Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 23, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | NTELOS HOLDINGS CORP. | |
Entity Central Index Key | 1,328,571 | |
Trading Symbol | ntls | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 22,254,675 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current Assets | ||
Cash | $ 108,842 | $ 73,546 |
Restricted cash | 2,167 | 2,167 |
Accounts receivable, net | 52,508 | 45,054 |
Inventories and supplies, net | 12,464 | 18,297 |
Deferred income taxes | 22,144 | 24,770 |
Prepaid expenses | 12,732 | 13,543 |
Other current assets | 536 | 4,626 |
Total current assets | 211,393 | 182,003 |
Assets Held for Sale | 1,454 | 64,271 |
Securities and Investments | 1,522 | 1,522 |
Property, Plant and Equipment, net | 321,673 | 289,947 |
Intangible Assets | ||
Goodwill | 63,700 | 63,700 |
Radio spectrum licenses | 44,933 | 44,933 |
Customer relationships and trademarks, net | 4,490 | 5,084 |
Deferred charges and other assets | 19,260 | 18,474 |
TOTAL ASSETS | 668,425 | 669,934 |
Current Liabilities | ||
Current portion of long-term debt | 5,696 | 5,816 |
Accounts payable | 11,847 | 24,541 |
Advance billings and customer deposits | 13,370 | 15,939 |
Accrued expenses and other current liabilities | 29,714 | 27,153 |
Total current liabilities | 60,627 | 73,449 |
Long-term Liabilities | ||
Long-Term Debt | 515,875 | 519,592 |
Retirement Benefits | 24,888 | 25,209 |
Deferred Income Taxes | 21,302 | 39,620 |
Other Long-Term Liabilities | 67,822 | 45,016 |
Liabilities, Noncurrent, Total | $ 629,887 | $ 629,437 |
Commitments and Contingencies | ||
Equity | ||
Preferred stock, par value $.01 per share, authorized 100 shares, none issued | $ 0 | $ 0 |
Common stock, par value $.01 per share, authorized 55,000 shares; 22,284 shares issued and 22,258 shares outstanding (21,634 shares issued and 21,616 shares outstanding at December 31, 2014) | 214 | 214 |
Additional paid in capital | 31,398 | 28,663 |
Treasury stock, at cost, 27 shares (18 shares at December 31, 2014) | (325) | (285) |
Accumulated deficit | (46,191) | (53,634) |
Accumulated other comprehensive loss | (8,738) | (9,090) |
Total NTELOS Holdings Corp. Stockholders’ Equity (Deficit) | (23,642) | (34,132) |
Noncontrolling interests | 1,553 | 1,180 |
Total Stockholders' Equity, including portion attributable to noncontrolling interest | (22,089) | (32,952) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $ 668,425 | $ 669,934 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000 | 100,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 55,000,000 | 55,000,000 |
Common stock, shares issued (in shares) | 22,284,000 | 21,634,000 |
Common stock, shares outstanding (in shares) | 22,258,000 | 21,616,000 |
Treasury stock, shares (in shares) | 27,000 | 18,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Retail revenue | $ 50,221 | $ 72,034 | $ 174,978 | $ 218,845 |
Wholesale and other revenue | 35,567 | 37,802 | 109,497 | 116,817 |
Equipment sales | 11,752 | 9,802 | 41,595 | 23,853 |
Operating Revenues | 97,540 | 119,638 | 326,070 | 359,515 |
Operating Expenses | ||||
Cost of services | 30,087 | 30,591 | 91,762 | 87,676 |
Cost of equipment sold | 21,495 | 26,290 | 65,168 | 72,287 |
Customer operations | 19,201 | 25,381 | 64,049 | 78,383 |
Corporate operations | 11,830 | 8,580 | 31,217 | 31,610 |
Restructuring | 4,627 | 0 | 8,237 | 0 |
Depreciation and amortization | 15,157 | 18,473 | 43,516 | 57,469 |
Gain on sale of assets | 0 | 0 | (16,749) | 0 |
Operating expenses, total | 102,397 | 109,315 | 287,200 | 327,425 |
Operating income | (4,857) | 10,323 | 38,870 | 32,090 |
Other Expense | ||||
Interest expense, net | (7,422) | (8,371) | (22,913) | (24,644) |
Other income (expense), net | 30 | (29) | 61 | (1,194) |
Nonoperating income (expense) | (7,392) | (8,400) | (22,852) | (25,838) |
Income (Loss) before Income Taxes | (12,249) | 1,923 | 16,018 | 6,252 |
Income Tax Expense (Benefit) | (3,523) | 767 | 7,576 | 2,517 |
Net Income (Loss) | (8,726) | 1,156 | 8,442 | 3,735 |
Net Income Attributable to Noncontrolling Interests | (237) | (352) | (999) | (1,161) |
Net Income (Loss) Attributable to NTELOS Holdings Corp. | $ (8,963) | $ 804 | $ 7,443 | $ 2,574 |
Earnings (Loss) per Share Attributable to NTELOS Holdings Corp. | ||||
Basic (in dollars per share) | $ (0.42) | $ 0.04 | $ 0.34 | $ 0.12 |
Weighted average shares outstanding - basic (in shares) | 21,284 | 21,119 | 21,241 | 21,100 |
Diluted (in dollars per share) | $ (0.42) | $ 0.04 | $ 0.32 | $ 0.12 |
Weighted average shares outstanding - diluted (in shares) | 21,284 | 21,894 | 22,569 | 21,706 |
Cash Dividends Declared per Share - Common Stock (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0.84 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) Attributable to NTELOS Holdings Corp. | $ (8,963) | $ 804 | $ 7,443 | $ 2,574 |
Other Comprehensive Income: | ||||
Amortization of unrealized (gain) loss from defined benefit plans, net of $75 and $224 of deferred income taxes in 2015, respectively ($172 and $516 in 2014, respectively) | 117 | (270) | 352 | (812) |
Unrecognized loss from defined benefit plans, net of $243 of deferred income taxes in 2014 | 0 | 0 | 0 | (382) |
Comprehensive Income (Loss) Attributable to NTELOS Holdings Corp. | (8,846) | 534 | 7,795 | 1,380 |
Comprehensive Income Attributable to Noncontrolling Interests | 237 | 352 | 999 | 1,161 |
Comprehensive Income (Loss) | $ (8,609) | $ 886 | $ 8,794 | $ 2,541 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Amortization of unrealized loss (gain) from defined benefit plans taxes | $ 117 | $ (270) | $ 352 | $ (812) |
Unrecognized loss from defined benefit plans, tax | $ 0 | $ 0 | $ 0 | $ (382) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | ||
Net income | $ 8,442 | $ 3,735 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 43,516 | 57,469 |
Gain on sale of assets | (16,749) | 0 |
Deferred income taxes | (15,916) | (2,696) |
Bad debt expense | 16,298 | 10,676 |
Equity-based compensation | 2,652 | 2,244 |
Amortization of loan origination costs | 1,254 | 2,033 |
Write off of unamortized debt issuance costs | 537 | 895 |
Loss on interest rate cap | 0 | 219 |
Retirement benefits and other | 2,062 | 1,806 |
Changes in operating assets and liabilities | ||
Accounts receivable | (23,752) | (11,672) |
Inventories and supplies | 5,833 | 4,307 |
Income taxes | 2,376 | 5,730 |
Prepaid expenses and other assets | 4,749 | 1,472 |
Accounts payable | (11,473) | 1,496 |
Accrued expenses and other liabilities | (1,469) | 822 |
Retirement benefit distributions | 243 | 599 |
Net cash provided by operating activities | 18,603 | 79,135 |
Cash flows from investing activities | ||
Purchases of property, plant and equipment | (75,218) | (67,711) |
Proceeds from sale of assets | 96,910 | 0 |
Other, net | 0 | 2,337 |
Net cash provided by (used in) investing activities | 21,692 | (65,374) |
Cash flows from financing activities | ||
Proceeds from issuance of long-term debt, net of original issue discount | 0 | 187,655 |
Debt issuance and refinancing costs | 0 | (3,551) |
Repayments on senior secured term loans | (4,054) | (152,127) |
Cash dividends paid on common stock | 0 | (27,235) |
Capital distributions to noncontrolling interests | (626) | (731) |
Other, net | (319) | (425) |
Net cash provided by (used in) financing activities | (4,999) | 3,586 |
Increase in cash | 35,296 | 17,347 |
Cash, beginning of period | 73,546 | 88,441 |
Cash, end of period | $ 108,842 | $ 105,788 |
Condensed Consolidated Stateme8
Condensed Consolidated Statement of Changes in Stockholders’ Equity (Deficit) - 9 months ended Sep. 30, 2015 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Total NTELOS Holdings Corp. Stockholders’ Equity [Member] | Noncontrolling Interests [Member] | |
Beginning balance at Dec. 31, 2014 | $ (32,952) | $ 214 | $ (285) | $ 28,663 | $ (53,634) | $ (9,090) | $ (34,132) | $ 1,180 | |
Beginning balance (shares) at Dec. 31, 2014 | 21,616 | 18 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Equity-based compensation | [1] | 2,695 | $ (40) | 2,735 | 2,695 | ||||
Equity-based compensation (shares) | [1] | 642 | 9 | ||||||
Capital distribution to noncontrolling interests | (626) | (626) | |||||||
Net income attributable to NTELOS Holdings Corp. | 7,443 | 7,443 | 7,443 | ||||||
Amortization of unrealized loss from defined benefit plans, net of $224 of deferred income taxes | 352 | 352 | 352 | ||||||
Comprehensive income attributable to noncontrolling interests | 999 | 0 | 999 | ||||||
Ending balance at Sep. 30, 2015 | $ (22,089) | $ 214 | $ (325) | $ 31,398 | $ (46,191) | $ (8,738) | $ (23,642) | $ 1,553 | |
Ending balance (shares) at Sep. 30, 2015 | 22,258 | 27 | |||||||
[1] | *Includes restricted shares issued, employee stock purchase plan issuances, shares issued through 401(k) matching contributions, stock options exercised and other activity. |
Condensed Consolidated Stateme9
Condensed Consolidated Statement of Changes in Stockholders’ Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Stockholders' Equity [Abstract] | ||||
Amortization of unrealized loss (gain) from defined benefit plans taxes | $ 117 | $ (270) | $ 352 | $ (812) |
Organization
Organization | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization NTELOS Holdings Corp. (hereafter referred to as “Holdings Corp.” or the “Company”), through NTELOS Inc., its wholly-owned subsidiary (“NTELOS Inc.”) and its subsidiaries, is a regional provider of digital wireless communications services to consumers and businesses primarily in Virginia, West Virginia and certain portions of surrounding states. The Company’s primary services are wireless voice and data digital personal communications services (“PCS”) provided through NTELOS-branded retail operations and on a wholesale basis to other PCS providers, most notably through an arrangement with Sprint Spectrum L.P. (“Sprint Spectrum”), and Sprint Spectrum on behalf of and as an agent for SprintCom, Inc. (“SprintCom”) (Sprint Spectrum and SprintCom collectively, “Sprint”), which arrangement is referred to herein as the “Strategic Network Alliance” or "SNA." See Note 13 for additional information regarding this arrangement. The Company does not have any independent operations. On December 1, 2014, the Company entered into an agreement to sell its wireless spectrum licenses in its eastern Virginia and Outer Banks of North Carolina markets (“Eastern Markets”) valued at approximately $56.0 million . The transaction closed on April 15, 2015. Pursuant to the terms of the spectrum sale, the Company entered into a lease agreement with T-Mobile which allows it to continue using the Eastern Market spectrum licenses for varying terms ranging from the closing date through November 15, 2015 in order to facilitate the wind down of our operations. In conjunction with the agreement to sell, the Company has taken an impairment charge for wireless spectrum and fixed assets, and has incurred restructuring charges. See Note 8 for additional information regarding these charges. On August 10, 2015,the Company entered into an Agreement and Plan of Merger (“Merger Agreement”) with Shenandoah Telecommunications Company, a Virginia corporation (“Shentel”), and Gridiron Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Shentel (“Merger Sub”), pursuant to which, at the effective time of the merger (“Effective Time”), Merger Sub will merge with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Shentel (“Merger”). Subject to the terms and conditions set forth in the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of the Company (“Common Stock”) issued and outstanding immediately prior to the Effective Time (excluding (i) any shares of Common Stock that are owned by the Company, Shentel or any of their respective subsidiaries and (ii) any shares of Common Stock that are owned by any Company stockholders who are entitled to exercise, and properly exercise, appraisal rights with respect to such shares of Common Stock pursuant to the General Corporation Law of the State of Delaware) will be cancelled and converted automatically into the right to receive $9.25 in cash, without interest. The completion of the Merger, which is expected to close in the first quarter of 2016, is subject to the satisfaction or waiver of certain conditions, including (i) the adoption of the Merger Agreement by the affirmative vote of the holders of a majority of the outstanding shares of Common Stock, (ii) the approval of the transaction by the Federal Communications Commission (the “FCC”) and applicable state public