 6,354 | $ | 6,671 | |||||||||
Amortization | (27 | ) | (120 | ) | (2,450 | ) | (2,597 | ) | |||||||||
Balance as of December 31, 2013 | $ | 54 | $ | 116 | $ | 3,904 | $ | 4,074 | |||||||||
Acquisition (1) | - | - | 362 | 362 | |||||||||||||
Amortization | (23 | ) | (116 | ) | (1,119 | ) | (1,258 | ) | |||||||||
Balance as of December 31, 2014 | $ | 31 | $ | - | $ | 3,147 | $ | 3,178 | |||||||||
(1) First quarter 2014 acquisition of Reliable Networks. | |||||||||||||||||
Prior to completing the ASC 350 testing, the Company determined the fair value of property and equipment in the New England reporting unit was below its carrying value in accordance with ASC 360. Fair value of property and equipment was calculated primarily by using the indirect cost approach. This method requires estimates and judgments about asset replacement cost, including physical deterioration, functional obsolescence and economic obsolescence. The Company recorded an impairment charge of $2,874 thousand to reduce the carrying value of property and equipment to the fair value for its New England reporting unit. | |||||||||||||||||
During the impairment review as of October 1, 2013, the Company determined there was no additional impairment and there is no change in the carrying amount of goodwill for the year ended December 31, 2013. The Company also found no impairment in the other intangible assets for the year ended December 31, 2013. The only change in carrying amount of other intangible assets is due to the amortization for the current year. | |||||||||||||||||
During the impairment review as of October 1, 2014, the Company determined there was no additional impairment. The only change in the carrying amount of goodwill for the year ended December 31, 2014 is due to the purchase of Reliable Networks during the year (see note 11, Acquisition, below). The Company also found no impairment in the other intangible assets for the year ended December 31, 2014. The only change in carrying amount of other intangible assets is due to the purchase of Reliable Networks and the amortization for the current year. |
Note_4_Income_Deposit_Securiti
Note 4 - Income Deposit Securities Issued | 12 Months Ended | |
Dec. 31, 2014 | ||
Disclosure Text Block [Abstract] | ||
Deposit Liabilities Disclosures [Text Block] | 4 | Income Deposit Securities |
Prior to the Effective Date, each share of the Company’s old common stock was held as a component of an Income Deposit Security (“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 and the holders of outstanding Notes received their pro rata share of the Company’s new Class A common stock. |
Note_5_Goodwill_and_Intangible
Note 5 - Goodwill and Intangible Assets | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | 5 | Goodwill and Intangible Assets | |||||||||||||||
ASC 350 requires that goodwill be tested for impairment annually, unless potential interim indicators exist that could result in impairment. During 2012 the Company reduced the carrying amount of goodwill to $45.0 million, from $189.0 million in 2011. See note 3, Impairments, above. Although the Company has only one reporting segment, it considers its three territories (Alabama, Missouri, and New England) to be reporting units for purposes of goodwill impairment testing. As of December 31, 2014, goodwill for Alabama, Missouri, and New England represented 87.2%, 12.8%, and less than 1%, respectively, of total goodwill for the Company. The Company performed its annual goodwill impairment testing as of October 1, 2014. The Company performed a Step 1analysis of its Alabama and Missouri reporting units and determined that no events or circumstances from October 1, 2014 through December 31, 2014 indicated that a further assessment was necessary. | |||||||||||||||||
Intangible assets are summarized as follows (in thousands): | |||||||||||||||||
31-Dec-12 | |||||||||||||||||
Carrying Value | Accumulated | Impairments | Net Book | ||||||||||||||
Amortization | Value | ||||||||||||||||
Customer relationships | $ | 29,430 | $ | (18,065 | ) | $ | (5,729 | ) | $ | 5,636 | |||||||
Contract relationships | 19,600 | (18,579 | ) | - | 1,021 | ||||||||||||
Non-competition | 95 | (75 | ) | (12 | ) | 8 | |||||||||||
Trade name | 16 | (3 | ) | (7 | ) | 6 | |||||||||||
Total | $ | 49,141 | $ | (36,722 | ) | $ | (5,748 | ) | $ | 6,671 | |||||||
31-Dec-13 | |||||||||||||||||
Revised Calculated | Accumulated | Impairments | Net Book | ||||||||||||||
Carrying Value (1) | Amortization | Value | |||||||||||||||
Customer relationships | $ | 23,701 | $ | (19,632 | ) | $ | - | $ | 4,069 | ||||||||
Contract relationships | 19,600 | (19,600 | ) | - | - | ||||||||||||
Non-competition | 83 | (83 | ) | - | - | ||||||||||||
Trade name | 9 | (4 | ) | - | 5 | ||||||||||||
Total | $ | 43,393 | $ | (39,319 | ) | $ | - | $ | 4,074 | ||||||||
31-Dec-14 | |||||||||||||||||
Revised Calculated | Accumulated | Impairments | Net Book | ||||||||||||||
Carrying Value (1) | Amortization | Value | |||||||||||||||
Customer relationships | $ | 24,025 | $ | (20,880 | ) | $ | - | $ | 3,145 | ||||||||
Contract relationships | 19,600 | (19,600 | ) | - | - | ||||||||||||
Non-competition | 107 | (89 | ) | - | 18 | ||||||||||||
Trade name | 23 | (8 | ) | - | 15 | ||||||||||||
Total | $ | 43,755 | $ | (40,577 | ) | $ | - | $ | 3,178 | ||||||||
-1 | Revised calculated carrying value is intangible assets net of 2012 impairments | ||||||||||||||||
These intangible assets have a range of 2 to 15 years of useful lives and utilize both the sum-of-the-years’ digits and straight-line methods of amortization, as appropriate. The following tables present historical and expected amortization expense of the existing intangible assets as of December 31, 2014 for each of the following periods (in thousands): | |||||||||||||||||
Aggregate amortization expense for the years ended December 31, | |||||||||||||||||
2012 | $ | 8,127 | |||||||||||||||
2013 | $ | 2,597 | |||||||||||||||
2014 | $ | 1,258 | |||||||||||||||
Expected amortization expense for the years ending December 31, | |||||||||||||||||
2015 | $ | 815 | |||||||||||||||
2016 | 578 | ||||||||||||||||
2017 | 458 | ||||||||||||||||
2018 | 408 | ||||||||||||||||
2019 | 389 | ||||||||||||||||
Thereafter | 530 | ||||||||||||||||
Total | $ | 3,178 | |||||||||||||||
Note_6_Property_and_Equipment
Note 6 - Property and Equipment | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property, Plant and Equipment Disclosure [Text Block] | 6 | Property and Equipment | |||||||||||
A summary of property and equipment is shown as follows (in thousands, except estimated life): | |||||||||||||
Estimated | December 31, | ||||||||||||
Life | 2013 | 2014 | |||||||||||
Land | $ | 1,164 | $ | 1,164 | |||||||||
Building and improvements | 20-40 | 12,326 | 12,528 | ||||||||||
Telephone equipment | 20-Jun | 226,496 | 230,100 | ||||||||||
Cable television equipment | 7 | 11,717 | 11,945 | ||||||||||
Furniture and equipment | 14-Aug | 3,004 | 3,036 | ||||||||||
Vehicles | 9-Jul | 6,409 | 6,343 | ||||||||||
Computer software equipment | 7-May | 16,294 | 15,984 | ||||||||||
Internet equipment | 5 | 3,884 | 3,829 | ||||||||||
Total property and equipment | 281,294 | 284,929 | |||||||||||
Accumulated depreciation and amortization | (226,832 | ) | (233,692 | ) | |||||||||
Net property and equipment | $ | 54,462 | $ | 51,237 | |||||||||
Depreciation expense for the years ended December 31, 2012, 2013 and 2014 was $10,496 thousand, $9,650 thousand and $8,941 thousand, respectively. The Company recorded an impairment charge of $2,874 thousand for the year ended December 31, 2012. See note 3, Impairments, above. Amortization expense for telephone plant adjustment was $652 thousand, $385 thousand and $384 thousand for the years ended December 31, 2012, 2013 and 2014, respectively. |
Note_7_Other_Accounts_Receivab
Note 7 - Other Accounts Receivable | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Receivables [Abstract] | |||||||||
Financing Receivables [Text Block] | 7 | Other Accounts Receivable | |||||||
Other accounts receivable consist of the following (in thousands) as of: | |||||||||
December 31, | |||||||||
2013 | 2014 | ||||||||
Carrier access bills receivable | $ | 779 | $ | 714 | |||||
NECA receivable | 971 | 1,078 | |||||||
Receivables from Alabama Service Fund | 65 | 63 | |||||||
Other miscellaneous | 235 | 76 | |||||||
$ | 2,050 | $ | 1,931 | ||||||
Note_8_Investments
Note 8 - Investments | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Investments Schedule [Abstract] | |||||||||
Investment [Text Block] | 8 | Investments | |||||||
Investments consist of the following (in thousands) as of: | |||||||||
December 31, | |||||||||
2013 | 2014 | ||||||||
Investment in CoBank stock | $ | 1,475 | $ | 1,475 | |||||
Rental property | 347 | 321 | |||||||
Other miscellaneous | 73 | 74 | |||||||
$ | 1,895 | $ | 1,870 | ||||||
The investment in CoBank stock is carried at historical cost due to no readily determinable fair value for those instruments being available. Management believes there has been no other than temporary impairment in such investment. This investment consists of patronage certificates that represent ownership in the financial institution where the Company has, and in the past had, debt. These certificates yield dividends on an annual basis, and the investment is redeemed ratably subsequent to the repayment of the debt. |
Note_9_Leases
Note 9 - Leases | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases, Operating [Abstract] | |||||
Operating Leases of Lessor Disclosure [Text Block] | 9 | Leases | |||
Minimum future rental commitments under non-cancellable operating leases, primarily for real property and office facilities at December 31, 2014, consist of the following (in thousands): | |||||
2015 | $ | 522 | |||
2016 | 457 | ||||
2017 | 310 | ||||
2018 | 212 | ||||
2019 | 83 | ||||
Thereafter | 145 | ||||
Total | $ | 1,729 | |||
Rent expense for the years ended December 31, 2012, 2013 and 2014 was $649 thousand, $653 thousand and $616 thousand, respectively. |
Note_10_Notes_Payable
Note 10 - Notes Payable | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Debt Disclosure [Text Block] | 10 | Notes Payable | |||||||
The Company’s 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 Plan is included in note 1, Nature of Business - Reorganization, above. All of the outstanding Notes were cancelled on the Effective Date, pursuant to the Plan. See note 1, Nature of Business - Reorganization, above. | |||||||||
Notes payable consists of the following (in thousands, except percentages): | |||||||||
December 31, | |||||||||
2013 | 2014 | ||||||||
