Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 11, 2019 | Jun. 30, 2018 | |
Entity Information [Line Items] | |||
Entity Registrant Name | Windstream Holdings, Inc. | ||
Entity Central Index Key | 0001282266 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 42,999,904 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Public Float | $ 225,274,930 | ||
Entity Shell Company | false | ||
Windstream Services, LLC | |||
Entity Information [Line Items] | |||
Entity Registrant Name | Windstream Services, LLC | ||
Entity Central Index Key | 0001585644 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false |
WINDSTREAM HOLDINGS, INC. CONSO
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | Nov. 01, 2018 | Aug. 02, 2018 | Nov. 01, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Revenues and sales: | ||||||||||||||||
Revenues and sales: | $ 1,393,800,000 | $ 1,420,600,000 | $ 1,444,400,000 | $ 1,454,300,000 | $ 1,497,900,000 | $ 1,497,700,000 | $ 1,491,600,000 | $ 1,365,700,000 | $ 5,713,100,000 | $ 5,852,900,000 | $ 5,387,000,000 | |||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | 889,000,000 | 896,100,000 | 782,700,000 | |||||||||||||
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 | |||||||||||||
Goodwill impairment | $ 0 | $ 0 | 1,840,800,000 | 0 | 1,840,800,000 | 0 | ||||||||||
Merger, integration and other costs | 31,900,000 | 137,400,000 | 13,800,000 | |||||||||||||
Restructuring charges | 45,000,000 | 43,000,000 | 20,300,000 | |||||||||||||
Total costs and expenses | 5,416,500,000 | 7,443,500,000 | 4,826,000,000 | |||||||||||||
Operating income (loss) | 63,700,000 | 75,600,000 | 88,300,000 | 69,000,000 | (1,778,400,000) | 41,200,000 | 102,500,000 | 44,100,000 | 296,600,000 | (1,590,600,000) | 561,000,000 | |||||
Other expense, net | (4,900,000) | (2,300,000) | (24,000,000) | |||||||||||||
Gain on sale of Consumer CLEC business | 145,400,000 | 0 | 0 | |||||||||||||
Net gain (loss) on early extinguishment of debt | $ 190,300,000 | 190,300,000 | (56,400,000) | (18,000,000) | ||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | $ (181,900,000) | 0 | 0 | (181,900,000) | ||||||||||||
Interest expense | $ (13,800,000) | (901,300,000) | (875,400,000) | (860,600,000) | ||||||||||||
Loss before income taxes | (273,900,000) | (2,524,700,000) | (523,500,000) | |||||||||||||
Income tax expense (benefit) | 449,100,000 | (408,100,000) | (140,000,000) | |||||||||||||
Net loss | $ (549,200,000) | $ 41,300,000 | $ (93,700,000) | $ (121,400,000) | $ (1,835,700,000) | $ (101,500,000) | $ (68,100,000) | $ (111,300,000) | $ (723,000,000) | $ (2,116,600,000) | $ (383,500,000) | |||||
Basic and diluted loss per share: | ||||||||||||||||
Net loss (in dollars per share) | $ (12.92) | $ 0.97 | $ (2.30) | $ (3.25) | $ (51.32) | $ (2.76) | $ (1.83) | $ 4.44 | $ (17.72) | $ (62.66) | $ (20.53) | |||||
Service | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Revenues and sales: | $ 5,637,200,000 | $ 5,759,700,000 | $ 5,279,900,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 2,854,800,000 | 2,962,700,000 | 2,647,200,000 | |||||||||||||
Product sales | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Revenues and sales: | 75,900,000 | 93,200,000 | 107,100,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | $ 69,100,000 | $ 93,500,000 | $ 98,500,000 |
WINDSTREAM HOLDINGS, INC. CON_2
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (723) | $ (2,116.6) | $ (383.5) |
Available-for-sale securities: | |||
Unrealized holding gain arising during the period | 0 | 0 | 156.1 |
Gain on disposal recognized in the period | 0 | 0 | (51.5) |
Other-than-temporary impairment loss recognized in the period | 0 | 0 | 181.9 |
Change in available-for-sale securities | 0 | 0 | 286.5 |
Interest rate swaps: | |||
Unrealized gains on designated interest rate swaps | 3.7 | 11.4 | 8 |
Amortization of net unrealized losses on de-designated interest rate swaps | 3 | 5.3 | 4.8 |
Income tax expense | (1.6) | (6.4) | (5) |
Change in interest rate swaps | 5.1 | 10.3 | 7.8 |
Postretirement and pension plans: | |||
Prior service credit arising during the period | 2.7 | 9.1 | 0 |
Change in net actuarial gain (loss) for employee benefit plans | 7.2 | (1.3) | (0.2) |
Plan curtailments and settlements | 0 | 0 | (5.5) |
Amounts included in net periodic benefit cost: | |||
Amortization of net actuarial loss | 0.2 | 0.1 | 0.2 |
Amortization of prior service credits | (5.1) | (0.7) | (1.1) |
Income tax (expense) benefit | (1.3) | (2) | 2.6 |
Change in postretirement and pension plans | 3.7 | 5.2 | (4) |
Other comprehensive income | 8.8 | 15.5 | 290.3 |
Comprehensive income (loss) | $ (714.2) | $ (2,101.1) | $ (93.2) |
WINDSTREAM HOLDINGS, INC. CON_3
WINDSTREAM HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets: | |||||
Cash and cash equivalents | $ 355,700,000 | $ 43,400,000 | |||
Restricted cash | 5,300,000 | 0 | |||
Accounts receivable (less allowance for doubtful accounts of $24.8 and $29.7, respectively) | 653,100,000 | $ 643,000,000 | 643,000,000 | ||
Inventories | 82,400,000 | 93,000,000 | |||
Prepaid expenses and other | 159,700,000 | 180,300,000 | 154,300,000 | ||
Total current assets | 1,256,200,000 | 933,700,000 | |||
Goodwill | 2,773,700,000 | 2,842,400,000 | $ 4,213,600,000 | ||
Other intangibles, net | 1,213,100,000 | 1,454,400,000 | |||
Net property, plant and equipment | 4,920,900,000 | 5,391,800,000 | |||
Deferred income taxes | 0 | 358,800,000 | 370,800,000 | ||
Other assets | 94,000,000 | 112,100,000 | 91,200,000 | ||
Total Assets | 10,257,900,000 | 11,084,300,000 | |||
Current Liabilities: | |||||
Current portion of long-term debt | 5,728,100,000 | 169,300,000 | |||
Current portion of long-term lease obligations | 4,570,300,000 | 188,600,000 | |||
Accounts payable | 503,600,000 | 494,000,000 | |||
Advance payments and customer deposits | 180,600,000 | 207,300,000 | |||
Advance payments and customer deposits | 180,600,000 | 206,800,000 | |||
Accrued taxes | 87,400,000 | 89,500,000 | |||
Accrued interest | 43,500,000 | 52,600,000 | |||
Other current liabilities | 344,200,000 | 341,800,000 | 342,100,000 | ||
Total current liabilities | 11,457,700,000 | 1,543,400,000 | |||
Long-term debt | 0 | 5,674,600,000 | |||
Long-term lease obligations | 72,800,000 | 4,643,300,000 | |||
Deferred income taxes | 104,300,000 | 0 | |||
Other liabilities | 542,400,000 | 522,300,000 | 521,900,000 | ||
Total liabilities | 12,177,200,000 | 12,383,200,000 | |||
Commitments and Contingencies (See Note 17) | |||||
Shareholders’ Deficit: | |||||
Common stock, $0.0001 par value, 75.0 shares authorized, 42.9 and 36.5 shares issued and outstanding, respectively | 0 | 0 | |||
Additional paid-in capital | 1,250,400,000 | 1,191,900,000 | |||
Accumulated other comprehensive income | 35,600,000 | 21,400,000 | 5,900,000 | ||
Accumulated deficit | (3,205,300,000) | $ (2,476,900,000) | (2,512,200,000) | ||
Total shareholders’ deficit | (1,919,300,000) | (1,298,900,000) | $ 170,000,000 | $ 306,400,000 | |
Total Liabilities and Shareholders’ Deficit | $ 10,257,900,000 | $ 11,084,300,000 |
WINDSTREAM HOLDINGS, INC. CON_4
WINDSTREAM HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2018 | May 23, 2018 | May 22, 2018 | Dec. 31, 2017 |
Current Assets: | ||||
Accounts receivable, allowance for doubtful accounts | $ 24.8 | $ 29.7 | ||
Shareholders’ Deficit: | ||||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized | 75,000,000 | 75,000,000 | 375,000,000 | 75,000,000 |
Common stock, shares issued | 42,900,000 | 36,500,000 | ||
Common stock, shares outstanding | 42,900,000 | 36,500,000 |
WINDSTREAM HOLDINGS, INC. CON_5
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Provided from Operating Activities: | |||
Net loss | $ (723,000,000) | $ (2,116,600,000) | $ (383,500,000) |
Adjustments to reconcile net loss to net cash provided from operations: | |||
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 |
Goodwill impairment | 0 | 1,840,800,000 | 0 |
Provision for doubtful accounts | 37,700,000 | 45,800,000 | 43,800,000 |
Share-based compensation expense | 11,300,000 | 55,400,000 | 41,600,000 |
Deferred income taxes | 441,200,000 | (412,700,000) | (138,300,000) |
Gain on sale of Consumer CLEC business | (145,400,000) | 0 | 0 |
Net (gain) loss on early extinguishment of debt | (190,300,000) | 56,400,000 | 18,000,000 |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | 181,900,000 |
Other, net | 29,000,000 | 38,700,000 | 54,400,000 |
Changes in operating assets and liabilities, net | |||
Accounts receivable | (47,000,000) | 17,700,000 | (15,100,000) |
Prepaid income taxes | 3,600,000 | 800,000 | (4,400,000) |
Prepaid expenses and other | 43,200,000 | 1,300,000 | 30,400,000 |
Accounts payable | 5,200,000 | 43,300,000 | (47,200,000) |
Accrued interest | (8,600,000) | (16,300,000) | (20,100,000) |
Accrued taxes | (9,400,000) | (200,000) | (6,100,000) |
Other current liabilities | 35,100,000 | 4,800,000 | 21,200,000 |
Other liabilities | (2,200,000) | (25,700,000) | (42,400,000) |
Other, net | 6,000,000 | (28,900,000) | 10,100,000 |
Net cash provided from operating activities | 1,013,100,000 | 974,600,000 | 1,007,800,000 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (820,200,000) | (908,600,000) | (989,800,000) |
Proceeds from the sale of property | 0 | 0 | 6,300,000 |
Cash acquired from EarthLink | 0 | 5,000,000 | 0 |
Proceeds from sale of Consumer CLEC business | 320,900,000 | 0 | 0 |
Other, net | (8,000,000) | (16,300,000) | (6,500,000) |
Net cash used in investing activities | (554,200,000) | (983,200,000) | (990,000,000) |
Cash Flows from Financing Activities: | |||
Dividends paid to shareholders | 0 | (64,400,000) | (58,600,000) |
Proceeds from issuance of stock | 12,200,000 | 9,600,000 | 0 |
Repayments of debt and swaps | (747,200,000) | (2,301,800,000) | (3,347,100,000) |
Proceeds of debt issuance | 816,000,000 | 2,614,600,000 | 3,674,500,000 |
Debt issuance costs | (23,500,000) | (27,100,000) | (12,400,000) |
Proceeds from fiber transaction | 45,800,000 | 0 | 0 |
Stock repurchases | 0 | (19,000,000) | (28,900,000) |
Payments under long-term lease obligations | (188,800,000) | (168,700,000) | (152,800,000) |
Payments under capital lease obligations | (53,600,000) | (39,000,000) | (57,700,000) |
Other, net | (2,200,000) | (11,300,000) | (7,000,000) |
Net cash (used in) provided from financing activities | (141,300,000) | (7,100,000) | 10,000,000 |
Increase (decrease) in cash, cash equivalents and restricted cash | 317,600,000 | (15,700,000) | 27,800,000 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 43,400,000 | 59,100,000 | 31,300,000 |
End of period | 361,000,000 | 43,400,000 | 59,100,000 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 886,100,000 | 855,300,000 | 867,100,000 |
Income taxes (refunded) paid, net | (15,100,000) | 1,700,000 | 6,200,000 |
Broadview | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | 0 | (63,300,000) | 0 |
MASS and ATC | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | $ (46,900,000) | $ 0 | $ 0 |
WINDSTREAM HOLDINGS, INC. CON_6
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Millions | Total | Common Stock and Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance at Dec. 31, 2015 | $ 306.4 | $ 602.9 | $ (284.4) | $ (12.1) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (383.5) | (383.5) | ||