utility commissions, (iii) the provision of all required notices to applicable state public utility commissions, (iv) the expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”), as amended, (v) the absence of any proceeding, order or law enjoining or prohibiting the Merger or the other transactions contemplated by the Merger Agreement, (vi) each party’s material performance of its obligations and compliance with its covenants, (vii) the accuracy of each party’s representations and warranties, subject to customary materiality qualifiers, (viii) the absence of a material adverse effect on the Company and (ix) the consummation of the transactions contemplated by the Master Agreement, dated as of August 10, 2015, between SprintCom, Inc., an affiliate of Sprint Corporation, and Shenandoah Personal Communications, LLC, a wholly-owned subsidiary of Shentel (“Sprint Transactions”). The HSR Act waiting period was terminated early by the Federal Trade Commission on September 25, 2015. The Merger Agreement contains certain termination rights for Shentel and the Company, including termination by either party if the Merger is not consummated by February 29, 2016 (subject to a one-time 120-day extension exercisable by either party). The Merger Agreement further provides that, upon termination of the Merger Agreement under specified circumstances, including in connection with a change of recommendation of the Company board of directors (the “Board”) or the acceptance of a superior proposal by the Board, the Company will pay Shentel a termination fee equal to $8.8 million plus reimbursement of up to $2.5 million in fees, costs and expenses incurred by Shentel in connection with the Merger. The Merger Agreement also provides that, upon termination of the Merger Agreement under specified circumstances, Shentel will pay the Company a termination fee of $25 million or $8.8 million , depending on the specific circumstances, plus reimbursement of up to $2.5 million in fees, costs and expenses incurred by the Company in connection with the Merger. The completion of the Merger is not subject to a financing condition. However, in connection with the Merger Agreement, Shentel has entered into a commitment letter with CoBank, ACB, Royal Bank of Canada and Fifth Third Bank (collectively, the “Lenders”), dated as of August 10, 2015, pursuant to which the Lenders have committed (the “Debt Commitment”) to make available to Shentel senior secured credit facilities, including a revolving credit facility and two term loan facilities. The Debt Commitment is subject to various conditions, including the consummation of the Sprint Transactions and the consummation of the Merger in accordance with the terms and conditions set forth in the Merger Agreement. Under certain conditions, if the Merger Agreement is terminated because of the failure of Shentel to obtain financing, Shentel will pay the Company the termination fee of $25 million plus reimbursement of up to $2.5 million in fees, costs and expenses referenced above. On August 24, 2015, Mr. Marvin Westen and Mr. Paul Sekerak, each filed a purported class action complaint relating to the merger in the Court of Chancery of the State of Delaware. The Plaintiffs have sued all members of the Board, alleging that the members of the Board breached their fiduciary obligations to the purported class by agreeing to sell the Company for consideration deemed “inadequate” and by agreeing to deal protection terms that allegedly foreclose competing offers. Plaintiffs further allege that Shentel and Merger Sub (or, in the case of Mr. Sekerak, Shentel and the Company) for purportedly aiding and abetting the foregoing breaches. Plaintiffs seek, among other things, injunctive relief preventing consummation of the merger (and/or directing rescission of the transaction, to the extent already implemented), unspecified damages and an award of plaintiff’s expenses and attorneys’ fees. The Company and the members of the Board believe these claims are without merit and intend to defend themselves vigorously. |
Basis of Presentation and Other
Basis of Presentation and Other Information | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Other Information | Basis of Presentation and Other Information Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary to present fairly the financial position have been included. The results of operations for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. The accompanying condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited financial statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). These financial statements should be read in conjunction with the Company’s 2014 Form 10-K. Reclassifications Certain amounts in prior periods have been reclassified to conform to the current period presentation. Effective September 30, 2015, the Company changed the classification of the fair value of the trade-in right related to Equipment Installment Plan (“EIP”) to better align its presentation with other wireless carriers. As of December 31, 2014, the reclassification resulted in an increase in accounts receivable of $1.4 million and a corresponding increase in advance billings and customer deposits of $1.4 million . Net income has not been affected by these reclassifications. Cash The Company’s cash was held in market rate savings accounts and non-interest bearing deposit accounts. The total held in market rate savings accounts at September 30, 2015 and December 31, 2014 was $79.6 million and $28.5 million , respectively. The remaining $29.2 million and $45.0 million of cash at September 30, 2015 and December 31, 2014 , respectively, was held in non-interest bearing deposit accounts. Restricted Cash The Company is eligible to receive up to $5.0 million in connection with its winning bid in the Connect America Fund's Mobility Fund Phase I Auction ("Auction 901"). Pursuant to the terms of Auction 901, the Company was required to obtain a Letter of Credit (“LOC”) for the benefit of the Universal Service Administrative Company (“USAC”) to cover each disbursement plus the amount of the performance default penalty ( 10% of the total eligible award). USAC may draw upon the LOC in the event the Company fails to demonstrate the required coverage by the applicable deadline in 2016. The Company obtained the LOC in the amount of $2.2 million , representing the first disbursement of $1.7 million received in September 2013, plus the performance default penalty of $0.5 million . In accordance with the terms of the LOC, the Company deposited $2.2 million into a separate account at the issuing bank to serve as cash collateral. Such funds will be released when the LOC is terminated without being drawn upon by USAC. Allowance for Doubtful Accounts The Company includes bad debt expense in customer operations expense in the unaudited condensed consolidated statements of operations. Bad debt expense for the three months ended September 30, 2015 and 2014 was $5.2 million and $3.4 million , respectively. Bad debt expense for the nine months ended September 30, 2015 and 2014 was $16.3 million and $10.7 million , respectively. The Company’s allowance for doubtful accounts was $10.3 million and $7.3 million at September 30, 2015 and December 31, 2014 , respectively. At September 30, 2015 and December 31, 2014, the allowance for doubtful accounts included $3.1 million and $1.1 million , respectively, related to unbilled equipment receivables. See Note 4 for additional information related to EIP. Accrued Expenses and Other Current Liabilities (In thousands) September 30, 2015 December 31, 2014 Accrued payroll $ 4,862 $ 6,545 Accrued taxes 6,927 5,383 Accrued restructuring 4,545 3,400 Other 13,380 11,825 Total $ 29,714 $ 27,153 Other Long-Term Liabilities (In thousands) September 30, 2015 December 31, 2014 Asset retirement obligation $ 27,631 $ 27,560 Deferred gain on sale leaseback 17,067 2,617 Deferred SNA revenue 16,868 8,173 Other 6,256 6,666 Total $ 67,822 $ 45,016 Pension Benefits and Retirement Benefits Other Than Pensions The total expense recognized for the Company’s defined benefit and nonqualified pension plans was $0.1 million for both the three months ended September 30, 2015 and 2014 , respectively, and $0.3 million and $0.1 million, for the nine months ended September 30, 2015 and 2014 , respectively, a portion of which related to the amortization of unrealized loss. The total amount reclassified out of accumulated other comprehensive loss related to actuarial (gains)/losses from the defined benefit plans was $0.1 million and $(0.3) million for the three months ended September 30, 2015 and 2014 , respectively, and $0.4 million and $(0.8) million for the nine months ended September 30, 2015 and 2014 , respectively, all of which has been reclassified to cost of services, customer operations, and corporate operations on the unaudited condensed consolidated statements of income for the respective periods. Defined benefit pension plan assets were valued at $22.0 million at September 30, 2015 . The Company also sponsors a contributory defined contribution plan under Internal Revenue Code (“IRC”) Section 401(k) for substantially all employees. The Company’s current policy is to make matching contributions in shares of the Company’s common stock. Equity-Based Compensation The Company accounts for equity-based compensation plans under FASB Accounting Standards Codification (“ASC”) 718, Stock Compensation . Equity-based compensation expense from stock-based awards is recorded with an offsetting increase to additional paid in capital on the unaudited condensed consolidated balance sheet. The Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award and credits compensation for any forfeitures in the reporting period in which the forfeiture occurs. Total equity-based compensation expense related to all of the Company’s stock-based equity awards for the three and nine months ended September 30, 2015 and 2014 and the Company’s 401(k) matching contributions was allocated as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2015 2014 2015 2014 Cost of services $ 156 $ 152 $ 494 $ 446 Customer operations 158 258 493 746 Corporate operations 569 (760 ) 1,665 1,052 Equity-based compensation expense $ 883 $ (350 ) $ 2,652 $ 2,244 Future charges for equity-based compensation related to securities outstanding at September 30, 2015 for the remainder of 2015 and for the years 2016 through 2019 are estimated to be $0.7 million , $1.6 million , $1.0 million , $0.2 million and less than $0.1 million , respectively. Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity , which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The guidance is effective prospectively for fiscal years and interim reporting periods within those years beginning after December 15, 2014, with early adoption permitted for transactions that have not been reported in financial statements previously issued or available for issuance. The standard was effective for the Company's fiscal year beginning January 1, 2015 and has been applied to relevant transactions. In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . This ASU provides a framework that replaces the existing revenue recognition guidance and is intended to improve the financial reporting requirements. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years, with early adoption being prohibited. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements. In August 2014, FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , which requires management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. The guidance is effective for annual reporting periods ending after December 15, 2016, with early adoption permitted. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations. In April 2015, FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which changes the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The guidance is effective for annual reporting periods beginning after December 15, 2015, with early adoption permitted. The guidance will be applied retrospectively to each period presented. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements. In April 2015, FASB issued ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides additional guidance regarding cloud computing arrangements. The guidance requires registrants to account for a cloud computing arrangement that includes a software license element consistent with the acquisition of other software licenses. Cloud computing arrangement without software licenses are to be accounted for as a service contract. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations. In July 2015, FASB issued ASU 2015-11, Inventory: Simplifying the Measurement of Inventory, which changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value. The ASU also eliminates the requirement for these entities to consider replacement cost or net realizable value less an approximately normal profit margin when measuring inventory. This guidance is effective for fiscal years and interim periods beginning after December 15, 2016. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following information is presented as supplementary disclosures for the unaudited condensed consolidated statements of cash flows for the nine months ended September 30, 2015 and 2014 : Nine Months Ended September 30, (In thousands) 2015 2014 Cash payments for: Interest (net of amounts capitalized) $ 21,989 $ 27,186 Income taxes 21,207 912 Cash received from income tax refunds 3,974 1,434 Supplemental investing and financing activities: Additions to property, plant and equipment included in accounts payable 7,288 12,564 Borrowings under capital leases 35 152 The amount of interest capitalized was $1.0 million and $0.2 million for each of the nine months ended September 30, 2015 and 2014 , respectively. |