Third amended and restated term credit facility; General Electric Capital Corporation; variable interest rate of 6.5% at December 31, 2013 and December 31, 2014. The credit facility is secured by the total assets of the subsidiary guarantors. The unpaid balance is due April 30, 2016. | $ | 128,633 | $ | 112,135 | |||||
Less: current portion | (7,441 | ) | (6,665 | ) | |||||
Long-term notes payable | $ | 121,192 | $ | 105,470 | |||||
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 credit facility. Amortization expense for the deferred financing cost associated with the third amendment and restatement of the Company’s credit facility was $572 thousand and $936 thousand for the years ended December 31, 2013 and 2014, respectively. In addition, amortization expense for deferred financing cost associated with the second amendment and restatement of the Company’s credit facility was $423 thousand and for the senior subordinated notes payable was $76 thousand for the year ended December 31, 2013. | |||||||||
The Company had revolving credit facilities on December 31, 2013 and 2014 of $5.0 million. The filing of the Reorganization Cases terminated the Company’s revolving loan commitments under its 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 December 31, 2013 or 2014. 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 $45 thousand and $25 thousand for the years ended December 31, 2013 and 2014, respectively. | |||||||||
Maturities of notes payable for the next five years are as follows (in thousands): | |||||||||
2015 | $ | 6,665 | |||||||
2016 | 105,470 | ||||||||
2017 | — | ||||||||
2018 | — | ||||||||
2019 | — | ||||||||
Thereafter | — | ||||||||
Total | $ | 112,135 | |||||||
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 December 31, 2014, the Company was in compliance with all such covenants and restrictions. |
Note_11_Acquisition
Note 11 - Acquisition | 12 Months Ended | |
Dec. 31, 2014 | ||
Disclosure Text Block Supplement [Abstract] | ||
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | 11 | Acquisition |
On January 2, 2014, the Company’s wholly-owned subsidiary, CRC, acquired substantially all of the assets of Reliable Networks, a Portland, Maine-based provider of cloud hosting and managed services for companies who rely on mission-critical applications. CRC paid $0.5 million net of cash acquired at the closing of the acquisition. The balance of the purchase price will be paid in Class A common stock over the next three years, contingent on Reliable Networks achieving certain financial objectives and certain other conditions being satisfied. The results of operations from Reliable Networks are included in the Company’s consolidated results of operations beginning January 2, 2014. |
Note_12_Income_Tax
Note 12 - Income Tax | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Tax Disclosure [Text Block] | 12 | Income Tax | |||||||||||
Income tax expense (benefit) for the years ended December 31, 2012, 2013 and 2014 is summarized below (in thousands): | |||||||||||||
For the Years Ended December 31, | |||||||||||||
2012 | 2013 | 2014 | |||||||||||
Federal income taxes | |||||||||||||
Current | $ | 54 | $ | 210 | $ | 230 | |||||||
Deferred | (20,261 | ) | 5,528 | 2,380 | |||||||||
Total federal tax expense (benefit) | (20,207 | ) | 5,738 | 2,610 | |||||||||
State income taxes | |||||||||||||
Current | 2 | — | 14 | ||||||||||
Deferred | (4,663 | ) | 629 | 561 | |||||||||
Total state tax expense (benefit) | (4,661 | ) | 629 | 575 | |||||||||
Total income tax expense (benefit) | $ | (24,868 | ) | 6,367 | $ | 3,185 | |||||||
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2013 and 2014 are presented below (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2014 | ||||||||||||
Deferred tax liabilities: | |||||||||||||
Amortization | $ | (12,900 | ) | $ | (14,871 | ) | |||||||
Depreciation | (10,266 | ) | (10,358 | ) | |||||||||
Prepaid expense | (469 | ) | (600 | ) | |||||||||
Other | (15 | ) | (14 | ) | |||||||||
Total deferred tax liabilities | $ | (23,650 | ) | $ | (25,843 | ) | |||||||
Deferred tax assets: | |||||||||||||
Amortized intangibles | $ | 1,003 | $ | 502 | |||||||||
Federal net operating loss carryforwards | 208 | — | |||||||||||
Alternative minimum credits carryforwards | 769 | — | |||||||||||
State net operating loss carryforwards | 409 | 27 | |||||||||||
Deferred compensation | 295 | 297 | |||||||||||
Advance payments | 307 | 286 | |||||||||||
Bad debt | 182 | 100 | |||||||||||
Other | 626 | 551 | |||||||||||
3,799 | 1,763 | ||||||||||||
Less: Valuation allowance | (1,288 | ) | — | ||||||||||
Total net deferred tax assets | $ | 2,511 | $ | 1,763 | |||||||||
As of December 31, 2014, the Company had no U.S. federal or state net operating loss carryforwards or alternative minimum tax credit carryforwards. The Company’s U.S. federal and state net operating loss carryforwards available as of December 31, 2013 were $594 thousand and $19.8 million, respectively. Due to the Company’s emergence from bankruptcy during the 2013 tax year, these net operating losses were reduced to zero on January 1, 2014 according to the tax attribute reduction required under Internal Revenue Code §108(b). Additionally, the alternative minimum tax credit carryforward of $769 thousand that was available as of December 31, 2013 was reduced to zero on January 1, 2014 according to the tax attribute reduction required under Internal Revenue Code §108(b). The Company establishes valuation allowances when necessary to reduce deferred tax assets to amounts expected to be realized. As of December 31, 2014, the Company had no valuation allowance recorded. The valuation allowance recorded during 2013 was reversed on January 1, 2014 when the related tax attributes were reduced to zero. During 2013, the Company recorded a valuation allowance of $555 thousand related to the deferred tax asset associated with the federal and state loss carryforwards and a valuation allowance of $768 thousand related to the deferred tax asset associated with the alternative minimum tax credit carryforwards which were not utilized during the tax year ended December 31, 2013. | |||||||||||||
ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For each year ended December 31, 2012, 2013 and 2014, the Company did not identify any material uncertain tax positions. Tax years from 2011 forward remain open for audit. | |||||||||||||
Total income tax expense (benefit) was different than that computed by applying U.S. federal income tax rates to income (loss) before income taxes for the years ended December 31, 2012, 2013 and 2014. The reasons for the differences are presented below (in thousands, except percentages): | |||||||||||||
For the Years Ended December 31, | |||||||||||||
2012 | 2013 | 2014 | |||||||||||
Federal income tax at statutory rate | 35 | % | 35 | % | 35 | % | |||||||
Federal income tax provision (benefit) at statutory rate | $ | (53,126 | ) | $ | 40,428 | $ | 2,875 | ||||||
State income tax provision (benefit), net of federal income tax effects | (3,029 | ) | 408 | 339 | |||||||||
Goodwill impairment | 31,419 | — | — | ||||||||||
Cancellation of debt (non-taxable) | — | (37,681 | ) | — | |||||||||
Restructuring expense | — | 1,974 | — | ||||||||||
Valuation allowance | — | 1,288 | — | ||||||||||
Change in fair value of derivatives | (85 | ) | — | — | |||||||||
Other | (47 | ) | (50 | ) | (29 | ) | |||||||
Provision (benefit) for income taxes | $ | (24,868 | ) | $ | 6,367 | $ | 3,185 | ||||||
Effective income tax rate | 16.4 | % | 5.5 | % | 38.8 | % | |||||||
Note_13_Employee_Benefit_Progr
Note 13 - Employee Benefit Program | 12 Months Ended | |
Dec. 31, 2014 | ||
Compensation and Retirement Disclosure [Abstract] | ||
Pension and Other Postretirement Benefits Disclosure [Text Block] | 13 | Employee Benefit Program |
Employees of all subsidiaries except BTC participate in a defined contribution savings plan under Section 401(k) of the Internal Revenue Code, which is sponsored by the Company. The terms of the plan provide for an elective contribution from employees not to exceed $17.0 thousand, $17.5 thousand and $17.5 thousand for 2012, 2013 and 2014, respectively. During 2012 and 2013, the Company matched the employee’s contribution up to 6% of the employee’s annual compensation. The Company matched the employee’s contribution up to 4.5% of the employee’s annual compensation during 2014. For the years ended December 31, 2012, 2013, and 2014, the total expense associated with this plan was $691 thousand, $670 thousand and $494 thousand, respectively. | ||
The employees of BTC participate in a multiemployer Retirement and Security Program (“RSP”) as a defined benefit plan and a Savings Plan (“SP”) provided through the National Telecommunications Cooperative Association (“NTCA”). The risks associated with participating in a multiemployer plan are different from a single-employer plan. Contributions to the multiemployer plan by the Company may be used to provide benefits to employees of other participating employers. If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. Participation in the RSP requires a minimum employee contribution of 1% of their annual compensation. For each of 2012, 2013 and 2014, the Company contributed 6%, 6% and 4.5%, respectively, of their annual compensation for every participating employee. SP is a defined contribution savings plan under Section 401(k) of the Internal Revenue Code to which the Company made no contribution for 2012, 2013 or 2014. The employee can make voluntary contributions to the SP as desired. For the years ended December 31, 2012, 2013 and 2014, the total expense associated with these plans was $38 thousand, $30 thousand and $15 thousand, respectively. |
Note_14_Income_Loss_per_Common
Note 14 - Income (Loss) per Common Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share [Text Block] | 14 | Net Income (Loss) per Common Share | |||||||||||
Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding for the period. Diluted net income per common share reflects the potential dilution that would occur should all of the shares of Class A common stock underlying restricted stock units (“RSUs”) be issued. | |||||||||||||
A reconciliation of the common shares for the Company’s basic and diluted net income (loss) per common share calculation is as follows (weighted average number of common shares outstanding in whole numbers and net income (loss) in thousands): | |||||||||||||
For the Years Ended December 31, | |||||||||||||
2012(1) | 2013 | 2014 | |||||||||||
Weighted average number of common shares outstanding - basic | 2,644,281 | 2,921,208 | 3,103,728 | ||||||||||
Effect of dilutive securities | — | — | 64,433 | ||||||||||
