Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 28, 2013 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 30-Sep-13 | |
Document Fiscal Year Focus | 2013 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Lumos Networks Corp. | |
Entity Central Index Key | 1520744 | |
Trading Symbol | LMOS | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 22,022,899 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current Assets | ||
Cash | $58,072 | $2 |
Restricted cash | 4,324 | 5,303 |
Accounts receivable, net of allowance of $1,167 ($1,822 in 2012) | 23,834 | 22,676 |
Other receivables | 1,289 | 2,400 |
Income tax receivable | 1,708 | 954 |
Prepaid expenses and other | 4,265 | 5,136 |
Deferred income taxes | 2,474 | 3,357 |
Total Current Assets | 95,966 | 39,828 |
Securities and Investments | 601 | 462 |
Property, Plant and Equipment | ||
Land and buildings | 18,866 | 19,489 |
Network plant and equipment | 456,777 | 419,176 |
Furniture, fixtures and other equipment | 32,995 | 22,070 |
Total in service | 508,638 | 460,735 |
Under construction | 21,139 | 19,764 |
Property, plant and equipment, gross | 529,777 | 480,499 |
Less accumulated depreciation and amortization | 167,250 | 143,910 |
Total Property, Plant and Equipment, net | 362,527 | 336,589 |
Other Assets | ||
Goodwill | 100,297 | 100,297 |
Other intangibles, less accumulated amortization of $79,144 ($72,876 in 2012) | 27,527 | 34,895 |
Deferred charges and other assets | 7,596 | 4,448 |
Total Other Assets | 135,420 | 139,640 |
Total Assets | 594,514 | 516,519 |
Current Liabilities | ||
Current portion of long-term debt | 5,422 | 7,900 |
Accounts payable | 9,813 | 17,453 |
Dividends payable | 3,080 | 3,013 |
Advance billings and customer deposits | 13,659 | 13,527 |
Accrued compensation | 2,431 | 1,742 |
Accrued operating taxes | 5,153 | 3,838 |
Other accrued liabilities | 4,208 | 6,284 |
Total Current Liabilities | 43,766 | 53,757 |
Long-term Liabilities | ||
Long-term debt | 375,288 | 304,325 |
Retirement benefits | 29,196 | 30,413 |
Deferred income taxes | 67,175 | 59,313 |
Other long-term liabilities | 2,862 | 3,500 |
Income tax payable | 432 | 609 |
Total Long-term Liabilities | 474,953 | 398,160 |
Commitments and Contingencies | ||
Equity | ||
Preferred stock, par value $0.01 per share, authorized 100 shares, none issued | ||
Common stock, par value $0.01 per share, authorized 55,000 shares; 22,073 shares issued and 22,017 shares outstanding (21,610 shares issued and 21,498 shares outstanding in 2012) | 221 | 216 |
Additional paid in capital | 135,913 | 129,570 |
Treasury stock, 56 shares at cost (112 shares in 2012) | -351 | |
Accumulated deficit | -48,552 | -53,060 |
Accumulated other comprehensive loss, net of tax | -12,109 | -12,676 |
Total Lumos Networks Corp. Stockholders' Equity | 75,122 | 64,050 |
Noncontrolling Interests | 673 | 552 |
Total Equity | 75,795 | 64,602 |
Total Liabilities and Equity | $594,514 | $516,519 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Condensed Consolidated Balance Sheets [Abstract] | ||
Accounts receivable, allowance | $1,167 | $1,822 |
Other intangibles, accumulated amortization | $79,144 | $72,876 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 100,000 | 100,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 55,000,000 | 55,000,000 |
Common stock, shares issued | 22,073,000 | 21,610,000 |
Common stock, shares outstanding | 22,017,000 | 21,498,000 |
Treasury stock, shares | 56,000 | 112,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements Of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Condensed Consolidated Statements Of Income [Abstract] | ||||
Operating Revenues | $51,627 | $51,977 | $156,472 | $154,192 |
Operating Expenses | ||||
Network access costs | 10,342 | 11,529 | 31,997 | 35,471 |
Selling, general and administrative | 21,731 | 19,752 | 58,647 | 59,341 |
Depreciation and amortization | 11,169 | 9,650 | 31,528 | 27,673 |
Accretion of asset retirement obligations | 31 | 32 | 95 | 93 |
Gain on settlements, net | -2,335 | -2,335 | ||
Restructuring charges | 10 | 50 | ||
Total Operating Expenses, net | 43,283 | 38,628 | 122,317 | 120,243 |
Operating Income | 8,344 | 13,349 | 34,155 | 33,949 |
Other Income (Expenses) | ||||
Interest expense | -3,841 | -3,064 | -10,375 | -8,980 |
Loss on interest rate derivatives | -564 | -263 | -110 | -555 |
Other income (expense), net | 78 | 24 | -804 | 55 |
Total Other Expenses, net | -4,327 | -3,303 | -11,289 | -9,480 |
Income Before Income Tax Expense | 4,017 | 10,046 | 22,866 | 24,469 |
Income Tax Expense | 1,464 | 3,589 | 9,037 | 9,985 |
Net Income | 2,553 | 6,457 | 13,829 | 14,484 |
Net Income Attributable to Noncontrolling Interests | -16 | -115 | -121 | -80 |
Net Income Attributable to Lumos Networks Corp. | $2,537 | $6,342 | $13,708 | $14,404 |
Basic and Diluted Earnings per Common Share Attributable to Lumos Networks Corp. Stockholders: | ||||
Earnings per share-basic | $0.12 | $0.30 | $0.63 | $0.69 |
Earnings per share-diluted | $0.11 | $0.30 | $0.62 | $0.67 |
Cash Dividends Declared per Share - Common Stock | $0.14 | $0.14 | $0.42 | $0.42 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements Of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Condensed Consolidated Statements Of Comprehensive Income [Abstract] | ||||
Net Income | $2,553 | $6,457 | $13,829 | $14,484 |
Other Comprehensive Income, net of tax: | ||||
Reclassification adjustment for amortization of actuarial loss from defined benefit plans included in net income, net of $120 and $173 of income taxes for the three months ended September 30, 2013 and 2012, respectively, and $361 and $520 of income taxes for the nine months ended September 30, 2013 and 2012, respectively (see Note 2) | 189 | 272 | 567 | 816 |
Other Comprehensive Income, net of tax | 189 | 272 | 567 | 816 |
Total Comprehensive Income | 2,742 | 6,729 | 14,396 | 15,300 |
Less: Comprehensive Income Attributable to Noncontrolling Interests | -16 | -115 | -121 | -80 |
Comprehensive Income Attributable to Lumos Networks Corp. | $2,726 | $6,614 | $14,275 | $15,220 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements Of Comprehensive Income (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Condensed Consolidated Statements Of Comprehensive Income [Abstract] | ||||
Income taxes | $120 | $173 | $361 | $520 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements Of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash Flows from Operating Activities: | ||
Net Income | $13,829 | $14,484 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 24,160 | 19,323 |
Amortization | 7,368 | 8,350 |
Accretion of asset retirement obligations | 95 | 93 |
Deferred income taxes | 9,006 | 9,122 |
Loss on interest rate derivatives | 110 | 555 |
Equity-based compensation expense | 5,536 | 2,887 |
Amortization of debt issuance costs | 907 | 606 |
Write off of unamortized debt issuance costs | 890 | |
Gain on settlement | -3,035 | |
Retirement benefits, net of cash contributions and distributions | -289 | 154 |
Excess tax benefits from share-based compensation | -622 | |
Other | -172 | -34 |
Changes in assets and liabilities from operations: | ||
(Increase) decrease in accounts receivable | -1,158 | 897 |
Decrease (increase) in other current assets | 826 | -1,758 |
Changes in income taxes | -931 | 137 |
(Decrease) increase in accounts payable | -6,051 | 254 |
Increase in other current liabilities | 791 | 2,167 |
Net Cash Provided by Operating Activities | 54,295 | 54,202 |
Cash Flows from Investing Activities: | ||
Purchases of property, plant and equipment | -45,721 | -43,925 |
Broadband network expansion funded by stimulus grant | -29 | -842 |
Change in restricted cash | 979 | 804 |
Cash reimbursement received from broadband stimulus grant | 979 | 804 |
Purchase of tradename asset | -333 | |
Other | -26 | |
Net Cash Used in Investing Activities | -43,792 | -43,518 |
Cash Flows from Financing Activities: | ||
Proceeds from issuance of long-term debt | 375,000 | |
Payment of debt issuance costs | -4,872 | |
Principal payments on senior secured term loans | -308,188 | -1,500 |
Borrowings from revolving credit facility | 15,000 | 7,783 |
Principal payments on revolving credit facility | -18,521 | -18,066 |
Termination payments of interest rate swaps | -858 | |
Cash dividends paid on common stock | -9,133 | -8,945 |
Principal payments under capital lease obligations | -1,337 | -604 |
Proceeds from stock option exercises and employee stock purchase plan | 349 | 98 |
Excess tax benefits from share-based compensation | 622 | |
Other | -495 | 5 |
Net Cash Provided by (Used in) Financing Activities | 47,567 | -21,229 |
Increase (decrease) in cash | 58,070 | -10,545 |
Cash: | ||
Beginning of Period | 2 | 10,547 |
End of Period | $58,072 | $2 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2013 | |
Organization [Abstract] | |
Organization | Note 1. Organization |
Lumos Networks Corp. (the “Company”) is a fiber-based network service provider in the Mid-Atlantic region with a network of long-haul fiber, metro Ethernet and Ethernet rings located primarily in Virginia and West Virginia, and portions of Pennsylvania, Maryland, Ohio and Kentucky. The Company serves carrier, business and residential customers over its fiber network offering data, voice and IP services. Our principal products and services include metro Ethernet, which provides Ethernet connectivity among multiple locations in the same city or region over our fiber optic network, high-capacity private line and wavelength services, which provide a means to efficiently utilize fiber in broadband applications and provide high-capacity bandwidth, IP services and business and residential local and long-distance services. | |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Summary Of Significant Accounting Policies[Abstract] | ||||||||||||||||
Summary Of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies | |||||||||||||||
In the Company’s opinion, the accompanying unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2013 and 2012 contain all adjustments necessary to present fairly in all material respects the financial position as of September 30, 2013, and the results of operations and cash flows for all periods presented on the respective condensed consolidated financial statements included herein. The results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of the results to be expected for the full year. The accompanying condensed consolidated balance sheet as of December 31, 2012 has been derived from the audited consolidated financial statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. Beginning in the first quarter of 2013, the Company revised the presentation of current deferred tax assets in its condensed consolidated balance sheet and made conforming changes to the presentation of current deferred tax assets in the condensed consolidated balance sheet as of December 31, 2012. These changes did not have a material impact on the Company’s consolidated financial condition for any period presented. | ||||||||||||||||
Accounting Estimates | ||||||||||||||||
The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. | ||||||||||||||||
Principles of Consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of the Company, Lumos Networks Operating Company, a wholly-owned subsidiary of the Company, and all of Lumos Networks Operating Company’s wholly-owned subsidiaries and those limited liability corporations where Lumos Networks Operating Company or certain of its subsidiaries, as managing member, exercise control. All significant intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||||
Revenue Recognition | ||||||||||||||||
The Company recognizes revenue when services are rendered or when products are delivered, installed and functional, as applicable. Certain services of the Company require payment in advance of service performance. In such cases, the Company records a service liability at the time of billing and subsequently recognizes revenue ratably over the service period. The Company bills customers certain transactional taxes on service revenues. These transactional taxes are not included in reported revenues as they are recognized as liabilities at the time customers are billed. | ||||||||||||||||
The Company earns revenue by providing services through access to and usage of its networks. Local service revenues are recognized as services are provided. Carrier data revenues are earned by providing switched access and other switched and dedicated services, including wireless roamer management, to other carriers. Revenues for equipment sales are recognized at the point of sale. | ||||||||||||||||
The Company periodically makes claims for recovery of access charges on certain minutes of use terminated by the Company on behalf of other carriers. The Company recognizes such revenue in the period in which it is determined that the amounts can be estimated and collection is reasonably assured. | ||||||||||||||||
Cash and Cash Equivalents | ||||||||||||||||
The Company considers its investment in all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents. At times, such investments are placed with financial institutions that may be in excess of the FDIC insurance limit. At September 30, 2013 and December 31, 2012, the Company did not have any cash equivalents. As of September 30, 2013, all of the Company’s cash was held in non-interest bearing deposit accounts. Total interest income related to cash was negligible for the three and nine months ended September 30, 2013 and 2012. | ||||||||||||||||
The Company previously utilized a zero balance arrangement for its master cash account against a swingline credit facility that the Company had with its primary commercial bank. This swingline facility was terminated in April 2013, concurrent with the closing of the Company’s debt refinancing (see Note 4). As of December 31, 2012, the Company reclassified its book overdraft related to this master cash account of $1.8 million to Accounts Payable on the condensed consolidated balance sheets. The Company has classified the respective changes in book overdraft amounts in cash flows from operating activities on the condensed consolidated statements of cash flows for the nine months ended September 30, 2013 and 2012. | ||||||||||||||||
Restricted Cash | ||||||||||||||||
During 2010, the Company received a federal broadband stimulus award to bring broadband services and infrastructure to Alleghany County, Virginia. The total project is $16.1 million, of which 50% (approximately $8 million) is being funded by a grant from the federal government. The project is expected to be completed before September 30, 2015. The Company was required to deposit 100% of its portion for the grant (approximately $8 million) into a pledged account in advance of any reimbursements, which can be drawn down ratably following the grant reimbursement approvals, which are contingent on adherence to the program requirements. The Company received $1.0 million in the nine months ended September 30, 2013. The Company has a $0.6 million receivable for the reimbursable portion of the qualified recoverable expenditures as of September 30, 2013. At September 30, 2013, the Company’s pledged account balance was $4.3 million. This escrow account is a non-interest bearing account with the Company’s primary commercial bank. | ||||||||||||||||
Trade Accounts Receivable | ||||||||||||||||
The Company sells its services to commercial and residential end-users and to other communication carriers primarily in Virginia, West Virginia and in portions of Maryland, Pennsylvania, Ohio and Kentucky and to residential end users in the Company’s Rural Local Exchange Carrier (RLEC) service areas of Virginia. The Company has credit and collection policies to maximize collection of trade accounts receivable and requires deposits on certain sales. The Company maintains an allowance for doubtful accounts based on a review of specific customers with large receivable balances and for the remaining customer receivables the Company uses historical results, current and expected trends and changes in credit policies. Management believes the allowance adequately covers all anticipated losses with respect to trade accounts receivable. Actual credit losses could differ from such estimates. The Company includes bad debt expense in selling, general and administrative expense in the condensed consolidated statements of income. Bad debt expense for the three months ended September 30, 2013 and 2012 was $0.1 million and $0.2 million, respectively, and bad debt expense for the nine months ended September 30, 2013 and 2012 was $0.2 million and $0.3 million, respectively. The Company’s allowance for doubtful accounts was $1.2 million and $1.8 million as of September 30, 2013 and December 31, 2012, respectively. | ||||||||||||||||