Equipment Installment Plan Rece
Equipment Installment Plan Receivables | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Equipment Installment Plan Receivables | Equipment Installment Plan Receivables EIP subscribers pay for their devices in installments over a 24-month period. At the time of an installment sale, the Company imputes interest on the installment receivable using current market interest rate estimates along with other inputs such as historical and expected credit losses and credit quality of its EIP base. The imputed interest is recorded as a reduction to equipment revenue and as a reduction to the face amount of the related receivable. Interest income is recognized over the term of the installment contract as interest income presented net of interest expense. The Company's imputed interest rate has ranged from approximately 5% to 10% . Additionally, the customer has the right to trade in their original device after a specified period of time for a new device and have the remaining unpaid balance satisfied. This trade-in right is measured at the estimated fair value of the device being traded in based on current trade-in values and the timing of the trade-in. The trade-in right is recorded as a reduction to the equipment revenue at the time of sale with a corresponding increase in liabilities. As of September 30, 2015 and December 31, 2014, the liability associated with this trade-in right was $3.6 million and $1.4 million , respectively, and is reflected in Advanced billings and customer deposits and Other Long-Term Liabilities on the unaudited condensed consolidated balance sheets. There was $4.5 million and $0.6 million of billed EIP receivables included in the Company's subscriber accounts receivable as of September 30, 2015 and December 31, 2014, respectively. The following table summarizes the remaining unbilled EIP receivables at September 30, 2015 and December 31, 2014 : (In thousands) September 30, 2015 December 31, 2014 EIP receivables, gross $ 33,818 $ 16,109 Deferred interest (2,048 ) — EIP receivables, net of deferred interest 31,770 16,109 Allowance for credit losses (3,061 ) (1,064 ) EIP receivables, net $ 28,709 $ 15,045 Classified on the unaudited Condensed Consolidated Balance Sheets as: Accounts receivable, net $ 18,515 $ 6,937 Deferred charges and other assets 10,194 8,108 EIP receivables, net $ 28,709 $ 15,045 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The components of property, plant and equipment, and the related accumulated depreciation, were as follows: (In thousands) Estimated Useful Life September 30, 2015 December 31, 2014 Land and buildings * 39 to 50 years $ 29,980 $ 30,772 Network plant and equipment 5 to 17 years 484,816 445,940 Furniture, fixtures and other equipment 2 to 18 years 96,132 91,512 610,928 568,224 Under construction 43,332 18,213 654,260 586,437 Less: accumulated depreciation 332,587 296,490 Property, plant and equipment, net $ 321,673 $ 289,947 * Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms. Depreciation expense for the three months ended September 30, 2015 and 2014 was $15.0 million and $18.3 million , respectively. Depreciation expense for the nine months ended September 30, 2015 and 2014 was $42.9 million and $55.8 million , respectively. During the nine months ended September 30, 2015, the Company began negotiating to sell certain facilities in the Eastern Markets. Based on bids received for these facilities, the Company recorded an impairment charge of approximately $0.2 million during the nine months ended September 30, 2015 . |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Indefinite-Lived Intangible Assets Goodwill and radio spectrum licenses are considered indefinite-lived intangible assets. Indefinite-lived intangible assets are not subject to amortization but instead are tested for impairment annually, on October 1, or more frequently if an event indicates that the asset might be impaired. The Company believes that no impairment indicators existed as of September 30, 2015 that would require it to perform impairment testing. In conjunction with the agreement to sell the Company's wireless spectrum licenses in the Eastern Markets, the Company calculated the fair value to be $57.9 million , which includes the sales price plus the implied value of the non-cash spectrum leaseback. Accordingly, an impairment charge of $29.0 million was recorded during the fourth quarter of 2014. In addition, the Company transferred these intangible assets to assets held for sale in the Company’s unaudited condensed consolidated balance sheets. The transaction closed in April 2015 and the assets are no longer reflected in the Company’s unaudited condensed consolidated balance sheets at September 30, 2015. At September 30, 2015 and December 31, 2014 , goodwill and radio spectrum licenses were comprised of the following: September 30, 2015 December 31, 2014 (In thousands) Goodwill Radio Spectrum Licenses Goodwill Radio Spectrum Licenses Balance at beginning of the period $ 63,700 $ 44,933 $ 63,700 $ 131,834 Impairment loss in the period — — — (28,990 ) Transferred to assets held for sale — — — (57,911 ) Total $ 63,700 $ 44,933 $ 63,700 $ 44,933 Intangible Assets Subject to Amortization Customer relationships and trademarks are considered amortizable intangible assets. At September 30, 2015 and December 31, 2014 , customer relationships and trademarks were comprised of the following: September 30, 2015 December 31, 2014 (In thousands) Estimated Useful Life Gross Amount Accumulated Net Gross Amount Accumulated Net Customer relationships 17.5 years $ 36,900 $ (34,549 ) $ 2,351 $ 36,900 $ (34,305 ) $ 2,595 Trademarks 15 years 7,000 (4,861 ) 2,139 7,000 (4,511 ) 2,489 Total $ 43,900 $ (39,410 ) $ 4,490 $ 43,900 $ (38,816 ) $ 5,084 The Company amortizes its amortizable intangible assets using the straight-line method. Amortization expense for the three months ended September 30, 2015 and 2014 was $0.2 million , respectively. Amortization expense for the nine months ended September 30, 2015 and 2014 was $0.6 million and $1.7 million , respectively. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt At September 30, 2015 and December 31, 2014 , the Company’s outstanding long-term debt consisted of the following: (In thousands) September 30, 2015 December 31, 2014 Senior secured term loans, net of unamortized debt discount $ 520,986 $ 524,504 Capital lease obligations 585 904 521,571 525,408 Less: current portion of long-term debt 5,696 5,816 Long-term debt $ 515,875 $ 519,592 Long-Term Debt, Excluding Capital Lease Obligations On November 9, 2012, NTELOS Inc. entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”), which amended and restated, in its entirety, that certain Credit Agreement dated August 7, 2009 (the “Original Credit Agreement”). The Amended and Restated Credit Agreement provided for (1) a term loan A in the aggregate amount of $150.0 million (the “Term Loan A”); and (2) a term loan B in the aggregate amount of $350.0 million (the “Term Loan B” and, together with the Term Loan A, the “Term Loans”). On January 31, 2014, the Company completed the refinancing of Term Loan A, which converted the outstanding principal balance of $148.1 million of Term Loan A into Term Loan B, and borrowed an additional $40.0 million under Term Loan B. The additional Term Loan B borrowings bear the same interest rate, maturity and other terms as the Company’s existing Term Loan B borrowings. In connection with the refinancing, the Company incurred approximately $3.8 million in creditor and third party fees, of which $3.7 million was deferred and is being amortized to interest expense over the life of the debt using the effective interest method. The Company also deferred $0.5 million in debt discounts related to the new Term Loan B borrowings, which are being accreted to the Term Loan B using the effective interest method over the life of the debt and are reflected in interest expense. Additionally, the Company wrote off a proportionate amount of the unamortized deferred fees and debt discount from the Amended and Restated Credit Agreement totaling $0.5 million and $0.2 million , respectively, which are reflected in other expenses in the unaudited condensed consolidated statements of income. The aggregate maturities of long-term debt outstanding at September 30, 2015 , excluding capital lease obligations, based on the contractual terms of the instruments were as follows: (In thousands) Term Loan Remainder of 2015 $ 1,351 2016 5,405 2017 5,405 2018 5,405 2019 506,725 Total $ 524,291 The Company’s blended average effective interest rate on its long-term debt was approximately 6.4% for the three and nine months ended September 30, 2015 and 2014 , respectively. The Amended and Restated Credit Agreement has a Restricted Payments basket, which can be used to make Restricted Payments (as defined in the Amended and Restated Credit Agreement), including the ability to pay dividends, repurchase stock or advance funds to the Company. NTELOS Inc. may not make Restricted Payments if its Leverage Ratio (calculated on a pro forma basis) is greater than 4.25 :1.00. This Restricted Payments basket increases by $6.5 million per quarter and decreases by any actual Restricted Payments and by certain investments and any mandatory prepayments on the Term Loans, to the extent the lenders decline to receive such prepayment. In addition, on a quarterly basis the Restricted Payments basket increases by the positive amount, if any, of the Excess Cash Flow (as defined in the Amended and Restated Credit Agreement). For the three months ended September 30, 2015 there was no Excess Cash Flow. The balance of the Restricted Payments basket as of September 30, 2015 was $79.6 million and the Leverage Ratio for the Company was 5.19 :1.00. Capital Lease Obligations In addition to the long-term debt discussed above, the Company has entered into capital leases on vehicles with original lease terms of four to five years. At September 30, 2015 , the carrying value and accumulated depreciation of these assets were $2.1 million and $1.3 million , respectively. The total net present value of the Company’s future minimum lease payments is $0.6 million . At September 30, 2015 , the principal portion of these capital lease obligations was payable as follows: $0.1 million for the remainder of 2015 , $0.3 million in 2016 , $0.1 million in 2017 , $0.1 million in 2018 and less than $0.1 million in 2019 and 2020 . |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges In December 2014, the Company announced its intention to sell its wireless spectrum and wind down its operations in the Eastern Markets, and to reduce related corporate operating expenses during fiscal year 2015. In conjunction, restructuring liabilities have been established for employee separations, contract terminations, and other related costs, which are recorded in accrued expenses and other current liabilities in the unaudited consolidated balance sheets. A summary of the restructuring liabilities is presented below: (In thousands) Employee Separation Contract Terminations Other Total Expected period of recognition 2014-2015 2014-2015 2014-2015 Projected range at completion $4,000 - $5,000 $40,000 - $45,000 $1,500 - $2,000 $45,500 - $52,000 Cumulative charges incurred as of September 30, 2015 $ 4,052 $ 6,736 $ 1,111 $ 11,899 Balance as of December 31, 2014 $ 1,496 $ 917 $ 987 $ 3,400 Charges 1,654 338 17 2,009 Utilization (1,480 ) (688 ) (30 ) (2,198 ) Balance as of March 31, 2015 $ 1,670 $ 567 $ 974 $ 3,211 Charges 479 1,113 10 1,602 Utilization (789 ) (493 ) (10 ) (1,292 ) Balance as of June 30, 2015 $ 1,360 $ 1,187 $ 974 $ 3,521 Charges 369 4,228 30 4,627 Utilization (796 ) (1,823 ) (984 ) (3,603 ) Balance as of September 30, 2015 $ 933 $ 3,592 $ 20 $ 4,545 Employee separation costs consist of severance for certain Eastern Markets and corporate employees to be paid in accordance with the Company’s written severance plan and certain management contracts. Severance payments are expected to be paid through 2015. Contract termination costs represent lease abandonment costs for retail stores and other termination costs for contractual network services obligations. Lease abandonment costs represent future minimum lease obligations, net of estimated sublease income. We anticipate recognizing additional contract termination costs in the fourth quarter of 2015 as we cease commercial operations. However, these costs are expected to be paid through 2019 absent any settlements with vendors. Other costs include legal and advisory fees expected to be paid during 2015. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments The Company is exposed to market risks with respect to certain of the financial instruments that it holds. Cash, accounts receivable, accounts payable and accrued liabilities are reflected in the unaudited condensed consolidated financial statements at cost, which approximates fair value because of the short-term nature of these instruments. The fair values of other financial instruments are determined using observable market prices or using a valuation model, which is based on a conventional discounted cash flow methodology and utilizes assumptions of current market conditions. The following is a summary by balance sheet category: Long-Term Investments At September 30, 2015 and December 31, 2014 , the Company had an investment in CoBank, ACB (“CoBank”) of $1.5 million . This investment is primarily related to a required investment under the Original Credit Agreement and declared and unpaid patronage distributions of restricted equity related to the portion of the term loans previously held by CoBank. This investment is carried under the cost method as it is not practicable to estimate fair value. This investment is subject to redemption in accordance with CoBank’s capital recovery plans. Interest Rate Derivatives In February 2013, the Company purchased an interest rate cap for $0.9 million with a notional amount of $350.0 million , which capped the three month Eurodollar rate at 1.0% . The Company did not designate the interest rate cap agreement as a cash flow hedge for accounting purposes. Therefore, the change in market value of the agreement was recorded as a gain or loss in other expense. The Company recorded an immaterial loss for the three and nine months ended September 30, 2015 , and losses of less than $0.1 million and $0.2 million for the three and nine months ended September 30, 2014, respectively. The interest rate cap agreement expired in August 2015. The following table indicates the difference between face amount, carrying amount and fair value of the Company’s financial instruments at September 30, 2015 and December 31, 2014 . Face Carrying Fair (In thousands) Amount Amount Value September 30, 2015 Nonderivatives: Financial assets: Long-term investments for which it is not practicable to estimate fair value N/A $ 1,522 N/A Financial liabilities: Term loans $ 524,291 $ 520,986 $ 522,980 Capital lease obligations $ 585 $ 585 $ 585 December 31, 2014 Nonderivatives: Financial assets: Long-term investments for which it is not practicable to estimate fair value N/A $ 1,522 N/A Financial liabilities: Term loans $ 528,345 $ 525,504 $ 459,660 Capital lease obligations $ 904 $ 904 $ 904 Derivative related to debt: Interest rate cap asset $ 350,000 * 0 0 * Notional amount The fair value of the Term Loans under the Amended and Restated Credit Agreement were derived based on bid prices at September 30, 2015 and December 31, 2014 , respectively. The fair value of the derivative instrument was based on a quoted market price at September 30, 2015 and December 31, 2014 , respectively. These instruments are classified within Level 2 of the fair value hierarchy described in FASB ASC 820, Fair Value Measurements and Disclosures . |
Equity and Earnings Per Share
Equity and Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Equity and Earnings Per Share | Equity and Earnings Per Share The computations of basic and diluted earnings per share for the three and nine months ended September 30, 2015 and 2014 were as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2015 2014 2015 2014 Numerator: Net income (loss) attributable to NTELOS Holdings Corp. $ (8,963 ) $ 804 $ 7,443 $ 2,574 Net income (loss) applicable to participating securities — — 292 — Net income (loss) applicable to common shares $ (8,963 ) $ 804 $ 7,151 $ 2,574 Denominator: Total shares outstanding 22,258 21,595 22,258 21,595 Less: unvested shares (957 ) (459 ) (957 ) (459 ) Less: effect of calculating weighted average shares (17 ) (17 ) (60 ) (36 ) Denominator for basic earnings per common share - weighted average shares outstanding 21,284 21,119 21,241 21,100 Plus: weighted average unvested shares — 506 868 287 Plus: common stock equivalents of stock options — 269 460 319 Denominator for diluted earnings per common share - weighted average shares outstanding 21,284 21,894 22,569 21,706 In accordance with FASB ASC 260, Earnings Per Share , unvested share-based payment awards that contain rights to receive non-forfeitable dividends or dividend equivalents, whether paid or unpaid, are considered a “participating security” for purposes of computing earnings or loss per common share pursuant to the two-class method. T he Company's unvested restricted stock awards have rights to receive non-forfeitable dividends. For the three and nine months ended September 30, 2014 , the Company has calculated basic earnings per share using weighted average shares outstanding and the two-class method and determined there was no significant difference in the per share amounts calculated under the two methods. For the three months ended September 30, 2015 and 2014 , the denominator for diluted earnings per common share excludes approximately 1.3 million and 2.0 million shares, respectively, and for the nine months ended September 30, 2015 and 2014 the denominator for diluted earnings per common share excludes approximately 1.6 million and 1.5 million shares, respectively, which were related to stock options that were antidilutive for the respective periods presented. In addition, the performance-based portion of the performance stock units ("PSUs") is excluded from diluted earnings per share until the performance criteria are satisfied. |
Stock Plans
Stock Plans | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Plans | Stock Plans The Company has employee equity incentive plans (referred to as the “Employee Equity Incentive Plans”) administered by the Compensation Committee of the Company’s board of directors (the “Committee”), which permits the grant of long-term incentives to employees, including stock options, stock appreciation rights, restricted stock awards, restricted stock units, incentive awards, other stock-based awards and dividend equivalents. The Company also has a non-employee director equity plan (the “Non-Employee Director Equity Plan”). The Non-Employee Director Equity Plan together with the Employee Equity Incentive Plans are referred to as the “Equity Incentive Plans.” Awards under these plans are issuable to employees or non-employee directors as applicable. During the nine months ended September 30, 2015 , the Company issued 261,503 stock options under the Employee Equity Incentive Plans. The options issued under the Employee Equity Incentive Plans vest one-fourth annually beginning one year after the grant date. During the nine months ended September 30, 2015 , the Company issued 415,401 shares of restricted stock under the Employee Equity Incentive Plans and 87,525 shares of restricted stock under the Non-Employee Director Equity Plan. The restricted shares granted under the Employee Equity Incentive Plans cliff vest on the third anniversary of the grant date. The restricted shares granted under the Non-Employee Director Equity Plan cliff vest on the first anniversary of the grant date. Dividend and voting rights applicable to restricted stock are equivalent to the Company’s common stock. During the nine months ended September 30, 2015 , the Company granted 28,031 PSUs under the Employee Equity Incentive Plans to certain key employees. These PSUs vest on December 31, 2016 and are subject to certain performance and market conditions. Each PSU represents the contingent right to receive one share (or more based on maximum achievement) of the Company’s common stock if vesting is satisfied. The PSUs have no voting rights. Dividends, if any, that would have been paid on the underlying shares will be paid as dividend equivalent units on PSUs that vest, on or after the vesting date. At September 30, 2015 , the Company had accrued approximately $0.2 million in dividend equivalent units. The summary of the activity and status of the Company’s stock option awards for the nine months ended September 30, 2015 is as follows: (In thousands, except per share amounts) Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Stock options outstanding at January 1, 2015 1,583 $ 19.09 Granted during the period 261 6.00 Exercised during the period (1 ) 0.58 Forfeited during the period (283 ) 21.05 Stock options outstanding at September 30, 2015 1,560 $ 16.55 5.7 years $ — Exercisable at September 30, 2015 943 $ 20.22 5.7 years $ — Total expected to vest after September 30, 2015 556 $ 12.20 The fair value of each common stock option award granted during the nine months ended September 30, 2015 was estimated on the respective grant date using a generally accepted valuation model with assumptions related to risk-free interest rate, expected volatility, expected dividend yield and expected terms. The weighted average grant date fair value per share of stock options granted during the nine months ended September 30, 2015 and 2014 was $1.72 and $1.02 , respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2015 and 2014 was less than $0.1 million . The total fair value of options that vested during the nine months ended September 30, 2015 and 2014 was $0.6 million and $1.5 million , respectively. As of September 30, 2015 , there was $0.6 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of 2.7 years . The summary of the activity and status of the Company’s restricted stock awards for the nine months ended September 30, 2015 is as follows: (In thousands, except per share amounts) Shares Weighted Average Grant Date Fair Value per Share Restricted stock awards outstanding at January 1, 2015 245 $ 14.93 Granted during the period 503 5.37 Vested during the period (82 ) 18.80 Forfeited during the period (13 ) 12.34 Restricted stock awards outstanding at September 30, 2015 653 $ 7.13 At September 30, 2015 , there was $2.5 million of total unrecognized compensation cost related to unvested restricted stock awards, which is expected to be recognized over a weighted average period of 2.0 years. The fair value of the restricted stock award is equal to the market value of common stock on the date of grant. The summary of the activity and status of the Company’s performance stock unit awards for the nine months ended September 30, 2015 is as follows: (In thousands, except per share amounts) Units Weighted Average Grant Date Fair Value per PSU Performance stock units outstanding at January 1, 2015 99 $ 11.24 Granted during the period 28 7.33 Vested during the period (1 ) 12.47 Forfeited during the period (10 ) 11.22 Performance stock units outstanding at September 30, 2015 116 $ 10.29 At September 30, 2015 , there was $0.4 million of total unrecognized compensation cost related to unvested PSUs, which is expected to be recognized over a weighted average period of 1.5 years . The fair value of the PSU is estimated at the grant date using a Monte Carlo simulation model. In addition to the Equity Incentive Plans discussed above, the Company has an employee stock purchase plan, which commenced in July 2006 with 100,000 shares available. Shares are priced at 85% of the closing price on the last trading day of the month before settlement and settlement is done semi-annually. During the nine months ended September 30, 2015 and 2014 , 6,635 shares and 4,669 shares, respectively, were issued under the employee stock purchase plan. Compensation expense associated with the employee stock purchase plan for the nine months ended September 30, 2015 and 2014 was immaterial. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense (benefit) for the three and nine months ended September 30, 2015 was $(3.5) million and $7.6 million , respectively, representing the statutory tax rate applied to pre-tax income and the effects of certain non-deductible acquisition related expenses, compensation, non-controlling interest, and state minimum taxes. The Company expects its recurring non-deductible expenses to relate primarily to certain non-cash equity-based compensation and other non-deductible compensation. The Company has provided for income taxes using a year to date calculation as it is unable to reliably estimate the annual effective income tax rate. |