Weighted average number of common shares and potential common shares - diluted | 2,644,281 | 2,921,208 | 3,168,161 | ||||||||||
Net income (loss) available to common stockholders | $ | (126,900 | ) | $ | 109,144 | $ | 5,029 | ||||||
Net income (loss) per common share - basic | $ | (47.99 | ) | $ | 37.36 | $ | 1.62 | ||||||
Net income per common share - diluted | $ | — | $ | — | $ | 1.59 | |||||||
-1 | Adjusted to reflect the cancellation of old common stock and the issuance of new Class A common stock in exchange for Notes as part of the Plan. | ||||||||||||
Note_15_Fair_Value_Measurement
Note 15 - Fair Value Measurement | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Fair Value Disclosures [Abstract] | |||||||||
Fair Value Disclosures [Text Block] | 15 | Fair Value Measurement | |||||||
The Company adopted ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), which defines fair value, establishes a framework for measuring fair value and requires disclosures about fair value measurements. The framework that is set forth in this standard is applicable to the fair value measurements where it is permitted or required under other accounting pronouncements. | |||||||||
ASC 820 defines fair value as the exit price, which is the price that would be received to sell an asset or paid to transfer a liability in a transaction between market participants at the measurement date. ASC 820 establishes a three-tier value hierarchy that prioritizes inputs to valuation techniques used for fair value measurement. | |||||||||
● | Level 1 consists of observable market data in an active market for identical assets or liabilities. | ||||||||
● | Level 2 consists of observable market data, other than that included in Level 1, that is either directly or indirectly observable. | ||||||||
● | Level 3 consists of unobservable market data. The input may reflect the assumptions of the Company, not a market participant, if there is little available market data and the Company’s own assumptions are considered by management to be the best available information. | ||||||||
Fair Value Notes Payable | |||||||||
The fair value of the Company’s notes payable is determined using various methods, including quoted market prices for notes with similar terms of maturity, which is a Level 2 measurement, and discounted cash flows, which is a Level 3 measurement. The carrying amounts and estimated fair values of notes payable at December 31, 2013 and 2014 are as follows (in thousands): | |||||||||
Carrying Value | Fair Value | ||||||||
Notes Payable December 31, 2014 | $ | 112,135 | $ | 120,580 | |||||
Notes Payable December 31, 2013 | $ | 128,633 | $ | 145,138 | |||||
Note_16_Revenue_Concentrations
Note 16 - Revenue Concentrations | 12 Months Ended | |
Dec. 31, 2014 | ||
Risks and Uncertainties [Abstract] | ||
Concentration Risk Disclosure [Text Block] | 16 | Revenue Concentrations |
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 NECA in the form of monthly settlements. Such revenues amounted to 9.8%, 13.1%, and 15.5% of the Company’s total revenues for the years ended December 31, 2012, 2013, and 2014, respectively. |
Note_17_Commitments_and_Contin
Note 17 - Commitments and Contingencies | 12 Months Ended | |
Dec. 31, 2014 | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies Disclosure [Text Block] | 17 | Commitments and Contingencies |
From time to time, the Company 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 APSC, the MPUC, the MDTC, the MPSC, the NHPUC, the VPSB and the WVPSC, relating primarily to rate making. In addition, the Company may be involved in similar proceedings with interconnection carriers and the FCC. Currently, none of the legal proceedings are expected to have a material adverse effect on the Company’s business. |
Note_18_Stock_Plans_and_Stock_
Note 18 - Stock Plans and Stock Associated with Acquisition | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||
Shareholders' Equity and Share-based Payments [Text Block] | 18 | Stock Plans and Stock Associated with Acquisition | |||||||
During the year ended December 31, 2014, the Company granted RSUs underlying 124,167 shares of Class A common stock. There were no RSUs granted in 2012 or 2013. These RSUs (or a portion thereof) vest with respect to each recipient over a one to three year period from the date of grant, provided the individual remains in the employment or service of the Company as of the vesting date and, in selected instances, certain performance criteria are attained. Additionally, these RSUs (or a portion thereof) could vest earlier in the event of a change in control of the Company, or upon involuntary termination without cause. These grants are made primarily to executive-level personnel at the Company and, as a result, no compensation costs have been capitalized. | |||||||||
The following table summarizes RSU activity as of December 31, 2014: | |||||||||
RSUs | Weighted Average | ||||||||
Grant/Vest Date | |||||||||
Fair Value | |||||||||
Outstanding at December 31, 2013 | — | $ | — | ||||||
Granted | 124,167 | 4.96 | |||||||
Vested | 10,206 | 4.96 | |||||||
Forfeited or cancelled | — | — | |||||||
Outstanding at December 31, 2014 | 113,961 | $ | 4.96 | ||||||
CRC acquired substantially all of the assets of Reliable Networks on January 2, 2014. See note 11, Acquisition, above. As set forth in the purchase agreement relating to the Reliable Networks acquisition, Class A common stock will be issued to Reliable Networks over the next three years, contingent on Reliable Networks achieving certain financial objectives and certain other conditions being satisfied, including that certain individuals must be employed by the Company or any of its subsidiaries and in good standing on the last day of the applicable year (the “Earn-Out”). For the year ended on December 31, 2014, the Company will deliver 68,233 shares of Class A common stock. | |||||||||
The following table summarizes the Earn-Out activity as of December 31, 2014: | |||||||||
Shares | Weighted Average | ||||||||
Earned Date | |||||||||
Fair Value | |||||||||
Earned at December 31, 2013 | — | $ | — | ||||||
Earned | 68,233 | 5.69 | |||||||
Issued | — | — | |||||||
Forfeited or cancelled | — | — | |||||||
Earned at December 31, 2014 | 68,233 | $ | 5.69 | ||||||
Stock-based compensation expense related to RSUs and the Earn-Out was $643 thousand for the year ended December 31, 2014. Accounting standards require that the Company estimate forfeitures for RSUs and the Earn-Out and reduce compensation expense accordingly. The Company has reduced its expense by the assumed forfeiture rate and will evaluate actual experience against the assumed forfeiture rate going forward. The forfeiture rate has been developed using historical performance metrics which could impact the size of the final issuance of Class A common stock. The Company has no history before 2014 with RSU forfeiture or Earn-Out stock forfeiture. | |||||||||
As of December 31, 2014, the unrecognized total compensation cost related to unvested RSUs and unvested Earn-Out stock was $286 thousand. That cost is expected to be recognized by the end of 2017 for RSUs and 2015 for Earn-Out stock. | |||||||||
As stated above, accounting standards require the Company to estimate forfeitures in calculating the expense related to stock-based compensation, as opposed to only recognizing these forfeitures and the corresponding reduction in expense as they occur. | |||||||||
The tax benefit recognized with respect to RSUs and the Earn-Out during the year ended December 31, 2014 was $249 thousand. |
Note_19_Selected_Quarterly_Fin
Note 19 - Selected Quarterly Financial Data (unaudited and in thousands, except per share amounts) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Quarterly Financial Information [Text Block] | 19 | Selected Quarterly Financial Data (unaudited and in thousands, except per share amounts) | |||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Fiscal 2013: | |||||||||||||||||
Revenue | $ | 20,988 | $ | 19,666 | $ | 18,980 | $ | 19,338 | |||||||||
Operating income | $ | 4,889 | $ | 5,121 | $ | 4,301 | $ | 4,341 | |||||||||
Net income (loss) | $ | (1,774 | ) | $ | 109,648 | $ | 1,472 | $ | (202 | ) | |||||||
Net income (loss) per common share-basic | $ | (0.13 | ) | $ | 38.8 | $ | 0.47 | $ | (0.07 | ) | |||||||
Net income per common share-diluted | — | ||||||||||||||||
Fiscal 2014: | |||||||||||||||||
Revenue | $ | 18,783 | $ | 18,488 | $ | 18,421 | $ | 18,178 | |||||||||
Operating income | $ | 3,973 | $ | 4,438 | $ | 4,625 | $ | 3,822 | |||||||||
Net income | $ | 1,394 | $ | 1,308 | $ | 1,387 | $ | 940 | |||||||||
Net income per common share-basic | $ | 0.45 | $ | 0.42 | $ | 0.45 | $ | 0.3 | |||||||||
Net income per common share-diluted | $ | — | $ | 0.4 | $ | 0.44 | $ | 0.29 | |||||||||
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation and Principles of Consolidation |
The consolidated financial statements include the accounts of 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”); and CRC Communications LLC (“CRC”). | |
On August 31, 2013, the Company’s former subsidiary, Communications Design Acquisition LLC (“CDAC”), was merged with and into CRC, with CRC being the surviving entity in the merger. | |
The accompanying consolidated financial statements include the accounts of the Company and all of the aforesaid subsidiaries after elimination of all material intercompany balances and transactions. | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates |
The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, which require management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the financial statements. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements. | |
Significant accounting estimates include the recoverability of goodwill, identified intangibles, long-term assets, deferred tax valuation allowances and allowance for bad debt. | |
Intercompany Profit to Regulated Affiliates, Policy [Policy Text Block] | Regulatory Accounting |
The Company follows the accounting for regulated enterprises, which is now part of ASC 980, Regulated Operations (“ASC 980”), as issued by the Financial Accounting Standards Board (the “FASB”). This accounting practice recognizes the economic effects of rate regulation by recording costs and a return on investment as such amounts are recovered through rates authorized by regulatory authorities. Accordingly, ASC 980 requires the Company to depreciate telecommunications property and equipment over the estimated useful lives approved by regulators, which could be different than the estimated useful lives that would otherwise be determined by management. ASC 980 also requires deferral of certain costs and obligations based upon approvals received from regulators to permit recovery of such amounts in future years. Criteria that would give rise to the discontinuance of accounting in accordance with ASC 980 include (1) increasing competition restricting the ability of the Company to establish prices that allow it to recover specific costs and (2) significant changes in the manner in which rates are set by regulators from cost-based regulation to another form of regulation. The Company periodically reviews the criteria to determine whether the continuing application of ASC 980 is appropriate for its rural local exchange carriers. As of December 31, 2013 and 2014, 73.3% and 75.3%, respectively, of the Company’s net property, plant and equipment was accounted for under ASC 980. | |