The following table presents a roll-forward of the Company’s allowance for doubtful accounts from December 31, 2012 to September 30, 2013: | ||||||||||||||||
Additions | ||||||||||||||||
(In thousands) | 31-Dec-12 | Charged to Expense | Charged to Other Accounts | Deductions | 30-Sep-13 | |||||||||||
Allowance for doubtful accounts | $ | 1,822 | $ | 185 | $ | 5 | $ | -845 | $ | 1,167 | ||||||
Property, Plant and Equipment and Other Long-Lived Assets (Excluding Goodwill and Indefinite-Lived Intangible Assets) | ||||||||||||||||
Property, plant and equipment, finite-lived intangible assets and long-term deferred charges are recorded at cost and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount should be evaluated pursuant to the subsequent measurement guidance described in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10-35. Impairment is determined by comparing the carrying value of these long-lived assets to management’s best estimate of future undiscounted cash flows expected to result from the use of the assets. If the carrying value exceeds the estimated undiscounted cash flows, the excess of the asset’s carrying value over the estimated fair value is recorded as an impairment charge. The Company believes that no impairment indicators exist as of September 30, 2013 that would require it to perform impairment testing for long-lived assets, including property, plant and equipment, long-term deferred charges and finite-lived intangible assets to be held and used. | ||||||||||||||||
Depreciation of property, plant and equipment is calculated on a straight-line basis over the estimated useful lives of the assets, which the Company periodically reviews and updates based on historical experiences and future expectations. Plant and equipment held under capital leases are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. Amortization of assets held under capital leases, including certain software licenses, is included with depreciation expense. | ||||||||||||||||
Intangibles with a finite life are classified as other intangibles on the condensed consolidated balance sheets. At September 30, 2013 and December 31, 2012, other intangibles were comprised of the following: | ||||||||||||||||
30-Sep-13 | 31-Dec-12 | |||||||||||||||
(Dollars in thousands) | Estimated Life | Gross | Accumulated Amortization | Gross Amount | Accumulated Amortization | |||||||||||
Amount | ||||||||||||||||
Customer relationships | 3 to 15 yrs | $ | 103,153 | $ | -76,983 | $ | 103,153 | $ | -69,734 | |||||||
Trademarks | 0.5 to 15 yrs | 3,518 | -2,161 | 3,518 | -2,042 | |||||||||||
Non-compete agreements | 2 yrs | - | - | 1,100 | -1,100 | |||||||||||
Total | $ | 106,671 | $ | -79,144 | $ | 107,771 | $ | -72,876 | ||||||||
The Company amortizes its finite-lived intangible assets using the straight-line method unless it determines that another systematic method is more appropriate. The amortization for certain customer relationship intangibles is being recognized using an accelerated amortization method based on the pattern of estimated earnings from these assets. | ||||||||||||||||
The estimated life of amortizable intangible assets is determined from the unique factors specific to each asset, and the Company periodically reviews and updates estimated lives based on current events and future expectations. The Company capitalizes costs incurred to renew or extend the term of a recognized intangible asset and amortizes such costs over the remaining life of the asset. No such costs were incurred during the three or nine months ended September 30, 2013. Amortization expense for the three months ended September 30, 2013 and 2012 was $2.5 million and $2.8 million, respectively, and amortization expense for the nine months ended September 30, 2013 and 2012 was $7.4 million and $8.3 million, respectively. | ||||||||||||||||
Amortization expense for the remainder of 2013 and for the next five years is expected to be as follows: | ||||||||||||||||
(In thousands) | Customer Relationships | Trademarks | Total | |||||||||||||
Remainder of 2013 | $ | 2,416 | $ | 40 | $ | 2,456 | ||||||||||
2014 | 9,028 | 159 | 9,187 | |||||||||||||
2015 | 4,648 | 159 | 4,807 | |||||||||||||
2016 | 2,416 | 159 | 2,575 | |||||||||||||
2017 | 2,097 | 159 | 2,256 | |||||||||||||
2018 | 1,785 | 159 | 1,944 | |||||||||||||
Goodwill and Indefinite-Lived Intangible Assets | ||||||||||||||||
Goodwill and certain trademarks are considered to be indefinite-lived intangible assets. Indefinite-lived intangible assets are not subject to amortization but are instead tested for impairment annually or more frequently if an event indicates that the asset might be impaired. The Company’s policy is to assess the recoverability of indefinite-lived assets annually on October 1 and whenever adverse events or changes in circumstances indicate that impairment may have occurred. The Company uses a two-step process to test for goodwill impairment. Step one requires a determination of the fair value of each of the reporting units and, to the extent that this fair value of the reporting unit exceeds its carrying value (including goodwill), the step two calculation of implied fair value of goodwill is not required and no impairment loss is recognized. In testing for goodwill impairment, the Company utilizes a combination of a discounted cash flow model and an analysis which allocates enterprise value to the reporting units. The Company believes there have been no events or circumstances to cause management to evaluate the carrying amount of goodwill during the nine months ended September 30, 2013. | ||||||||||||||||
Pension Benefits and Retirement Benefits Other Than Pensions | ||||||||||||||||
The Company sponsors a non-contributory defined benefit pension plan (“Pension Plan”) covering all employees who meet eligibility requirements and were employed prior to October 1, 2003. Pension benefits vest after five years of plan service and are based on years of service and an average of the five highest consecutive years of compensation subject to certain reductions if the employee retires before reaching age 65 and elects to receive the benefit prior to age 65. The Pension Plan was frozen as of December 31, 2012. As such, no further benefits will be accrued by participants for services rendered beyond that date. | ||||||||||||||||
For the three and nine months ended September 30, 2013 and 2012, the components of the Company’s net periodic benefit cost for the Pension Plan were as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | - | $ | 511 | $ | - | $ | 1,532 | ||||||||
Interest cost | 608 | 674 | 1,824 | 2,024 | ||||||||||||
Expected return on plan assets | -975 | -879 | -2,926 | -2,638 | ||||||||||||
Amortization of loss | 229 | 370 | 689 | 1,112 | ||||||||||||
Net periodic benefit cost (benefit) | $ | -138 | $ | 676 | $ | -413 | $ | 2,030 | ||||||||
Pension plan assets were valued at $55.3 million and $51.7 million at September 30, 2013 and December 31, 2012, respectively. No funding contributions were made in the three or nine months ended September 30, 2013, and the Company does not expect to make a funding contribution during the remainder of 2013. | ||||||||||||||||
For the three and nine months ended September 30, 2013 and 2012, the components of the Company’s net periodic benefit cost for its Other Postretirement Benefit Plans were as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | 23 | $ | 20 | $ | 68 | $ | 59 | ||||||||
Interest cost | 121 | 131 | 364 | 394 | ||||||||||||
Amortization of loss | 7 | - | 21 | - | ||||||||||||
Net periodic benefit cost | $ | 151 | $ | 151 | $ | 453 | $ | 453 | ||||||||
The total expense recognized for the Company’s nonqualified pension plans for the three months ended September 30, 2013 and 2012, was $0.1 million and $0.2 million, respectively, and less than $0.1 million and $0.1 million of this expense for the same respective periods relates to the amortization of actuarial loss. The total expense recognized for the Company’s nonqualified pension plans for each of the nine months ended September 30, 2013 and 2012 was $0.4 million and $0.2 million of this expense for the same periods relates to the amortization of actuarial loss. | ||||||||||||||||
The total amount reclassified out of accumulated other comprehensive income related to amortization of actuarial losses for the pension and other postretirement benefit plans for the three months ended September 30, 2013 and 2012 was $0.3 million and $0.4 million, respectively, all of which has been reclassified to selling, general and administrative expenses on the condensed consolidated statement of income for the respective periods. | ||||||||||||||||
The total amount reclassified out of accumulated other comprehensive income related to amortization of actuarial losses for the pension and other postretirement benefit plans for the nine months ended September 30, 2013 and 2012 was $0.9 million and $1.3 million, respectively, all of which has been reclassified to selling, general and administrative expenses on the condensed consolidated statement of income for the respective periods. | ||||||||||||||||
Equity-based Compensation | ||||||||||||||||
The Company accounts for share-based employee compensation plans under FASB ASC 718, Stock Compensation. Equity-based compensation expense from share-based equity awards is recorded with an offsetting increase to additional paid-in capital on the condensed consolidated balance sheet. For equity awards with only service conditions, the Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award. | ||||||||||||||||
The fair value of the common stock options granted during the three and nine months ended September 30, 2013 and 2012 with service-only conditions was estimated at the respective measurement date using the Black-Scholes option-pricing model with assumptions related to risk-free interest rate, expected volatility, dividend yield and expected term. The fair value of restricted stock awards granted during the three and nine months ended September 30, 2013 and 2012 with service-only conditions was estimated based on the market value of the common stock on the date of grant reduced by the present value of expected dividends as applicable. Certain stock options and restricted shares granted during the nine months ended September 30, 2013 contain vesting provisions that are conditional on achievement of a target market price for the Company’s common stock. The grant date fair value of these options and restricted shares was adjusted to reflect the probability of the achievement of the market condition based on management’s best estimate using a Monte Carlo model (see Note 9). The Company initially recognizes the related compensation cost for these awards that contain a market condition on a straight-line basis over the requisite service period as derived from the valuation model. The Company accelerates expense recognition if the market conditions are achieved prior to the end of the derived requisite service period. | ||||||||||||||||
Total equity-based compensation expense related to all of the share-based awards and the Company’s 401(k) matching contributions was $3.2 million and $1.1 million for the three months ended September 30, 2013 and 2012, respectively, and $5.5 million and $2.9 million for the nine months ended September 30, 2013 and 2012, respectively, which amounts are included in selling, general and administrative expenses on the condensed consolidated statements of income. Equity-based compensation expense for the three and nine months ended September 30, 2013 includes $1.8 million expense related to the accelerated vesting of certain performance-based restricted stock and stock options due to attainment of the stock price target during the three months ended September 30, 2013 in accordance with the terms of the awards. | ||||||||||||||||
Future charges for equity-based compensation related to instruments outstanding at September 30, 2013 for the remainder of 2013 and for the years 2014 through 2018 are estimated to be $1.0 million, $2.8 million, $2.1 million, $1.1 million, $1.1 million and $0.4 million, respectively. | ||||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||||
In February 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-02, Reporting Amounts Reclassified out of Accumulated Other Comprehensive Income. This ASU requires entities to disclose the effect of the reclassification on each affected income statement line item of items reclassified out of accumulated other comprehensive income (AOCI) and into net income in their entirety. A cross reference to other required U.S. GAAP disclosures is required for AOCI reclassification items that are not reclassified in their entirety into net income. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. The Company has complied with the requirements of this pronouncement by providing disclosure of the income statement line items affected by reclassifications out of other comprehensive income during the periods presented, which consist of reclassification adjustments for the amortization of actuarial losses on pension and other postretirement plans (within this Note 2). | ||||||||||||||||
Disclosures_About_Segments_Of_
Disclosures About Segments Of An Enterprise And Related Information | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Disclosures About Segments Of An Enterprise And Related Information [Abstract] | ||||||||||||||||
Disclosures About Segments Of An Enterprise And Related Information | Note 3. Disclosures About Segments of an Enterprise and Related Information | |||||||||||||||
The Company has historically managed its business with separate products and services in two segments: Competitive and RLEC. Beginning in the first quarter of 2013, the Company restructured its operating segments to more closely align with its product and service offerings, which coincides with the way that the Company’s chief operating decision makers measure performance and allocate resources. The Company’s chief operating decision makers are its Chief Executive Officer and its Chief Financial Officer (collectively, the “CODMs”). The Company’s current reportable operating segments are strategic data, legacy voice and access. A general description of the products and services offered and the customers served by each of these segments is as follows: | ||||||||||||||||
· | Strategic data: This segment includes the Company’s enterprise data, carrier data, fiber to the cell site (“FTTC”) and IP services product groups. These businesses primarily serve enterprise and carrier customers utilizing the Company’s network of long-haul fiber, metro Ethernet and Ethernet rings located primarily in Virginia and West Virginia, and portions of Pennsylvania, Maryland, Ohio and Kentucky. IP services are also provided to a residential base of customers by this segment. | |||||||||||||||
· | Legacy voice: This segment includes the following products: local lines, PRI, long distance, toll and directory advertising and other voice services (excluding voice over IP (“VoIP”) which are typically provided to enterprise customers and are included in our strategic data segment). These products are sold to enterprise and residential customers on the Company’s network and within the Company’s footprint. | |||||||||||||||
· | Access: This segment provides carrier customers access to the Company’s network and within the Company’s footprint and primarily includes switched access and reciprocal compensation products. | |||||||||||||||
Summarized financial information concerning the Company’s reportable segments is presented in the following table, including restated segment results for the three and nine months ended September 30, 2012 based on the restructuring of our operating segments in the first quarter of 2013: | ||||||||||||||||
(In thousands) | Strategic Data | Legacy Voice | Access | Corporate (Unallocated) | Total | |||||||||||
For the three months ended September 30, 2013 | ||||||||||||||||
Operating revenues | $ | 30,385 | $ | 14,063 | $ | 7,179 | $ | - | $ | 51,627 | ||||||
Network access costs | 5,384 | 4,658 | 300 | - | 10,342 | |||||||||||