Other comprehensive income, net of tax: | ||||
Change in available-for-sale securities | 286.5 | 286.5 | ||
Change in postretirement and pension plans | (4) | (4) | ||
Amortization of unrealized losses on de-designated interest rate swaps | 2.9 | 2.9 | ||
Changes in designated interest rate swaps | 4.9 | 4.9 | ||
Comprehensive income (loss) | (93.2) | 0 | 290.3 | (383.5) |
Share-based compensation | 21.8 | 21.8 | ||
Stock options exercised | 0.5 | 0.5 | ||
Stock issued for management incentive compensation plans | 5.6 | 5.6 | ||
Stock issued to employee savings plan (See Note 9) | 24 | 24 | ||
Stock repurchases | (28.9) | (28.9) | ||
Taxes withheld on vested restricted stock and other | (8) | (8) | ||
Dividends declared to stockholders | (58.2) | (58.2) | ||
Ending balance at Dec. 31, 2016 | 170 | 559.7 | 5.9 | (395.6) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (2,116.6) | (2,116.6) | ||
Other comprehensive income, net of tax: | ||||
Change in postretirement and pension plans | 5.2 | 5.2 | ||
Amortization of unrealized losses on de-designated interest rate swaps | 3.3 | 3.3 | ||
Changes in designated interest rate swaps | 7 | 7 | ||
Comprehensive income (loss) | (2,101.1) | 0 | 15.5 | (2,116.6) |
Share-based compensation | 35.8 | 35.8 | ||
Stock issued for pension contribution | 9.6 | 9.6 | ||
Stock issued to employee savings plan (See Note 9) | 22.7 | 22.7 | ||
Stock issued under equity distribution agreement | 642.6 | 642.6 | ||
Stock repurchases | (19) | (19) | ||
Taxes withheld on vested restricted stock and other | (10.7) | (10.7) | ||
Dividends declared to stockholders | (48.8) | (48.8) | ||
Ending balance at Dec. 31, 2017 | (1,298.9) | 1,191.9 | 21.4 | (2,512.2) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (723) | (723) | ||
Other comprehensive income, net of tax: | ||||
Change in postretirement and pension plans | 3.7 | 3.7 | ||
Amortization of unrealized losses on de-designated interest rate swaps | 2.3 | 2.3 | ||
Changes in designated interest rate swaps | 2.8 | 2.8 | ||
Comprehensive income (loss) | (714.2) | 0 | 8.8 | (723) |
Share-based compensation | 13.3 | 13.3 | ||
Stock issued for pension contribution | 5.8 | 5.8 | ||
Stock issued to employee savings plan (See Note 9) | 28.3 | 28.3 | ||
Stock issued under equity distribution agreement | 12.2 | 12.2 | ||
Taxes withheld on vested restricted stock and other | (1.1) | (1.1) | ||
Ending balance at Dec. 31, 2018 | $ (1,919.3) | $ 1,250.4 | $ 35.6 | $ (3,205.3) |
WINDSTREAM HOLDINGS, INC. CON_7
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends, per share declared to stockholders (usd per share) | $ 1.5 | $ 3 |
WINDSTREAM SERVICES, LLC CONSOL
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF OPERATION - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues and sales: | |||
Total revenues and sales | $ 5,713,100,000 | $ 5,852,900,000 | $ 5,387,000,000 |
Costs and expenses: | |||
Selling, general and administrative | 889,000,000 | 896,100,000 | 782,700,000 |
Goodwill impairment | 0 | 1,840,800,000 | 0 |
Merger, integration and other costs | 31,900,000 | 137,400,000 | 13,800,000 |
Restructuring charges | 45,000,000 | 43,000,000 | 20,300,000 |
Total costs and expenses | 5,416,500,000 | 7,443,500,000 | 4,826,000,000 |
Operating income (loss) | 296,600,000 | (1,590,600,000) | 561,000,000 |
Other expense, net | (4,900,000) | (2,300,000) | (24,000,000) |
Gain on sale of Consumer CLEC business | 145,400,000 | 0 | 0 |
Net gain (loss) on early extinguishment of debt | 190,300,000 | (56,400,000) | (18,000,000) |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | (181,900,000) |
Interest expense | (901,300,000) | (875,400,000) | (860,600,000) |
Loss before income taxes | (273,900,000) | (2,524,700,000) | (523,500,000) |
Income tax expense (benefit) | 449,100,000 | (408,100,000) | (140,000,000) |
Net loss | (723,000,000) | (2,116,600,000) | (383,500,000) |
Windstream Services, LLC | |||
Revenues and sales: | |||
Total revenues and sales | 5,713,100,000 | 5,852,900,000 | 5,387,000,000 |
Costs and expenses: | |||
Selling, general and administrative | 887,200,000 | 894,100,000 | 781,000,000 |
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 |
Goodwill impairment | 0 | 1,840,800,000 | 0 |
Merger, integration and other costs | 31,900,000 | 137,400,000 | 13,800,000 |
Restructuring charges | 45,000,000 | 43,000,000 | 20,300,000 |
Total costs and expenses | 5,414,700,000 | 7,441,500,000 | 4,824,300,000 |
Operating income (loss) | 298,400,000 | (1,588,600,000) | 562,700,000 |
Other expense, net | (4,900,000) | (2,300,000) | (24,000,000) |
Gain on sale of Consumer CLEC business | 145,400,000 | 0 | 0 |
Net gain (loss) on early extinguishment of debt | 190,300,000 | (56,400,000) | (18,000,000) |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | (181,900,000) |
Interest expense | (901,300,000) | (875,400,000) | (860,600,000) |
Loss before income taxes | (272,100,000) | (2,522,700,000) | (521,800,000) |
Income tax expense (benefit) | 449,500,000 | (407,300,000) | (139,300,000) |
Net loss | (721,600,000) | (2,115,400,000) | (382,500,000) |
Service | |||
Revenues and sales: | |||
Total revenues and sales | 5,637,200,000 | 5,759,700,000 | 5,279,900,000 |
Costs and expenses: | |||
Cost of services and products sold | 2,854,800,000 | 2,962,700,000 | 2,647,200,000 |
Service | Windstream Services, LLC | |||
Revenues and sales: | |||
Total revenues and sales | 5,637,200,000 | 5,759,700,000 | 5,279,900,000 |
Costs and expenses: | |||
Cost of services and products sold | 2,854,800,000 | 2,962,700,000 | 2,647,200,000 |
Product sales | |||
Revenues and sales: | |||
Total revenues and sales | 75,900,000 | 93,200,000 | 107,100,000 |
Costs and expenses: | |||
Cost of services and products sold | 69,100,000 | 93,500,000 | 98,500,000 |
Product sales | Windstream Services, LLC | |||
Revenues and sales: | |||
Total revenues and sales | 75,900,000 | 93,200,000 | 107,100,000 |
Costs and expenses: | |||
Cost of services and products sold | $ 69,100,000 | $ 93,500,000 | $ 98,500,000 |
WINDSTREAM SERVICES, LLC CONS_2
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Net loss | $ (723) | $ (2,116.6) | $ (383.5) |
Available-for-sale securities: | |||
Unrealized holding gain arising during the period | 0 | 0 | 156.1 |
Gain on disposal recognized in the period | 0 | 0 | (51.5) |
Other-than-temporary impairment loss recognized in the period | 0 | 0 | 181.9 |
Change in available-for-sale securities | 286.5 | ||
Interest rate swaps: | |||
Unrealized gains on designated interest rate swaps | 3.7 | 11.4 | 8 |
Amortization of net unrealized losses on de-designated interest rate swaps | 3 | 5.3 | 4.8 |
Income tax expense | (1.6) | (6.4) | (5) |
Change in interest rate swaps | 5.1 | 10.3 | 7.8 |
Postretirement and pension plans: | |||
Prior service credit arising during the period | 2.7 | 9.1 | 0 |
Change in net actuarial gain (loss) for employee benefit plans | 7.2 | (1.3) | (0.2) |
Plan curtailments and settlements | 0 | 0 | (5.5) |
Amounts included in net periodic benefit cost: | |||
Amortization of net actuarial loss | 0.2 | 0.1 | 0.2 |
Amortization of prior service credits | (5.1) | (0.7) | (1.1) |
Income tax (expense) benefit | (1.3) | (2) | 2.6 |
Change in postretirement and pension plans | 3.7 | 5.2 | (4) |
Other comprehensive income | 8.8 | 15.5 | 290.3 |
Comprehensive income (loss) | (714.2) | (2,101.1) | (93.2) |
Windstream Services, LLC | |||
Net loss | (721.6) | (2,115.4) | (382.5) |
Available-for-sale securities: | |||
Unrealized holding gain arising during the period | 0 | 0 | 156.1 |
Gain on disposal recognized in the period | 0 | 0 | (51.5) |
Other-than-temporary impairment loss recognized in the period | 0 | 0 | 181.9 |
Change in available-for-sale securities | 0 | 0 | 286.5 |
Interest rate swaps: | |||
Unrealized gains on designated interest rate swaps | 3.7 | 11.4 | 8 |
Amortization of net unrealized losses on de-designated interest rate swaps | 3 | 5.3 | 4.8 |
Income tax expense | (1.6) | (6.4) | (5) |
Change in interest rate swaps | 5.1 | 10.3 | 7.8 |
Postretirement and pension plans: | |||
Prior service credit arising during the period | 2.7 | 9.1 | 0 |
Change in net actuarial gain (loss) for employee benefit plans | 7.2 | (1.3) | (0.2) |
Plan curtailments and settlements | 0 | 0 | (5.5) |
Amounts included in net periodic benefit cost: | |||
Amortization of net actuarial loss | 0.2 | 0.1 | 0.2 |
Amortization of prior service credits | (5.1) | (0.7) | (1.1) |
Income tax (expense) benefit | (1.3) | (2) | 2.6 |
Change in postretirement and pension plans | 3.7 | 5.2 | (4) |
Other comprehensive income | 8.8 | 15.5 | 290.3 |
Comprehensive income (loss) | $ (712.8) | $ (2,099.9) | $ (92.2) |
WINDSTREAM SERVICES, LLC CONS_3
WINDSTREAM SERVICES, LLC CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 355,700,000 | $ 43,400,000 |
Cash and cash equivalents | 361,000,000 | 43,400,000 |
Restricted cash | 5,300,000 | 0 |
Accounts receivable (less allowance for doubtful accounts of $24.8 and $29.7, respectively) | 653,100,000 | 643,000,000 |
Inventories | 82,400,000 | 93,000,000 |
Prepaid expenses and other | 159,700,000 | 154,300,000 |
Total current assets | 1,256,200,000 | 933,700,000 |
Goodwill | 2,773,700,000 | 2,842,400,000 |
Other intangibles, net | 1,213,100,000 | 1,454,400,000 |
Net property, plant and equipment | 4,920,900,000 | 5,391,800,000 |
Deferred income taxes | 0 | 370,800,000 |
Other assets | 94,000,000 | 91,200,000 |
Total Assets | 10,257,900,000 | 11,084,300,000 |
Current Liabilities: | ||
Current portion of long-term debt | 5,728,100,000 | 169,300,000 |
Current portion of long-term lease obligations | 4,570,300,000 | 188,600,000 |
Accounts payable | 503,600,000 | 494,000,000 |
Advance payments and customer deposits | 180,600,000 | 207,300,000 |
Accrued taxes | 87,400,000 | 89,500,000 |
Accrued interest | 43,500,000 | 52,600,000 |
Other current liabilities | 344,200,000 | 342,100,000 |
Total current liabilities | 11,457,700,000 | 1,543,400,000 |
Long-term debt | 0 | 5,674,600,000 |
Long-term lease obligations | 72,800,000 | 4,643,300,000 |
Deferred income taxes | 104,300,000 | 0 |
Other liabilities | 542,400,000 | 521,900,000 |
Total liabilities | 12,177,200,000 | 12,383,200,000 |
Commitments and Contingencies (See Note 17) | ||
Member Deficit: | ||
Additional paid-in capital | 1,250,400,000 | 1,191,900,000 |
Accumulated other comprehensive income | 35,600,000 | 21,400,000 |
Accumulated deficit | (3,205,300,000) | (2,512,200,000) |
Total shareholders’ deficit | (1,919,300,000) | (1,298,900,000) |
Total Liabilities and Shareholders’ Deficit | 10,257,900,000 | 11,084,300,000 |
Windstream Services, LLC | ||
Current Assets: | ||
Cash and cash equivalents | 355,700,000 | 43,400,000 |
Cash and cash equivalents | 361,000,000 | 43,400,000 |
Restricted cash | 5,300,000 | |
Accounts receivable (less allowance for doubtful accounts of $24.8 and $29.7, respectively) | 653,100,000 | 643,000,000 |
Inventories | 82,400,000 | 93,000,000 |
Prepaid expenses and other | 159,700,000 | 154,300,000 |
Total current assets | 1,256,200,000 | 933,700,000 |
Goodwill | 2,773,700,000 | 2,842,400,000 |