The Company is subject to reviews and audits by regulatory agencies. The effect of these reviews and audits, if any, will be recorded in the period in which they first become known and determinable. | |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Intangible Assets and Goodwill |
Intangible assets consist primarily of the fair value of customer related intangibles, non-compete agreements and long-term customer contracts acquired in connection with business combinations. Goodwill represents the excess of total acquisition cost over the assigned value of net identifiable tangible and intangible assets acquired through various business combinations, less any impairment. Due to the regulatory accounting required by ASC 980, the Company did not record acquired regulated telecommunications property and equipment at fair value as required by ASC 805, Business Combinations (“ASC 805”), through 2004. In accordance with 47 CFR 32.2000, the federal regulation governing acquired telecommunications property and equipment, such property and equipment is accounted for at original cost, and depreciation and amortization of property and equipment acquired is credited to accumulated depreciation. | |
The Company performs a quarterly review of its identified intangible assets to determine if facts and circumstances exist which indicate that the useful life is shorter than originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances do exist, the Company assesses the recoverability of identified intangible assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. The Company’s management determined that no impairment was present as of December 31, 2014 or 2013. | |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition |
Local services revenues. Local services revenue for monthly recurring local services is billed in advance to a portion of the Company’s customers and in arrears to the balance of the customers. The Company records revenue for charges that have not yet been invoiced to its customers as unbilled revenue when services are rendered. The Company records revenue billed in advance as advance billings and defers recognition until such revenue is earned. Long distance service is billed to customers in arrears based on actual usage except when it is included in service bundles. The Company records unbilled long distance revenue as unbilled revenue when services are rendered. In bundles, unlimited usage is billed in arrears at a flat rate. | |
Network access. Network access revenue is derived from several sources. Revenue for interstate access services is received through tariffed access charges filed by the National Exchange Carrier Association (“NECA”) with the Federal Communications Commission (“FCC”) on behalf of the NECA member companies for the Company’s regulated subsidiaries. These access charges are billed by the Company to interstate interexchange carriers and pooled with like-revenues from all NECA member companies. A portion of the pooled access charge revenue received by the Company is based upon its actual cost of providing interstate access service, plus a return on the investment dedicated to providing that service. The balance of the pooled access charge revenue received by the Company is based upon the nationwide average schedule costs of providing interstate access services. Rates for the Company’s competitive subsidiaries are set by FCC rule to be no more than the interconnecting interstate rate of the predominant local carrier. | |
Revenue for intrastate access service is received through tariffed access charges billed by the Company to the originating intrastate carrier using access rates filed with the Alabama Public Service Commission (“APSC”), the Maine Public Utilities Commission (“MPUC”), the Massachusetts Department of Telecommunications and Cable (“MDTC”), the Missouri Public Service Commission (“MPSC”), the New Hampshire Public Utilities Commission (“NHPUC”), the Vermont Public Service Board (“VPSB”) and the West Virginia Public Service Commission (“WVPSC”) and are retained by the Company. | |
Revenue for the intrastate/interLATA access service is received through tariffed access charges as filed with the APSC, MDTC, MPSC, MPUC, NHPUC, VPSB and WVPSC. These access charges are billed to the intrastate carriers and are retained by the Company. Revenue for terminating and originating long distance service is received through charges for providing usage of the local exchange network. Toll revenues are recognized when services are rendered. | |
The FCC’s Intercarrier Compensation order, issued in November 2011, has significantly changed the way telecommunication carriers receive compensation for exchanging traffic and state tariffed rates. All terminating intrastate rates that exceeded the interstate rate were reduced to the terminating interstate rate effective July 2014. Beginning in 2014, the interstate and intrastate rates will be reduced over three years to “bill and keep” in which carriers bill their customers for services and keep those charges but neither pay for nor receive compensation from traffic sent to or received from other carriers. In addition, subsidies to carriers serving high cost areas will be phased out over an extended period. | |
Internet, transport service, and cable and satellite television. Internet, transport service, and cable and satellite television revenues are recognized when services are rendered. Operating revenues from the lease of dark fiber covered by indefeasible rights-of-use agreements are recorded as earned. In some cases, the entire lease payment is received at inception of the lease and recognized ratably over the lease term after recognition of expenses associated with lease inception. The Company has deferred revenue in the consolidated balance sheets as of December 31, 2013 and 2014 of $787 thousand and $734 thousand, respectively, related to transport services, which is included as part of advanced billing and payments. | |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents |
Cash equivalents are stated at cost plus accrued interest, which approximates fair value. Cash equivalents are high-quality, short-term money market instruments and highly liquid debt instruments with an original maturity of three months or less when purchased. The cash equivalents are readily convertible to known amounts of cash and are so near maturity that they present insignificant risk of changes in value because of changes in interest rates. | |
Receivables, Policy [Policy Text Block] | Accounts Receivable |
The Company extends credit to its business and residential customers based upon a written credit policy. Service interruption is the primary vehicle for controlling losses. Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate for the amount of probable credit losses in the Company’s existing accounts receivable. The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends, and other information. Receivable balances are reviewed on an aged basis and account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. | |
Inventory, Policy [Policy Text Block] | Materials and Supplies |
Materials and supplies are stated at the lower of cost or market value. Cost is determined using an average cost basis. | |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment |
Regulated property and equipment is stated at original cost less any impairment. Unregulated property and equipment purchased through acquisitions is stated at its fair value at the date of acquisition less any impairment. Expenditures for improvements that significantly add to productive capacity or extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs are expensed when incurred. Depreciation of regulated property and equipment is computed principally using the straight-line method over useful lives determined by the APSC, MDTC, MPSC, MPUC, NHPUC, VPSB and WVPSC as discussed above. Depreciation of unregulated property and equipment primarily employs the straight-line method over industry standard estimated useful lives. | |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Long-Lived Assets |
The Company reviews its long-lived assets for impairment at each balance sheet date and whenever events or changes in circumstances indicate that the carrying amount of an asset should be assessed. To determine if impairment exists, the Company estimates the future undiscounted cash flows expected to result from the use of the asset being reviewed for impairment. If the sum of these expected future cash flows is less than the carrying amount of the asset, the Company recognizes an impairment loss in accordance with guidance included in ASC 360, Property, Plant, and Equipment (“ASC 360”). The amount of the impairment recognized is determined by estimating the fair value of the assets and recording a loss for the excess of the carrying value over the fair value. | |
Deferred Charges, Policy [Policy Text Block] | Deferred Financing Costs |
Deferred financing and loan costs consist of debt issuance costs incurred in obtaining long-term financing, which are amortized using the effective interest method. Amortization of deferred financing and loan costs is classified as “Interest expense”. When amendments to debt agreements are considered to extinguish existing debt per guidance included in ASC 470, Debt, the remaining deferred financing costs are expensed at the time of amendment. | |
Income Tax, Policy [Policy Text Block] | Income Taxes |
The Company accounts for income taxes using the asset and liability approach in accordance with guidance included in ASC 740, Income Taxes (“ASC 740”). The asset and liability approach requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities using enacted tax rates. Any changes in enacted tax rates or tax laws are included in the provision for income taxes in the period of enactment. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. | |