Network operating costs | 8,482 | 2,413 | 587 | - | 11,482 | |||||||||||
Selling, general and administrative expenses | 3,956 | 1,830 | 971 | 3,492 | 10,249 | |||||||||||
Adjusted EBITDA(1) | 12,563 | 5,162 | 5,321 | - | 23,046 | |||||||||||
Capital expenditures | 13,638 | 650 | 780 | 3,929 | 18,997 | |||||||||||
For the nine months ended September 30, 2013 | ||||||||||||||||
Operating revenues | $ | 90,000 | $ | 43,276 | $ | 23,196 | $ | - | $ | 156,472 | ||||||
Network access costs | 16,309 | 14,738 | 950 | - | 31,997 | |||||||||||
Network operating costs | 22,567 | 7,690 | 1,947 | - | 32,204 | |||||||||||
Selling, general and administrative expenses | 11,508 | 5,519 | 2,952 | 6,464 | 26,443 | |||||||||||
Adjusted EBITDA(1) | 39,617 | 15,328 | 17,347 | - | 72,292 | |||||||||||
Capital expenditures | 36,620 | 1,103 | 1,403 | 6,595 | 45,721 | |||||||||||
(In thousands) | Strategic Data | Legacy Voice | Access | Corporate (Unallocated) | Total | |||||||||||
For the three months ended September 30, 2012 | ||||||||||||||||
Operating revenues | $ | 27,352 | $ | 16,074 | $ | 8,551 | $ | - | $ | 51,977 | ||||||
Network access costs | 5,340 | 5,833 | 356 | - | 11,529 | |||||||||||
Network operating costs | 6,377 | 4,528 | 1,159 | - | 12,064 | |||||||||||
Selling, general and administrative expenses | 3,056 | 1,906 | 1,142 | 1,584 | 7,688 | |||||||||||
Adjusted EBITDA(1) | 12,581 | 3,808 | 5,892 | - | 22,281 | |||||||||||
Capital expenditures | 11,638 | 123 | 156 | 3,020 | 14,937 | |||||||||||
For the nine months ended September 30, 2012 | ||||||||||||||||
Operating revenues | $ | 79,754 | $ | 49,004 | $ | 25,434 | $ | - | $ | 154,192 | ||||||
Network access costs | 15,710 | 18,684 | 1,077 | - | 35,471 | |||||||||||
Network operating costs | 17,343 | 13,010 | 3,338 | - | 33,691 | |||||||||||
Selling, general and administrative expenses | 9,695 | 6,038 | 3,619 | 6,298 | 25,650 | |||||||||||
Adjusted EBITDA(1) | 37,008 | 11,272 | 17,398 | - | 65,678 | |||||||||||
Capital expenditures | 38,058 | 406 | 531 | 4,930 | 43,925 | |||||||||||
(1) The Company evaluates performance based upon Adjusted EBITDA (a non-GAAP measure), defined by the Company as net income or loss attributable to Lumos Networks Corp. before interest, income taxes, depreciation and amortization, accretion of asset retirement obligations, net income or loss attributable to noncontrolling interests, other income or expenses, equity-based compensation charges, acquisition-related charges, amortization of actuarial losses on retirement plans, employee separation charges, restructuring-related charges, gain or loss on settlements and gain or loss on interest rate derivatives. See Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations for additional disclosures, including the Company’s reasons for using this non-GAAP financial measure. | ||||||||||||||||
The Company’s CODMs do not currently review total assets by segment since the majority of the assets are shared by the segments and centrally-managed. However, total assets may be allocated to the segments in the future should the CODMs decide to manage the business in that manner. Management does review capital expenditures using success-based metrics that allow the Company to determine which segment product groups are driving investment in the network. Depreciation and amortization expense and certain corporate expenses that are excluded from the measurement of segment profit or loss are not allocated to the operating segments. | ||||||||||||||||
The following table provides a reconciliation of operating income to Adjusted EBITDA, as defined by the Company, on a consolidated basis for the three and nine months ended September 30, 2013 and 2012: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Operating income | $ | 8,344 | $ | 13,349 | $ | 34,155 | $ | 33,949 | ||||||||
Depreciation and amortization and accretion | ||||||||||||||||
of asset retirement obligations | 11,200 | 9,682 | 31,623 | 27,766 | ||||||||||||
Sub-total: | 19,544 | 23,031 | 65,778 | 61,715 | ||||||||||||
Amortization of actuarial losses | 309 | 446 | 928 | 1,336 | ||||||||||||
Equity-based compensation | 3,183 | 1,099 | 5,536 | 2,887 | ||||||||||||
Restructuring charges | 10 | - | 50 | - | ||||||||||||
Employee separation charges | - | 40 | - | 2,075 | ||||||||||||
Gain on settlements, net | - | -2,335 | - | -2,335 | ||||||||||||
Adjusted EBITDA | $ | 23,046 | $ | 22,281 | $ | 72,292 | $ | 65,678 | ||||||||
Revenues from Verizon accounted for approximately 9% and 10% of the Company’s total revenues for the three and nine months ended September 30, 2013, respectively, and accounted for approximately 11% and 10% of the Company’s total revenue for the three and nine months ended September 30, 2012, respectively. Revenue from Verizon was derived primarily from network access and fiber to the cell site services. | ||||||||||||||||
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Long-Term Debt [Abstract] | |||||||
Long-Term Debt | |||||||
Note 4. Long-Term Debt | |||||||
As of September 30, 2013 and December 31, 2012, the Company’s outstanding long-term debt consisted of the following: | |||||||
(In thousands) | 30-Sep-13 | 31-Dec-12 | |||||
Credit facility | $ | 374,313 | $ | 311,022 | |||
Capital lease obligations | 6,397 | 1,203 | |||||
380,710 | 312,225 | ||||||
Less: current portion of long term debt | 5,422 | 7,900 | |||||
$ | 375,288 | $ | 304,325 | ||||
Credit Facility | |||||||
On April 30, 2013, Lumos Networks Operating Company, a wholly-owned subsidiary of Lumos Networks Corp., entered into a $425 million credit facility (the “Credit Facility”). The Credit Facility consists of a $100 million senior secured five-year term loan (the “Term Loan A”), a $275 million senior secured six-year term loan (the “Term Loan B”); and a $50 million senior secured five-year revolving credit facility (the “Revolver”). The proceeds from the Term Loan A and the Term Loan B were used to retire the prior first lien credit facility outstanding amount of approximately $311 million and to pay closing costs and other expenses related to the transaction, with the remaining proceeds available for working capital purposes. As of September 30, 2013, no borrowings are outstanding under the Revolver. | |||||||
Pricing of the Credit Facility is currently LIBOR plus 3.25% for the Revolver and Term Loan A and LIBOR plus 3.50% for Term Loan B. The Credit Facility does not require a minimum LIBOR rate. The Term Loan A matures in 2018 with quarterly payments of 1.25% per annum from September 30, 2014 through December 31, 2016 and 2.50% per annum thereafter. The Term Loan B matures in 2019 with quarterly payments of 1% per annum beginning on September 30, 2013. The Revolver matures in full in 2018. The Credit Facility is secured by a first priority pledge of substantially all property and assets of Lumos Networks Operating Company and all material subsidiaries, as guarantors, excluding the RLECs. | |||||||
The Credit Facility includes various restrictions and conditions, including a maximum leverage ratio of 4.75:1.00 through December 31, 2013, 4.50:1.00 for 2014, 4.25:1.00 for 2015 and 4.00:1.00 thereafter. The Credit Facility also sets a minimum interest rate coverage ratio of 3.25:1.00. At September 30, 2013, the Company’s leverage ratio was 4.07:1.00 and its interest coverage ratio was 7.57:1.00. The Company was in compliance with its restrictive debt covenants as of September 30, 2013. The Credit Facility has a maximum distributable amount available for restricted payments, including the payment of dividends. The distributable amount was initially set at $12 million and is reduced by restricted payments and certain other items set forth in the Credit Agreement. The distributable amount is increased annually by the greater of $12 million or 75% of free cash flow (as defined under the Credit Agreement). The distributable amount as of September 30, 2013 was $8.9 million. | |||||||
Mandatory prepayments include an excess cash flow sweep equal to 50% of Excess Cash Flow, as defined under the Credit Agreement, for each fiscal year commencing in 2013 for so long as the leverage ratio exceeds 3.25:1.00. | |||||||
The Company entered into an interest rate swap agreement in 2012, which expires December 31, 2015, whereby the Company swaps one-month LIBOR with a fixed rate of approximately 0.8%. In connection with the aforementioned debt refinancing in April 2013, the Company paid $0.9 million to terminate a portion of this interest rate swap agreement. In accordance with the terms of the Credit Facility, the Company entered into additional swap agreements in July 2013 to bring the combined notional amount of the swap agreements up to 50 percent of the aggregate outstanding balance of Term Loan A and Term Loan B. Under the new swap agreements, the Company swaps one-month LIBOR with a fixed rate of approximately 0.5%. The combined notional amount under the swap agreements was $187.2 million at September 30, 2013. The Company recognized a net loss on interest rate derivatives of $0.6 million and $0.1 million for the three and nine months ended September 30, 2013, respectively. The Company recognized a net loss on interest rate derivatives of $0.3 million and $0.6 million for the three and nine months ended September 30, 2012, respectively. | |||||||
In connection with the refinancing in April 2013, the Company deferred an additional $4.9 million in debt issuance costs and expensed approximately $0.9 million of unamortized debt issuance costs associated with the previous credit facility, which expense is included in other expense on the condensed consolidated statements of income for the nine months ended September 30, 2013. Total unamortized debt issuance costs were $7.1 million and $3.9 million as of September 30, 2013 and December 31, 2012, respectively, which amounts are included in deferred charges and other assets on the condensed consolidated balance sheets and are being amortized to interest expense over the life of the debt using the effective interest method. Amortization of debt issuance costs for the three and nine months ended September 30, 2013 was $0.4 million and $0.9 million, respectively. Amortization of debt issuance costs for the three and nine months ended September 30, 2012 was $0.2 million and $0.6 million, respectively. | |||||||
The Company receives patronage credits from CoBank and certain other of the Farm Credit System lending institutions (collectively referred to as “patronage banks”) which are not reflected in the interest rates above. The patronage banks hold a portion of the credit facility and are cooperative banks that are required to distribute their profits to their members. Patronage credits are calculated based on the patronage banks’ ownership percentage of the credit facility and are received by the Company as either a cash distribution or as equity in the patronage banks. The current patronage credit percentages are 75% in cash and 25% in equity. These credits are recorded in the condensed consolidated statement of income as an offset to interest expense. The Patronage credits were $0.4 million and $0.9 million for the three and nine months ended September 30, 2013, respectively, and $0.2 million and $0.7 million for the three and nine months ended September 30, 2012, respectively. | |||||||
The aggregate maturities of the Term Loan A and Term Loan B under the Credit Facility are $0.7 million in the remainder of 2013, $5.3 million in 2014, $7.7 million in 2015, $7.7 million in 2016, $12.8 million in 2017 and $340.1 million thereafter. The revolver under the Credit Facility, under which no borrowings are outstanding as of September 30, 2013, matures in full in 2018. | |||||||
The Company’s blended average interest rate on its long-term debt for the nine months ended September 30, 2013 was 3.93%. | |||||||
Capital lease obligations | |||||||
In addition to the long-term debt discussed above, the Company has capital leases on vehicles with original lease terms of four to five years. At September 30, 2013, the carrying value and accumulated amortization of the related assets were $3.1 million and $1.6 million, respectively. In June 2013, the Company entered into a financing arrangement with a provider of software services related to the upgrading of internal infrastructure, including certain software licenses, which the Company classified as a capital lease. The agreement extends through 2015 with payments due annually. As of September 30, 2013, the carrying value and accumulated depreciation of the related asset were $5.9 million and $0.3 million, respectively. As of September 30, 2013, the combined total net present value of the Company’s future minimum lease payments is $6.4 million and the principal portion of these capital lease obligations is due as follows: $0.1 million in the remainder of 2013, $1.4 million in 2014, $2.4 million in 2015, $2.3 million in 2016 and $0.2 million thereafter. | |||||||
Supplementary_Disclosures_Of_C
Supplementary Disclosures Of Cash Flow Information | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Supplementary Disclosures Of Cash Flow Information [Abstract] | |||||||
Supplementary Disclosures Of Cash Flow Information | Note 5. Supplementary Disclosures of Cash Flow Information | ||||||
The following information is presented as supplementary disclosures for the consolidated statements of cash flows for the nine months ended September 30, 2013 and 2012: | |||||||
Nine Months Ended September 30, | |||||||
(In thousands) | 2013 | 2012 | |||||
Cash payments for: | |||||||
Interest (net of amounts capitalized) | $ | 9,611 | $ | 8,604 | |||
Income taxes | 977 | 1,446 | |||||
Cash receipts for: | |||||||
Income tax refunds | 16 | 215 | |||||
Supplemental investing and financing activities: | |||||||
Additions to property, plant and equipment included in accounts payable and other accrued liabilities | 4,283 | 2,740 | |||||
Borrowings under capital leases | 6,510 | 166 | |||||
Dividend declared not paid | 3,080 | 3,006 | |||||
Cash payments for interest for the nine months ended September 30, 2013 in the table above is net of $0.7 million of cash received from CoBank for patronage credits (Note 4). The amount of interest capitalized was less than $0.1 million for each of the nine months ended September 30, 2013 and 2012. | |||||||
Financial_Instruments
Financial Instruments | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Financial Instruments [Abstract] | ||||||||||
Financial Instruments | Note 6. 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 condensed consolidated balance sheets at cost which approximates fair value because of the short-term maturity of these instruments. The fair value of the senior credit facility was estimated based on an analysis of the forward-looking interest rates as of September 30, 2013 compared to the forward-looking interest rates at inception, assuming no change in the credit profile of the Company or market demand of similar instruments. The Company’s valuation technique for this instrument is considered to be a level three fair value measurement within the fair value hierarchy described in FASB ASC 820. The fair values of the derivative instruments (Note 4) were derived based on bid prices obtained from the administrative agents as of September 30, 2013. The Company’s valuation technique for these instruments is considered to be level two fair value measurements within the fair value hierarchy described in FASB ASC 820. The fair values of other financial instruments, if applicable, are based on quoted market prices or discounted cash flows based on current market conditions. | ||||||||||
The following table presents the face amount, carrying amount and fair value of the Company’s financial instruments at September 30, 2013 and December 31, 2012: | ||||||||||
Financial Instruments | ||||||||||
(In thousands) | Face Amount | Carrying Amount | Fair Value | |||||||
30-Sep-13 | ||||||||||
Financial assets: | ||||||||||
Cash | $ | 58,072 | $ | 58,072 | $ | 58,072 | ||||
Long-term investments for which it is not practicable to estimate fair value | N/A | 601 | N/A | |||||||
Financial liabilities: | ||||||||||
Senior credit facility | 374,313 | 374,313 | 367,378 | |||||||
Capital lease obligations | 6,397 | 6,397 | 6,397 | |||||||
Derivatives related to debt: | ||||||||||
Interest rate swap liability | 187,248 | * | 1,123 | 1,123 | ||||||
31-Dec-12 | ||||||||||
Financial assets : | ||||||||||
Cash | $ | 2 | $ | 2 | $ | 2 | ||||