Strategic Network Alliance
Strategic Network Alliance | 9 Months Ended |
Sep. 30, 2014 | |
Stategic Network Alliance [Abstract] | |
Strategic Network Alliance | Strategic Network Alliance The Company provides PCS services and has contracted to provide LTE Services on a wholesale basis to other wireless communication providers, most notably through the Strategic Network Alliance ("SNA") with Sprint in which the Company is the exclusive PCS/LTE service provider in the Company’s western Virginia and West Virginia service area (“SNA service area”) for all Sprint Code Division Multiple Access (“CDMA”) and LTE wireless customers. In May 2014 the parties entered into an amended agreement to extend the SNA. Pursuant to the terms of the SNA, the Company is required to upgrade its network in the SNA service area to provide LTE Services. As part of the amendment, the Company leases spectrum, on a non-cash basis, from Sprint in order to enhance the PCS/LTE services. The non-cash consideration attributable to the leased spectrum is approximately $4.9 million per year. The lease expense is recognized over the term of the lease and recorded within cost of sales and services, with the offsetting consideration recorded within wholesale and other revenue. Additionally, the amended SNA provides the Company access to Sprint’s nationwide 3G and 4G LTE network at rates that are reciprocal to rates paid by Sprint under the amended SNA. The amended SNA provides that a portion of the amount paid by Sprint thereunder is fixed. The fixed fee element of the amended SNA is subject to contractual reductions on August 1, 2015 and annually thereafter starting on January 1, 2016 that will result in a decrease of payments for the fixed fee element. The Company accounts for this fixed fee portion of the revenue earned from the SNA revenue on a straight-line basis over the term of the agreement. In addition, these reductions are subject to further upward or downward resets in the fixed fee element. These resets, if any, will be recognized in the period in which it occurs. The Company generated 34.9% and 30.4% of its revenue from the SNA for the three months ended September 30, 2015 and 2014 , respectively. The Company generated 32.2% and 31.3% of its revenue from the SNA for the nine months ended September 30, 2015 and 2014 , respectively. |
Tower Sale and Leaseback
Tower Sale and Leaseback | 9 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
Tower Sale and Leaseback | Tower Sale and Leaseback During the nine months ended September 30, 2015 , the Company completed its sale leaseback transaction for 96 of 103 towers committed to be sold. The Company intends to sell and leaseback the remaining towers during 2015. For the towers sold during the nine months ended September 30, 2015 , the Company received net proceeds of $40.4 million . The Company applied the guidance under FASB ASC 840, Leases , to the sale and leaseback and recorded a gain on the sale of assets of $16.7 million for the nine months ended September 30, 2015 , which is included in the unaudited condensed consolidated statements of income as "Gain on sale of assets." The leasebacks are generally for a term of 10 years with options to renew and are accounted for as operating leases. The deferred gain is amortized on a straight-line basis over the remaining life of the lease of approximately 10 years at September 30, 2015 and will be included as a reduction in the "Cost of services" in the unaudited condensed consolidated statements of income. At September 30, 2015 , the Company recorded on the unaudited condensed consolidated balance sheets $1.8 million of deferred gain under "Accrued expenses and other current liabilities" and $15.4 million in "Other Long-Term Liabilities." |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Commitments and Contingencies On occasion, the Company makes claims or receives disputes related to its billings to other carriers, including billings under the SNA agreement, for access to the Company’s network. These disputes may involve amounts which, if resolved unfavorably to the Company, could have a material effect on the Company’s financial statements. The Company does not recognize revenue related to such matters until the period that it is reasonably assured of the collection of these claims. In the event that a claim is made related to revenues previously recognized, the Company assesses the validity of the claim and adjusts the amount of revenue recognized to the extent that the claim adjustment is considered probable and reasonably estimable. In accordance with the tower sale and leaseback transaction discussed in Note 14, the Company entered into operating leases, generally for a term of 10 years, with future minimum lease payments totaling approximately $20.2 million . The Company is involved in disputes, claims, either asserted or unasserted, and legal and tax proceedings and filings arising from normal business activities. While the outcome of such matters is currently not determinable, management believes that adequate provision for any probable and reasonably estimable losses has been made in the Company’s unaudited condensed consolidated financial statements. In addition, on August 24, 2015, Mr. Marvin Westen and Mr. Paul Sekerak, each filed a purported class action complaint relating to the Merger in the Court of Chancery of the State of Delaware. The Company cannot presently determine the ultimate resolution of this matter nor can it reasonably estimate the range of possible losses. |
Basis of Presentation and Oth25
Basis of Presentation and Other Information (Policy) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Reclassifications | Reclassifications Certain amounts in prior periods have been reclassified to conform to the current period presentation. Effective September 30, 2015, the Company changed the classification of the fair value of the trade-in right related to Equipment Installment Plan (“EIP”) to better align its presentation with other wireless carriers. As of December 31, 2014, the reclassification resulted in an increase in accounts receivable of $1.4 million and a corresponding increase in advance billings and customer deposits of $1.4 million . Net income has not been affected by these reclassifications. |
Cash | Cash The Company’s cash was held in market rate savings accounts and non-interest bearing deposit accounts. The total held in market rate savings accounts at September 30, 2015 and December 31, 2014 was $79.6 million and $28.5 million , respectively. The remaining $29.2 million and $45.0 million of cash at September 30, 2015 and December 31, 2014 , respectively, was held in non-interest bearing deposit accounts. |
Restricted Cash | Restricted Cash The Company is eligible to receive up to $5.0 million in connection with its winning bid in the Connect America Fund's Mobility Fund Phase I Auction ("Auction 901"). Pursuant to the terms of Auction 901, the Company was required to obtain a Letter of Credit (“LOC”) for the benefit of the Universal Service Administrative Company (“USAC”) to cover each disbursement plus the amount of the performance default penalty ( 10% of the total eligible award). USAC may draw upon the LOC in the event the Company fails to demonstrate the required coverage by the applicable deadline in 2016. The Company obtained the LOC in the amount of $2.2 million , representing the first disbursement of $1.7 million received in September 2013, plus the performance default penalty of $0.5 million . In accordance with the terms of the LOC, the Company deposited $2.2 million into a separate account at the issuing bank to serve as cash collateral. Such funds will be released when the LOC is terminated without being drawn upon by USAC. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company includes bad debt expense in customer operations expense in the unaudited condensed consolidated statements of operations. Bad debt expense for the three months ended September 30, 2015 and 2014 was $5.2 million and $3.4 million , respectively. Bad debt expense for the nine months ended September 30, 2015 and 2014 was $16.3 million and $10.7 million , respectively. The Company’s allowance for doubtful accounts was $10.3 million and $7.3 million at September 30, 2015 and December 31, 2014 , respectively. At September 30, 2015 and December 31, 2014, the allowance for doubtful accounts included $3.1 million and $1.1 million , respectively, related to unbilled equipment receivables. See Note 4 for additional information related to EIP. |
Pension Benefits And Retirement Benefits Other Than Pensions | Pension Benefits and Retirement Benefits Other Than Pensions The total expense recognized for the Company’s defined benefit and nonqualified pension plans was $0.1 million for both the three months ended September 30, 2015 and 2014 , respectively, and $0.3 million and $0.1 million, for the nine months ended September 30, 2015 and 2014 , respectively, a portion of which related to the amortization of unrealized loss. The total amount reclassified out of accumulated other comprehensive loss related to actuarial (gains)/losses from the defined benefit plans was $0.1 million and $(0.3) million for the three months ended September 30, 2015 and 2014 , respectively, and $0.4 million and $(0.8) million for the nine months ended September 30, 2015 and 2014 , respectively, all of which has been reclassified to cost of services, customer operations, and corporate operations on the unaudited condensed consolidated statements of income for the respective periods. Defined benefit pension plan assets were valued at $22.0 million at September 30, 2015 . The Company also sponsors a contributory defined contribution plan under Internal Revenue Code (“IRC”) Section 401(k) for substantially all employees. The Company’s current policy is to make matching contributions in shares of the Company’s common stock. |