Other intangibles, net | 1,213,100,000 | 1,454,400,000 |
Net property, plant and equipment | 4,920,900,000 | 5,391,800,000 |
Deferred income taxes | 0 | 370,800,000 |
Other assets | 94,000,000 | 91,200,000 |
Total Assets | 10,257,900,000 | 11,084,300,000 |
Current Liabilities: | ||
Current portion of long-term debt | 5,728,100,000 | 169,300,000 |
Current portion of long-term lease obligations | 4,570,300,000 | 188,600,000 |
Accounts payable | 503,600,000 | 494,000,000 |
Advance payments and customer deposits | 180,600,000 | 207,300,000 |
Accrued taxes | 87,400,000 | 89,500,000 |
Accrued interest | 43,500,000 | 52,600,000 |
Other current liabilities | 344,200,000 | 342,100,000 |
Total current liabilities | 11,457,700,000 | 1,543,400,000 |
Long-term debt | 0 | 5,674,600,000 |
Long-term lease obligations | 72,800,000 | 4,643,300,000 |
Deferred income taxes | 104,300,000 | 0 |
Other liabilities | 542,400,000 | 521,900,000 |
Total liabilities | 12,177,200,000 | 12,383,200,000 |
Commitments and Contingencies (See Note 17) | ||
Member Deficit: | ||
Additional paid-in capital | 1,244,200,000 | 1,187,100,000 |
Accumulated other comprehensive income | 35,600,000 | 21,400,000 |
Accumulated deficit | (3,199,100,000) | (2,507,400,000) |
Total shareholders’ deficit | (1,919,300,000) | (1,298,900,000) |
Total Liabilities and Shareholders’ Deficit | $ 10,257,900,000 | $ 11,084,300,000 |
WINDSTREAM SERVICES, LLC CONS_4
WINDSTREAM SERVICES, LLC CONSOLIDATED BALANCE SHEETS (PARENTHETICALS) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts receivable, allowance for doubtful accounts | $ 24.8 | $ 29.7 |
Windstream Services, LLC | ||
Accounts receivable, allowance for doubtful accounts | $ 24.8 | $ 29.7 |
WINDSTREAM SERVICES, LLC CONS_5
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Provided from Operating Activities: | |||
Net loss | $ (723,000,000) | $ (2,116,600,000) | $ (383,500,000) |
Adjustments to reconcile net loss to net cash provided from operations: | |||
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 |
Goodwill impairment | 0 | 1,840,800,000 | 0 |
Provision for doubtful accounts | 37,700,000 | 45,800,000 | 43,800,000 |
Share-based compensation expense | 11,300,000 | 55,400,000 | 41,600,000 |
Deferred income taxes | 441,200,000 | (412,700,000) | (138,300,000) |
Gain on sale of Consumer CLEC business | (145,400,000) | 0 | 0 |
Net loss on early extinguishment of debt | (190,300,000) | 56,400,000 | 18,000,000 |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | 181,900,000 |
Other, net | 29,000,000 | 38,700,000 | 54,400,000 |
Changes in operating assets and liabilities, net | |||
Accounts receivable | (47,000,000) | 17,700,000 | (15,100,000) |
Prepaid income taxes | 3,600,000 | 800,000 | (4,400,000) |
Prepaid expenses and other | 43,200,000 | 1,300,000 | 30,400,000 |
Accounts payable | 5,200,000 | 43,300,000 | (47,200,000) |
Accrued interest | (8,600,000) | (16,300,000) | (20,100,000) |
Accrued taxes | (9,400,000) | (200,000) | (6,100,000) |
Other current liabilities | 35,100,000 | 4,800,000 | 21,200,000 |
Other liabilities | (2,200,000) | (25,700,000) | (42,400,000) |
Other, net | 6,000,000 | (28,900,000) | 10,100,000 |
Net cash provided from operating activities | 1,013,100,000 | 974,600,000 | 1,007,800,000 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (820,200,000) | (908,600,000) | (989,800,000) |
Proceeds from the sale of property | 0 | 0 | 6,300,000 |
Cash acquired from EarthLink | 0 | 5,000,000 | 0 |
Proceeds from sale of Consumer CLEC business | 320,900,000 | 0 | 0 |
Other, net | (8,000,000) | (16,300,000) | (6,500,000) |
Net cash used in investing activities | (554,200,000) | (983,200,000) | (990,000,000) |
Cash Flows from Financing Activities: | |||
Repayments of debt and swaps | (747,200,000) | (2,301,800,000) | (3,347,100,000) |
Proceeds of debt issuance | 816,000,000 | 2,614,600,000 | 3,674,500,000 |
Debt issuance costs | (23,500,000) | (27,100,000) | (12,400,000) |
Proceeds from fiber transaction | 45,800,000 | 0 | 0 |
Payments under long-term lease obligations | (188,800,000) | (168,700,000) | (152,800,000) |
Payments under capital lease obligations | (53,600,000) | (39,000,000) | (57,700,000) |
Other, net | (2,200,000) | (11,300,000) | (7,000,000) |
Net cash (used in) provided from financing activities | (141,300,000) | (7,100,000) | 10,000,000 |
Increase (decrease) in cash, cash equivalents and restricted cash | 317,600,000 | (15,700,000) | 27,800,000 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 43,400,000 | 59,100,000 | 31,300,000 |
End of period | 361,000,000 | 43,400,000 | 59,100,000 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 886,100,000 | 855,300,000 | 867,100,000 |
Income taxes (refunded) paid, net | (15,100,000) | 1,700,000 | 6,200,000 |
Windstream Services, LLC | |||
Cash Provided from Operating Activities: | |||
Net loss | (721,600,000) | (2,115,400,000) | (382,500,000) |
Adjustments to reconcile net loss to net cash provided from operations: | |||
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 |
Goodwill impairment | 0 | 1,840,800,000 | 0 |
Provision for doubtful accounts | 37,700,000 | 45,800,000 | 43,800,000 |
Share-based compensation expense | 11,300,000 | 55,400,000 | 41,600,000 |
Deferred income taxes | 441,200,000 | (412,700,000) | (138,300,000) |
Gain on sale of Consumer CLEC business | (145,400,000) | 0 | 0 |
Net loss on early extinguishment of debt | (190,300,000) | 56,400,000 | 18,000,000 |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | 181,900,000 |
Other, net | 29,000,000 | 38,700,000 | 54,400,000 |
Changes in operating assets and liabilities, net | |||
Accounts receivable | (47,000,000) | 17,700,000 | (15,100,000) |
Prepaid income taxes | 3,600,000 | 800,000 | (4,400,000) |
Prepaid expenses and other | 43,200,000 | 1,300,000 | 30,400,000 |
Accounts payable | 5,200,000 | 43,300,000 | (47,200,000) |
Accrued interest | (8,600,000) | (16,300,000) | (20,100,000) |
Accrued taxes | (9,400,000) | (200,000) | (6,100,000) |
Other current liabilities | 35,300,000 | 3,900,000 | 21,200,000 |
Other liabilities | (2,200,000) | (25,700,000) | (42,400,000) |
Other, net | 6,000,000 | (28,900,000) | 10,100,000 |
Net cash provided from operating activities | 1,014,700,000 | 974,900,000 | 1,008,800,000 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (820,200,000) | (908,600,000) | (989,800,000) |
Proceeds from the sale of property | 0 | 0 | 6,300,000 |
Acquisition of MASS and ATC, net of cash acquired | (63,300,000) | ||
Cash acquired from EarthLink | 0 | 5,000,000 | 0 |
Proceeds from sale of Consumer CLEC business | 320,900,000 | 0 | 0 |
Other, net | (8,000,000) | (16,300,000) | (6,500,000) |
Net cash used in investing activities | (554,200,000) | (983,200,000) | (990,000,000) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | (1,600,000) | (83,700,000) | (88,500,000) |
Contribution from Windstream Holdings, Inc. | 12,200,000 | 9,600,000 | 0 |
Repayments of debt and swaps | (747,200,000) | (2,301,800,000) | (3,347,100,000) |
Proceeds of debt issuance | 816,000,000 | 2,614,600,000 | 3,674,500,000 |
Debt issuance costs | (23,500,000) | (27,100,000) | (12,400,000) |
Proceeds from fiber transaction | 45,800,000 | 0 | 0 |
Payments under long-term lease obligations | (188,800,000) | (168,700,000) | (152,800,000) |
Payments under capital lease obligations | (53,600,000) | (39,000,000) | (57,700,000) |
Other, net | (2,200,000) | (11,300,000) | (7,000,000) |
Net cash (used in) provided from financing activities | (142,900,000) | (7,400,000) | 9,000,000 |
Increase (decrease) in cash, cash equivalents and restricted cash | 317,600,000 | (15,700,000) | 27,800,000 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 43,400,000 | 59,100,000 | 31,300,000 |
End of period | 361,000,000 | 43,400,000 | 59,100,000 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 886,100,000 | 855,300,000 | 867,100,000 |
Income taxes (refunded) paid, net | (15,100,000) | 1,700,000 | 6,200,000 |
Broadview | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | 0 | (63,300,000) | 0 |
Broadview | Windstream Services, LLC | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | 0 | (63,300,000) | 0 |
MASS and ATC | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | (46,900,000) | 0 | 0 |
MASS and ATC | Windstream Services, LLC | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | $ (46,900,000) | $ 0 | $ 0 |
WINDSTREAM SERVICES, LLC CONS_6
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF MEMBER EQUITY (DEFICIT) - USD ($) $ in Millions | Total | Common Stock and Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Windstream Services, LLC | Windstream Services, LLCCommon Stock and Additional Paid-In Capital | Windstream Services, LLCAccumulated Other Comprehensive Income (Loss) | Windstream Services, LLCAccumulated Deficit |
Beginning balance at Dec. 31, 2015 | $ 306.4 | $ 602.9 | $ (284.4) | $ (12.1) | $ 306.4 | $ 600.3 | $ (284.4) | $ (9.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (383.5) | (383.5) | (382.5) | 0 | 0 | (382.5) | ||
Other comprehensive income, net of tax: | ||||||||
Change in available-for-sale securities | 286.5 | 286.5 | 286.5 | 0 | 286.5 | 0 | ||
Change in postretirement and pension plans | (4) | (4) | (4) | 0 | (4) | 0 | ||
Amortization of unrealized losses on de-designated interest rate swaps | 2.9 | 0 | 2.9 | 0 | ||||
Changes in designated interest rate swaps | 4.9 | 4.9 | 4.9 | 0 | 4.9 | 0 | ||
Comprehensive income (loss) | (93.2) | 0 | 290.3 | (383.5) | (92.2) | 0 | 290.3 | (382.5) |
Share-based compensation | 21.8 | 21.8 | 21.8 | 21.8 | 0 | 0 | ||
Stock options exercised | 0.5 | 0.5 | 0 | 0 | ||||
Stock issued for management incentive compensation plans | 5.6 | 5.6 | 5.6 | 5.6 | 0 | 0 | ||
Stock issued for pension contribution | 24 | 24 | 0 | 0 | ||||
Taxes withheld on vested restricted stock and other | (8) | (8) | (8) | (8) | 0 | 0 | ||
Distributions payable to Windstream Holdings, Inc. | (88.1) | (88.1) | 0 | 0 | ||||
Ending balance at Dec. 31, 2016 | 170 | 559.7 | 5.9 | (395.6) | 170 | 556.1 | 5.9 | (392) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (2,116.6) | (2,116.6) | (2,115.4) | 0 | 0 | (2,115.4) | ||
Other comprehensive income, net of tax: | ||||||||
Change in available-for-sale securities | 0 | |||||||
Change in postretirement and pension plans | 5.2 | 5.2 | 5.2 | 0 | 5.2 | 0 | ||
Amortization of unrealized losses on de-designated interest rate swaps | 3.3 | 0 | 3.3 | 0 | ||||
Changes in designated interest rate swaps | 7 | 7 | 7 | 0 | 7 | 0 | ||
Comprehensive income (loss) | (2,101.1) | 0 | 15.5 | (2,116.6) | (2,099.9) | 0 | 15.5 | (2,115.4) |
Share-based compensation | 35.8 | 35.8 | 35.8 | 35.8 | 0 | 0 | ||
Stock issued for pension contribution | 9.6 | 9.6 | 0 | 0 | ||||
Stock issued for pension contribution | 9.6 | 9.6 | 22.7 | 22.7 | 0 | 0 | ||
Stock issued under equity distribution agreement | 642.6 | 642.6 | 642.6 | 642.6 | 0 | 0 | ||
Taxes withheld on vested restricted stock and other | (10.7) | (10.7) | (10.7) | (10.7) | 0 | 0 | ||
Distributions payable to Windstream Holdings, Inc. | (69) | (69) | 0 | 0 | ||||
Ending balance at Dec. 31, 2017 | (1,298.9) | 1,191.9 | 21.4 | (2,512.2) | (1,298.9) | 1,187.1 | 21.4 | (2,507.4) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (723) | (723) | (721.6) | 0 | 0 | (721.6) | ||