The provision for income taxes consists of an amount for the taxes currently payable and a provision for the tax consequences deferred to future periods. | |
Interest and penalties related to income tax matters would be recognized in income tax expense. As of December 31, 2014, there was no amount recorded for interest and penalties. | |
The Company conducts business in multiple jurisdictions and, as a result, one or more subsidiaries file income tax returns in the U.S. federal, various state and local jurisdictions. All tax years since 2011 are open for examination by various tax authorities. | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments |
The carrying value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, prepaids, accounts payable and accrued liabilities, approximate their fair value as of December 31, 2013 and 2014 due to their short term nature. The fair value of debt instruments at December 31, 2013 and 2014 is disclosed in the notes to the consolidated financial statements. | |
Earnings Per Share, Policy [Policy Text Block] | Income (Loss) per Common Share |
The Company computes net income (loss) per common share in accordance with the provision included in ASC 260, Earnings per Share (“ASC 260”). Under ASC 260, basic and diluted income per share is computed by dividing net income (loss) available to stockholders by the weighted average number of common shares and common share equivalents outstanding during the period. Basic income (loss) per common share excludes the effect of potentially dilutive securities, while diluted income (loss) per common share reflects the potential dilution that would occur if securities or other contracts to issue common shares were exercised for, converted into or otherwise resulted in the issuance of common shares. | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Pronouncements |
During 2013, the FASB issued Accounting Standards Updates (“ASUs”) 2013-01 through 2013-12. Except for ASU 2013-11, which is discussed below, these ASUs provide technical corrections to existing guidance and to specialized industries or entities and therefore, have minimal, if any, impact on the Company. | |
In July 2013, the FASB issued 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 ASU 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: (1) 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; or (2) the entity does not intend to use the deferred tax asset for this 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 after December 15, 2013. The implementation of this ASU did not have a material impact on the Company’s consolidated financial position or results of operations. | |
Recent Accounting Pronouncements | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This ASU requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also provides a more robust framework for revenue issues and improves comparability of revenue recognition practices across industries. This ASU was the product of a joint project between the FASB and the International Accounting Standards Board to clarify the principles for recognizing revenue and to develop a common revenue standard. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption not permitted. The Company is currently evaluating the impact of its pending adoption of ASU 2014-09 on its consolidated financial statements and has not yet determined the method by which it will adopt the standard in 2017. | |
In June 2014, the FASB issued ASU 2014-12, Compensation-Stock Compensation (Topic 718): Account for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. The amendments in this ASU provide explicit guidance on whether to treat a performance target as a performance condition that affects vesting or as a non-vesting condition that affects the grant-date fair value of an award. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, 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. | |
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This ASU provides guidance on management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The amendments in this ASU should help reduce the diversity in the timing and content of footnote disclosures. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, 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. | |
Reclassification, Policy [Policy Text Block] | Reclassifications |
Certain items in prior year’s consolidated financial statements have been reclassified to conform with 2014 presentation. |
Note_3_Impairments_Tables
Note 3 - Impairments (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||||||
Schedule of Goodwill [Table Text Block] | Alabama Reporting Unit | Missouri Reporting Unit | New England Reporting Unit | Total | |||||||||||||
Balance as of December 31, 2011 | $ | 101,603 | $ | 17,829 | $ | 69,523 | $ | 188,955 | |||||||||
Impairment losses | (62,404 | ) | (12,071 | ) | (69,179 | ) | (143,654 | ) | |||||||||
Adjustment related to STC acquisition (1) | - | - | (344 | ) | (344 | ) | |||||||||||
Balance as of December 31, 2012 | $ | 39,199 | $ | 5,758 | $ | - | $ | 44,957 | |||||||||
Impairment losses | - | - | - | - | |||||||||||||
Balance as of December 31, 2013 | $ | 39,199 | $ | 5,758 | $ | - | $ | 44,957 | |||||||||
Acquisition(2) | - | - | 19 | 19 | |||||||||||||
Impairment losses | - | - | - | - | |||||||||||||
Balance as of December 31, 2014 | $ | 39,199 | $ | 5,758 | $ | 19 | $ | 44,976 | |||||||||
Schedule of Impaired Intangible Assets [Table Text Block] | Alabama Reporting Unit | Missouri Reporting Unit | New England Reporting Unit | Total | |||||||||||||
Balance as of December 31, 2011 | $ | 129 | $ | 356 | $ | 20,061 | $ | 20,546 | |||||||||
Amortization | (48 | ) | (120 | ) | (7,959 | ) | (8,127 | ) | |||||||||
Impairment losses | - | - | (5,748 | ) | (5,748 | ) | |||||||||||
Balance as of December 31, 2012 | $ | 81 | $ | 236 | $ | 6,354 | $ | 6,671 | |||||||||
Amortization | (27 | ) | (120 | ) | (2,450 | ) | (2,597 | ) | |||||||||
Balance as of December 31, 2013 | $ | 54 | $ | 116 | $ | 3,904 | $ | 4,074 | |||||||||
Acquisition (1) | - | - | 362 | 362 | |||||||||||||
Amortization | (23 | ) | (116 | ) | (1,119 | ) | (1,258 | ) | |||||||||
Balance as of December 31, 2014 | $ | 31 | $ | - | $ | 3,147 | $ | 3,178 |
Note_5_Goodwill_and_Intangible1
Note 5 - Goodwill and Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | 31-Dec-12 | ||||||||||||||||
Carrying Value | Accumulated | Impairments | Net Book | ||||||||||||||
Amortization | Value | ||||||||||||||||
Customer relationships | $ | 29,430 | $ | (18,065 | ) | $ | (5,729 | ) | $ | 5,636 | |||||||
Contract relationships | 19,600 | (18,579 | ) | - | 1,021 | ||||||||||||
Non-competition | 95 | (75 | ) | (12 | ) | 8 | |||||||||||
Trade name | 16 | (3 | ) | (7 | ) | 6 | |||||||||||
Total | $ | 49,141 | $ | (36,722 | ) | $ | (5,748 | ) | $ | 6,671 | |||||||
31-Dec-13 | |||||||||||||||||
Revised Calculated | Accumulated | Impairments | Net Book | ||||||||||||||
Carrying Value (1) | Amortization | Value | |||||||||||||||
Customer relationships | $ | 23,701 | $ | (19,632 | ) | $ | - | $ | 4,069 | ||||||||
Contract relationships | 19,600 | (19,600 | ) | - | - | ||||||||||||
Non-competition | 83 | (83 | ) | - | - | ||||||||||||
Trade name | 9 | (4 | ) | - | 5 | ||||||||||||
Total | $ | 43,393 | $ | (39,319 | ) | $ | - | $ | 4,074 | ||||||||
31-Dec-14 | |||||||||||||||||
Revised Calculated | Accumulated | Impairments | Net Book | ||||||||||||||
Carrying Value (1) | Amortization | Value | |||||||||||||||
Customer relationships | $ | 24,025 | $ | (20,880 | ) | $ | - | $ | 3,145 | ||||||||
Contract relationships | 19,600 | (19,600 | ) | - | - | ||||||||||||
Non-competition | 107 | (89 | ) | - | 18 | ||||||||||||
Trade name | 23 | (8 | ) | - | 15 | ||||||||||||
Total | $ | 43,755 | $ | (40,577 | ) | $ | - | $ | 3,178 | ||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Aggregate amortization expense for the years ended December 31, | ||||||||||||||||
2012 | $ | 8,127 | |||||||||||||||
2013 | $ | 2,597 | |||||||||||||||
2014 | $ | 1,258 | |||||||||||||||
Expected amortization expense for the years ending December 31, | |||||||||||||||||
2015 | $ | 815 | |||||||||||||||
2016 | 578 | ||||||||||||||||
2017 | 458 | ||||||||||||||||
2018 | 408 | ||||||||||||||||
2019 | 389 | ||||||||||||||||
Thereafter | 530 | ||||||||||||||||
Total | $ | 3,178 |
Note_6_Property_and_Equipment_
Note 6 - Property and Equipment (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property, Plant and Equipment [Table Text Block] | Estimated | December 31, | |||||||||||
Life | 2013 | 2014 | |||||||||||
Land | $ | 1,164 | $ | 1,164 | |||||||||
Building and improvements | 20-40 | 12,326 | 12,528 | ||||||||||
Telephone equipment | 20-Jun | 226,496 | 230,100 | ||||||||||
Cable television equipment | 7 | 11,717 | 11,945 | ||||||||||
Furniture and equipment | 14-Aug | 3,004 | 3,036 | ||||||||||
Vehicles | 9-Jul | 6,409 | 6,343 | ||||||||||
Computer software equipment | 7-May | 16,294 | 15,984 | ||||||||||
Internet equipment | 5 | 3,884 | 3,829 | ||||||||||
Total property and equipment | 281,294 | 284,929 | |||||||||||
Accumulated depreciation and amortization | (226,832 | ) | (233,692 | ) | |||||||||
Net property and equipment | $ | 54,462 | $ | 51,237 |
Note_7_Other_Accounts_Receivab1
Note 7 - Other Accounts Receivable (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Receivables [Abstract] | |||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | December 31, | ||||||||
2013 | 2014 | ||||||||
Carrier access bills receivable | $ | 779 | $ | 714 | |||||
NECA receivable | 971 | 1,078 | |||||||
Receivables from Alabama Service Fund | 65 | 63 | |||||||
Other miscellaneous | 235 | 76 | |||||||
$ | 2,050 | $ | 1,931 |
Note_8_Investments_Tables
Note 8 - Investments (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Investments Schedule [Abstract] | |||||||||
Investment [Table Text Block] | December 31, | ||||||||
2013 | 2014 | ||||||||
Investment in CoBank stock | $ | 1,475 | $ | 1,475 | |||||
Rental property | 347 | 321 | |||||||
Other miscellaneous | 73 | 74 | |||||||
$ | 1,895 | $ | 1,870 |
Note_9_Leases_Tables
Note 9 - Leases (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Leases, Operating [Abstract] | |||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | 2015 | $ | 522 | ||
2016 | 457 | ||||
2017 | 310 | ||||
2018 | 212 | ||||
2019 | 83 | ||||
Thereafter | 145 | ||||
Total | $ | 1,729 |
Note_10_Notes_Payable_Tables
Note 10 - Notes Payable (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | December 31, | ||||||||
2013 | 2014 | ||||||||
Third amended and restated term credit facility; General Electric Capital Corporation; variable interest rate of 6.5% at December 31, 2013 and December 31, 2014. The credit facility is secured by the total assets of the subsidiary guarantors. The unpaid balance is due April 30, 2016. | $ | 128,633 | $ | 112,135 | |||||