Long-term investments for which it is not practicable to estimate fair value | N/A | 462 | N/A | |||||||
Financial liabilities: | ||||||||||
Senior credit facility | 311,022 | 311,022 | 320,739 | |||||||
Capital lease obligations | 1,203 | 1,203 | 1,203 | |||||||
Derivatives related to debt: | ||||||||||
Interest rate swap liability | 153,750 | * | 1,871 | 1,871 | ||||||
*notional amount | ||||||||||
Of the long-term investments for which it is not practicable to estimate fair value in the table above, $0.5 million as of September 30, 2013 and $0.4 million as of December 31, 2012 represents the Company’s investment in CoBank (Note 4). This investment is primarily related to patronage distributions of restricted equity and is a required investment related to the portion of the credit facility loan held by CoBank. This investment is carried under the cost method. | ||||||||||
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||||||
Stockholders' Equity [Abstract] | ||||||||||||||||||||||||||||
Stockholders' Equity | Note 7. Stockholders’ Equity | |||||||||||||||||||||||||||
Below is a summary of the activity and status of equity as of and for the nine months ended September 30, 2013: | ||||||||||||||||||||||||||||
(In thousands, except per share amounts) | Common Shares | Treasury Shares | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss, net of tax | Total Lumos Networks Corp. Stockholders' Equity | Noncontrolling Interests | Total Equity | ||||||||||||||||||
Balance, December 31, 2012 | 21,610 | 112 | $ | 216 | $ | 129,570 | $ | - | $ | -53,060 | $ | -12,676 | $ | 64,050 | $ | 552 | $ | 64,602 | ||||||||||
Net income attributable to | ||||||||||||||||||||||||||||
Lumos Networks Corp. | 13,708 | 13,708 | 13,708 | |||||||||||||||||||||||||
Other comprehensive income, | ||||||||||||||||||||||||||||
net of tax | 567 | 567 | 567 | |||||||||||||||||||||||||
Equity-based compensation expense | 4,816 | 4,816 | 4,816 | |||||||||||||||||||||||||
Adjustments to excess tax benefits | ||||||||||||||||||||||||||||
from stock-based compensation | 622 | 622 | 622 | |||||||||||||||||||||||||
Restricted shares issued, shares | ||||||||||||||||||||||||||||
issued through the employee | ||||||||||||||||||||||||||||
stock purchase plan, shares | ||||||||||||||||||||||||||||
issued through 401(k) matching | ||||||||||||||||||||||||||||
contributions and stock options | ||||||||||||||||||||||||||||
exercised (net of shares reacquired | ||||||||||||||||||||||||||||
through restricted stock forfeits) | 463 | -56 | 5 | 905 | -351 | 559 | 559 | |||||||||||||||||||||
Cash dividends declared ($0.42 | ||||||||||||||||||||||||||||
per share) | -9,200 | -9,200 | -9,200 | |||||||||||||||||||||||||
Net income attributable to | ||||||||||||||||||||||||||||
noncontrolling interests | - | 121 | 121 | |||||||||||||||||||||||||
Balance, September 30, 2013 | 22,073 | 56 | $ | 221 | $ | 135,913 | $ | -351 | $ | -48,552 | $ | -12,109 | $ | 75,122 | $ | 673 | $ | 75,795 | ||||||||||
On October 30, 2013, the Company’s board of directors declared a quarterly dividend on its common stock in the amount of $0.14 per share, which is to be paid on January 9, 2014 to stockholders of record on December 12, 2013. | ||||||||||||||||||||||||||||
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share | Note 8. Earnings per Share | ||||||||||||
The Company computes basic earnings per share by dividing net income attributable to Lumos Networks Corp. applicable to common shares by the weighted average number of common shares outstanding during the period. The impact on earnings per share of nonvested restricted shares outstanding that contain a non-forfeitable right to receive dividends on a one-to-one per share ratio to common shares is included in the computation of basic earnings per share pursuant to the two-class method. The Company issues restricted shares from time to time with vesting terms that are based on achievement of certain stock price performance conditions. These nonvested restricted shares are excluded from the computation of basic and diluted weighted average shares until the period in which the applicable performance or market conditions are attained. The Company uses the treasury stock method to determine the number of potentially dilutive common shares from stock options and nonvested restricted shares during the period. | |||||||||||||
The computations of basic and diluted earnings per share for the three and nine months ended September 30, 2013 and 2012 are detailed in the following table. | |||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||
(In thousands, except per share amounts) | 2013 | 2012 | 2013 | 2012 | |||||||||
Numerator: | |||||||||||||
Net income attributable to Lumos Networks Corp. | $ | 2,537 | $ | 6,342 | $ | 13,708 | $ | 14,404 | |||||
Less: net income attributable to Lumos Networks Corp. allocable to participating securities | -64 | -138 | -320 | -287 | |||||||||
Numerator for basic and diluted earnings per common share | 2,473 | 6,204 | 13,388 | 14,117 | |||||||||
Denominator: | |||||||||||||
Weighted average basic shares outstanding | 21,840 | 21,458 | 21,829 | 21,354 | |||||||||
Less: weighted average participating securities and nonvested performance-based restricted shares | -507 | -466 | -577 | -426 | |||||||||
Denominator for basic earnings per common share | 21,333 | 20,992 | 21,252 | 20,928 | |||||||||
Plus: potentially dilutive restricted shares and stock options | 501 | 13 | 233 | 20 | |||||||||
Denominator for diluted earnings per common share | 21,834 | 21,005 | 21,485 | 20,948 | |||||||||
Basic earnings per share | $ | 0.12 | $ | 0.30 | $ | 0.63 | $ | 0.69 | |||||
Diluted earnings per share | $ | 0.11 | $ | 0.30 | $ | 0.62 | $ | 0.67 | |||||
For the three and nine months ended September 30, 2013, the denominator for diluted earnings per common share excludes 185,996 shares and 763,777 shares related to stock options which would be antidilutive for each period, respectively. For the three and nine months ended September 30, 2012, the denominator for diluted earnings per common share excludes 1,769,030 shares and 1,123,665 shares related to stock options which would be antidilutive for each period, respectively. | |||||||||||||
Stock_Plans
Stock Plans | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Stock Plans [Abstract] | ||||||||||
Stock Plans | ||||||||||
Note 9. Stock Plans | ||||||||||
The Company has an Equity and Cash Incentive Plan administered by the Compensation Committee of the Company’s board of directors, which permits the grant of long-term incentives to employees and non-employee directors, including stock options, stock appreciation rights, restricted stock awards, restricted stock units, incentive awards, other stock-based awards and dividend equivalents. The maximum number of shares of common stock available for awards under the Equity and Cash Incentive Plan is 4,000,000. As of September 30, 2013, 367,872 securities remained available for issuance under the Equity and Cash Incentive Plan. Upon the exercise of stock options or upon the grant of restricted stock under the Equity and Cash Incentive Plan, new common shares are issued or treasury stock is reissued. | ||||||||||
The Company issued 771,964 stock options and 487,865 shares of restricted stock under the Equity and Cash Incentive Plan during the nine months ended September 30, 2013. Options issued to employees with service-only conditions generally vest on a graded vesting schedule over a four to five year period. Options generally cliff vest on the first anniversary of the grant date for non-employee directors. Of the 771,964 stock options granted, 317,782 vest upon achievement of a target market price for the Company’s common stock. Restricted shares generally cliff vest on the third anniversary of the grant date for employees and generally cliff vest on the first anniversary of the grant date for non-employee directors. Some restricted stock awards vest on a graded vesting schedule over a five year period. Of the 487,865 shares of restricted stock granted, 127,325 vest upon achievement of a target market price for the Company’s common stock. During the three months ended September 30, 2013, 437,841 stock options and 104,672 restricted shares vested upon attainment of the target market price for the Company’s common stock in accordance with the terms of the awards. The Company recognized all of the remaining unrecognized compensation expense for these awards on the vesting date, which totaled $1.8 million. | ||||||||||
Dividend rights applicable to restricted stock with service-only vesting conditions are equivalent to the Company’s common stock. Restricted stock awards that vest based on achievement of a market condition are not eligible for dividends during the vesting period unless the Compensation Committee determines otherwise. | ||||||||||
Stock options must be granted under the Equity and Cash Incentive Plan at not less than 100% of fair value on the date of grant and have a maximum life of ten years from the date of grant. Options and other awards under the Equity and Cash Incentive Plan may be exercised in compliance with such requirements as determined by a committee of the board of directors. Substantially all options outstanding were issued at a strike price equal to or greater than the fair value on the date of grant. | ||||||||||
The fair value of each option award with service-only vesting conditions is estimated on the grant date using the Black-Scholes option-pricing model with assumptions related to risk-free interest rate, expected volatility, dividend yield and expected terminations. The fair value of each restricted stock award with service-only vesting conditions is based on the closing price of the Company’s common stock on the grant date. The fair value for option awards and restricted stock awards with vesting that is conditional on achievement of market conditions, as described above, is adjusted to reflect the probability of satisfying the market condition based on a Monte Carlo valuation model. | ||||||||||
The summary of the activity and status of the Company’s stock options for the nine months ended September 30, 2013, is as follows: | ||||||||||
(In thousands, except per share amounts) | Shares | Weighted-Average Exercise Price per Share | Weighted-Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||
Stock options outstanding at December 31, 2012 | 1,714 | $ | 12.29 | |||||||
Granted during the period | 772 | 12.18 | ||||||||
Exercised during the period | -25 | 10.48 | ||||||||
Forfeited during the period | -27 | 12.05 | ||||||||
Expired during the period | -90 | 14.88 | ||||||||
Stock options outstanding at September 30, 2013 | 2,344 | $ | 12.18 | 7.9 years | $ | 22,280 | ||||
Stock options exercisable at September 30, 2013 | 1,248 | $ | 12.70 | 7.2 years | $ | 11,225 | ||||
Total stock options outstanding, vested and expected to vest at September 30, 2013 | 2,235 | $ | 12.23 | $ | 21,121 | |||||
The weighted-average grant date fair value per share of stock options granted during the nine months ended September 30, 2013 was $3.33. The total fair value of options that vested during the nine months ended September 30, 2013 was $2.1 million. As of September 30, 2013, there was $2.2 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted-average period of 3.1 years. | ||||||||||
The summary of the activity and status of the Company’s restricted stock for the nine months ended September 30, 2013, is as follows: | ||||||||||
(In thousands, except per share amounts) | Shares | Weighted-Average Grant Date Fair Value per Share | ||||||||
Restricted stock outstanding at December 31, 2012 | 342 | $ | 11.67 | |||||||
Granted during the period | 488 | 11.50 | ||||||||
Vested during the period | -183 | 10.96 | ||||||||
Forfeited during the period | -32 | 11.96 | ||||||||
Restricted stock outstanding at September 30, 2013 | 615 | $ | 11.73 | |||||||
As of September 30, 2013, there was $4.3 million of total unrecognized compensation cost related to unvested restricted stock awards, which is expected to be recognized over a weighted-average period of 2.6 years. | ||||||||||
In addition to the Equity and Cash Incentive Plan discussed above, the Company has an employee stock purchase plan which commenced in 2011 with 100,000 shares available. New common shares will be issued for purchases under this plan. Shares are priced at 85% of the closing price on the last trading day of the month and settle on the second business day of the following month. During the nine months ended September 30, 2013, 6,278 shares were issued under the employee stock purchase plan. Compensation expense associated with the employee stock purchase plan was not material in the nine months ended September 30, 2013. | ||||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Taxes [Abstract] | |
Income Taxes | Note 10. Income Taxes |
Income tax expense for the three and nine months ended September 30, 2013 was $1.5 million and $9.0 million, respectively, representing the statutory tax rate applied to pre-tax income and the effects of certain non-deductible compensation, non-controlling interests and other non-deductible expenses. The Company expects its recurring non-deductible expenses to relate primarily to certain non-cash share-based compensation. For the remainder of 2013, the amount of these charges is expected to be approximately $0.2 million. | |
The Company has prior year unused net operating losses, including certain built-in losses (“NOLs”) totaling $13.6 million as of September 30, 2013. The prior year NOLs are subject to an adjusted annual maximum limit (the “IRC 382 Limit”) due to the application of Section 382 of the Internal Revenue Code. The Company’s NOLs, if not utilized to reduce taxable income in future periods, will expire in varying amounts from 2023 through 2031. The Company believes that it is more likely than not that the results of future operations will generate sufficient taxable income to realize the deferred tax assets. | |
While the Company believes it has adequately provided for all tax positions, amounts asserted by taxing authorities could be greater than its accrued position. Accordingly, additional provisions could be recorded in the future as revised estimates are made or the underlying matters are settled or otherwise resolved. In general, the tax years that remain open and subject to federal and state audit examinations are 2010-2012 and 2009-2012, respectively. | |
Restructuring_Charges
Restructuring Charges | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Restructuring Charges [Abstract] | ||||||||||
Restructuring Charges | Note 11. Restructuring Charges | |||||||||
In December 2012, the Company announced a cost reduction plan (the “Plan”), which involved closing or consolidating certain of its facilities, reducing its workforce and freezing benefits under both its defined benefit pension plan and its executive supplemental retirement plan. The Company recognized a total of $3.0 million in restructuring costs related to these initiatives in 2012, including severance and separation costs of $2.4 million and lease termination costs of $0.6 million. The Plan was substantially completed as of December 31, 2012. Less than $0.1 million was recognized during the nine months ended September 30, 2013 in connection with the Plan. | ||||||||||
A liability for restructuring charges in the amount of $2.7 million was included in the Company’s consolidated balance sheet as of December 31, 2012, related to employee termination costs and lease termination costs accrued but not yet paid. The table below provides a roll-forward of the restructuring liability balance from December 31, 2012 through September 30, 2013: | ||||||||||
(In thousands) | Employee Severance and Termination Benefits | Lease Termination Costs | Total | |||||||
Beginning balance at December 31, 2012 | $ | 2,387 | $ | 304 | $ | 2,691 | ||||
Additions | 10 | 40 | 50 | |||||||
Payments | -2,346 | -344 | -2,690 | |||||||
Ending balance at September 30, 2013 | $ | 51 | $ | - | $ | 51 | ||||
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | Note 12. Commitments and Contingencies |
The Company periodically makes claims or receives disputes and is involved in legal actions related to billings to other carriers for access to the Company’s network. The Company does not recognize revenue related to such matters until collection of the claims is reasonably assured. In addition to this, the Company periodically disputes access charges that are assessed by other companies with which the Company interconnects and is involved in other disputes and legal and tax proceedings and filings arising from normal business activities. | |