Other comprehensive income, net of tax: | ||||||||
Change in available-for-sale securities | 0 | |||||||
Change in postretirement and pension plans | 3.7 | 3.7 | 3.7 | 0 | 3.7 | 0 | ||
Amortization of unrealized losses on de-designated interest rate swaps | 2.3 | 0 | 2.3 | 0 | ||||
Changes in designated interest rate swaps | 2.8 | 2.8 | 2.8 | 0 | 2.8 | 0 | ||
Comprehensive income (loss) | (714.2) | 0 | 8.8 | (723) | (712.8) | 0 | 8.8 | (721.6) |
Share-based compensation | 13.3 | 13.3 | 13.3 | 13.3 | 0 | 0 | ||
Stock issued for pension contribution | 5.8 | 5.8 | 0 | 0 | ||||
Stock issued for pension contribution | 5.8 | 5.8 | 28.3 | 28.3 | 0 | 0 | ||
Stock issued under equity distribution agreement | 12.2 | 12.2 | 12.2 | 12.2 | 0 | 0 | ||
Taxes withheld on vested restricted stock and other | (1.1) | (1.1) | (1.1) | (1.1) | 0 | 0 | ||
Distributions payable to Windstream Holdings, Inc. | (1.4) | (1.4) | 0 | 0 | ||||
Ending balance at Dec. 31, 2018 | $ (1,919.3) | $ 1,250.4 | $ 35.6 | $ (3,205.3) | $ (1,919.3) | $ 1,244.2 | $ 35.6 | $ (3,199.1) |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of the Registrant (Parent Company) | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I - Condensed Financial Information of the Registrant (Parent Company) | STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the years ended December 31, (Millions) 2018 2017 2016 Operating revenues: Leasing income from subsidiaries $ 655.7 $ 653.5 $ 653.6 Total operating revenues 655.7 653.5 653.6 Costs and expenses: Selling, general and administrative 1.8 1.9 1.7 Depreciation expense 344.0 336.2 354.0 Total costs and expenses 345.8 338.1 355.7 Operating income 309.9 315.4 297.9 Interest expense on long-term lease obligation with Uniti (467.0 ) (484.9 ) (500.8 ) Loss before income taxes and equity in subsidiaries (157.1 ) (169.5 ) (202.9 ) Income tax expense (benefit) 799.9 374.7 (78.4 ) Loss before equity in subsidiaries (957.0 ) (544.2 ) (124.5 ) Equity earnings (losses) from subsidiaries 234.0 (1,572.4 ) (259.0 ) Net loss $ (723.0 ) $ (2,116.6 ) $ (383.5 ) Comprehensive loss $ (714.2 ) $ (2,101.1 ) $ (93.2 ) See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement to this Annual Report on Form 10-K BALANCE SHEETS (Millions, except par value) Assets 2018 2017 Current Assets: Distributions receivable from Windstream Services $ 0.5 $ 1.1 Total current assets 0.5 1.1 Investment and affiliate related balances 1,383.9 1,049.0 Net property, plant and equipment 1,267.1 1,611.1 Deferred income taxes — 799.9 Total Assets $ 2,651.5 $ 3,461.1 Liabilities and Shareholders’ Deficit Current liabilities: Accrued dividends $ 0.5 $ 1.0 Current portion of long-term lease obligation 4,570.3 188.6 Total current liabilities 4,570.8 189.6 Long-term lease obligation — 4,570.4 Total liabilities 4,570.8 4,760.0 Shareholders’ Deficit: Common stock, $0.0001 par value, 75.0 shares authorized, 42.9 and 36.5 shares issued and outstanding, respectively — — Additional paid-in capital 1,250.4 1,191.9 Accumulated other comprehensive income 35.6 21.4 Accumulated deficit (3,205.3 ) (2,512.2 ) Total shareholders’ deficit (1,919.3 ) (1,298.9 ) Total Liabilities and Shareholders’ Deficit $ 2,651.5 $ 3,461.1 See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement to this Annual Report on Form 10-K STATEMENTS OF CASH FLOWS For the years ended December 31, (Millions) 2018 2017 2016 Cash Provided from Operating Activities: Net loss $ (723.0 ) $ (2,116.6 ) $ (383.5 ) Adjustments to reconcile net loss to net cash provided from operations: Equity losses from subsidiaries (234.0 ) 1,572.4 259.0 Depreciation expense 344.0 336.2 354.0 Deferred income taxes 800.1 376.4 (77.7 ) Net cash provided from operating activities 187.1 168.4 151.8 Cash Flows from Financing Activities: Distributions from Windstream Services 1.6 83.7 88.5 Dividends paid to shareholders — (64.4 ) (58.6 ) Contribution to Windstream Services (12.2 ) (9.6 ) — Proceeds from the issuance of stock 12.2 9.6 — Stock repurchases — (19.0 ) (28.9 ) Payments under long-term lease obligation (188.7 ) (168.7 ) (152.8 ) Net cash used in financing activities (187.1 ) (168.4 ) (151.8 ) Change in cash and cash equivalents — — — Cash and Cash Equivalents: Beginning of period — — — End of period $ — $ — $ — See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement to this Annual Report on Form 10-K Background and Basis of Presentation: Notwithstanding the accounting treatment for the spin-off transaction as further discussed below, Windstream Holdings, Inc. (“Windstream Holdings”) has no material assets or operations other than its ownership in Windstream Services, LLC (“Windstream Services”) and its subsidiaries. Windstream Holdings owns a 100 percent interest in Windstream Services. On April 24, 2015, Windstream Holdings completed the spin-off of certain telecommunications network assets and other real estate, into an independent, publicly traded real estate investment trust (“REIT”), Uniti Group, Inc. (“Uniti”), formerly Communications Sales & Leasing, Inc. Following the spin-off transaction, Windstream Holdings entered into a long-term triple-net master lease with Uniti to lease back the telecommunications network assets. Due to various forms of continuing involvement, including Windstream Services or its subsidiaries, retaining bare legal title (but not beneficial ownership) to the various easements, permits and pole attachments related to the telecommunications network assets, the transaction was accounted for as a failed spin-leaseback for financial reporting purposes. As a result, the accompanying condensed parent company financial statements include the telecommunications network assets and other real estate assets, the long-term lease obligation associated with the master lease and the related deferred income taxes. As the master lease was entered into by Windstream Holdings for the direct benefit of Windstream Services and its subsidiaries, Windstream Services is also deemed to have continuing involvement due to retaining its regulatory obligations associated with operating the telecommunications network assets. Accordingly, the effects of the failed spin-leaseback transaction have also been reflected in the standalone consolidated financial statements of Windstream Services (collectively referred to as “Uniti spin transactions”). Certain covenants within Windstream Services’ senior secured credit facility may restrict its ability to distribute funds to Windstream Holdings in the form of dividends, loans or advances. Accordingly, these condensed financial statements of Windstream Holdings have been presented on a “Parent Only” basis. Under this basis of presentation, Windstream Holdings’ investment in its consolidated subsidiaries are presented under the equity method of accounting. Amounts reflected in these condensed parent company financial statements for investment and affiliated related balances and equity earnings from subsidiaries have been adjusted to account for the effects of the telecommunications network assets, long-term lease obligation, depreciation expense, principal and interest payments on the long-term lease obligation and related income tax effects that are also included in the net income and equity of Windstream Services. Equity income (losses) from subsidiaries for 2018 and 2017 includes $955.6 million and $125.3 million , respectively, of intercompany income related to the Uniti spin transactions. As of December 31, 2018, Windstream Holdings recorded a full valuation allowance for its deferred tax assets due to the acceleration of all of Windstream Services long-term debt obligations following an adverse court ruling and subsequent filing of the Chapter 11 Cases, and our assessment that it was more likely than not that the deferred tax assets would not be realized. Due to cross-default provisions contained within the master lease discussed above, the remaining obligations under the master lease also were accelerated. As a result, the long-term lease obligation has been classified as a current liability in the accompanying balance sheet as of December 31, 2018. See Notes 5, 16 and 17 to the consolidated financial statements for additional information regarding the acceleration of long-term debt obligations and remaining obligations under the master lease agreement with Uniti, the court ruling, filing of the Chapter 11 Cases and the related effects on income taxes. We made revisions to correct certain misclassification errors in our previously issued Schedule I financial statements that were not material to the balance sheet as of December 31, 2017 or to the statement of comprehensive income (loss) and statement of cash flows for the year ended December 31, 2017. These revisions had no impact to the previously reported total assets, net loss or net cash provided from operating activities. The effects of the revisions to the balance sheet were as follows: we increased investment and affiliate related balances by $756.7 million from $292.3 million to $1,049.0 million and decreased deferred income taxes by $756.7 million from $1,556.6 million to $799.9 million . The effects of the revisions to the statement of comprehensive income (loss) were as follows: we increased income tax expense (benefit) by $417.7 million from $(43.0) million to $374.7 million , increased loss before equity in subsidiaries by $417.7 million from $126.5 million to $544.2 million and reduced the equity losses from subsidiaries by $417.7 million from $1,990.1 million to $1,572.4 million . The effects of the revisions to the statement of cash flows were as follows: we decreased equity losses by $417.7 million from $1,990.1 million to $1,572.4 million and increased deferred income taxes by $417.7 million from $(41.3) million to $376.4 million . The condensed parent company financial statements should be read in conjunction with the consolidated financial statements and notes of Windstream Holdings and subsidiaries included in the Financial Supplement to this Annual Report on Form 10-K. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | WINDSTREAM HOLDINGS, INC. WINDSTREAM SERVICES, LLC SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Millions) Column A Column B Column C Column D Column E Additions Description Balance at Beginning of Period Charged to Cost and Expenses Charged to Other Accounts Deductions Balance at End of Period Allowance for doubtful accounts, customers and others: For the years ended: December 31, 2018 $ 29.7 $ 37.7 $ — $ 42.6 (a) $ 24.8 December 31, 2017 $ 27.1 $ 45.8 $ — $ 43.2 (a) $ 29.7 December 31, 2016 $ 33.1 $ 43.8 $ — $ 49.8 (a) $ 27.1 Valuation allowance for deferred tax assets: For the years ended: December 31, 2018 $ 179.6 $ 505.4 (b) $ — $ — $ 685.0 December 31, 2017 $ 146.5 $ 2.5 $ 41.8 (c) $ 11.2 (d) $ 179.6 December 31, 2016 $ 147.9 $ — $ — $ 1.4 $ 146.5 Accrued liabilities related to merger, integration and other costs and restructuring charges: For the years ended: December 31, 2018 $ 19.5 $ 76.9 (e) $ — $ 64.5 (h) $ 31.9 December 31, 2017 $ 5.8 $ 180.4 (f) $ — $ 166.7 (h) $ 19.5 December 31, 2016 $ 5.1 $ 34.1 (g) $ — $ 33.4 (h) $ 5.8 Notes: (a) Accounts charged off net of recoveries of amounts previously written off. (b) As of December 31, 2018, Windstream recorded a full valuation allowance, exclusive of a portion of deferred tax liabilities primarily associated with indefinite-lived intangible assets, due to the acceleration of all long-term debt obligations following an adverse court ruling and subsequent filing of the Chapter 11 Cases, and Windstream’s assessment that it was more likely than not that our deferred tax assets would not be realized. See Notes 5, 16 and 17 to the consolidated financial statements included in the Financial Supplement to this Annual Report on Form 10-K for additional information regarding the acceleration of long-term debt obligations, the court ruling and the related effects on income taxes. (c) Valuation allowance for deferred taxes was established through goodwill related to expected realization of net operating losses assumed from the acquisitions of EarthLink and Broadview. (d) Reduction of valuation allowances on net operating loss carryforwards due to the effects of the 2017 Tax Cuts and Jobs Act. (e) Costs primarily consist of charges related to the acquisitions of EarthLink and Broadview and legal fees related to the Uniti spin-off litigation. Restructuring charges primarily consist of severance and employee benefit costs from workforce reductions and lease terminations completed during the year. (f) Costs primarily consist of charges related to the acquisitions of EarthLink and Broadview and additional costs incurred in connection with a network optimization project begun in 2015, as further discussed in Note (e) above. Restructuring charges primarily consist of severance and employee benefit costs from workforce reductions completed during the year. (g) Costs primarily consist of severance and other employee-related costs from small workforce reductions completed during the year and charges related to a network optimization project begun in 2015 designed to consolidate traffic onto network facilities operated by us and reduce the usage of other carriers’ networks in our acquired CLEC markets. (h) Represents cash outlays for merger, integration and other costs and restructuring charges. Included in this amount for 2016 is the reversal of a $2.0 million liability associated with a lease termination. See Note 11, “Merger, Integration and Other Costs and Restructuring Charges”, to the consolidated financial statements included in the Financial Supplement to this Annual Report on Form 10-K for additional information regarding the merger, integration and other costs and restructuring charges recorded by us in 2018 , 2017 and 2016 . |
Background and Basis for Presen
Background and Basis for Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation: | Background and Basis for Presentation: In these consolidated financial statements, unless the context requires otherwise, the use of the terms “Windstream,” “we,” “us” or “our” shall refer to Windstream Holdings, Inc. and its subsidiaries, including Windstream Services, LLC, and the term “Windstream Services” shall refer to Windstream Services, LLC and its subsidiaries. Organizational Structure – Windstream Holdings, Inc. (“Windstream Holdings”) is a publicly traded holding company incorporated in the state of Delaware on May 23, 2013, and the parent of Windstream Services, LLC (“Windstream Services”), a Delaware limited liability company organized on March 1, 2004. Following its delisting on March 6, 2019, Windstream Holdings common stock no longer trades on the Nasdaq Global Select Market (“NASDAQ”) but trades on the Over-the-Counter (“OTC”) Pink Sheets market maintained by the OTC Market Group, Inc. under the trading symbol “WINMQ”. Windstream Holdings owns a 100 percent interest in Windstream Services. Windstream Services and its guarantor subsidiaries are the sole obligors of all outstanding debt obligations and, as a result, also file periodic reports with the Securities and Exchange Commission (“SEC”). Windstream Holdings is not a guarantor of nor subject to the restrictive covenants included in any of Windstream Services’ debt agreements. The Windstream Holdings board of directors and officers oversee both companies. Description of Business – We are a leading provider of advanced network communications and technology solutions for businesses across the U.S. We also offer broadband, entertainment and security solutions to consumers and small businesses primarily in rural areas in 18 states. Additionally, we supply core transport solutions on a local and long-haul fiber network spanning approximately 150,000 miles. Consumer service revenues are generated from the provisioning of high-speed Internet, voice and video services to consumers. Enterprise service revenues include revenues from integrated voice and data services, advanced data and traditional voice and long-distance services provided to enterprise, mid-market and small business customers. Wholesale revenues include revenues from other communications services providers for special access circuits and fiber connections, voice and data transport services, and revenues from the reselling of our services. Service revenues also include switched access revenues, federal and state Universal Service Fund (“USF”) revenues, amounts received from Connect America Fund (“CAF”) - Phase II, USF surcharges and revenues from providing other miscellaneous services. Recent Developments – As further discussed in Note 17, on September 22, 2017, Windstream Services received a purported notice of default under the indenture governing its 6.375 percent senior notes due August 2023 (the “August 2023 Notes”) from a purported holder of the senior notes, which alleged that Windstream Services had breached certain covenants under the indenture, primarily that the 2015 spin-off constituted a sale and leaseback transaction (as defined in the indenture). On October 12, 2017, the trustee under the indenture filed suit in the United States District Court for the Southern District of New York (the “District Court”) seeking a declaration that defaults had occurred under the indenture. On November 6, 2017, Windstream Services received consents from holders representing a majority of the outstanding aggregate principal amount of the August 2023 Notes to certain waivers and amendments to the indenture relating to the defaults alleged in the notice of default in connection with certain exchange and consent transactions completed in 2017. On December 7, 2017, the purported holder issued a notice of acceleration claiming that the principal amount, along with accrued interest, was due and payable immediately. Trial in the litigation occurred July 23-25, 2018 and the District Court heard final arguments on July 31, 2018. On February 15, 2019, Judge Jesse Furman of the District Court issued certain findings of fact and conclusions of law (the “Findings”) regarding the 2015 spin-off and 2017 exchange and consent transactions and found that the trustee under the indenture and/or the noteholder are entitled to a judgment in the litigation. The Findings resulted in a cross default under Windstream Services’ senior secured credit agreement governing its secured term and revolving loan obligations and under the master lease with Uniti Group, Inc. (“Uniti”). In addition, the acceleration of the August 2023 Notes resulted in a cross-acceleration event of default under the indentures governing Windstream Services’ other series of secured and unsecured notes. As a result, all of Windstream Services’ long-term debt and obligations under the master lease agreement with Uniti have been classified as current liabilities in the accompanying consolidated balance sheet as of December 31, 2018. 1. Background and Basis for Presentation, Continued: On February 25, 2019 (the “Petition Date”), Windstream Holdings and all of its subsidiaries, including Windstream Services (collectively, the “Debtors”), filed voluntary petitions (the “Chapter 11 Cases”) for reorganization under Chapter 11 of the U.S. Bankruptcy Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). We intend to use the court-supervised process to address obligations that have been accelerated as a result of the recent decision by Judge Furman in the District Court against Windstream. The filing of the Chapter 11 Cases also constitutes an event of default under our debt agreements. Due to the Chapter 11 Cases, however, the creditors’ ability to exercise remedies under our debt agreements were stayed as of the Petition Date, and continue to be stayed. The Chapter 11 Cases are being jointly administered under the caption In re Windstream Holdings, Inc., et al., No 19-22312 (RDD). We will continue to operate our businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. In general, as debtors-in-possession under the Bankruptcy Code, we are authorized to continue to operate as an ongoing business, but may not engage in transactions outside the ordinary course of business without the prior approval of the Bankruptcy Court. Pursuant to first day motions filed with the Bankruptcy Court, the Bankruptcy Court authorized us to conduct our business activities in the ordinary course, including, among other things and subject to the terms and conditions of such orders, authorizing us to: obtain debtor-in-possession financing described below, pay employee wages and benefits, and pay vendors and suppliers in the ordinary course for all goods and services. Going Concern – The accompanying consolidated financial statements have been prepared assuming that Windstream will continue as a going concern and contemplate the realization of assets and the satisfaction of liabilities in the normal course of business. Our ability to continue as a going concern is contingent upon our ability to successfully implement our plan of reorganization, among other factors. As a result of the adverse court ruling and the filing of the Chapter 11 Cases, the realization of assets and the satisfaction of liabilities are subject to uncertainty. While operating as debtors-in-possession under Chapter 11, we may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court or as otherwise permitted in the ordinary course of business, for amounts other than those reflected in the accompanying consolidated financial statements. Further, the plan of reorganization could materially change the amounts and classifications of assets and liabilities reported in the consolidated financial statements. Our financial condition, the defaults under our debt agreements and master lease agreement with Uniti, and the risks and uncertainties surrounding the Chapter 11 Cases, raise substantial doubt about our ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities or any other adjustments that might be necessary should we be unable to continue as a going concern or as a consequence of the Chapter 11 Cases. Basis of Presentation – The consolidated financial statements include the accounts of Windstream Holdings, Windstream Services and the accounts of its subsidiaries. All affiliated transactions have been eliminated, as applicable. On May 23, 2018, we amended our certificate of incorporation to decrease the number of authorized shares of our common and preferred stock from 375.0 million to 75.0 million and from 33.3 million to 6.7 million , respectively, and enacted a one -for- five reverse stock split with respect to all of our outstanding shares of common stock which became effective on May 25, 2018. All per share data of Windstream Holdings presented herein has been retrospectively adjusted to reflect the decrease in authorized shares and the reverse stock split, as appropriate. There are no significant differences between the consolidated results of operations, financial condition, and cash flows of Windstream Holdings and those of Windstream Services other than for certain expenses incurred directly by Windstream Holdings principally consisting of audit, legal and board of director fees, NASDAQ listing fees, other shareholder-related costs, income taxes, common stock activity, and payables from Windstream Services to Windstream Holdings. Earnings per share data has not been presented for Windstream Services, because that entity has not issued publicly held common stock as defined in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Unless otherwise indicated, the note disclosures included herein pertain to both Windstream Holdings and Windstream Services. Certain prior year amounts have been reclassified to conform to the current year financial statement presentation. These changes and reclassifications did not impact net loss or comprehensive loss. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Changes | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Changes: | Summary of Significant Accounting Policies and Changes: Significant Accounting Policies Use of Estimates – The preparation of financial statements, in accordance with U.S. GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements, and such differences could be material. Cash and Cash Equivalents – Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. Restricted Cash - Deposits held as security for indebtedness under our corporate purchase card program and not available for use have been presented as restricted cash in the accompanying consolidated financial statements. Accounts Receivable – Accounts receivable consist principally of trade receivables from customers and are generally unsecured and due within 30 days. Expected credit losses related to trade accounts receivable are recorded as an allowance for doubtful accounts in the consolidated balance sheets. In establishing the allowance for doubtful accounts, we consider a number of factors, including historical collection experience, aging of the accounts receivable balances, current economic conditions and a specific customer’s ability to meet its financial obligations. When internal collection efforts on accounts have been exhausted, the accounts are written off by reducing the allowance for doubtful accounts. Concentration of credit risk with respect to accounts receivable is limited because a large number of geographically diverse customers make up our customer base. Due to varying customer billing cycle cut-off, we must estimate service revenues earned but not yet billed at the end of each reporting period. Included in accounts receivable are unbilled receivables related to communications services and product sales of $40.0 million and $23.8 million at December 31, 2018 and 2017 , respectively. Inventories – Inventories consist of finished goods and are stated at the lower of cost or net realizable value. Cost is determined using either an average original cost or specific identification method of valuation. Prepaid Expenses and Other Current Assets – Prepaid expenses and other current assets consist of prepaid services, rent, insurance, taxes, maintenance contracts, refundable deposits, interest rate swaps, and the current portion of contract assets and deferred contract costs recorded in accounting for revenue from contracts with customers. Prepayments are expensed on a straight-line basis over the corresponding life of the underlying agreements. Goodwill and Other Intangible Assets – Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired through various business combinations. The cost of acquired entities at the date of the acquisition is allocated to identifiable assets, and the excess of the total purchase price over the amounts assigned to identifiable assets has been recorded as goodwill. In accordance with authoritative guidance, goodwill is to be assigned to a company’s reporting units and tested for impairment at least annually or sooner when circumstances indicate an impairment may exist, using a consistent measurement date, which for us is November 1st of each year. Goodwill is tested at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment, referred to as a component. A component of an operating segment is a reporting unit for which discrete financial information is available and our executive management team regularly reviews the operating results of that component. Additionally, components of an operating segment can be combined as a single reporting unit if the components have similar economic characteristics. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired. If the carrying value of the reporting unit exceeds its fair value, then an impairment loss is recognized equal to the amount by which the carrying value exceeds the reporting unit’s fair value; however, the impairment loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Prior to performing the quantitative evaluation, an entity has the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit exceeds the carrying value. Under the qualitative assessment, if an entity determines that it is more likely than not that a reporting unit’s fair value exceeds its carrying value, then the entity is not required to complete the quantitative goodwill impairment evaluation. Other intangible assets arising from business combinations such as franchise rights, customer lists, trade names and internally developed technology and software are initially recorded at estimated fair value. We amortize customer lists using the sum-of-the-years-digits method over the estimated lives of the customer relationships. All other intangible assets are amortized using a straight-line method over the estimated useful lives. See Note 4 for additional information regarding goodwill and other intangible assets. 2. Summary of Significant Accounting Policies and Changes, Continued: Net Property, Plant and Equipment – Property, plant and equipment are stated at original cost, less accumulated depreciation. Property, plant and equipment consists of central office equipment, office and warehouse facilities, outside communications plant, customer premise equipment, furniture, fixtures, vehicles, machinery, other equipment and software to support the business units in the distribution of telecommunications products. The costs of additions, replacements, substantial improvements and extension of the network to the customer premise, including related contract and internal labor costs, are capitalized, while the costs of maintenance and repairs are expensed as incurred. Capitalized internal labor costs include non-cash share-based compensation and the matching contribution to the employee savings plan for those employees directly involved with construction activities. Depreciation expense amounted to $1,300.9 million , $1,229.0 million , and $1,078.3 million in 2018 , 2017 and 2016 , respectively. Net property, plant and equipment consisted of the following as of December 31: (Millions) Depreciable Lives 2018 2017 Land $ 53.0 $ 65.4 Building and improvements 3-40 years 660.7 420.3 Central office equipment 3-40 years 7,074.3 7,170.5 Outside communications plant 7-47 years 8,287.6 7,882.5 Furniture, vehicles and other equipment 1-23 years 1,940.8 2,308.7 Construction in progress 403.6 440.8 18,420.0 18,288.2 Less accumulated depreciation (13,499.1 ) (12,896.4 ) Net property, plant and equipment $ 4,920.9 $ 5,391.8 Of the total net property, plant and equipment at December 31, 2018 and 2017 listed above, approximately $1.9 billion and $2.0 billion , respectively, has been legally transferred to Uniti Group, Inc. (“Uniti”) as a result of the spin-off and leaseback by Windstream Holdings. Under the master lease agreement with Uniti, any capital improvements, including upgrades or replacements to the leased network assets, funded by us become the property of Uniti at the time such improvements are placed in service. As further discussed in Note 5, we accounted for the spin-off transaction as a failed spin-leaseback for financial reporting purposes and, as a result the net book value of the assets initially transferred to Uniti and any subsequent capital improvements made by us continue to be reported in our consolidated balance sheet as property, plant and equipment and are depreciated over the shorter of the estimated useful life of the asset or the initial lease term of 15 years . Our regulated operations use a group composite depreciation method. Under this method, when plant is retired, the original cost, net of salvage value, is charged against accumulated depreciation and no immediate gain or loss is recognized on the disposition of the plant. For our non-regulated operations, when depreciable plant is retired or otherwise disposed of, the related cost and accumulated depreciation are deducted from the plant accounts, with the corresponding gain or loss reflected in operating results. In accordance with the terms of certain broadband stimulus grants we received from the Rural Utilities Service (“RUS”) to fund 75 percent of the costs related to specified construction projects, the RUS retained a security interest in the assets funded by these grants for the duration of their economic life, which varies by grant for periods up to 23 years . In the event of default of terms of the agreement, the RUS could exercise the rights under its retained security interest to gain control and ownership of these assets. In addition, in the event of a proposed change in control of Windstream, the acquiring party would need to receive approval from the RUS prior to consummating the proposed transaction, for which pre-approval will not be reasonably withheld. At December 31, 2018, the net book value of assets funded by broadband stimulus grants was $84.5 million . We capitalize interest in connection with the acquisition or construction of plant assets. Capitalized interest is included in the cost of the asset with a corresponding reduction in interest expense. Capitalized interest amounted to $3.7 million , $7.0 million and $10.7 million in 2018 , 2017 and 2016 , respectively. Asset Retirement Obligations – We recognize asset retirement obligations in accordance with authoritative guidance on accounting for asset retirement obligations and conditional asset retirement obligations, which requires recognition of a liability for the fair value of an asset retirement obligation if the amount can be reasonably estimated. Our asset retirement obligations include legal obligations to remediate the asbestos in certain buildings if we exit them, to properly dispose of our chemically-treated telephone poles at the time they are removed from service and to restore certain leased properties to their previous condition upon exit from the lease. These asset retirement obligations totaled $53.3 million and $53.0 million as of December 31, 2018 and 2017 , respectively, and are included in other liabilities in the accompanying consolidated balance sheets. 