Less: current portion | (7,441 | ) | (6,665 | ) | |||||
Long-term notes payable | $ | 121,192 | $ | 105,470 | |||||
Schedule of Maturities of Long-term Debt [Table Text Block] | 2015 | $ | 6,665 | ||||||
2016 | 105,470 | ||||||||
2017 | — | ||||||||
2018 | — | ||||||||
2019 | — | ||||||||
Thereafter | — | ||||||||
Total | $ | 112,135 |
Note_12_Income_Tax_Tables
Note 12 - Income Tax (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | For the Years Ended December 31, | ||||||||||||
2012 | 2013 | 2014 | |||||||||||
Federal income taxes | |||||||||||||
Current | $ | 54 | $ | 210 | $ | 230 | |||||||
Deferred | (20,261 | ) | 5,528 | 2,380 | |||||||||
Total federal tax expense (benefit) | (20,207 | ) | 5,738 | 2,610 | |||||||||
State income taxes | |||||||||||||
Current | 2 | — | 14 | ||||||||||
Deferred | (4,663 | ) | 629 | 561 | |||||||||
Total state tax expense (benefit) | (4,661 | ) | 629 | 575 | |||||||||
Total income tax expense (benefit) | $ | (24,868 | ) | 6,367 | $ | 3,185 | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, | ||||||||||||
2013 | 2014 | ||||||||||||
Deferred tax liabilities: | |||||||||||||
Amortization | $ | (12,900 | ) | $ | (14,871 | ) | |||||||
Depreciation | (10,266 | ) | (10,358 | ) | |||||||||
Prepaid expense | (469 | ) | (600 | ) | |||||||||
Other | (15 | ) | (14 | ) | |||||||||
Total deferred tax liabilities | $ | (23,650 | ) | $ | (25,843 | ) | |||||||
Deferred tax assets: | |||||||||||||
Amortized intangibles | $ | 1,003 | $ | 502 | |||||||||
Federal net operating loss carryforwards | 208 | — | |||||||||||
Alternative minimum credits carryforwards | 769 | — | |||||||||||
State net operating loss carryforwards | 409 | 27 | |||||||||||
Deferred compensation | 295 | 297 | |||||||||||
Advance payments | 307 | 286 | |||||||||||
Bad debt | 182 | 100 | |||||||||||
Other | 626 | 551 | |||||||||||
3,799 | 1,763 | ||||||||||||
Less: Valuation allowance | (1,288 | ) | — | ||||||||||
Total net deferred tax assets | $ | 2,511 | $ | 1,763 | |||||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | For the Years Ended December 31, | ||||||||||||
2012 | 2013 | 2014 | |||||||||||
Federal income tax at statutory rate | 35 | % | 35 | % | 35 | % | |||||||
Federal income tax provision (benefit) at statutory rate | $ | (53,126 | ) | $ | 40,428 | $ | 2,875 | ||||||
State income tax provision (benefit), net of federal income tax effects | (3,029 | ) | 408 | 339 | |||||||||
Goodwill impairment | 31,419 | — | — | ||||||||||
Cancellation of debt (non-taxable) | — | (37,681 | ) | — | |||||||||
Restructuring expense | — | 1,974 | — | ||||||||||
Valuation allowance | — | 1,288 | — | ||||||||||
Change in fair value of derivatives | (85 | ) | — | — | |||||||||
Other | (47 | ) | (50 | ) | (29 | ) | |||||||
Provision (benefit) for income taxes | $ | (24,868 | ) | $ | 6,367 | $ | 3,185 | ||||||
Effective income tax rate | 16.4 | % | 5.5 | % | 38.8 | % |
Note_14_Income_Loss_per_Common1
Note 14 - Income (Loss) per Common Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the Years Ended December 31, | ||||||||||||
2012(1) | 2013 | 2014 | |||||||||||
Weighted average number of common shares outstanding - basic | 2,644,281 | 2,921,208 | 3,103,728 | ||||||||||
Effect of dilutive securities | — | — | 64,433 | ||||||||||
Weighted average number of common shares and potential common shares - diluted | 2,644,281 | 2,921,208 | 3,168,161 | ||||||||||
Net income (loss) available to common stockholders | $ | (126,900 | ) | $ | 109,144 | $ | 5,029 | ||||||
Net income (loss) per common share - basic | $ | (47.99 | ) | $ | 37.36 | $ | 1.62 | ||||||
Net income per common share - diluted | $ | — | $ | — | $ | 1.59 |
Note_15_Fair_Value_Measurement1
Note 15 - Fair Value Measurement (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Fair Value Disclosures [Abstract] | |||||||||
Fair Value, by Balance Sheet Grouping [Table Text Block] | Carrying Value | Fair Value | |||||||
Notes Payable December 31, 2014 | $ | 112,135 | $ | 120,580 | |||||
Notes Payable December 31, 2013 | $ | 128,633 | $ | 145,138 |
Note_18_Stock_Plans_and_Stock_1
Note 18 - Stock Plans and Stock Associated with Acquisition (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Note 18 - Stock Plans and Stock Associated with Acquisition (Tables) [Line Items] | |||||||||
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | RSUs | Weighted Average | |||||||
Grant/Vest Date | |||||||||
Fair Value | |||||||||
Outstanding at December 31, 2013 | — | $ | — | ||||||
Granted | 124,167 | 4.96 | |||||||
Vested | 10,206 | 4.96 | |||||||
Forfeited or cancelled | — | — | |||||||
Outstanding at December 31, 2014 | 113,961 | $ | 4.96 | ||||||
Reliable Networks [Member] | |||||||||
Note 18 - Stock Plans and Stock Associated with Acquisition (Tables) [Line Items] | |||||||||
Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable [Table Text Block] | Shares | Weighted Average | |||||||
Earned Date | |||||||||
Fair Value | |||||||||
Earned at December 31, 2013 | — | $ | — | ||||||
Earned | 68,233 | 5.69 | |||||||
Issued | — | — | |||||||
Forfeited or cancelled | — | — | |||||||
Earned at December 31, 2014 | 68,233 | $ | 5.69 |
Note_19_Selected_Quarterly_Fin1
Note 19 - Selected Quarterly Financial Data (unaudited and in thousands, except per share amounts) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Fiscal 2013: | |||||||||||||||||
Revenue | $ | 20,988 | $ | 19,666 | $ | 18,980 | $ | 19,338 | |||||||||
Operating income | $ | 4,889 | $ | 5,121 | $ | 4,301 | $ | 4,341 | |||||||||
Net income (loss) | $ | (1,774 | ) | $ | 109,648 | $ | 1,472 | $ | (202 | ) | |||||||
Net income (loss) per common share-basic | $ | (0.13 | ) | $ | 38.8 | $ | 0.47 | $ | (0.07 | ) | |||||||
Net income per common share-diluted | — | ||||||||||||||||
Fiscal 2014: | |||||||||||||||||
Revenue | $ | 18,783 | $ | 18,488 | $ | 18,421 | $ | 18,178 | |||||||||
Operating income | $ | 3,973 | $ | 4,438 | $ | 4,625 | $ | 3,822 | |||||||||
Net income | $ | 1,394 | $ | 1,308 | $ | 1,387 | $ | 940 | |||||||||
Net income per common share-basic | $ | 0.45 | $ | 0.42 | $ | 0.45 | $ | 0.3 | |||||||||
Net income per common share-diluted | $ | — | $ | 0.4 | $ | 0.44 | $ | 0.29 |
Note_1_Nature_of_Business_Deta
Note 1 - Nature of Business (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | 24-May-13 | Mar. 24, 2013 | |
Note 1 - Nature of Business (Details) [Line Items] | ||||
Number of Reportable Segments | 1 | 1 | ||
Long-term Debt (in Dollars) | $112,135,000 | |||
Percentage of New Class A Common Stock | 50.00% | |||
Common Class B [Member] | ||||
Note 1 - Nature of Business (Details) [Line Items] | ||||
Percentage of Voting Interests Represented by Class of Common Stock Following the Effectiveness of the Reorganization | 7.50% | |||
Common Stock, Shares, Issued | 232,780 | 232,780 | 232,780 | |
Common Stock, Shares, Outstanding | 232,780 | 232,780 | 232,780 | |
Common Class A [Member] | ||||
Note 1 - Nature of Business (Details) [Line Items] | ||||
Percentage of Voting Interests Represented by Class of Common Stock Following the Effectiveness of the Reorganization | 92.50% | |||
Common Stock, Shares, Issued | 2,870,948 | |||
Common Stock, Shares, Outstanding | 2,870,948 | |||
Common Stock, Capital Shares Reserved for Future Issuance | 232,780 | |||
Senior Credit Facility [Member] | Reduced Amount [Member] | ||||
Note 1 - Nature of Business (Details) [Line Items] | ||||
Long-term Debt (in Dollars) | 133,300,000 | |||
Senior Credit Facility [Member] | ||||
Note 1 - Nature of Business (Details) [Line Items] | ||||
Long-term Debt, Gross (in Dollars) | 162,000,000 | |||
Repayments of Long-term Lines of Credit (in Dollars) | 28,700,000 | |||
Line of Credit Facility, Maximum Borrowing Capacity (in Dollars) | $5,000,000 |
Note_2_Summary_of_Significant_1
Note 2 - Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||
Percentage of Net Property, Plant and Equipment Accounted for under ASC 980 | 75.30% | 73.30% |
Interstate Rate Term | 3 years | |
Deferred Revenue | $734,000 | $787,000 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $0 | |
Earliest Tax Year [Member] | ||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||
Open Tax Year | 2011 |
Note_3_Impairments_Details
Note 3 - Impairments (Details) (USD $) | 1 Months Ended | 12 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Apr. 30, 2012 | Dec. 31, 2014 | Dec. 31, 2012 | Sep. 30, 2012 |
Note 3 - Impairments (Details) [Line Items] | ||||
Interstate Rate Term | 3 years | |||
Number of Reporting Units | 3 | 3 | ||
Goodwill, Impairment Loss | $143,654 | |||
Impairment of Intangible Assets (Excluding Goodwill) | 5,748 | |||
Impairment of Long-Lived Assets Held-for-use | 2,874 | |||
Alabama [Member] | ||||
Note 3 - Impairments (Details) [Line Items] | ||||
Goodwill, Impairment Loss | 62,404 | 62,404 | ||
Missouri [Member] | ||||
Note 3 - Impairments (Details) [Line Items] | ||||
Goodwill, Impairment Loss | 12,071 | 12,071 | ||
New England [Member] | Property, Plant and Equipment [Member] | ||||
Note 3 - Impairments (Details) [Line Items] | ||||
Impairment of Long-Lived Assets Held-for-use | 2,874 | |||
New England [Member] | ||||
Note 3 - Impairments (Details) [Line Items] | ||||
Goodwill, Impairment Loss | 69,523 | 69,179 | ||
Goodwill, Purchase Accounting Adjustments | -344 | |||
Impairment of Intangible Assets (Excluding Goodwill) | $5,748 |
Note_3_Impairments_Details_Car
Note 3 - Impairments (Details) - Carrying Amount of Goodwill (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 3 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Apr. 30, 2012 | Dec. 31, 2014 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2011 | ||
Goodwill [Line Items] | ||||||||
Balance as of December 31 | $44,957 | $44,976 | $44,957 | $188,955 | ||||
Impairment losses | -143,654 | |||||||
Alabama [Member] | STC [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Adjustment related to STC acquisition (1) | [1] | |||||||
Alabama [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Balance as of December 31 | 39,199 | 39,199 | 39,199 | 101,603 | ||||
Impairment losses | -62,404 | -62,404 | ||||||
Missouri [Member] | STC [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Adjustment related to STC acquisition (1) | [1] | |||||||
Missouri [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Balance as of December 31 | 5,758 | 5,758 | 5,758 | 17,829 | ||||
Impairment losses | -12,071 | -12,071 | ||||||
New England [Member] | STC [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Adjustment related to STC acquisition (1) | -344 | [1] | ||||||