The Company is involved in routine litigation and disputes in the ordinary course of its business. While the results of litigation and disputes are inherently unpredictable, management does not expect that the ultimate costs to resolve these matters will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows, and believes that adequate provision for any probable and estimable losses has been made in the Company’s condensed consolidated financial statements. | |
The Company has purchase commitments relating to capital expenditures totaling $4.3 million as of September 30, 2013, which are expected to be satisfied during the remainder of 2013. | |
In connection with the spin-off from NTELOS Holdings Corp. (“NTELOS”) on October 31, 2011, the Company entered into a series of agreements with NTELOS which are intended to govern the relationship between the Company and NTELOS going forward, and within such agreements, the companies are required to indemnify each other regarding certain matters. Specifically, under the tax matters agreement entered into between NTELOS and the Company, the Company is generally required to indemnify NTELOS against any tax resulting from the Distribution to the extent that such tax resulted from any of the following events (among others): (1) an acquisition of all or a portion of our stock or assets, whether by merger or otherwise, (2) any negotiations, understandings, agreements or arrangements with respect to transactions or events that cause the Distribution to be treated as part of a plan pursuant to which one or more persons acquire, directly or indirectly, stock representing a 50% or greater interest in Lumos Networks, (3) certain other actions or failures to act by the Company, or (4) any breach by the Company of certain of its representations or undertakings. The Company’s indemnification obligations to NTELOS and its subsidiaries, officers and directors are not limited by any maximum amount. | |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policy) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Summary Of Significant Accounting Policies[Abstract] | ||||||||||||||||
Accounting Estimates | Accounting Estimates | |||||||||||||||
The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. | ||||||||||||||||
Principles Of Consolidation | Principles of Consolidation | |||||||||||||||
The consolidated financial statements include the accounts of the Company, Lumos Networks Operating Company, a wholly-owned subsidiary of the Company, and all of Lumos Networks Operating Company’s wholly-owned subsidiaries and those limited liability corporations where Lumos Networks Operating Company or certain of its subsidiaries, as managing member, exercise control. All significant intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||||||
The Company recognizes revenue when services are rendered or when products are delivered, installed and functional, as applicable. Certain services of the Company require payment in advance of service performance. In such cases, the Company records a service liability at the time of billing and subsequently recognizes revenue ratably over the service period. The Company bills customers certain transactional taxes on service revenues. These transactional taxes are not included in reported revenues as they are recognized as liabilities at the time customers are billed. | ||||||||||||||||
The Company earns revenue by providing services through access to and usage of its networks. Local service revenues are recognized as services are provided. Carrier data revenues are earned by providing switched access and other switched and dedicated services, including wireless roamer management, to other carriers. Revenues for equipment sales are recognized at the point of sale. | ||||||||||||||||
The Company periodically makes claims for recovery of access charges on certain minutes of use terminated by the Company on behalf of other carriers. The Company recognizes such revenue in the period in which it is determined that the amounts can be estimated and collection is reasonably assured. | ||||||||||||||||
Cash And Cash Equivalents | Cash and Cash Equivalents | |||||||||||||||
The Company considers its investment in all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents. At times, such investments are placed with financial institutions that may be in excess of the FDIC insurance limit. At September 30, 2013 and December 31, 2012, the Company did not have any cash equivalents. As of September 30, 2013, all of the Company’s cash was held in non-interest bearing deposit accounts. Total interest income related to cash was negligible for the three and nine months ended September 30, 2013 and 2012. | ||||||||||||||||
The Company previously utilized a zero balance arrangement for its master cash account against a swingline credit facility that the Company had with its primary commercial bank. This swingline facility was terminated in April 2013, concurrent with the closing of the Company’s debt refinancing (see Note 4). As of December 31, 2012, the Company reclassified its book overdraft related to this master cash account of $1.8 million to Accounts Payable on the condensed consolidated balance sheets. The Company has classified the respective changes in book overdraft amounts in cash flows from operating activities on the condensed consolidated statements of cash flows for the nine months ended September 30, 2013 and 2012. | ||||||||||||||||
Restricted Cash | Restricted Cash | |||||||||||||||
During 2010, the Company received a federal broadband stimulus award to bring broadband services and infrastructure to Alleghany County, Virginia. The total project is $16.1 million, of which 50% (approximately $8 million) is being funded by a grant from the federal government. The project is expected to be completed before September 30, 2015. The Company was required to deposit 100% of its portion for the grant (approximately $8 million) into a pledged account in advance of any reimbursements, which can be drawn down ratably following the grant reimbursement approvals, which are contingent on adherence to the program requirements. The Company received $1.0 million in the nine months ended September 30, 2013. The Company has a $0.6 million receivable for the reimbursable portion of the qualified recoverable expenditures as of September 30, 2013. At September 30, 2013, the Company’s pledged account balance was $4.3 million. This escrow account is a non-interest bearing account with the Company’s primary commercial bank. | ||||||||||||||||
Trade Accounts Receivable | Trade Accounts Receivable | |||||||||||||||
The Company sells its services to commercial and residential end-users and to other communication carriers primarily in Virginia, West Virginia and in portions of Maryland, Pennsylvania, Ohio and Kentucky and to residential end users in the Company’s Rural Local Exchange Carrier (RLEC) service areas of Virginia. The Company has credit and collection policies to maximize collection of trade accounts receivable and requires deposits on certain sales. The Company maintains an allowance for doubtful accounts based on a review of specific customers with large receivable balances and for the remaining customer receivables the Company uses historical results, current and expected trends and changes in credit policies. Management believes the allowance adequately covers all anticipated losses with respect to trade accounts receivable. Actual credit losses could differ from such estimates. The Company includes bad debt expense in selling, general and administrative expense in the condensed consolidated statements of income. Bad debt expense for the three months ended September 30, 2013 and 2012 was $0.1 million and $0.2 million, respectively, and bad debt expense for the nine months ended September 30, 2013 and 2012 was $0.2 million and $0.3 million, respectively. The Company’s allowance for doubtful accounts was $1.2 million and $1.8 million as of September 30, 2013 and December 31, 2012, respectively. | ||||||||||||||||
The following table presents a roll-forward of the Company’s allowance for doubtful accounts from December 31, 2012 to September 30, 2013: | ||||||||||||||||
Additions | ||||||||||||||||
(In thousands) | 31-Dec-12 | Charged to Expense | Charged to Other Accounts | Deductions | 30-Sep-13 | |||||||||||
Allowance for doubtful accounts | $ | 1,822 | $ | 185 | $ | 5 | $ | -845 | $ | 1,167 | ||||||
Property, Plant And Equipment And Other Long-Lived Assets | Property, Plant and Equipment and Other Long-Lived Assets (Excluding Goodwill and Indefinite-Lived Intangible Assets) | |||||||||||||||
Property, plant and equipment, finite-lived intangible assets and long-term deferred charges are recorded at cost and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount should be evaluated pursuant to the subsequent measurement guidance described in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10-35. Impairment is determined by comparing the carrying value of these long-lived assets to management’s best estimate of future undiscounted cash flows expected to result from the use of the assets. If the carrying value exceeds the estimated undiscounted cash flows, the excess of the asset’s carrying value over the estimated fair value is recorded as an impairment charge. The Company believes that no impairment indicators exist as of September 30, 2013 that would require it to perform impairment testing for long-lived assets, including property, plant and equipment, long-term deferred charges and finite-lived intangible assets to be held and used. | ||||||||||||||||
Depreciation of property, plant and equipment is calculated on a straight-line basis over the estimated useful lives of the assets, which the Company periodically reviews and updates based on historical experiences and future expectations. Plant and equipment held under capital leases are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. Amortization of assets held under capital leases, including certain software licenses, is included with depreciation expense. | ||||||||||||||||
Intangibles with a finite life are classified as other intangibles on the condensed consolidated balance sheets. At September 30, 2013 and December 31, 2012, other intangibles were comprised of the following: | ||||||||||||||||
30-Sep-13 | 31-Dec-12 | |||||||||||||||
(Dollars in thousands) | Estimated Life | Gross | Accumulated Amortization | Gross Amount | Accumulated Amortization | |||||||||||
Amount | ||||||||||||||||
Customer relationships | 3 to 15 yrs | $ | 103,153 | $ | -76,983 | $ | 103,153 | $ | -69,734 | |||||||
Trademarks | 0.5 to 15 yrs | 3,518 | -2,161 | 3,518 | -2,042 | |||||||||||
Non-compete agreements | 2 yrs | - | - | 1,100 | -1,100 | |||||||||||
Total | $ | 106,671 | $ | -79,144 | $ | 107,771 | $ | -72,876 | ||||||||
The Company amortizes its finite-lived intangible assets using the straight-line method unless it determines that another systematic method is more appropriate. The amortization for certain customer relationship intangibles is being recognized using an accelerated amortization method based on the pattern of estimated earnings from these assets. | ||||||||||||||||
The estimated life of amortizable intangible assets is determined from the unique factors specific to each asset, and the Company periodically reviews and updates estimated lives based on current events and future expectations. The Company capitalizes costs incurred to renew or extend the term of a recognized intangible asset and amortizes such costs over the remaining life of the asset. No such costs were incurred during the three or nine months ended September 30, 2013. Amortization expense for the three months ended September 30, 2013 and 2012 was $2.5 million and $2.8 million, respectively, and amortization expense for the nine months ended September 30, 2013 and 2012 was $7.4 million and $8.3 million, respectively. | ||||||||||||||||
Amortization expense for the remainder of 2013 and for the next five years is expected to be as follows: | ||||||||||||||||
(In thousands) | Customer Relationships | Trademarks | Total | |||||||||||||
Remainder of 2013 | $ | 2,416 | $ | 40 | $ | 2,456 | ||||||||||
2014 | 9,028 | 159 | 9,187 | |||||||||||||
2015 | 4,648 | 159 | 4,807 | |||||||||||||
2016 | 2,416 | 159 | 2,575 | |||||||||||||
2017 | 2,097 | 159 | 2,256 | |||||||||||||
2018 | 1,785 | 159 | 1,944 | |||||||||||||
Goodwill And Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets | |||||||||||||||
Goodwill and certain trademarks are considered to be indefinite-lived intangible assets. Indefinite-lived intangible assets are not subject to amortization but are instead tested for impairment annually or more frequently if an event indicates that the asset might be impaired. The Company’s policy is to assess the recoverability of indefinite-lived assets annually on October 1 and whenever adverse events or changes in circumstances indicate that impairment may have occurred. The Company uses a two-step process to test for goodwill impairment. Step one requires a determination of the fair value of each of the reporting units and, to the extent that this fair value of the reporting unit exceeds its carrying value (including goodwill), the step two calculation of implied fair value of goodwill is not required and no impairment loss is recognized. In testing for goodwill impairment, the Company utilizes a combination of a discounted cash flow model and an analysis which allocates enterprise value to the reporting units. The Company believes there have been no events or circumstances to cause management to evaluate the carrying amount of goodwill during the nine months ended September 30, 2013. | ||||||||||||||||
Pension Benefits And Retirement Benefits Other Than Pensions | Pension Benefits and Retirement Benefits Other Than Pensions | |||||||||||||||
The Company sponsors a non-contributory defined benefit pension plan (“Pension Plan”) covering all employees who meet eligibility requirements and were employed prior to October 1, 2003. Pension benefits vest after five years of plan service and are based on years of service and an average of the five highest consecutive years of compensation subject to certain reductions if the employee retires before reaching age 65 and elects to receive the benefit prior to age 65. The Pension Plan was frozen as of December 31, 2012. As such, no further benefits will be accrued by participants for services rendered beyond that date. | ||||||||||||||||
For the three and nine months ended September 30, 2013 and 2012, the components of the Company’s net periodic benefit cost for the Pension Plan were as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | - | $ | 511 | $ | - | $ | 1,532 | ||||||||
Interest cost | 608 | 674 | 1,824 | 2,024 | ||||||||||||
Expected return on plan assets | -975 | -879 | -2,926 | -2,638 | ||||||||||||
Amortization of loss | 229 | 370 | 689 | 1,112 | ||||||||||||
Net periodic benefit cost (benefit) | $ | -138 | $ | 676 | $ | -413 | $ | 2,030 | ||||||||
Pension plan assets were valued at $55.3 million and $51.7 million at September 30, 2013 and December 31, 2012, respectively. No funding contributions were made in the three or nine months ended September 30, 2013, and the Company does not expect to make a funding contribution during the remainder of 2013. | ||||||||||||||||
For the three and nine months ended September 30, 2013 and 2012, the components of the Company’s net periodic benefit cost for its Other Postretirement Benefit Plans were as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | 23 | $ | 20 | $ | 68 | $ | 59 | ||||||||
Interest cost | 121 | 131 | 364 | 394 | ||||||||||||
Amortization of loss | 7 | - | 21 | - | ||||||||||||
Net periodic benefit cost | $ | 151 | $ | 151 | $ | 453 | $ | 453 | ||||||||
The total expense recognized for the Company’s nonqualified pension plans for the three months ended September 30, 2013 and 2012, was $0.1 million and $0.2 million, respectively, and less than $0.1 million and $0.1 million of this expense for the same respective periods relates to the amortization of actuarial loss. The total expense recognized for the Company’s nonqualified pension plans for each of the nine months ended September 30, 2013 and 2012 was $0.4 million and $0.2 million of this expense for the same periods relates to the amortization of actuarial loss. | ||||||||||||||||