Equity-Based Compensation | Equity-Based Compensation The Company accounts for equity-based compensation plans under FASB Accounting Standards Codification (“ASC”) 718, Stock Compensation . Equity-based compensation expense from stock-based awards is recorded with an offsetting increase to additional paid in capital on the unaudited condensed consolidated balance sheet. The Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award and credits compensation for any forfeitures in the reporting period in which the forfeiture occurs. Total equity-based compensation expense related to all of the Company’s stock-based equity awards for the three and nine months ended September 30, 2015 and 2014 and the Company’s 401(k) matching contributions was allocated as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2015 2014 2015 2014 Cost of services $ 156 $ 152 $ 494 $ 446 Customer operations 158 258 493 746 Corporate operations 569 (760 ) 1,665 1,052 Equity-based compensation expense $ 883 $ (350 ) $ 2,652 $ 2,244 Future charges for equity-based compensation related to securities outstanding at September 30, 2015 for the remainder of 2015 and for the years 2016 through 2019 are estimated to be $0.7 million , $1.6 million , $1.0 million , $0.2 million and less than $0.1 million , respectively. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity , which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The guidance is effective prospectively for fiscal years and interim reporting periods within those years beginning after December 15, 2014, with early adoption permitted for transactions that have not been reported in financial statements previously issued or available for issuance. The standard was effective for the Company's fiscal year beginning January 1, 2015 and has been applied to relevant transactions. In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . This ASU provides a framework that replaces the existing revenue recognition guidance and is intended to improve the financial reporting requirements. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years, with early adoption being prohibited. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements. In August 2014, FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , which requires management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. The guidance is effective for annual reporting periods ending after December 15, 2016, with early adoption permitted. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations. In April 2015, FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which changes the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The guidance is effective for annual reporting periods beginning after December 15, 2015, with early adoption permitted. The guidance will be applied retrospectively to each period presented. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements. In April 2015, FASB issued ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides additional guidance regarding cloud computing arrangements. The guidance requires registrants to account for a cloud computing arrangement that includes a software license element consistent with the acquisition of other software licenses. Cloud computing arrangement without software licenses are to be accounted for as a service contract. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations. In July 2015, FASB issued ASU 2015-11, Inventory: Simplifying the Measurement of Inventory, which changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value. The ASU also eliminates the requirement for these entities to consider replacement cost or net realizable value less an approximately normal profit margin when measuring inventory. This guidance is effective for fiscal years and interim periods beginning after December 15, 2016. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements. |
Basis of Presentation and Oth26
Basis of Presentation and Other Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities (In thousands) September 30, 2015 December 31, 2014 Accrued payroll $ 4,862 $ 6,545 Accrued taxes 6,927 5,383 Accrued restructuring 4,545 3,400 Other 13,380 11,825 Total $ 29,714 $ 27,153 |
Schedule Of Equity-Based Compensation Expense | Total equity-based compensation expense related to all of the Company’s stock-based equity awards for the three and nine months ended September 30, 2015 and 2014 and the Company’s 401(k) matching contributions was allocated as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2015 2014 2015 2014 Cost of services $ 156 $ 152 $ 494 $ 446 Customer operations 158 258 493 746 Corporate operations 569 (760 ) 1,665 1,052 Equity-based compensation expense $ 883 $ (350 ) $ 2,652 $ 2,244 |
Other Noncurrent Liabilities [Table Text Block] | Other Long-Term Liabilities (In thousands) September 30, 2015 December 31, 2014 Asset retirement obligation $ 27,631 $ 27,560 Deferred gain on sale leaseback 17,067 2,617 Deferred SNA revenue 16,868 8,173 Other 6,256 6,666 Total $ 67,822 $ 45,016 |
Supplemental Cash Flow Inform27
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule Of Supplementary Cash Flow Information | The following information is presented as supplementary disclosures for the unaudited condensed consolidated statements of cash flows for the nine months ended September 30, 2015 and 2014 : Nine Months Ended September 30, (In thousands) 2015 2014 Cash payments for: Interest (net of amounts capitalized) $ 21,989 $ 27,186 Income taxes 21,207 912 Cash received from income tax refunds 3,974 1,434 Supplemental investing and financing activities: Additions to property, plant and equipment included in accounts payable 7,288 12,564 Borrowings under capital leases 35 152 |
Equipment Installment Plan Re28
Equipment Installment Plan Receivables (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Schedule of Financing Receivable | There was $4.5 million and $0.6 million of billed EIP receivables included in the Company's subscriber accounts receivable as of September 30, 2015 and December 31, 2014, respectively. The following table summarizes the remaining unbilled EIP receivables at September 30, 2015 and December 31, 2014 : (In thousands) September 30, 2015 December 31, 2014 EIP receivables, gross $ 33,818 $ 16,109 Deferred interest (2,048 ) — EIP receivables, net of deferred interest 31,770 16,109 Allowance for credit losses (3,061 ) (1,064 ) EIP receivables, net $ 28,709 $ 15,045 Classified on the unaudited Condensed Consolidated Balance Sheets as: Accounts receivable, net $ 18,515 $ 6,937 Deferred charges and other assets 10,194 8,108 EIP receivables, net $ 28,709 $ 15,045 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | The components of property, plant and equipment, and the related accumulated depreciation, were as follows: (In thousands) Estimated Useful Life September 30, 2015 December 31, 2014 Land and buildings * 39 to 50 years $ 29,980 $ 30,772 Network plant and equipment 5 to 17 years 484,816 445,940 Furniture, fixtures and other equipment 2 to 18 years 96,132 91,512 610,928 568,224 Under construction 43,332 18,213 654,260 586,437 Less: accumulated depreciation 332,587 296,490 Property, plant and equipment, net $ 321,673 $ 289,947 * Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Acquired Indefinite-lived Intangible Assets by Major Class | At September 30, 2015 and December 31, 2014 , goodwill and radio spectrum licenses were comprised of the following: September 30, 2015 December 31, 2014 (In thousands) Goodwill Radio Spectrum Licenses Goodwill Radio Spectrum Licenses Balance at beginning of the period $ 63,700 $ 44,933 $ 63,700 $ 131,834 Impairment loss in the period — — — (28,990 ) Transferred to assets held for sale — — — (57,911 ) Total $ 63,700 $ 44,933 $ 63,700 $ 44,933 |
Schedule of Intangible Assets Subject to Amortization | Customer relationships and trademarks are considered amortizable intangible assets. At September 30, 2015 and December 31, 2014 , customer relationships and trademarks were comprised of the following: September 30, 2015 December 31, 2014 (In thousands) Estimated Useful Life Gross Amount Accumulated Net Gross Amount Accumulated Net Customer relationships 17.5 years $ 36,900 $ (34,549 ) $ 2,351 $ 36,900 $ (34,305 ) $ 2,595 Trademarks 15 years 7,000 (4,861 ) 2,139 7,000 (4,511 ) 2,489 Total $ 43,900 $ (39,410 ) $ 4,490 $ 43,900 $ (38,816 ) $ 5,084 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule Of Long-Term Debt | At September 30, 2015 and December 31, 2014 , the Company’s outstanding long-term debt consisted of the following: (In thousands) September 30, 2015 December 31, 2014 Senior secured term loans, net of unamortized debt discount $ 520,986 $ 524,504 Capital lease obligations 585 904 521,571 525,408 Less: current portion of long-term debt 5,696 5,816 Long-term debt $ 515,875 $ 519,592 |
Schedule of Maturities of Long-Term Debt | The aggregate maturities of long-term debt outstanding at September 30, 2015 , excluding capital lease obligations, based on the contractual terms of the instruments were as follows: (In thousands) Term Loan Remainder of 2015 $ 1,351 2016 5,405 2017 5,405 2018 5,405 2019 506,725 Total $ 524,291 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | A summary of the restructuring liabilities is presented below: (In thousands) Employee Separation Contract Terminations Other Total Expected period of recognition 2014-2015 2014-2015 2014-2015 Projected range at completion $4,000 - $5,000 $40,000 - $45,000 $1,500 - $2,000 $45,500 - $52,000 Cumulative charges incurred as of September 30, 2015 $ 4,052 $ 6,736 $ 1,111 $ 11,899 Balance as of December 31, 2014 $ 1,496 $ 917 $ 987 $ 3,400 Charges 1,654 338 17 2,009 Utilization (1,480 ) (688 ) (30 ) (2,198 ) Balance as of March 31, 2015 $ 1,670 $ 567 $ 974 $ 3,211 Charges 479 1,113 10 1,602 Utilization (789 ) (493 ) (10 ) (1,292 ) Balance as of June 30, 2015 $ 1,360 $ 1,187 $ 974 $ 3,521 Charges 369 4,228 30 4,627 Utilization (796 ) (1,823 ) (984 ) (3,603 ) Balance as of September 30, 2015 $ 933 $ 3,592 $ 20 $ 4,545 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Difference Between Face Amount, Carrying Amount And Fair Value Of Financial Instruments | The following table indicates the difference between face amount, carrying amount and fair value of the Company’s financial instruments at September 30, 2015 and December 31, 2014 . Face Carrying Fair (In thousands) Amount Amount Value September 30, 2015 Nonderivatives: Financial assets: Long-term investments for which it is not practicable to estimate fair value N/A $ 1,522 N/A Financial liabilities: Term loans $ 524,291 $ 520,986 $ 522,980 Capital lease obligations $ 585 $ 585 $ 585 December 31, 2014 Nonderivatives: Financial assets: Long-term investments for which it is not practicable to estimate fair value N/A $ 1,522 N/A Financial liabilities: Term loans $ 528,345 $ 525,504 $ 459,660 Capital lease obligations $ 904 $ 904 $ 904 Derivative related to debt: Interest rate cap asset $ 350,000 * 0 0 * Notional amount |
Equity and Earnings Per Share (
Equity and Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule Of Computation Of Basic And Diluted Earnings Per Share | The computations of basic and diluted earnings per share for the three and nine months ended September 30, 2015 and 2014 were as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2015 2014 2015 2014 Numerator: Net income (loss) attributable to NTELOS Holdings Corp. $ (8,963 ) $ 804 $ 7,443 $ 2,574 Net income (loss) applicable to participating securities — — 292 — Net income (loss) applicable to common shares $ (8,963 ) $ 804 $ 7,151 $ 2,574 Denominator: Total shares outstanding 22,258 21,595 22,258 21,595 Less: unvested shares (957 ) (459 ) (957 ) (459 ) Less: effect of calculating weighted average shares (17 ) (17 ) (60 ) (36 ) Denominator for basic earnings per common share - weighted average shares outstanding 21,284 21,119 21,241 21,100 Plus: weighted average unvested shares — 506 868 287 Plus: common stock equivalents of stock options — 269 460 319 Denominator for diluted earnings per common share - weighted average shares outstanding 21,284 21,894 22,569 21,706 |
Stock Plans (Tables)
Stock Plans (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary Of Stock Options Activity | The summary of the activity and status of the Company’s stock option awards for the nine months ended September 30, 2015 is as follows: (In thousands, except per share amounts) Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Stock options outstanding at January 1, 2015 1,583 $ 19.09 Granted during the period 261 6.00 Exercised during the period (1 ) 0.58 Forfeited during the period (283 ) 21.05 Stock options outstanding at September 30, 2015 1,560 $ 16.55 5.7 years $ — Exercisable at September 30, 2015 943 $ 20.22 5.7 years $ — Total expected to vest after September 30, 2015 556 $ 12.20 |
Summary Of Restricted Stock Awards Activity | The summary of the activity and status of the Company’s restricted stock awards for the nine months ended September 30, 2015 is as follows: (In thousands, except per share amounts) Shares Weighted Average Grant Date Fair Value per Share Restricted stock awards outstanding at January 1, 2015 245 $ 14.93 Granted during the period 503 5.37 Vested during the period (82 ) 18.80 Forfeited during the period (13 ) 12.34 Restricted stock awards outstanding at September 30, 2015 653 $ 7.13 |
Summary of Performance Stock Units Activity | The summary of the activity and status of the Company’s performance stock unit awards for the nine months ended September 30, 2015 is as follows: (In thousands, except per share amounts) Units Weighted Average Grant Date Fair Value per PSU Performance stock units outstanding at January 1, 2015 99 $ 11.24 Granted during the period 28 7.33 Vested during the period (1 ) 12.47 Forfeited during the period (10 ) 11.22 Performance stock units outstanding at September 30, 2015 116 $ 10.29 |
Organization Organization (Deta
Organization Organization (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | Dec. 01, 2014 | |