New England [Member] | Reliable Networks [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Acquisition(2) | 19 | [2] | ||||||
New England [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Balance as of December 31 | 19 | 69,523 | ||||||
Impairment losses | -69,179 | -69,523 | ||||||
Adjustment related to STC acquisition (1) | -344 | |||||||
STC [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Adjustment related to STC acquisition (1) | -344 | [1] | ||||||
Reliable Networks [Member] | ||||||||
Goodwill [Line Items] | ||||||||
Acquisition(2) | $19 | [2] | ||||||
[1] | Third quarter 2012 adjustment to finalized purchase price allocation of the STC acquisition. | |||||||
[2] | First quarter 2014 acquisition of the assets of Reliable Networks of Maine, LLC ("Reliable Networks"). |
Note_3_Impairments_Details_Car1
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets [Line Items] | |||||
Balance as of | $3,178 | $4,074 | $6,671 | $20,546 | |
Amortization | -1,258 | -2,597 | -8,127 | ||
Impairment losses | -5,748 | ||||
Alabama [Member] | |||||
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets [Line Items] | |||||
Balance as of | 31 | 54 | 81 | 129 | |
Amortization | -23 | -27 | -48 | ||
Missouri [Member] | |||||
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets [Line Items] | |||||
Balance as of | 116 | 236 | 356 | ||
Amortization | -116 | -120 | -120 | ||
New England [Member] | Reliable Networks [Member] | |||||
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets [Line Items] | |||||
Acquisition (1) | 362 | [1] | |||
New England [Member] | |||||
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets [Line Items] | |||||
Balance as of | 3,147 | 3,904 | 6,354 | 20,061 | |
Amortization | -1,119 | -2,450 | -7,959 | ||
Impairment losses | -5,748 | ||||
Reliable Networks [Member] | |||||
Note 3 - Impairments (Details) - Carrying Amount of Intangible assets [Line Items] | |||||
Acquisition (1) | $362 | [1] | |||
[1] | First quarter 2014 acquisition of Reliable Networks. |
Note_4_Income_Deposit_Securiti1
Note 4 - Income Deposit Securities Issued (Details) (USD $) | 24-May-13 |
Note 4 - Income Deposit Securities Issued (Details) [Line Items] | |
Each IDS, Number of Share of the Old Common Stock | 1 |
Common Class A [Member] | |
Note 4 - Income Deposit Securities Issued (Details) [Line Items] | |
Each IDS Principal Amount on Notes | 7.5 |
Note_5_Goodwill_and_Intangible2
Note 5 - Goodwill and Intangible Assets (Details) (USD $) | 1 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Apr. 30, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Note 5 - Goodwill and Intangible Assets (Details) [Line Items] | |||||
Goodwill (in Dollars) | $44,976 | $44,957 | $44,957 | $188,955 | |
Number of Reportable Segments | 1 | 1 | |||
Number of Reporting Units | 3 | 3 | |||
Alabama [Member] | |||||
Note 5 - Goodwill and Intangible Assets (Details) [Line Items] | |||||
Goodwill (in Dollars) | 39,199 | 39,199 | 39,199 | 101,603 | |
Percent Of Goodwill | 87.20% | ||||
Missouri [Member] | |||||
Note 5 - Goodwill and Intangible Assets (Details) [Line Items] | |||||
Goodwill (in Dollars) | 5,758 | 5,758 | 5,758 | 17,829 | |
Percent Of Goodwill | 12.80% | ||||
New England [Member] | |||||
Note 5 - Goodwill and Intangible Assets (Details) [Line Items] | |||||
Goodwill (in Dollars) | $19 | $69,523 | |||
Percent Of Goodwill | 1.00% | ||||
Minimum [Member] | |||||
Note 5 - Goodwill and Intangible Assets (Details) [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 2 years | ||||
Maximum [Member] | |||||
Note 5 - Goodwill and Intangible Assets (Details) [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 15 years |
Note_5_Goodwill_and_Intangible3
Note 5 - Goodwill and Intangible Assets (Details) - Intangible Assets (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Finite-Lived Intangible Assets [Line Items] | |||||
Carrying Value | $49,141 | $43,755 | [1] | $43,393 | [1] |
Accumulated Amortization | -36,722 | -40,577 | -39,319 | ||
Impairments | -5,748 | ||||
Net Value | 6,671 | 3,178 | 4,074 | ||
Customer Relationships [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Carrying Value | 29,430 | 24,025 | [1] | 23,701 | [1] |
Accumulated Amortization | -18,065 | -20,880 | -19,632 | ||
Impairments | -5,729 | ||||
Net Value | 5,636 | 3,145 | 4,069 | ||
Customer Contracts [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Carrying Value | 19,600 | 19,600 | [1] | 19,600 | [1] |
Accumulated Amortization | -18,579 | -19,600 | -19,600 | ||
Net Value | 1,021 | ||||
Noncompete Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Carrying Value | 95 | 107 | [1] | 83 | [1] |
Accumulated Amortization | -75 | -89 | -83 | ||
Impairments | -12 | ||||
Net Value | 8 | 18 | |||
Trade Names [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Carrying Value | 16 | 23 | [1] | 9 | [1] |
Accumulated Amortization | -3 | -8 | -4 | ||
Impairments | -7 | ||||
Net Value | $6 | $15 | $5 | ||
[1] | Revised calculated carrying value is intangible assets net of 2012 impairments |
Note_5_Goodwill_and_Intangible4
Note 5 - Goodwill and Intangible Assets (Details) - Aggregate Amortization Expense (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Aggregate Amortization Expense [Abstract] | |||
For the year ended December 31, | $1,258 | $2,597 | $8,127 |
2015 | 815 | ||
2016 | 578 | ||
2017 | 458 | ||
2018 | 408 | ||
2019 | 389 | ||
Thereafter | 530 | ||
Total | $3,178 | $4,074 | $6,671 |
Note_6_Property_and_Equipment_1
Note 6 - Property and Equipment (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 6 - Property and Equipment (Details) [Line Items] | |||
Depreciation | $8,941 | $9,650 | $10,496 |
Impairment of Long-Lived Assets Held-for-use | 2,874 | ||
Amortization | 1,643 | 2,982 | 8,781 |
Telephone Plant Adjustment [Member] | |||
Note 6 - Property and Equipment (Details) [Line Items] | |||
Amortization | $384 | $385 | $652 |
Note_6_Property_and_Equipment_2
Note 6 - Property and Equipment (Details) - Property and Equipment (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | $284,929 | $281,294 |
Accumulated depreciation and amortization | -233,692 | -226,832 |
Net property and equipment | 51,237 | 54,462 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | 1,164 | 1,164 |
Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 20 years | |
Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 40 years | |
Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | 12,528 | 12,326 |
Telephone Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 6 years | |
Telephone Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 20 years | |
Telephone Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | 230,100 | 226,496 |
Cable Television Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 7 years | |
Property Plant and Equipment, Gross | 11,945 | 11,717 |
Furniture and Fixtures [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 8 years | |
Furniture and Fixtures [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 14 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | 3,036 | 3,004 |
Vehicles [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 7 years | |
Vehicles [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 9 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | 6,343 | 6,409 |
Computer Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 5 years | |
Computer Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 7 years | |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment, Gross | 15,984 | 16,294 |
Internet Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 5 years | |
Property Plant and Equipment, Gross | $3,829 | $3,884 |
Note_7_Other_Accounts_Receivab2
Note 7 - Other Accounts Receivable (Details) - Other Accounts Receivable (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other Receivables | $1,931 | $2,050 |
Carrier access bills receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other Receivables | 714 | 779 |
NECA receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other Receivables | 1,078 | 971 |
Receivables from Alabama Service Fund [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other Receivables | 63 | 65 |
Other miscellaneous [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other Receivables | $76 | $235 |
Note_8_Investments_Details_Inv
Note 8 - Investments (Details) - Investments (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 8 - Investments (Details) - Investments [Line Items] | ||
Investments | $1,870 | $1,895 |
CoBank, stock, at cost [Member] | ||
Note 8 - Investments (Details) - Investments [Line Items] | ||
Investments | 1,475 | 1,475 |
Rental Property [Member] | ||
Note 8 - Investments (Details) - Investments [Line Items] | ||
Investments | 321 | 347 |
Miscellaneous Investments [Member] | ||
Note 8 - Investments (Details) - Investments [Line Items] | ||
Investments | $74 | $73 |
Note_9_Leases_Details
Note 9 - Leases (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Leases, Operating [Abstract] | |||
Operating Leases, Rent Expense | $616 | $653 | $649 |
Note_9_Leases_Details_Minimum_
Note 9 - Leases (Details) - Minimum Future Rental Commitments under Non-Cancellable Operating Leases (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Minimum Future Rental Commitments under Non-Cancellable Operating Leases [Abstract] | |
2015 | $522 |
2016 | 457 |
2017 | 310 |
2018 | 212 |
2019 | 83 |
Thereafter | 145 |
Total | $1,729 |
Note_10_Notes_Payable_Details
Note 10 - Notes Payable (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 24-May-13 | |
Note 10 - Notes Payable (Details) [Line Items] | ||||
Amortization of Financing Costs | $936,000 | $1,071,000 | $1,368,000 | |
Senior Subordinated Notes [Member] | ||||
Note 10 - Notes Payable (Details) [Line Items] | ||||
Amortization of Financing Costs | 76,000 | |||
Senior Credit Facility [Member] | ||||
Note 10 - Notes Payable (Details) [Line Items] | ||||
Deferred Finance Costs, Gross | 2,700,000 | |||
Line of Credit Facility, Maximum Borrowing Capacity | 5,000,000 | |||
GE Capital 3rd [Member] | ||||
Note 10 - Notes Payable (Details) [Line Items] | ||||
Amortization of Financing Costs | 936,000 | 572,000 | ||
GE Capital 2nd [Member] | ||||
Note 10 - Notes Payable (Details) [Line Items] | ||||
Amortization of Financing Costs | 423,000 | |||
Revolving Credit Facility [Member] | ||||
Note 10 - Notes Payable (Details) [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,000,000 | 5,000,000 | 5,000,000 | |
Long-term Line of Credit | 0 | 0 | ||
Line of Credit Facility, Commitment Fee Percentage | 0.50% | |||
Line of Credit Facility, Commitment Fee Amount | $25,000 | $45,000 |
Note_10_Notes_Payable_Details_