The total amount reclassified out of accumulated other comprehensive income related to amortization of actuarial losses for the pension and other postretirement benefit plans for the three months ended September 30, 2013 and 2012 was $0.3 million and $0.4 million, respectively, all of which has been reclassified to selling, general and administrative expenses on the condensed consolidated statement of income for the respective periods. | ||||||||||||||||
The total amount reclassified out of accumulated other comprehensive income related to amortization of actuarial losses for the pension and other postretirement benefit plans for the nine months ended September 30, 2013 and 2012 was $0.9 million and $1.3 million, respectively, all of which has been reclassified to selling, general and administrative expenses on the condensed consolidated statement of income for the respective periods. | ||||||||||||||||
Equity-Based Compensation | Equity-based Compensation | |||||||||||||||
The Company accounts for share-based employee compensation plans under FASB ASC 718, Stock Compensation. Equity-based compensation expense from share-based equity awards is recorded with an offsetting increase to additional paid-in capital on the condensed consolidated balance sheet. For equity awards with only service conditions, the Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award. | ||||||||||||||||
The fair value of the common stock options granted during the three and nine months ended September 30, 2013 and 2012 with service-only conditions was estimated at the respective measurement date using the Black-Scholes option-pricing model with assumptions related to risk-free interest rate, expected volatility, dividend yield and expected term. The fair value of restricted stock awards granted during the three and nine months ended September 30, 2013 and 2012 with service-only conditions was estimated based on the market value of the common stock on the date of grant reduced by the present value of expected dividends as applicable. Certain stock options and restricted shares granted during the nine months ended September 30, 2013 contain vesting provisions that are conditional on achievement of a target market price for the Company’s common stock. The grant date fair value of these options and restricted shares was adjusted to reflect the probability of the achievement of the market condition based on management’s best estimate using a Monte Carlo model (see Note 9). The Company initially recognizes the related compensation cost for these awards that contain a market condition on a straight-line basis over the requisite service period as derived from the valuation model. The Company accelerates expense recognition if the market conditions are achieved prior to the end of the derived requisite service period. | ||||||||||||||||
Total equity-based compensation expense related to all of the share-based awards and the Company’s 401(k) matching contributions was $3.2 million and $1.1 million for the three months ended September 30, 2013 and 2012, respectively, and $5.5 million and $2.9 million for the nine months ended September 30, 2013 and 2012, respectively, which amounts are included in selling, general and administrative expenses on the condensed consolidated statements of income. Equity-based compensation expense for the three and nine months ended September 30, 2013 includes $1.8 million expense related to the accelerated vesting of certain performance-based restricted stock and stock options due to attainment of the stock price target during the three months ended September 30, 2013 in accordance with the terms of the awards. | ||||||||||||||||
Future charges for equity-based compensation related to instruments outstanding at September 30, 2013 for the remainder of 2013 and for the years 2014 through 2018 are estimated to be $1.0 million, $2.8 million, $2.1 million, $1.1 million, $1.1 million and $0.4 million, respectively. | ||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |||||||||||||||
In February 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-02, Reporting Amounts Reclassified out of Accumulated Other Comprehensive Income. This ASU requires entities to disclose the effect of the reclassification on each affected income statement line item of items reclassified out of accumulated other comprehensive income (AOCI) and into net income in their entirety. A cross reference to other required U.S. GAAP disclosures is required for AOCI reclassification items that are not reclassified in their entirety into net income. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. The Company has complied with the requirements of this pronouncement by providing disclosure of the income statement line items affected by reclassifications out of other comprehensive income during the periods presented, which consist of reclassification adjustments for the amortization of actuarial losses on pension and other postretirement plans (within this Note 2). | ||||||||||||||||
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||||||||||
Schedule Of Allowance For Doubtful Accounts | ||||||||||||||||
Additions | ||||||||||||||||
(In thousands) | 31-Dec-12 | Charged to Expense | Charged to Other Accounts | Deductions | 30-Sep-13 | |||||||||||
Allowance for doubtful accounts | $ | 1,822 | $ | 185 | $ | 5 | $ | -845 | $ | 1,167 | ||||||
Finite-Lived Intangibles Assets | ||||||||||||||||
30-Sep-13 | 31-Dec-12 | |||||||||||||||
(Dollars in thousands) | Estimated Life | Gross | Accumulated Amortization | Gross Amount | Accumulated Amortization | |||||||||||
Amount | ||||||||||||||||
Customer relationships | 3 to 15 yrs | $ | 103,153 | $ | -76,983 | $ | 103,153 | $ | -69,734 | |||||||
Trademarks | 0.5 to 15 yrs | 3,518 | -2,161 | 3,518 | -2,042 | |||||||||||
Non-compete agreements | 2 yrs | - | - | 1,100 | -1,100 | |||||||||||
Total | $ | 106,671 | $ | -79,144 | $ | 107,771 | $ | -72,876 | ||||||||
Schedule Of Future Amortization Expense | ||||||||||||||||
(In thousands) | Customer Relationships | Trademarks | Total | |||||||||||||
Remainder of 2013 | $ | 2,416 | $ | 40 | $ | 2,456 | ||||||||||
2014 | 9,028 | 159 | 9,187 | |||||||||||||
2015 | 4,648 | 159 | 4,807 | |||||||||||||
2016 | 2,416 | 159 | 2,575 | |||||||||||||
2017 | 2,097 | 159 | 2,256 | |||||||||||||
2018 | 1,785 | 159 | 1,944 | |||||||||||||
Defined Benefit Pension Plan [Member] | ||||||||||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||||||||||
Schedule Of Net Periodic Benefit Cost | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | - | $ | 511 | $ | - | $ | 1,532 | ||||||||
Interest cost | 608 | 674 | 1,824 | 2,024 | ||||||||||||
Expected return on plan assets | -975 | -879 | -2,926 | -2,638 | ||||||||||||
Amortization of loss | 229 | 370 | 689 | 1,112 | ||||||||||||
Net periodic benefit cost (benefit) | $ | -138 | $ | 676 | $ | -413 | $ | 2,030 | ||||||||
Other Postretirement Benefit Plans [Member] | ||||||||||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||||||||||
Schedule Of Net Periodic Benefit Cost | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | 23 | $ | 20 | $ | 68 | $ | 59 | ||||||||
Interest cost | 121 | 131 | 364 | 394 | ||||||||||||
Amortization of loss | 7 | - | 21 | - | ||||||||||||
Net periodic benefit cost | $ | 151 | $ | 151 | $ | 453 | $ | 453 | ||||||||
Disclosures_About_Segments_Of_1
Disclosures About Segments Of An Enterprise And Related Information (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Disclosures About Segments Of An Enterprise And Related Information [Abstract] | ||||||||||||||||
Summarized Financial Information Of Reportable Segments | ||||||||||||||||
(In thousands) | Strategic Data | Legacy Voice | Access | Corporate (Unallocated) | Total | |||||||||||
For the three months ended September 30, 2013 | ||||||||||||||||
Operating revenues | $ | 30,385 | $ | 14,063 | $ | 7,179 | $ | - | $ | 51,627 | ||||||
Network access costs | 5,384 | 4,658 | 300 | - | 10,342 | |||||||||||
Network operating costs | 8,482 | 2,413 | 587 | - | 11,482 | |||||||||||
Selling, general and administrative expenses | 3,956 | 1,830 | 971 | 3,492 | 10,249 | |||||||||||
Adjusted EBITDA(1) | 12,563 | 5,162 | 5,321 | - | 23,046 | |||||||||||
Capital expenditures | 13,638 | 650 | 780 | 3,929 | 18,997 | |||||||||||
For the nine months ended September 30, 2013 | ||||||||||||||||
Operating revenues | $ | 90,000 | $ | 43,276 | $ | 23,196 | $ | - | $ | 156,472 | ||||||
Network access costs | 16,309 | 14,738 | 950 | - | 31,997 | |||||||||||
Network operating costs | 22,567 | 7,690 | 1,947 | - | 32,204 | |||||||||||
Selling, general and administrative expenses | 11,508 | 5,519 | 2,952 | 6,464 | 26,443 | |||||||||||
Adjusted EBITDA(1) | 39,617 | 15,328 | 17,347 | - | 72,292 | |||||||||||
Capital expenditures | 36,620 | 1,103 | 1,403 | 6,595 | 45,721 | |||||||||||
(In thousands) | Strategic Data | Legacy Voice | Access | Corporate (Unallocated) | Total | |||||||||||
For the three months ended September 30, 2012 | ||||||||||||||||
Operating revenues | $ | 27,352 | $ | 16,074 | $ | 8,551 | $ | - | $ | 51,977 | ||||||
Network access costs | 5,340 | 5,833 | 356 | - | 11,529 | |||||||||||
Network operating costs | 6,377 | 4,528 | 1,159 | - | 12,064 | |||||||||||
Selling, general and administrative expenses | 3,056 | 1,906 | 1,142 | 1,584 | 7,688 | |||||||||||
Adjusted EBITDA(1) | 12,581 | 3,808 | 5,892 | - | 22,281 | |||||||||||
Capital expenditures | 11,638 | 123 | 156 | 3,020 | 14,937 | |||||||||||
For the nine months ended September 30, 2012 | ||||||||||||||||
Operating revenues | $ | 79,754 | $ | 49,004 | $ | 25,434 | $ | - | $ | 154,192 | ||||||
Network access costs | 15,710 | 18,684 | 1,077 | - | 35,471 | |||||||||||
Network operating costs | 17,343 | 13,010 | 3,338 | - | 33,691 | |||||||||||
Selling, general and administrative expenses | 9,695 | 6,038 | 3,619 | 6,298 | 25,650 | |||||||||||
Adjusted EBITDA(1) | 37,008 | 11,272 | 17,398 | - | 65,678 | |||||||||||
Capital expenditures | 38,058 | 406 | 531 | 4,930 | 43,925 | |||||||||||
(1) The Company evaluates performance based upon Adjusted EBITDA (a non-GAAP measure), defined by the Company as net income or loss attributable to Lumos Networks Corp. before interest, income taxes, depreciation and amortization, accretion of asset retirement obligations, net income or loss attributable to noncontrolling interests, other income or expenses, equity-based compensation charges, acquisition-related charges, amortization of actuarial losses on retirement plans, employee separation charges, restructuring-related charges, gain or loss on settlements and gain or loss on interest rate derivatives. See Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations for additional disclosures, including the Company’s reasons for using this non-GAAP financial measure. | ||||||||||||||||
Reconcilliation Of Operating Income To Adjusted EBITDA | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Operating income | $ | 8,344 | $ | 13,349 | $ | 34,155 | $ | 33,949 | ||||||||
Depreciation and amortization and accretion | ||||||||||||||||
of asset retirement obligations | 11,200 | 9,682 | 31,623 | 27,766 | ||||||||||||
Sub-total: | 19,544 | 23,031 | 65,778 | 61,715 | ||||||||||||
Amortization of actuarial losses | 309 | 446 | 928 | 1,336 | ||||||||||||
Equity-based compensation | 3,183 | 1,099 | 5,536 | 2,887 | ||||||||||||
Restructuring charges | 10 | - | 50 | - | ||||||||||||
Employee separation charges | - | 40 | - | 2,075 | ||||||||||||
Gain on settlements, net | - | -2,335 | - | -2,335 | ||||||||||||
Adjusted EBITDA | $ | 23,046 | $ | 22,281 | $ | 72,292 | $ | 65,678 | ||||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Long-Term Debt [Abstract] | |||||||
Schedule Of Long-Term Debt | |||||||
(In thousands) | 30-Sep-13 | 31-Dec-12 | |||||
Credit facility | $ | 374,313 | $ | 311,022 | |||
Capital lease obligations | 6,397 | 1,203 | |||||
380,710 | 312,225 | ||||||
Less: current portion of long term debt | 5,422 | 7,900 | |||||
$ | 375,288 | $ | 304,325 | ||||
Supplementary_Disclosures_Of_C1
Supplementary Disclosures Of Cash Flow Information (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Supplementary Disclosures Of Cash Flow Information [Abstract] | |||||||
Supplementary Disclosures Of Consolidated Statements Of Cash Flows | |||||||
Nine Months Ended September 30, | |||||||
(In thousands) | 2013 | 2012 | |||||
Cash payments for: | |||||||
Interest (net of amounts capitalized) | $ | 9,611 | $ | 8,604 | |||
Income taxes | 977 | 1,446 | |||||
Cash receipts for: | |||||||
Income tax refunds | 16 | 215 | |||||
Supplemental investing and financing activities: | |||||||
Additions to property, plant and equipment included in accounts payable and other accrued liabilities | 4,283 | 2,740 | |||||
Borrowings under capital leases | 6,510 | 166 | |||||
Dividend declared not paid | 3,080 | 3,006 | |||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Financial Instruments [Abstract] | ||||||||||
Schedule Of Difference Between Face Amount, Carrying Amount And Fair Value Of Financial Instruments | ||||||||||
Financial Instruments | ||||||||||
(In thousands) | Face Amount | Carrying Amount | Fair Value | |||||||
30-Sep-13 | ||||||||||
Financial assets: | ||||||||||
Cash | $ | 58,072 | $ | 58,072 | $ | 58,072 | ||||
Long-term investments for which it is not practicable to estimate fair value | N/A | 601 | N/A | |||||||
Financial liabilities: | ||||||||||
Senior credit facility | 374,313 | 374,313 | 367,378 | |||||||
Capital lease obligations | 6,397 | 6,397 | 6,397 | |||||||
Derivatives related to debt: | ||||||||||
Interest rate swap liability | 187,248 | * | 1,123 | 1,123 | ||||||
31-Dec-12 | ||||||||||
Financial assets : | ||||||||||
Cash | $ | 2 | $ | 2 | $ | 2 | ||||
Long-term investments for which it is not practicable to estimate fair value | N/A | 462 | N/A | |||||||
Financial liabilities: | ||||||||||
Senior credit facility | 311,022 | 311,022 | 320,739 | |||||||
Capital lease obligations | 1,203 | 1,203 | 1,203 | |||||||
Derivatives related to debt: | ||||||||||
Interest rate swap liability | 153,750 | * | 1,871 | 1,871 | ||||||
*notional amount | ||||||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||||||
Stockholders' Equity [Abstract] | ||||||||||||||||||||||||||||
Summary Of Activity And Status Of Equity | ||||||||||||||||||||||||||||
(In thousands, except per share amounts) | Common Shares | Treasury Shares | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss, net of tax | Total Lumos Networks Corp. Stockholders' Equity | Noncontrolling Interests | Total Equity | ||||||||||||||||||
Balance, December 31, 2012 | 21,610 | 112 | $ | 216 | $ | 129,570 | $ | - | $ | -53,060 | $ | -12,676 | $ | 64,050 | $ | 552 | $ | 64,602 | ||||||||||
Net income attributable to | ||||||||||||||||||||||||||||
Lumos Networks Corp. | 13,708 | 13,708 | 13,708 | |||||||||||||||||||||||||
Other comprehensive income, | ||||||||||||||||||||||||||||
net of tax | 567 | 567 | 567 | |||||||||||||||||||||||||
Equity-based compensation expense | 4,816 | 4,816 | 4,816 | |||||||||||||||||||||||||
Adjustments to excess tax benefits | ||||||||||||||||||||||||||||
from stock-based compensation | 622 | 622 | 622 | |||||||||||||||||||||||||
Restricted shares issued, shares | ||||||||||||||||||||||||||||
issued through the employee | ||||||||||||||||||||||||||||
stock purchase plan, shares | ||||||||||||||||||||||||||||
issued through 401(k) matching | ||||||||||||||||||||||||||||
contributions and stock options | ||||||||||||||||||||||||||||
exercised (net of shares reacquired | ||||||||||||||||||||||||||||
through restricted stock forfeits) | 463 | -56 | 5 | 905 | -351 | 559 | 559 | |||||||||||||||||||||
Cash dividends declared ($0.42 | ||||||||||||||||||||||||||||
per share) | -9,200 | -9,200 | -9,200 | |||||||||||||||||||||||||
Net income attributable to | ||||||||||||||||||||||||||||
noncontrolling interests | - | 121 | 121 | |||||||||||||||||||||||||
Balance, September 30, 2013 | 22,073 | 56 | $ | 221 | $ | 135,913 | $ | -351 | $ | -48,552 | $ | -12,109 | $ | 75,122 | $ | 673 | $ | 75,795 | ||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule Of Computation Of Basic And Diluted Earnings Per Share | |||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||
(In thousands, except per share amounts) | 2013 | 2012 | 2013 | 2012 | |||||||||
Numerator: | |||||||||||||
Net income attributable to Lumos Networks Corp. | $ | 2,537 | $ | 6,342 | $ | 13,708 | $ | 14,404 | |||||