Variable Interest Entity [Line Items] | |||
Wireless spectrum license agreement value | $ 56 | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Sale of Stock, Price Per Share | $ 9.25 | ||
Merger Termination Fee | $ 8.8 | ||
Payments for Merger Related Costs | 2.5 | ||
Maximum [Member] | |||
Variable Interest Entity [Line Items] | |||
Merger Termination Fee Acquirer | 25 | ||
Minimum [Member] | |||
Variable Interest Entity [Line Items] | |||
Merger Termination Fee Acquirer | $ 8.8 |
Basis of Presentation and Oth37
Basis of Presentation and Other Information (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Supplemental Financial Information [Line Items] | ||||||
Customer operations | $ (19,201,000) | $ (25,381,000) | $ (64,049,000) | $ (78,383,000) | ||
Corporate operations | 11,830,000 | 8,580,000 | 31,217,000 | 31,610,000 | ||
Market rate savings account | 79,600,000 | 79,600,000 | $ 28,500,000 | |||
Non-interest bearing deposit accounts insured by FDIC | 29,200,000 | 29,200,000 | 45,000,000 | |||
Bad debt expense | 5,200,000 | 3,400,000 | 16,298,000 | 10,676,000 | ||
Allowance for doubtful accounts | 10,300,000 | 10,300,000 | 7,300,000 | |||
Unbilled equipment receivables | 3,100,000 | 3,100,000 | $ 1,100,000 | |||
Defined benefit expense | 100,000 | 100,000 | 300,000 | 100,000 | ||
Pension plan assets value | 22,000,000 | 22,000,000 | ||||
Future charges for equity-based compensation, remainder of 2015 | 700,000 | 700,000 | ||||
Future charges for equity-based compensation, 2016 | 1,600,000 | 1,600,000 | ||||
Future charges for equity-based compensation, 2017 | 1,000,000 | 1,000,000 | ||||
Future charges for equity-based compensation, 2018 | 200,000 | 200,000 | ||||
Future charges for equity-based compensation, 2019 | 100,000 | 100,000 | ||||
Prior Period Reclassification Adjustment | $ 1,400,000 | |||||
Connect America Fund's Mobility Fund Phase I Auction (Auction 90) [Member] | ||||||
Supplemental Financial Information [Line Items] | ||||||
Performance default penalty under Government funding auction, as a percentage of total funding | 10.00% | |||||
Line of credit obtained pursuant to the terms of the Government funding auction, current borrowing capacity | 2,200,000 | $ 2,200,000 | ||||
First scheduled disbursement under Government funding auction | $ 1,700,000 | |||||
Performance default penalty under Government funding auction, amount | $ 500,000 | |||||
Cash collateral under the terms of the line of credit | 2,200,000 | 2,200,000 | ||||
Accumulated Defined Benefit Plans [Member] | ||||||
Supplemental Financial Information [Line Items] | ||||||
Total amount reclassified out of accumulated other comprehensive income related to actuarial losses | $ 100,000 | $ (300,000) | 400,000 | $ (800,000) | ||
Maximum [Member] | Connect America Fund's Mobility Fund Phase I Auction (Auction 90) [Member] | ||||||
Supplemental Financial Information [Line Items] | ||||||
Amount Company is eligible to receive under Government funding auction | $ 5,000,000 |
Basis of Presentation and Oth38
Basis of Presentation and Other Information (Schedule Of Accrued Expenses And Other Current Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Asset Retirement Obligation | $ 27,631 | $ 27,560 |
Accrued payroll | 4,862 | 6,545 |
Accrued taxes | 6,927 | 5,383 |
Accrued restructuring | 4,545 | 3,400 |
Other | 13,380 | 11,825 |
Total | 29,714 | 27,153 |
Deferred Gain on Sale of Property | 17,067 | 2,617 |
Deferred Revenue | 16,868 | 8,173 |
Other Accrued Liabilities, Noncurrent | 6,256 | 6,666 |
Other Long-Term Liabilities | $ 67,822 | $ 45,016 |
Basis of Presentation and Oth39
Basis of Presentation and Other Information (Schedule Of Equity-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | $ 883 | $ (350) | $ 2,652 | $ 2,244 |
Cost Of Sales and Services [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | 156 | 152 | 494 | 446 |
Customer Operations [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | 158 | 258 | 493 | 746 |
Corporate Operations [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | $ 569 | $ (760) | $ 1,665 | $ 1,052 |
Supplemental Cash Flow Inform40
Supplemental Cash Flow Information (Supplementary Disclosures Of Condensed Consolidated statements of Cash Flows) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Supplemental Cash Flow Elements [Abstract] | ||||
Pension and Other Postretirement Benefit Contributions | $ 100 | $ 100 | $ 300 | $ 100 |
Interest Costs Capitalized | 1,000 | 200 | ||
Additional Cash Flow Elements [Abstract] | ||||
Interest (net of amounts capitalized) | 21,989 | 27,186 | ||
Income taxes | 21,207 | 912 | ||
Cash received from income tax refunds | 3,974 | 1,434 | ||
Supplemental investing and financing activities: | ||||
Additions to property, plant and equipment included in accounts payable | 7,288 | 12,564 | ||
Borrowings under capital leases | $ 35 | $ 152 |
Equipment Installment Plan Re41
Equipment Installment Plan Receivables (Allowance for Credit and Trade-in Lossses) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
EIP receivables, gross | $ 4,500 | $ 600 |
Equipment Installment Plan Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
EIP receivables, gross | 33,818 | 16,109 |
Deferred interest | (2,048) | 0 |
EIP receivables, net of deferred interest | 31,770 | 16,109 |
Allowance for credit losses | (3,061) | (1,064) |
EIP receivables, net | $ 28,709 | $ 15,045 |
Equipment Installment Plan Re42
Equipment Installment Plan Receivables (EIP Receivables, net) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
EIP receivables, gross | $ 4,500 | $ 600 |
Valuation Allowances and Reserves, Balance | 3,600 | 1,400 |
Accounts receivable, net | 52,508 | 45,054 |
Deferred charges and other assets | 19,260 | 18,474 |
Equipment Installment Plan Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
EIP receivables, gross | 33,818 | 16,109 |
Accounts receivable, net | 18,515 | 6,937 |
Deferred charges and other assets | 10,194 | 8,108 |
EIP receivables, net | $ 28,709 | $ 15,045 |
Minimum [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 5.00% | |
Maximum [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 10.00% |
Property, Plant and Equipment43
Property, Plant and Equipment (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 15 | $ 18.3 | $ 42.9 | $ 55.8 |
Other Asset Impairment Charges | $ 0.2 |
Property, Plant and Equipment44
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | ||
Property, Plant and Equipment | ||||
Furniture, fixtures and other equipment | $ 610,928 | $ 610,928 | $ 568,224 | |
Under construction | 43,332 | 43,332 | 18,213 | |
Property, plant and equipment, gross | 654,260 | 654,260 | 586,437 | |
Less: accumulated depreciation | 332,587 | 332,587 | 296,490 | |
Property, plant and equipment, net | 321,673 | 321,673 | 289,947 | |
Furniture and Fixtures [Member] | ||||
Property, Plant and Equipment | ||||
Furniture, fixtures and other equipment | 96,132 | $ 96,132 | 91,512 | |
Furniture and Fixtures [Member] | Minimum [Member] | ||||
Property, Plant and Equipment | ||||
Estimated Useful Life | 2 years | |||
Furniture and Fixtures [Member] | Maximum [Member] | ||||
Property, Plant and Equipment | ||||
Estimated Useful Life | 18 years | |||
Property, Plant and Equipment, Other Types [Member] | ||||
Property, Plant and Equipment | ||||
Furniture, fixtures and other equipment | 484,816 | $ 484,816 | 445,940 | |
Property, Plant and Equipment, Other Types [Member] | Minimum [Member] | ||||
Property, Plant and Equipment | ||||
Estimated Useful Life | 5 years | |||
Property, Plant and Equipment, Other Types [Member] | Maximum [Member] | ||||
Property, Plant and Equipment | ||||
Estimated Useful Life | 17 years | |||
Land and Building [Member] | ||||
Property, Plant and Equipment | ||||
Furniture, fixtures and other equipment | $ 29,980 | $ 29,980 | $ 30,772 | |
Land and Building [Member] | Minimum [Member] | ||||
Property, Plant and Equipment | ||||
Estimated Useful Life | [1] | 39 years | ||
Land and Building [Member] | Maximum [Member] | ||||
Property, Plant and Equipment | ||||
Estimated Useful Life | 50 years | |||
[1] | * Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms. |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||
Amortization expense | $ 200 | $ 600 | $ 1,700 | ||
Radio Spectrum License [Member] | |||||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||
Assets transferred to assets held for sale | 0 | $ 57,911 | |||
Impairment of long-lived assets to be disposed of | $ 29,000 | $ 0 | $ 28,990 |
Intangible Assets (Schedule of
Intangible Assets (Schedule of Indefinite-lived Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Goodwill | $ 63,700 | $ 63,700 | |
Radio spectrum licenses | 44,933 | ||
Goodwill | $ 63,700 | 63,700 | 63,700 |
Radio spectrum licenses | 44,933 | 44,933 | 44,933 |
Radio Spectrum License [Member] | |||
Goodwill [Roll Forward] | |||
Radio spectrum licenses | 44,933 | 131,834 | |
Impairment of long-lived assets to be disposed of | (29,000) | 0 | (28,990) |
Assets transferred to assets held for sale | 0 | (57,911) | |
Radio spectrum licenses | $ 44,933 | $ 44,933 | $ 44,933 |
Intangible Assets (Finite-Lived
Intangible Assets (Finite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Amount | $ 43,900 | $ 43,900 | $ 43,900 | |
Accumulated Amortization | (39,410) | (39,410) | (38,816) | |
Customer relationships and trademarks, net | 4,490 | 4,490 | 5,084 | |
Amortization of Intangible Assets | 200 | $ 600 | $ 1,700 | |
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Useful Life | 17 years 6 months | |||
Gross Amount | 36,900 | $ 36,900 | 36,900 | |
Accumulated Amortization | (34,549) | (34,549) | (34,305) | |
Customer relationships and trademarks, net | 2,351 | $ 2,351 | 2,595 | |
Trademarks [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Useful Life | 15 years | |||
Gross Amount | 7,000 | $ 7,000 | 7,000 | |
Accumulated Amortization | (4,861) | (4,861) | (4,511) | |
Customer relationships and trademarks, net | $ 2,139 | $ 2,139 | $ 2,489 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) | Nov. 09, 2012USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014 | Dec. 31, 2014USD ($) | Jan. 31, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Face amount of debt | $ 524,291,000 | $ 524,291,000 | $ 528,345,000 | |||
Blended average interest rate | 6.40% | 6.40% | 6.40% | |||
Maximum restricted payments leverage ratio | 4.25 | 4.25 | ||||
Addition to restricted payment basket | $ 6,500,000 | |||||
Balance of restricted payment basket | $ 79,600,000 | $ 79,600,000 | ||||
Restricted payments leverage ratio, current | 5.19 | 5.19 | ||||
Vehicles [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Carrying value of capital leases | $ 2,100,000 | $ 2,100,000 | ||||
Accumulated depreciation | 1,300,000 | 1,300,000 | ||||
Total future minimum lease payments | 600,000 | 600,000 | ||||
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||||
remainder of 2015 | 100,000 | 100,000 | ||||
2,016 | 300,000 | 300,000 | ||||
2,017 | 100,000 | 100,000 | ||||
2,018 | 100,000 | 100,000 | ||||
2,019 | $ 100,000 | $ 100,000 | ||||
Term Loan A [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Face amount of debt | 150,000,000 | |||||
Term Loan A balance outstanding transferred to Term Loan B | $ 148,100,000 | |||||
Term A Loan, unamortized deferred fees written off | 500,000 | |||||
Term A Loan, unamortized discount written off | 200,000 | |||||
Term Loan B [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Face amount of debt | $ 350,000,000 | |||||
Additional borrowings | 40,000,000 | |||||
Fee amount | 3,800,000 | |||||
Deferred finance costs | 3,700,000 | |||||
Unamortized discount | $ 500,000 |
Long-Term Debt (Schedule Of Lon
Long-Term Debt (Schedule Of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
Senior secured term loans, net of unamortized debt discount | $ 520,986 | $ 524,504 |
Capital lease obligations | 585 | 904 |
Debt and capital lease obligations, Total | 521,571 | 525,408 |
Less: current portion of long-term debt | 5,696 | 5,816 |
Long-term debt | $ 515,875 | $ 519,592 |
Long-Term Debt (Schedule Of Fut
Long-Term Debt (Schedule Of Future Amortization Expense) (Details) - Term Loan B [Member] $ in Thousands | Sep. 30, 2015USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
Remainder of 2015 | $ 1,351 |
2,016 | 5,405 |
2,017 | 5,405 |
2,018 | 5,405 |
2,019 | 506,725 |
Total | $ 524,291 |
Restructuring Charges (Restruct