Note 10 - Notes Payable (Details) - Summary of Notes Payable (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Third amended and restated term credit facility; General Electric Capital Corporation; variable interest rate of 6.5% at December 31, 2013 and December 31, 2014. The credit facility is secured by the total assets of the subsidiary guarantors. The unpaid balance is due April 30, 2016. | $112,135 | |
Less: current portion | -6,665 | -7,441 |
Long-term notes payable | 105,470 | 121,192 |
GE Capital 3rd [Member] | ||
Debt Instrument [Line Items] | ||
Third amended and restated term credit facility; General Electric Capital Corporation; variable interest rate of 6.5% at December 31, 2013 and December 31, 2014. The credit facility is secured by the total assets of the subsidiary guarantors. The unpaid balance is due April 30, 2016. | $112,135 | $128,633 |
Note_10_Notes_Payable_Details_1
Note 10 - Notes Payable (Details) - Summary of Notes Payable (Parentheticals) (GE Capital 3rd [Member]) | Dec. 31, 2014 | Dec. 31, 2013 |
GE Capital 3rd [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 6.50% | 6.50% |
Note_10_Notes_Payable_Details_2
Note 10 - Notes Payable (Details) - Maturities of Notes Payable (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Maturities of Notes Payable [Abstract] | |
2015 | $6,665 |
2016 | 105,470 |
2017 | 0 |
2018 | 0 |
2019 | 0 |
Thereafter | 0 |
Total | $112,135 |
Note_11_Acquisition_Details
Note 11 - Acquisition (Details) (Reliable Networks [Member], USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Jan. 02, 2014 |
Reliable Networks [Member] | |
Note 11 - Acquisition (Details) [Line Items] | |
Payments to Acquire Businesses, Gross | $0.50 |
Note_12_Income_Tax_Details
Note 12 - Income Tax (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Jan. 01, 2014 | Dec. 31, 2013 | |
Note 12 - Income Tax (Details) [Line Items] | |||
Deferred Tax Assets, Tax Credit Carryforwards, Alternative Minimum Tax | 0 | $0 | $769,000 |
Operating Loss Carryforwards | 0 | ||
Deferred Tax Assets, Valuation Allowance | 0 | 1,288,000 | |
Earliest Tax Year [Member] | |||
Note 12 - Income Tax (Details) [Line Items] | |||
Open Tax Year | 2011 | ||
Domestic Tax Authority [Member] | |||
Note 12 - Income Tax (Details) [Line Items] | |||
Operating Loss Carryforwards | 0 | ||
State and Local Jurisdiction [Member] | |||
Note 12 - Income Tax (Details) [Line Items] | |||
Operating Loss Carryforwards | 0 | 19,800,000 | |
Deferred Tax Assets, Valuation Allowance | 0 | ||
Internal Revenue Service (IRS) [Member] | |||
Note 12 - Income Tax (Details) [Line Items] | |||
Operating Loss Carryforwards | 594,000 | ||
Capital Loss Carryforward [Member] | |||
Note 12 - Income Tax (Details) [Line Items] | |||
Deferred Tax Assets, Valuation Allowance | 555,000 | ||
Alternative Minimum Tax Credit [Member] | |||
Note 12 - Income Tax (Details) [Line Items] | |||
Deferred Tax Assets, Valuation Allowance | $768,000 |
Note_12_Income_Tax_Details_Tax
Note 12 - Income Tax (Details) - Tax Effects of Temporary Differences (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Federal income taxes | |||
Current | $230 | $210 | $54 |
Deferred | 2,380 | 5,528 | -20,261 |
Total federal tax expense (benefit) | 2,610 | 5,738 | -20,207 |
State income taxes | |||
Current | 14 | 2 | |
Deferred | 561 | 629 | -4,663 |
Total state tax expense (benefit) | 575 | 629 | -4,661 |
Total income tax expense (benefit) | $3,185 | $6,367 | ($24,868) |
Note_12_Income_Tax_Details_Def
Note 12 - Income Tax (Details) - Deferred Tax Assets and Liabilities (USD $) | Dec. 31, 2014 | Jan. 01, 2014 | Dec. 31, 2013 |
Deferred tax liabilities: | |||
Amortization | ($14,871,000) | ($12,900,000) | |
Depreciation | -10,358,000 | -10,266,000 | |
Prepaid expense | -600,000 | -469,000 | |
Other | -14,000 | -15,000 | |
Total deferred tax liabilities | -25,843,000 | -23,650,000 | |
Deferred tax assets: | |||
Amortized intangibles | 502,000 | 1,003,000 | |
Federal net operating loss carryforwards | 208,000 | ||
Alternative minimum credits carryforwards | 0 | 0 | 769,000 |
State net operating loss carryforwards | 27,000 | 409,000 | |
Deferred compensation | 297,000 | 295,000 | |
Advance payments | 286,000 | 307,000 | |
Bad debt | 100,000 | 182,000 | |
Other | 551,000 | 626,000 | |
1,763,000 | 3,799,000 | ||
Less: Valuation allowance | 0 | -1,288,000 | |
Total net deferred tax assets | $1,763,000 | $2,511,000 |
Note_12_Income_Tax_Details_Eff
Note 12 - Income Tax (Details) - Effective Income Tax Rate Reconciliation (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Effective Income Tax Rate Reconciliation [Abstract] | |||
Federal income tax at statutory rate | 35.00% | 35.00% | 35.00% |
Federal income tax provision (benefit) at statutory rate | $2,875 | $40,428 | ($53,126) |
State income tax provision (benefit), net of federal income tax effects | 339 | 408 | -3,029 |
Goodwill impairment | 31,419 | ||
Cancellation of debt (non-taxable) | -37,681 | ||
Restructuring expense | 1,974 | ||
Valuation allowance | 1,288 | ||
Change in fair value of derivatives | -85 | ||
Other | -29 | -50 | -47 |
Provision (benefit) for income taxes | $3,185 | $6,367 | ($24,868) |
Effective income tax rate | 38.80% | 5.50% | 16.40% |
Note_13_Employee_Benefit_Progr1
Note 13 - Employee Benefit Program (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 13 - Employee Benefit Program (Details) [Line Items] | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | $17,500 | $17,500 | $17,000 |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.50% | 6.00% | 6.00% |
Defined Contribution Plan, Cost Recognized | 494,000 | 670,000 | 691,000 |
Multiemployer Plan, Period Contributions | 0 | 0 | 0 |
BTC [Member] | |||
Note 13 - Employee Benefit Program (Details) [Line Items] | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.50% | 6.00% | 6.00% |
Defined Contribution Plan, Cost Recognized | $15,000 | $30,000 | $38,000 |
Defined Contribution Plan, Minimum Annual Contributions Per Employee, Percent | 1.00% |
Note_14_Income_Loss_per_Common2
Note 14 - Income (Loss) per Common Share (Details) - Reconciliation of Income (Loss) Per Common Share (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Reconciliation of Income (Loss) Per Common Share [Abstract] | |||||||||||||
Weighted average number of common shares outstanding - basic | 3,103,728 | 2,921,208 | 2,644,281 | [1] | |||||||||
Effect of dilutive securities | 64,433 | ||||||||||||
Weighted average number of common shares and potential common shares - diluted | 3,168,161 | 2,921,208 | 2,644,281 | [1] | |||||||||
Net income (loss) available to common stockholders (in Dollars) | $940 | $1,387 | $1,308 | $1,394 | ($202) | $1,472 | $109,648 | ($1,774) | $5,029 | $109,144 | ($126,900) | [1] | $2,197 |
Net income (loss) per common share - basic (in Dollars per share) | $0.30 | $0.45 | $0.42 | $0.45 | ($0.07) | $0.47 | $38.80 | ($0.13) | $1.62 | $37.36 | ($47.99) | [1] | |
Net income per common share - diluted (in Dollars per share) | $0.29 | $0.44 | $0.40 | $1.59 | $37.36 | ($47.99) | |||||||
[1] | Adjusted to reflect the cancellation of old common stock and the issuance of new Class A common stock in exchange for Notes as part of thePlan. |
Note_15_Fair_Value_Measurement2
Note 15 - Fair Value Measurement (Details) - Fair Value of Long-term Debt (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | $112,135 | |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Carrying Value | 112,135 | 128,633 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | $120,580 | $145,138 |
Note_16_Revenue_Concentrations1
Note 16 - Revenue Concentrations (Details) (National Exchange Carrier Association [Member], Sales Revenue, Net [Member], Customer Concentration Risk [Member]) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
National Exchange Carrier Association [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||
Note 16 - Revenue Concentrations (Details) [Line Items] | |||
Concentration Risk, Percentage | 15.50% | 13.10% | 9.80% |
Note_18_Stock_Plans_and_Stock_2
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Allocated Share-based Compensation Expense (in Dollars) | 643 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | 286 | ||
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense (in Dollars) | 249 | ||
Common Class A [Member] | Reliable Networks [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 68,233 | ||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | ||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||
Restricted Stock Units (RSUs) [Member] | 2014 Stock Incentive Plan [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 124,167 | ||
Restricted Stock Units (RSUs) [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 124,167 | 0 | 0 |
Reliable Networks [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) [Line Items] | |||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 68,233 |
Note_18_Stock_Plans_and_Stock_3
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) - RSU Activity (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock Units (RSUs) [Member] | |||
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) - RSU Activity [Line Items] | |||
Granted | 124,167 | 0 | 0 |
Granted | $4.96 | ||
Vested | 10,206 | ||
Vested | $4.96 | ||
Outstanding | 113,961 | ||
Weighted average fair value | $4.96 |
Note_18_Stock_Plans_and_Stock_4
Note 18 - Stock Plans and Stock Associated with Acquisition (Details) - Earn-Out Activity (Reliable Networks [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Reliable Networks [Member] | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Shares | 68,233 |
Earned | 68,233 |
Earned | $5.69 |
Shares | 68,233 |
Weighted average fair value | $5.69 |
Note_19_Selected_Quarterly_Fin2
Note 19 - Selected Quarterly Financial Data (unaudited and in thousands, except per share amounts) (Details) - Selected Quarterly Financial Data (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Fiscal 2013: | |||||||||||||
Revenue | $18,178 | $18,421 | $18,488 | $18,783 | $19,338 | $18,980 | $19,666 | $20,988 | $73,870 | $78,972 | $98,404 | ||
Operating income | 3,822 | 4,625 | 4,438 | 3,973 | 4,341 | 4,301 | 5,121 | 4,889 | 16,858 | 18,651 | -129,394 | ||
Net income (loss) | $940 | $1,387 | $1,308 | $1,394 | ($202) | $1,472 | $109,648 | ($1,774) | $5,029 | $109,144 | ($126,900) | [1] | $2,197 |
Net income (loss) per common share-basic (in Dollars per share) | $0.30 | $0.45 | $0.42 | $0.45 | ($0.07) | $0.47 | $38.80 | ($0.13) | $1.62 | $37.36 | ($47.99) | [1] | |
Net income per common share-diluted (in Dollars per share) | $0.29 | $0.44 | $0.40 | $1.59 | $37.36 | ($47.99) | |||||||
[1] | Adjusted to reflect the cancellation of old common stock and the issuance of new Class A common stock in exchange for Notes as part of thePlan. |