Less: net income attributable to Lumos Networks Corp. allocable to participating securities | -64 | -138 | -320 | -287 | |||||||||
Numerator for basic and diluted earnings per common share | 2,473 | 6,204 | 13,388 | 14,117 | |||||||||
Denominator: | |||||||||||||
Weighted average basic shares outstanding | 21,840 | 21,458 | 21,829 | 21,354 | |||||||||
Less: weighted average participating securities and nonvested performance-based restricted shares | -507 | -466 | -577 | -426 | |||||||||
Denominator for basic earnings per common share | 21,333 | 20,992 | 21,252 | 20,928 | |||||||||
Plus: potentially dilutive restricted shares and stock options | 501 | 13 | 233 | 20 | |||||||||
Denominator for diluted earnings per common share | 21,834 | 21,005 | 21,485 | 20,948 | |||||||||
Basic earnings per share | $ | 0.12 | $ | 0.30 | $ | 0.63 | $ | 0.69 | |||||
Diluted earnings per share | $ | 0.11 | $ | 0.30 | $ | 0.62 | $ | 0.67 | |||||
Stock_Plans_Tables
Stock Plans (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Stock Plans [Abstract] | ||||||||||
Summary Of Stock Options Activity | ||||||||||
(In thousands, except per share amounts) | Shares | Weighted-Average Exercise Price per Share | Weighted-Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||
Stock options outstanding at December 31, 2012 | 1,714 | $ | 12.29 | |||||||
Granted during the period | 772 | 12.18 | ||||||||
Exercised during the period | -25 | 10.48 | ||||||||
Forfeited during the period | -27 | 12.05 | ||||||||
Expired during the period | -90 | 14.88 | ||||||||
Stock options outstanding at September 30, 2013 | 2,344 | $ | 12.18 | 7.9 years | $ | 22,280 | ||||
Stock options exercisable at September 30, 2013 | 1,248 | $ | 12.70 | 7.2 years | $ | 11,225 | ||||
Total stock options outstanding, vested and expected to vest at September 30, 2013 | 2,235 | $ | 12.23 | $ | 21,121 | |||||
Summary Of Restricted Stock Awards Activity | ||||||||||
(In thousands, except per share amounts) | Shares | Weighted-Average Grant Date Fair Value per Share | ||||||||
Restricted stock outstanding at December 31, 2012 | 342 | $ | 11.67 | |||||||
Granted during the period | 488 | 11.50 | ||||||||
Vested during the period | -183 | 10.96 | ||||||||
Forfeited during the period | -32 | 11.96 | ||||||||
Restricted stock outstanding at September 30, 2013 | 615 | $ | 11.73 | |||||||
Restructuring_Charges_Tables
Restructuring Charges (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Restructuring Charges [Abstract] | ||||||||||
Summary Of Restucturing Liability Balance | ||||||||||
(In thousands) | Employee Severance and Termination Benefits | Lease Termination Costs | Total | |||||||
Beginning balance at December 31, 2012 | $ | 2,387 | $ | 304 | $ | 2,691 | ||||
Additions | 10 | 40 | 50 | |||||||
Payments | -2,346 | -344 | -2,690 | |||||||
Ending balance at September 30, 2013 | $ | 51 | $ | - | $ | 51 | ||||
Summary_Of_Significant_Account3
Summary Of Significant Accounting Policies (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2010 | Sep. 30, 2013 | |
Broadband Services Project Due 2015 [Member] | Broadband Services Project Due 2015 [Member] | ||||||
Significant Accounting Policies [Line Items] | |||||||
Book overdraft reclassified | $1,800,000 | ||||||
Total project cost | 16,100,000 | ||||||
Percentage funded by federal government grants | 50.00% | ||||||
Federal government grants | 8,000,000 | ||||||
Percentage of deposits | 100.00% | ||||||
Portion of grants deposited into pledged account | 8,000,000 | ||||||
Cash reimbursement received from government grant | 979,000 | 804,000 | |||||
Restricted cash reimbursement receivable | 600,000 | ||||||
Restricted cash | 4,324,000 | 4,324,000 | 5,303,000 | ||||
Bad debt expenses | 100,000 | 200,000 | 200,000 | 300,000 | |||
Accounts receivable, allowance | 1,167,000 | 1,167,000 | 1,822,000 | ||||
Pension benefit vesting period, years | 5 years | ||||||
Amortization expense | 2,500,000 | 2,800,000 | 7,368,000 | 8,350,000 | |||
Number of highest consecutive years of compensation subject to certain reductions | 5 years | ||||||
Maximum retirement age reached to be subject to reductions, years | 65 years | ||||||
Pension plan assets value | 55,300,000 | 55,300,000 | 51,700,000 | ||||
Funding contributions | 0 | 0 | |||||
Amortization of actuarial losses | 309,000 | 446,000 | 928,000 | 1,336,000 | |||
Equity-based compensation expense | 3,183,000 | 1,099,000 | 5,536,000 | 2,887,000 | |||
Equity-based compensation expense related to accelerated vesting of certain performance-based restricted stock and stock options | 1,800,000 | 1,800,000 | |||||
Nonqualified pension plans expense | 100,000 | 200,000 | 400,000 | 400,000 | |||
Amortization of actuarial loss | 100,000 | 100,000 | 200,000 | 200,000 | |||
Future charges for equity-based compensation, remainder of 2013 | 1,000,000 | 1,000,000 | |||||
Future charges for equity-based compensation, 2014 | 2,800,000 | 2,800,000 | |||||
Future charges for equity-based compensation, 2015 | 2,100,000 | 2,100,000 | |||||
Future charges for equity-based compensation, 2016 | 1,100,000 | 1,100,000 | |||||
Future charges for equity-based compensation, 2017 | 1,100,000 | 1,100,000 | |||||
Future charges for equity-based compensation, 2018 | $400,000 | $400,000 |
Summary_Of_Significant_Account4
Summary Of Significant Accounting Policies (Schedule Of Allowance For Doubtful Accounts) (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Summary Of Significant Accounting Policies[Abstract] | |
Allowance for doubtful accounts, December 31, 2012 | $1,822 |
Charged to Expense | 185 |
Charged to Other Accounts | 5 |
Deductions | -845 |
Allowance for doubtful accounts, September 30, 2013 | $1,167 |
Summary_Of_Significant_Account5
Summary Of Significant Accounting Policies (Finite-Lived Intangibles Assets) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross amount | $106,671 | $107,771 |
Accumulated amortization | -79,144 | -72,876 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amount | 103,153 | 103,153 |
Accumulated amortization | -76,983 | -69,734 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amount | 3,518 | 3,518 |
Accumulated amortization | -2,161 | -2,042 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated life | 2 years | |
Gross amount | 1,100 | |
Accumulated amortization | ($1,100) | |
Maximum [Member] | Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated life | 15 years | |
Maximum [Member] | Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated life | 15 years | |
Minimum [Member] | Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated life | 3 years | |
Minimum [Member] | Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated life | 6 months |
Summary_Of_Significant_Account6
Summary Of Significant Accounting Policies (Schedule Of Future Amortization Expense) (Details) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Finite-Lived Intangible Assets [Line Items] | |
Remainder of 2013 | $2,456 |
2014 | 9,187 |
2015 | 4,807 |
2016 | 2,575 |
2017 | 2,256 |
2018 | 1,944 |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Remainder of 2013 | 2,416 |
2014 | 9,028 |
2015 | 4,648 |
2016 | 2,416 |
2017 | 2,097 |
2018 | 1,785 |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Remainder of 2013 | 40 |
2014 | 159 |
2015 | 159 |
2016 | 159 |
2017 | 159 |
2018 | $159 |
Summary_Of_Significant_Account7
Summary Of Significant Accounting Policies (Schedule Of Net Periodic Benefit Cost) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Defined Benefit Pension Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $511 | $1,532 | ||
Interest cost | 608 | 674 | 1,824 | 2,024 |
Expected return on plan assets | -975 | -879 | -2,926 | -2,638 |
Amortization of loss | 229 | 370 | 689 | 1,112 |
Net periodic benefit cost (benefit) | -138 | 676 | -413 | 2,030 |
Other Postretirement Benefit Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 23 | 20 | 68 | 59 |
Interest cost | 121 | 131 | 364 | 394 |
Amortization of loss | 7 | 21 | ||
Net periodic benefit cost (benefit) | $151 | $151 | $453 | $453 |
Disclosures_About_Segments_Of_2
Disclosures About Segments Of An Enterprise And Related Information (Narrative) (Details) (Verizon [Member]) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Verizon [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Percentage to total revenue | 9.00% | 11.00% | 10.00% | 10.00% |
Disclosures_About_Segments_Of_3
Disclosures About Segments Of An Enterprise And Related Information (Summarized Financial Information Of Reportable Segments) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | $51,627 | $51,977 | $156,472 | $154,192 | ||||
Network access costs | 10,342 | 11,529 | 31,997 | 35,471 | ||||
Network operating costs | 11,482 | 12,064 | 32,204 | 33,691 | ||||
Selling, general and administrative expenses | 10,249 | 7,688 | 26,443 | 25,650 | ||||
Adjusted EBITDA | 23,046 | [1] | 22,281 | [1] | 72,292 | [1] | 65,678 | [1] |
Capital expenditures | 18,997 | 14,937 | 45,721 | 43,925 | ||||
Strategic Data [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | 30,385 | 27,352 | 90,000 | 79,754 | ||||
Network access costs | 5,384 | 5,340 | 16,309 | 15,710 | ||||
Network operating costs | 8,482 | 6,377 | 22,567 | 17,343 | ||||
Selling, general and administrative expenses | 3,956 | 3,056 | 11,508 | 9,695 | ||||
Adjusted EBITDA | 12,563 | [1] | 12,581 | [1] | 39,617 | [1] | 37,008 | [1] |
Capital expenditures | 13,638 | 11,638 | 36,620 | 38,058 | ||||
Legacy Voice [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | 14,063 | 16,074 | 43,276 | 49,004 | ||||
Network access costs | 4,658 | 5,833 | 14,738 | 18,684 | ||||
Network operating costs | 2,413 | 4,528 | 7,690 | 13,010 | ||||
Selling, general and administrative expenses | 1,830 | 1,906 | 5,519 | 6,038 | ||||
Adjusted EBITDA | 5,162 | [1] | 3,808 | [1] | 15,328 | [1] | 11,272 | [1] |
Capital expenditures | 650 | 123 | 1,103 | 406 | ||||
Access [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Operating revenues | 7,179 | 8,551 | 23,196 | 25,434 | ||||
Network access costs | 300 | 356 | 950 | 1,077 | ||||
Network operating costs | 587 | 1,159 | 1,947 | 3,338 | ||||
Selling, general and administrative expenses | 971 | 1,142 | 2,952 | 3,619 | ||||
Adjusted EBITDA | 5,321 | [1] | 5,892 | [1] | 17,347 | [1] | 17,398 | [1] |
Capital expenditures | 780 | 156 | 1,403 | 531 | ||||
Corporate Segment [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Selling, general and administrative expenses | 3,492 | 1,584 | 6,464 | 6,298 | ||||
Capital expenditures | $3,929 | $3,020 | $6,595 | $4,930 | ||||
[1] | The Company evaluates performance based upon Adjusted EBITDA (a non-GAAP measure), defined by the Company as net income or loss attributable to Lumos Networks Corp. before interest, income taxes, depreciation and amortization, accretion of asset retirement obligations, net income or loss attributable to noncontrolling interests, other income or expenses, equity-based compensation charges, acquisition-related charges, amortization of actuarial losses on retirement plans, employee separation charges, restructuring-related charges, gain or loss on settlements and gain or loss on interest rate derivatives. See Item 2. Managementbs Discussion and Analysis of Financial Condition and Results of Operations for additional disclosures, including the Companybs reasons for using this non-GAAP financial measure. |
Disclosures_About_Segments_Of_4
Disclosures About Segments Of An Enterprise And Related Information (Reconciliation Of Operating Income To Adjusted EBITDA) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | ||||
Disclosures About Segments Of An Enterprise And Related Information [Abstract] | |||||||||
Operating Income | $8,344 | $13,349 | $34,155 | $33,949 | |||||
Depreciation and amortization and accretion of asset retirement obligations | 11,200 | 9,682 | 31,623 | 27,766 | |||||
Sub-total: | 19,544 | 23,031 | 65,778 | 61,715 | |||||
Amortization of actuarial losses | 309 | 446 | 928 | 1,336 | |||||
Equity-based compensation | 3,183 | 1,099 | 5,536 | 2,887 | |||||
Restructuring charges | 10 | 50 | 3,000 | ||||||
Employee separation charges | 40 | 2,075 | |||||||
Gain on settlements, net | -2,335 | -2,335 | |||||||
Adjusted EBITDA | $23,046 | [1] | $22,281 | [1] | $72,292 | [1] | $65,678 | [1] | |
[1] | The Company evaluates performance based upon Adjusted EBITDA (a non-GAAP measure), defined by the Company as net income or loss attributable to Lumos Networks Corp. before interest, income taxes, depreciation and amortization, accretion of asset retirement obligations, net income or loss attributable to noncontrolling interests, other income or expenses, equity-based compensation charges, acquisition-related charges, amortization of actuarial losses on retirement plans, employee separation charges, restructuring-related charges, gain or loss on settlements and gain or loss on interest rate derivatives. See Item 2. Managementbs Discussion and Analysis of Financial Condition and Results of Operations for additional disclosures, including the Companybs reasons for using this non-GAAP financial measure. |
LongTerm_Debt_Narrative_Detail
Long-Term Debt (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||||||||||
Apr. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jul. 31, 2013 | Sep. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
item | Through December 31, 2013 [Member] | January 1, 2014 Through December 31, 2014 [Member] | January 1, 2015 Through December 31, 2015 [Member] | After December 31, 2015 [Member] | Vehicles [Member] | Software License [Member] | Revolver [Member] | Term Loan A [Member] | Term Loan A [Member] | Term Loan A [Member] | Term Loan B [Member] | Term Loan B [Member] | Term Loan A And B [Member] | Term Loan A And B [Member] | Previous Credit Facility [Member] | Senior Secured Revolving Credit Facility [Member] | Senior Secured Five Year Amortizing Term Loan [Member] | Senior Secured Six Year Amortizing Term Loan [Member] | Maximum [Member] | Minimum [Member] | ||||||
item | item | item | item | September 30, 2014 Through December 31, 2016 [Member] | After December 31, 2016 [Member] | Beginning On September 30, 2013 [Member] | ||||||||||||||||||||
Schedule of Long Term Debt and Capital Lease Obligations [Line Items] | ||||||||||||||||||||||||||
Line of credit borrowing capacity | $425,000,000 | |||||||||||||||||||||||||
Line of credit current borrowing capacity | 50,000,000 | 100,000,000 | 275,000,000 | |||||||||||||||||||||||
Amount outstanding retired | 311,000,000 | |||||||||||||||||||||||||
Amount outstanding, credit facility | 0 | |||||||||||||||||||||||||
Basis spread on variable rate | 3.25% | 3.25% | 3.50% | |||||||||||||||||||||||
Quarterly payments per annum | 1.25% | 2.50% | 1.00% | |||||||||||||||||||||||
Line of credit, leverage ratio, maximum | 4.75 | 4.5 | 4.25 | 4 | ||||||||||||||||||||||
Line of credit, interest coverage ratio, minimum | 3.25 | |||||||||||||||||||||||||
Leverage and interest coverage ratio | leverage ratio was 4.07:1.00 and its interest coverage ratio was 7.57:1.00 | |||||||||||||||||||||||||
Leverage and interest coverage ratio requirements | maximum leverage ratio of 4.75:1.00 through December 31, 2013, 4.50:1.00 for 2014, 4.25:1.00 for 2015 and 4.00:1.00 thereafter. The Credit Facility also sets a minimum interest rate coverage ratio of 3.25:1.00 | |||||||||||||||||||||||||
Line of credit, leverage ratio | 4.07 | |||||||||||||||||||||||||
Line of credit, interest coverage ratio | 7.57 | |||||||||||||||||||||||||
Line of credit, initial distributable amount | 12,000,000 | 12,000,000 | ||||||||||||||||||||||||
Line of credit, distributable amount, increase each year | 12,000,000 | 12,000,000 | ||||||||||||||||||||||||
Line of credit, distributable amount, increase each year, free cash flow | 75.00% | |||||||||||||||||||||||||
Line of credit, distributable amount | 8,900,000 | |||||||||||||||||||||||||
Line of credit, percentage of excess cash flow equal to excess cash flow sweep included in mandatory prepayments | 50.00% | |||||||||||||||||||||||||
Line of credit, leverage ratio, minimum for mandatory prepayments to include excess cash flow sweep | 3.25 | |||||||||||||||||||||||||
Fixed interest rate | 0.50% | 0.50% | 0.80% | |||||||||||||||||||||||
Payment to terminate portion of interest rate swap agreement | 900,000 | |||||||||||||||||||||||||
Notional amount remaining | 187,200,000 | 187,200,000 | ||||||||||||||||||||||||
Gain (loss) on interest rate derivatives | 600,000 | 300,000 | 100,000 | 600,000 | ||||||||||||||||||||||