2. Summary of Significant Accounting Policies and Changes, Continued: Impairment of Long-Lived Assets – We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable from future, undiscounted net cash flows expected to be generated by the asset group. If the asset group is not fully recoverable, an impairment loss would be recognized for the difference between the carrying value of the asset group and its estimated fair value based on discounted net future cash flows. Derivative Instruments – Windstream Services enters into interest rate swap agreements to mitigate the interest rate risk inherent in its variable rate senior secured credit facility. Derivative instruments are accounted for in accordance with authoritative guidance for recognition, measurement and disclosures about derivative instruments and hedging activities, including when a derivative or other financial instrument can be designated as a hedge. This guidance requires recognition of all derivative instruments at fair value, and accounting for the changes in fair value depends on whether the derivative has been designated as, and qualifies as, a hedge. Changes in fair value of cash flow hedges are recorded as a component of other comprehensive (loss) income in the current period. See Note 6 for additional information regarding our hedging activities and derivative instruments. Revenue Recognition – Revenue is primarily derived from providing access to or usage of our networks and facilities in accordance with our customer contracts. A contract’s transaction price, considering discounts given for bundled purchases and promotional credits, is allocated to each distinct performance obligation, a promise in a contract to transfer a distinct good or service to the customer, and recognized as revenue when, or as, the performance obligation is satisfied. The majority of our contracts have multiple performance obligations. While many contracts include one or more performance obligations, the revenue recognition pattern is generally not impacted by the allocation since the performance obligations are generally satisfied over the same period of time. When the method and timing of transfer and performance risk are the same, services are deemed to be highly interdependent. Highly interdependent, indistinct, services are combined into a single performance obligation. Although each month of services promised is a separate performance obligation, we consider the series of monthly service performance obligations promised over the course of the contract a single performance obligation for purposes of the allocation. For contracts with multiple performance obligations, we allocate the contract’s transaction price to each performance obligation based on the relative standalone selling price of each performance obligation in the contract. The standalone selling price is the estimated price we would charge for the good or service in a separate transaction with similar customers in similar circumstances. Identifying distinct performance obligations and determining the standalone selling price for each performance obligation within a contract with multiple performance obligations requires management judgment. Our performance obligations are satisfied over time as services are rendered or at a point in time depending on our evaluation of when the customer obtains control of the promised goods. Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally, this occurs when services are rendered or control of our communication products is transferred. Service revenues are recognized over the period that the corresponding services are rendered to customers. Revenues that are billed in advance include monthly recurring network access and data services, special access and monthly recurring voice, Internet and other related charges. Revenues derived from other telecommunications services, including interconnection, long-distance and enhanced service revenues are recognized monthly as services are provided. Telecommunications network maintenance revenue from indefeasible rights to use fiber optic network facility arrangements (“IRUs”) are generally recognized over the term of the related contract. Sales of communications products including customer premise equipment and modems are recognized when products are delivered to and accepted by customers. In determining whether installation is a separate performance obligation, we evaluate, among other factors, whether other performance obligations are highly dependent upon installation requiring significant integration or customization or whether a customer can benefit from the installation with other readily available resources. In circumstances where customers can benefit from the installation with other readily available resources, installation is a separate performance obligation. We recognize installation revenue when the installation is complete. In circumstances where other telecommunication service performance obligations are highly dependent upon installation, installation is not a separate purchase obligation, and accordingly, we include the installation fees in the transaction price allocated to and recognized with other telecommunication service performance obligations. Fees assessed to customers for service activation are considered a material right in a month-to-month contract. These service activation fees are deferred and recognized as service revenue on a straight-line basis over the estimated life of the customer. 2. Summary of Significant Accounting Policies and Changes, Continued: As a practical expedient, we group similar contracts or performance obligations together into portfolios of contracts or performance obligations when the result does not differ materially from considering each contract or performance obligation separately. We apply the portfolio approach for the following: service activations, installation services, certain promotional credits, commissions and other costs to fulfill a contract. Portfolios are recognized over the estimated life of the customer. Determining the estimated life of the customer requires management judgment. The estimated life of our customer relationships varies by business segment. Wholesale customer lives are estimated based on the average number of months each individual circuit was active. Enterprise and small business customer lives are based on average contract terms. Consumer lives are estimated based on average customer tenure. Our contracts include discounts and promotional credits given to customers. We include discounts and promotional credits in the transaction price. These estimates are based on historical experience and anticipated performance. In determining whether to include in revenues and expenses, the taxes and surcharges assessed and collected from customers and remitted to government authorities, including USF charges, sales, use, value added and excise taxes, we evaluate, among other factors, whether we are the primary obligor or principal tax payer for the fees and taxes assessed in each jurisdiction in which we operate. In those jurisdictions for which we are the primary obligor, we record the taxes and surcharges on a gross basis and include in revenues and costs of services and products. In jurisdictions in which we function as a collection agent for the government authority, we record the taxes on a net basis and exclude the amounts from our revenues and costs of services and products . We offer third-party video services to our customers. The third-party service provider retains control of the service and is the primary obligor. We record commissions received on a net basis. See Note 8 for additional information regarding contract balances, remaining performance obligations, revenue by category and deferred contract costs. Connect America Fund Support – In conjunction with reforming USF, the Federal Communications Commission (“FCC”) established the Connect America Fund (“CAF”) which provides incremental broadband funding to a number of unserved and underserved locations. In 2015, Windstream accepted support offers under CAF Phase II for 17 of 18 states in which we are the incumbent provider, totaling approximately $175.0 million in annual funding which will continue through 2021. Windstream is obligated to offer broadband service at speeds of 10/1 Mbps or better to approximately 400,000 eligible locations in high-cost areas in those 17 states. Intercarrier Billing Disputes - We routinely dispute network access charges that are billed to us by other companies for access to their networks. We have accrued amounts that we believe are adequate related to ongoing billing disputes. The reserves are subject to changes in estimates and management judgment as new information becomes available. Due to the length of time historically required to resolve these disputes, these matters may be resolved or require adjustment in future periods and relate to costs invoiced, accrued or paid in prior periods. While we believe the reserves recorded for billing disputes are adequate as of December 31, 2018, it is possible that we could record future adjustments to these reserves and such adjustments could be significant. There were no material adjustments to our billing dispute reserves during the years ended December 31, 2018, 2017 and 2016. Advertising – Advertising costs are expensed as incurred. Advertising expense totaled $40.6 million , $47.8 million and $44.0 million in 2018 , 2017 and 2016 , respectively. 