Restructuring Charges (Restructuring and Related Activities) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and Related Cost, Cost Incurred to Date | $ 11,899,000 | $ 11,899,000 | ||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 3,521,000 | $ 3,211,000 | $ 3,400,000 | 3,400,000 | ||
Restructuring | 4,627,000 | 1,602,000 | 2,009,000 | $ 0 | 8,237,000 | $ 0 |
Utilization | (3,603,000) | (1,292,000) | (2,198,000) | |||
Restructuring Reserve | 4,545,000 | 3,521,000 | 3,211,000 | 4,545,000 | ||
Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and Related Cost, Cost Incurred to Date | 4,052,000 | 4,052,000 | ||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 1,360,000 | 1,670,000 | 1,496,000 | 1,496,000 | ||
Restructuring | 369,000 | 479,000 | 1,654,000 | |||
Utilization | (796,000) | (789,000) | (1,480,000) | |||
Restructuring Reserve | 933,000 | 1,360,000 | 1,670,000 | 933,000 | ||
Contract Termination [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and Related Cost, Cost Incurred to Date | 6,736,000 | 6,736,000 | ||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 1,187,000 | 567,000 | 917,000 | 917,000 | ||
Restructuring | 4,228,000 | 1,113,000 | 338,000 | |||
Utilization | (1,823,000) | (493,000) | (688,000) | |||
Restructuring Reserve | 3,592,000 | 1,187,000 | 567,000 | 3,592,000 | ||
Other Restructuring [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and Related Cost, Cost Incurred to Date | 1,111,000 | 1,111,000 | ||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 974,000 | 974,000 | 987,000 | 987,000 | ||
Restructuring | 30,000 | 10,000 | 17,000 | |||
Utilization | (984,000) | (10,000) | (30,000) | |||
Restructuring Reserve | 20,000 | $ 974,000 | $ 974,000 | 20,000 | ||
Minimum [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 45,500,000 | 45,500,000 | ||||
Minimum [Member] | Employee Severance [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 4,000,000 | 4,000,000 | ||||
Minimum [Member] | Contract Termination [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 40,000,000 | 40,000,000 | ||||
Minimum [Member] | Other Restructuring [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 1,500,000 | 1,500,000 | ||||
Maximum [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 52,000,000 | 52,000,000 | ||||
Maximum [Member] | Employee Severance [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 5,000,000 | 5,000,000 | ||||
Maximum [Member] | Contract Termination [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 45,000,000 | 45,000,000 | ||||
Maximum [Member] | Other Restructuring [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | $ 2,000,000 | $ 2,000,000 |
Financial Instruments (Narrativ
Financial Instruments (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | Feb. 28, 2013 | |
Summary of Investment Holdings [Line Items] | |||||
Interest rate cap rate | 1.00% | ||||
Derivative, Cap Purchase Price | $ 0.9 | ||||
Derivative Asset, Notional Amount | $ 350 | ||||
Gain (Loss) on Interest Rate Cash Flow Hedge Ineffectiveness | $ 0.1 | $ 0.2 | |||
CoBank [Member] | |||||
Summary of Investment Holdings [Line Items] | |||||
Equity method investments | $ 1.5 | $ 1.5 |
Financial Instruments (Schedule
Financial Instruments (Schedule Of Difference Between Face Amount, Carrying Amount And Fair Value Of Financial Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Financial assets: | |||
Debt Instrument, Face Amount | $ 524,291 | $ 528,345 | |
Financial liabilities: | |||
Contractual Obligation | 585 | 904 | |
Derivative, Notional Amount | [1] | 350,000 | |
Carrying Amount [Member] | |||
Financial assets: | |||
Long-term investments for which it is not practicable to estimate fair value | 1,522 | 1,522 | |
Financial liabilities: | |||
Term loans | 520,986 | 525,504 | |
Capital lease obligations | 585 | 904 | |
Interest rate cap asset | 0 | ||
Fair Value [Member] | |||
Financial liabilities: | |||
Term loans | 522,980 | 459,660 | |
Capital lease obligations | $ 585 | 904 | |
Interest rate cap asset | $ 0 | ||
[1] | * Notional amount |
Equity and Earnings Per Share54
Equity and Earnings Per Share (Narrative) (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Stockholders' Equity Note [Abstract] | ||||
Excluded from computation of diluted earnings per common share (shares) | 1.3 | 2 | 1.6 | 1.5 |
Equity and Earnings Per Share55
Equity and Earnings Per Share (Schedule Of Computation Of Basic And Diluted Earnings Per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Numerator: | |||||
Net income (loss) applicable to participating securities | $ (8,963) | $ 804 | $ 7,443 | $ 2,574 | |
Denominator: | |||||
Total shares outstanding (shares) | 22,258 | 21,595 | 22,258 | 21,595 | 21,616 |
Less: unvested shares (shares) | (957) | (459) | (957) | (459) | |
Less: effect of calculating weighted average shares (shares) | (17) | (17) | (60) | (36) | |
Denominator for basic earnings per common share - weighted average shares outstanding (shares) | 21,284 | 21,119 | 21,241 | 21,100 | |
Plus: weighted average unvested shares (shares) | 0 | 506 | 868 | 287 | |
Plus: common stock equivalents of stock options (shares) | 0 | 269 | 460 | 319 | |
Denominator for diluted earnings per common share - weighted average shares outstanding (shares) | 21,284 | 21,894 | 22,569 | 21,706 | |
Restricted Stock [Member] | |||||
Numerator: | |||||
Net income (loss) applicable to participating securities | $ 0 | $ 0 | $ 292 | $ 0 | |
Common Stock [Member] | |||||
Numerator: | |||||
Net income (loss) applicable to participating securities | $ (8,963) | $ 804 | $ 7,151 | $ 2,574 |
Stock Plans (Narrative) (Detail
Stock Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average grant date fair value per share of stock options granted | $ 1.72 | $ 1.02 |
Total intrinsic value of options exercised (less than $0.1 million) | $ 0.1 | |
Total fair value of options vested | $ 0.6 | $ 1.5 |
Shares available for employee stock purchase plan | 100,000 | |
Shares price percentage | 85.00% | |
Shares issued under the employee stock purchase plan | 6,635 | 4,669 |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation cost related to unvested stock options | $ 0.6 | |
Unrecognized compensation cost recognition period, in years | 2 years 8 months 23 days | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares issued during the period | 503,000 | |
Unrecognized compensation cost related to unvested stock options | $ 2.5 | |
Unrecognized compensation cost recognition period, in years | 1 year 11 months 13 days | |
Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares issued during the period | 28,000 | |
Unrecognized compensation cost related to unvested stock options | $ 0.4 | |
Unrecognized compensation cost recognition period, in years | 1 year 6 months | |
Employee Equity Incentive Plan [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of stock options issued | 261,503 | |
Beginning of vesting period after grant date for Employee Equity Incentive Plan, in years | 1 year | |
Employee Equity Incentive Plan [Member] | Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares issued during the period | 415,401 | |
Employee Equity Incentive Plan [Member] | Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares issued during the period | 28,031 | |
Dividend equivalent units accrued | $ 0.2 | |
Non-Employee Director Equity Plan [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options issued under Employee Equity Incentive Plan vest fractionally annually | 25.00% | |
Non-Employee Director Equity Plan [Member] | Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares issued during the period | 87,525 |
Stock Plans (Summary Of Stock O
Stock Plans (Summary Of Stock Options Activity) (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Options | |
Stock options outstanding at January 1, 2015 (in shares) | shares | 1,583 |
Granted during the period (in shares) | shares | 261 |
Exercised during the period (in shares) | shares | (1) |
Forfeited during the period (in shares) | shares | (283) |
Stock options outstanding at June 30, 2015 (in shares) | shares | 1,560 |
Exercisable at June 30, 2015 (in shares) | shares | 943 |
Total expected to vest after June 30, 2015 (in shares) | shares | 556 |
Weighted Average Exercise Price per Share | |
Stock options outstanding at January 1, 2015 (in dollars per share) | $ 19.09 |
Granted during the period (in dollars per share) | 6 |
Exercised during the period (in dollars per share) | 0.58 |
Forfeited during the period (in dollars per share) | 21.05 |
Stock options outstanding at June 30, 2015 (in dollars per share) | 16.55 |
Exercisable at June 30, 2015 (in dollars per share) | 20.22 |
Total expected to vest after June 30, 2015 (in dollars per share) | $ 12.20 |
Additional Stock Options Disclosures [Abstract] | |
Stock options outstanding at June 30, 2015, Weighted Average Remaining Contractual Term | 5 years 7 months 27 days |
Exercisable at June 30, 2015, Weighted Average Remaining Contractual Term | 5 years 7 months 27 days |
Stock options outstanding at June 30, 2015, Aggregate Intrinsic Value | $ | $ 0 |
Exercisable at June 30, 2015, Aggregate Intrinsic Value | $ | $ 0 |
Stock Plans (Summary Of Restric
Stock Plans (Summary Of Restricted Stock Awards Activity) (Details) - Restricted Stock [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Units | |
Number of shares outstanding at January 1, 2015 (in shares) | shares | 245 |
Granted during the period (in shares) | shares | 503 |
Vested during the period (in shares) | shares | (82) |
Forfeited during the period (in shares) | shares | (13) |
Number of shares outstanding at June 30, 2015 (in shares) | shares | 653 |
Weighted Average Grant Date Fair Value per PSU | |
Shares outstanding at January 1, 2015 (in dollars per share) | $ 14.93 |
Granted during the period (in dollars per share) | 5.37 |
Vested during the period (in dollars per share) | 18.80 |
Forfeited during the period (in dollars per share) | 12.34 |
Shares outstanding at June 30, 2015 (in dollars per share) | $ 7.13 |
Stock Plans (Summary of Perform
Stock Plans (Summary of Performance Stock Awards Activity) (Details) - Performance Shares [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Units | |
Number of shares outstanding at January 1, 2015 (in shares) | shares | 99 |
Granted during the period (in shares) | shares | 28 |
Vested during the period (in shares) | shares | (1) |
Forfeited during the period (in shares) | shares | (10) |
Number of shares outstanding at June 30, 2015 (in shares) | shares | 116 |
Weighted Average Grant Date Fair Value per PSU | |
Shares outstanding at January 1, 2015 (in dollars per share) | $ 11.24 |
Granted during the period (in dollars per share) | 7.33 |
Vested during the period (in dollars per share) | 12.47 |
Forfeited during the period (in dollars per share) | 11.22 |
Shares outstanding at June 30, 2015 (in dollars per share) | $ 10.29 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||
Income tax reconciliation of statutory tax rate | $ (3.5) | $ 7.6 |
Strategic Network Alliance (Det
Strategic Network Alliance (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Stategic Network Alliance [Abstract] | ||||
Attributable Annual Non-Cash Spectrum Lease Expense | $ 4.9 | |||
Percentage of revenue | 34.90% | 30.40% | 32.20% | 31.30% |
Tower Sale and Leaseback (Detai
Tower Sale and Leaseback (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)tower | Sep. 30, 2014USD ($) | |
Sale Leaseback Transaction [Line Items] | ||||
Description of sale leaseback transaction | the Company completed its sale leaseback transaction for 96 of 103 towers | |||
Number of properties sold | tower | 96 | |||
Number of properties committed to being sold | tower | 103 | |||
Net proceeds from sale leaseback transaction | $ 40,400 | |||
Gain on sale of assets | $ 0 | $ 0 | $ 16,749 | $ 0 |
Leaseback term | 10 years | |||
Description of accounting for leaseback | The deferred gain is amortized on a straight-line basis over the remaining life of the lease of approximately 10 years | |||
Other Noncurrent Liabilities [Member] | ||||
Sale Leaseback Transaction [Line Items] | ||||
Deferred gain | 15,400 | $ 15,400 | ||
Accounts Payable and Accrued Liabilities [Member] | ||||
Sale Leaseback Transaction [Line Items] | ||||
Deferred gain | $ 1,800 | 1,800 | ||
Gain on Sale of Assets [Member] | ||||
Sale Leaseback Transaction [Line Items] | ||||
Gain on sale of assets | $ 16,700 |
Commitments And Contingencies (
Commitments And Contingencies (Other Commitments) (Details) - Tower Leases [Member] $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Other Commitments [Line Items] | |
Term of contract | 10 years |
Future minimum payments due | $ 20.2 |