Combined notional amount of swap agreements percentage of aggregate outstanding balance of term loans | 50.00% | |||||||||||||||||||||||||
Debt issuance costs | 4,900,000 | 4,872,000 | ||||||||||||||||||||||||
Unamortized debt issuance costs | 890,000 | 900,000 | ||||||||||||||||||||||||
Total unamortized debt issuance costs | 7,100,000 | 7,100,000 | 3,900,000 | |||||||||||||||||||||||
Amortization of debt issuance costs | 400,000 | 200,000 | 900,000 | 600,000 | ||||||||||||||||||||||
Patronage refunds percentage, cash | 75.00% | |||||||||||||||||||||||||
Patronage refunds percentage, equity | 25.00% | |||||||||||||||||||||||||
Patronage credits | 400,000 | 200,000 | 900,000 | 700,000 | ||||||||||||||||||||||
Maturities of long-term debt, remainder of 2013 | 700,000 | |||||||||||||||||||||||||
Maturities of long-term debt, 2014 | 5,300,000 | |||||||||||||||||||||||||
Maturities of long-term debt, 2015 | 7,700,000 | |||||||||||||||||||||||||
Maturities of long-term debt, 2016 | 7,700,000 | |||||||||||||||||||||||||
Maturities of long-term debt, 2017 | 12,800,000 | |||||||||||||||||||||||||
Maturities of long-term debt, thereafter | 340,100,000 | |||||||||||||||||||||||||
Blended average interest rate | 3.93% | 3.93% | ||||||||||||||||||||||||
Term of capital leases | 5 years | 4 years | ||||||||||||||||||||||||
Capital leases | 3,100,000 | 5,900,000 | ||||||||||||||||||||||||
Accumulated amortization | 1,600,000 | 300,000 | ||||||||||||||||||||||||
Future minimum lease payments | 6,400,000 | 6,400,000 | ||||||||||||||||||||||||
Future minimum lease payments, remainder of 2013 | 100,000 | 100,000 | ||||||||||||||||||||||||
Future minimum lease payments, 2014 | 1,400,000 | 1,400,000 | ||||||||||||||||||||||||
Future minimum lease payments, 2015 | 2,400,000 | 2,400,000 | ||||||||||||||||||||||||
Future minimum lease payments, 2016 | 2,300,000 | 2,300,000 | ||||||||||||||||||||||||
Future minimum lease payments, thereafter | $200,000 | $200,000 |
LongTerm_Debt_Schedule_Of_Long
Long-Term Debt (Schedule Of Long-Term Debt) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Long-Term Debt [Abstract] | ||
Credit facility | $374,313 | $311,022 |
Capital lease obligations | 6,397 | 1,203 |
Debt and capital lease obligations, Total | 380,710 | 312,225 |
Less: current portion of long term debt | 5,422 | 7,900 |
Long-term debt | $375,288 | $304,325 |
Supplementary_Disclosures_Of_C2
Supplementary Disclosures Of Cash Flow Information (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Supplementary Disclosures Of Cash Flow Information [Abstract] | ||
Interest (net of amounts capitalized) | $9,611,000 | $8,604,000 |
Income taxes | 977,000 | 1,446,000 |
Income tax refunds | 16,000 | 215,000 |
Additions to property, plant and equipment included in accounts payable and other accrued liabilities | 4,283,000 | 2,740,000 |
Borrowings under capital leases | 6,510,000 | 166,000 |
Dividend declared not paid | 3,080,000 | 3,006,000 |
Cash received from patronage credits | 700,000 | |
Interest capitalized | $100,000 | $100,000 |
Financial_Instruments_Narrativ
Financial Instruments (Narrative) (Details) (CoBank [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
CoBank [Member] | ||
Summary of Investment Holdings [Line Items] | ||
Long-term investments for which it is not practicable to estimate fair value | $500 | $400 |
Financial_Instruments_Schedule
Financial Instruments (Schedule Of Difference Between Face Amount, Carrying Amount And Fair Value Of Financial Instruments) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Capital lease obligations | $6,397 | $1,203 | ||
Face Amount [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Cash | 58,072 | 2 | ||
Senior credit facility | 374,313 | 311,022 | ||
Capital lease obligations | 6,397 | 1,203 | ||
Notional amount of interest rate cap | 187,248 | [1] | 153,750 | [1] |
Carrying Amount [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Cash | 58,072 | 2 | ||
Long-term investments for which it is not practicable to estimate fair value | 601 | 462 | ||
Senior credit facility | 374,313 | 311,022 | ||
Capital lease obligations | 6,397 | 1,203 | ||
Interest rate swap liability | 1,123 | 1,871 | ||
Fair Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Cash | 58,072 | 2 | ||
Senior credit facility | 367,378 | 320,739 | ||
Capital lease obligations | 6,397 | 1,203 | ||
Interest rate swap liability | $1,123 | $1,871 | ||
[1] | notional amount |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 31, 2013 | |
Subsequent Event [Member] | |||||
Stockholders Equity [Line Items] | |||||
Cash dividend declaration, date | 30-Oct-13 | ||||
Cash dividends declared, per share | $0.14 | $0.14 | $0.42 | $0.42 | $0.14 |
Dividend paid to stock holders, date | 9-Jan-14 | ||||
Dividend recorded, date | 12-Dec-13 |
Stockholders_Equity_Summary_Of
Stockholders' Equity (Summary Of Activity And Status Of Equity) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | $64,602 | |||
Net income attributable to Lumos Networks Corp. | 2,537 | 6,342 | 13,708 | 14,404 |
Other comprehensive income, net of tax | 189 | 272 | 567 | 816 |
Equity-based compensation expense | 4,816 | |||
Adjustments to excess tax benefits from stock-based compensation | 622 | |||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised | 559 | |||
Cash dividends declared ($0.42 per share) | -9,200 | |||
Net income attributable to noncontrolling interests | 16 | 115 | 121 | 80 |
Balance, September 30, 2013 | 75,795 | 75,795 | ||
Cash dividends declared, per share | $0.14 | $0.14 | $0.42 | $0.42 |
Common Stock [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | 216 | |||
Balance, December 31, 2012, shares | 21,610 | |||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised | 5 | |||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised, shares | 463 | |||
Balance, September 30, 2013 | 221 | 221 | ||
Balance, September 30, 2013, shares | 22,073 | 22,073 | ||
Treasury Stock [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | ||||
Balance, December 31, 2012, shares | 112 | |||
Net income attributable to Lumos Networks Corp. | ||||
Other comprehensive income, net of tax | ||||
Equity-based compensation expense | ||||
Adjustments to excess tax benefits from stock-based compensation | ||||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised | -351 | |||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised, shares | 56 | |||
Cash dividends declared ($0.42 per share) | ||||
Net income attributable to noncontrolling interests | ||||
Balance, September 30, 2013 | -351 | -351 | ||
Balance, September 30, 2013, shares | 56 | 56 | ||
Additional Paid-In Capital [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | 129,570 | |||
Equity-based compensation expense | 4,816 | |||
Adjustments to excess tax benefits from stock-based compensation | 622 | |||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised | 905 | |||
Balance, September 30, 2013 | 135,913 | 135,913 | ||
Accumulated Deficit [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | -53,060 | |||
Net income attributable to Lumos Networks Corp. | 13,708 | |||
Cash dividends declared ($0.42 per share) | -9,200 | |||
Balance, September 30, 2013 | -48,552 | -48,552 | ||
Accumulated Other Comprehensive Loss, Net Of Tax [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | -12,676 | |||
Other comprehensive income, net of tax | 567 | |||
Balance, September 30, 2013 | -12,109 | -12,109 | ||
Total Lumos Networks Corp. Stockholders' Equity [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | 64,050 | |||
Net income attributable to Lumos Networks Corp. | 13,708 | |||
Other comprehensive income, net of tax | 567 | |||
Equity-based compensation expense | 4,816 | |||
Adjustments to excess tax benefits from stock-based compensation | 622 | |||
Restricted shares issued, shares issued through the employee stock purchase plan, shares issued through 401(k) matching contributions and stock options exercised | 559 | |||
Cash dividends declared ($0.42 per share) | -9,200 | |||
Balance, September 30, 2013 | 75,122 | 75,122 | ||
Non-Controlling Interests [Member] | ||||
Stockholders Equity [Line Items] | ||||
Balance, December 31, 2012 | 552 | |||
Net income attributable to noncontrolling interests | 121 | |||
Balance, September 30, 2013 | $673 | $673 |
Earnings_Per_Share_Narrative_D
Earnings Per Share (Narrative) (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Earnings Per Share [Abstract] | ||||
Excluded from computation of diluted earnings per common share | 185,996 | 1,769,030 | 763,777 | 1,123,665 |
Earnings_Per_Share_Schedule_Of
Earnings Per Share (Schedule Of Computation Of Basic And Diluted Earnings Per Share) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Earnings Per Share [Abstract] | ||||
Net income attributable to Lumos Networks Corp. | $2,537 | $6,342 | $13,708 | $14,404 |
Less: net income attributable to Lumos Networks Corp. allocable to participating securities | -64 | -138 | -320 | -287 |
Numerator for basic and diluted earnings per common share | $2,473 | $6,204 | $13,388 | $14,117 |
Weighted average basic shares outstanding | 21,840 | 21,458 | 21,829 | 21,354 |
Less: weighted average participating securities and nonvested performance-based restricted shares | -507 | -466 | -577 | -426 |
Denominator for basic earnings per common share | 21,333 | 20,992 | 21,252 | 20,928 |
Plus: potentially dilutive restricted shares and stock options | 501 | 13 | 233 | 20 |
Denominator for diluted earnings per common share | 21,834 | 21,005 | 21,485 | 20,948 |
Basic earnings per share | $0.12 | $0.30 | $0.63 | $0.69 |
Diluted earnings per share | $0.11 | $0.30 | $0.62 | $0.67 |
Stock_Plans_Narrative_Details
Stock Plans (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended |
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of stock options issued | 771,964 | |
Number of shares issued during the period | 487,865 | |
Number of shares which vest upon achievement of target market price | 317,782 | |
Number of shares vested upon achievement of target market price | 437,841 | |
Stock options to be granted, minimum percentage | 100.00% | |
Stock options grants, maximum life, in years | 10 years | |
Weighted-average grant date fair value per share of stock options granted | $3.33 | |
Total fair value of options vested | $2.10 | |
Unrecognized compensation cost | 2.2 | 2.2 |
Unrecognized compensation cost recognition period, in years | 3 years 1 month 6 days | |
Shares available for employee stock purchase plan | 100,000 | 100,000 |
Shares price percentage | 85.00% | |
Shares issued under the employee stock purchase plan | 6,278 | |
Recognized compensation expense on the vesting date | 1.8 | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares which vest upon achievement of target market price | 127,325 | |
Number of shares vested upon achievement of target market price | 104,672 | |
Unrecognized compensation cost | $4.30 | $4.30 |
Unrecognized compensation cost recognition period, in years | 2 years 7 months 6 days | |
Equity And Cash Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Maximum number of shares of common stock available for awards | 4,000,000 | 4,000,000 |
Securities remained available for issuance | 367,872 | 367,872 |
Stock plan vesting description | Options issued to employees with service-only conditions generally vest on a graded vesting schedule over a four to five year period. Options generally cliff vest on the first anniversary of the grant date for non-employee directors. | |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period for options issued to employees with service-only conditions | 4 years | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period for options issued to employees with service-only conditions | 5 years |
Stock_Plans_Summary_Of_Stock_O
Stock Plans (Summary Of Stock Options Activity) (Details) (USD $) | 9 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 |
Stock Plans [Abstract] | |
Stock options outstanding at December 31, 2012, Shares | 1,714,000 |
Stock options outstanding at December 31, 2012, Weighted-Average Exercise Price per Share | $12.29 |
Granted during the period, Shares | 771,964 |
Granted during the period, Weighted-Average Exercise Price per Share | $12.18 |
Exercised during the period, Shares | -25,000 |
Exercised during the period, Weighted-Average Exercise Price per Share | $10.48 |
Forfeited during the period, Shares | -27,000 |
Forfeited during the period, Weighted-Average Exercise Price per Share | $12.05 |
Expired during the period, Shares | -90,000 |
Expired during the period, Weighted-Average Exercise Price per Share | $14.88 |
Stock options outstanding at September 30, 2013, Shares | 2,344,000 |
Stock options outstanding at September 30, 2013, Weighted-Average Exercise Price per Share | $12.18 |
Stock options outstanding at September 30, 2013, Weighted-Average Remaining Contractual Term, in years | 7 years 10 months 24 days |
Stock options outstanding at September 30, 2013, Aggregate Intrinsic Value | $22,280 |
Stock options exercisable at September 30, 2013, Shares | 1,248,000 |
Stock options exercisable at September 30, 2013, Weighted-Average Exercise Price per Share | $12.70 |
Stock options exercisable at September 30, 2013, Weighted-Average Remaining Contractual Term, in years | 7 years 2 months 12 days |
Stock options exercisable at September 30, 2013, Aggregate Intrinsic Value | 11,225 |
Total stock options outstanding, vested and expected to vest at September 30, 2013, Shares | 2,235,000 |
Total stock options outstanding, vested and expected to vest at September 30, 2013, Weighted-Average Exercise Price per Share | $12.23 |
Total stock options outstanding, vested and expected to vest at September 30, 2013, Aggregate Intrinsic Value | $21,121 |
Stock_Plans_Summary_Of_Restric
Stock Plans (Summary Of Restricted Stock Awards Activity) (Details) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Stock Plans [Abstract] | |
Restricted stock outstanding at December 31, 2012, Shares | 342,000 |
Restricted stock outstanding at December 31, 2012, Weighted Average Grant Date Fair Value per Share | $11.67 |
Granted during the period, Shares | 487,865 |
Granted during the period, Weighted Average Grant Date Fair Value per Share | $11.50 |
Vested during the period, Shares | -183,000 |
Vested during the period, Weighted Average Grant Date Fair Value per Share | $10.96 |
Forfeited during the period, Shares | -32,000 |
Forfeited during the period, Weighted Average Grant Date Fair Value per Share | $11.96 |
Restricted stock outstanding at September 30, 2013, Shares | 615,000 |
Restricted stock outstanding at September 30, 2013, Weighted Average Grant Date Fair Value per Share | $11.73 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Taxes [Abstract] | ||||
Income tax expense | $1,464,000 | $3,589,000 | $9,037,000 | $9,985,000 |
Recurring non-deductible expenses | 200,000 | |||
Expected prior NOLs available | $13,600,000 | $13,600,000 | ||
Net operating losses carryforwards | The prior year NOLs are subject to an adjusted annual maximum limit (the "IRC 382 Limit") due to the application of Section 382 of the Internal Revenue Code |
Restructuring_Charges_Narrativ
Restructuring Charges (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | |
Restructuring Charges [Abstract] | |||
Restructuring charges | $10,000 | $50,000 | $3,000,000 |
Employee severance and termination benefits | 2,400,000 | ||
Lease termination costs | 600,000 | ||
Restructuring reserve | $51,000 | $51,000 | $2,691,000 |
Restructuring_Charges_Summary_
Restructuring Charges (Summary Of Restructuring Liability Balance) (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance at December 31, 2012 | $2,691 |
Additions | 50 |
Payments | -2,690 |
Ending balance at September 30, 2013 | 51 |
Employee Severance And Termination Benefits [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance at December 31, 2012 | 2,387 |
Additions | 10 |
Payments | -2,346 |
Ending balance at September 30, 2013 | 51 |
Lease Termination Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance at December 31, 2012 | 304 |
Additions | 40 |
Payments | -344 |
Ending balance at September 30, 2013 |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Commitments And Contingencies [Abstract] | |
Purchase commitments relating to capital expenditures | $4.30 |
Percentage of interest in company represented by stock acquired which would require the company to indemnify NTELOS against any tax resulting from the Distribution | 50.00% |