2. Summary of Significant Accounting Policies and Changes, Continued: Share-Based Compensation – In accordance with authoritative guidance on share-based compensation, we measure compensation expense for all stock option and restricted stock awards at fair value on the date of the grant and recognize compensation expense over the requisite service period for awards expected to vest. We estimate the fair value of stock options using the Black-Scholes valuation model and determine the fair value of restricted stock awards based on the grant date quoted market price of Windstream Holdings’ common stock. Fair value of stock options and time-based restricted stock awards is recognized as compensation expense, net of estimated forfeitures, on a straight-line basis over the period that each award vests. For accounting purposes, performance-based awards are valued at fair value on the date on which the performance targets are set. Share-based compensation expense for performance-based awards is recognized when it is probable and estimable that the performance metrics will be achieved. Share-based compensation expense is included in cost of services and selling, general and administrative expenses in the accompanying consolidated statements of operations. See Note 10 for additional information regarding stock option, restricted stock and restricted unit activity. Pension Benefits – We recognize changes in the fair value of plan assets and actuarial gains and losses due to actual experience differing from actuarial assumptions, as a component of net periodic benefit (income) expense in the fourth quarter in the year in which the gains and losses occur, and if applicable in any quarter in which an interim remeasurement is required. The remaining components of net periodic benefit (income) expense, primarily benefits earned, interest cost and expected return on plan assets, are recognized ratably on a quarterly basis. See Note 9 for additional information regarding actuarial assumptions, net periodic benefit (income) expense, projected benefit obligation, plans assets, future contributions and payments. Operating Leases – Certain of our operating lease agreements include scheduled rent escalations during the initial lease term and/or during succeeding optional renewal periods. We account for these operating leases in accordance with authoritative guidance for operating leases with non-level rent payments. Accordingly, the scheduled increases in rent expense are recognized on a straight-line basis over the initial lease term and those renewal periods that are reasonably assured. The difference between rent expense and rent paid is recorded as deferred rent and is included in other liabilities in the accompanying consolidated balance sheets. Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term, including renewal option periods that are reasonably assured. See Note 17 for our minimum rental commitments for non-cancellable operating leases and related rental expense. Asset Disposal – In December 2018, we entered into an agreement to sell certain fiber assets in Minnesota to Avrig Enterprises Inc. for cash proceeds of $45.8 million and concurrently entered into a 20 -year IRU agreement to continue to use a portion of the sold fiber assets at no cost. We accounted for the transaction as a financing due to our continuing involvement in the fiber assets. Income Taxes – We account for income taxes in accordance with guidance on accounting for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period of the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. We account for uncertain tax positions in accordance with authoritative guidance which prescribes a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. Our evaluations of tax positions consider various factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, information obtained during in process audit activities and changes in facts or circumstances related to a tax position. We also accrue for potential interest and penalties related to unrecognized tax benefits in income tax expense (benefit). Windstream Holdings and its domestic subsidiaries, including Windstream Services, file a consolidated federal income tax return. As such, Windstream Services and its subsidiaries are not separate taxable entities for federal and certain state income tax purposes. In instances when Windstream Services does not file a separate return, income taxes as presented within the accompanying consolidated financial statements attribute current and deferred income taxes of Windstream Holdings to Windstream Services and its subsidiaries in a manner that is systematic, rational and consistent with the asset and liability method. Income tax provisions presented for Windstream Services and its subsidiaries are prepared under the “separate return method.” The separate return method represents a hypothetical computation assuming that the reported revenue and expenses of Windstream Services and its subsidiaries were incurred by separate taxable entities. See Note 16 for additional information. 2. Summary of Significant Accounting Policies and Changes, Continued: Loss Per Share – We compute basic (loss) earnings per share by dividing net (loss) income applicable to common shares by the weighted average number of common shares outstanding during each period. Our non-vested restricted shares containing a non-forfeitable right to receive dividends on a one-to-one per share ratio to common shares are considered participating securities, and the impact is included in the computation of (loss) earnings per share pursuant to the two-class method. Calculations of (loss) earnings per share under the two-class method exclude from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator. Commencing in the third quarter of 2017, we eliminated our quarterly common stock dividend. Diluted (loss) earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, including restricted stock units, stock options and warrants, were exercised or converted into common stock. The dilutive effect of outstanding restricted stock units, stock options and warrants is reflected in diluted earnings per share by application of the treasury stock method. In applying the treasury stock method for stock-based compensation arrangements, the assumed proceeds are computed as the sum of the amount the employee must pay upon exercise plus the amount of compensation cost attributed to future services. We also issue performance-based restricted stock units as part of our share-based compensation plan. Certain of these restricted stock units contain a forfeitable right to receive dividends. Because dividends attributable to these shares are forfeited if the vesting provisions are not met, they are considered non-participating restricted shares and are not considered to be potentially dilutive under the two-class method until the performance conditions have been satisfied. A reconciliation of net loss and number of shares used in computing basic and diluted loss per share was as follows for the years ended December 31: (Millions, except per share amounts) 2018 2017 2016 Basic and diluted loss per share: Numerator: Net loss $ (723.0 ) $ (2,116.6 ) $ (383.5 ) Income allocable to participating securities — (1.3 ) (2.5 ) Net loss attributable to common shares $ (723.0 ) $ (2,117.9 ) $ (386.0 ) Denominator: Basic and diluted shares outstanding Weighted average shares outstanding 40.8 34.5 19.8 Weighted average participating securities — (0.7 ) (1.0 ) Weighted average basic and diluted shares outstanding 40.8 33.8 18.8 Basic and diluted loss per share: Net loss ($17.72 ) ($62.66 ) ($20.53 ) We have excluded from the computation of diluted shares the effect of restricted stock units and options to purchase shares of our common stock because their inclusion would have an anti-dilutive effect due to our reported net losses for the years ended December 31, 2018 , 2017 , and 2016 . We had 0.4 million restricted stock units and 1.0 million stock options outstanding as of December 31, 2018 , compared to 0.8 million restricted stock units and less than 0.1 million stock options outstanding at December 31, 2017 . We had 0.3 million restricted stock units and 0.1 million stock options outstanding as of December 31, 2016. Change in Accounting Estimate – The calculation of depreciation and amortization expense is based on the estimated economic useful lives of the underlying property, plant and equipment and finite-lived intangible assets. We periodically obtain updated depreciation studies to evaluate whether certain useful lives remain appropriate in accordance with authoritative guidance. With the assistance of a third-party valuation advisor, we completed analyses of the depreciable lives of assets held for use of certain subsidiaries during 2016. Based on the results of the analyses, we implemented new depreciation rates in the fourth quarter of 2016, the effects of which resulted in an increase to depreciation expense. Additionally, in the fourth quarter of 2016, we reassessed the estimated useful lives of certain fiber assets, extending the useful life of such assets from 20 to 25 years. The net impact of these changes resulted in increases to depreciation expense of $35.3 million and $8.8 million for the years ended December 31, 2017 and 2016, respectively, which increased our reported net loss by $22.2 million and $5.4 million or $.66 and $.29 per share for the years ended December 31, 2017 and 2016, respectively. 2. Summary of Significant Accounting Policies and Changes, Continued: Recently Adopted Accounting Standards Revenue Recognition – In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) as modified by subsequently issued ASU Nos. 2015-14, 2016-08, 2016-10, 2016-11, 2016-12 and 2016-20 (collectively “ASU 2014-09”). The core principle of the revenue model is that an entity should recognize revenue for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive for those goods or services. ASU 2014-09 also provided new accounting principles related to the deferral and amortization of contract acquisition and fulfillment costs. On January 1, 2018, we adopted ASU 2014-09 using the modified retrospective transition method applied to those contracts which were not complete as of January 1, 2018. Under the modified retrospective transition method, we recognized the cumulative effect of initial adoption as an adjustment to our opening accumulated deficit balance. Comparative information for prior periods has not been restated and continues to be reported under the accounting standards in effect for those periods. Under the new revenue recognition guidance, a substantial portion of our service revenues continue to be recognized when services are provided. Changes to the timing of recognition of certain in |
Acquisitions Acquisitions
Acquisitions Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions: Completed in 2018 American Telephone Company On August 31, 2018, Windstream Holdings completed its acquisition of American Telephone Company, LLC (“ATC”), a reseller of a broad range of voice and data communications services to businesses mainly headquartered in the greater New York metropolitan area, for cash consideration of approximately $10.0 million , net of cash acquired. The purchase price has been allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The purchase price allocation is preliminary and subject to change based on receipt of information currently not available to us, including the tax basis of the assets acquired. The excess of the aggregate purchase price over the fair value of the tangible net assets acquired was assigned to customer list of $7.0 million and goodwill of $3.6 million . All of the goodwill recorded in this acquisition will be deductible for income tax purposes. The results of ATC’s operations were not material to our consolidated results of operations, and accordingly, no pro forma financial information has been presented. MASS Communications On March 27, 2018, Windstream Holdings acquired MASS Communications (“MASS”), a privately held telecommunications network management company focused on providing custom engineered voice, data and networking solutions to small and mid-sized global enterprises in the financial, legal, healthcare, technology, education and government sectors for cash consideration of approximately $37.1 million , net of cash acquired, and included $2.5 million of expected earn-out payments which have been funded into an escrow account. The acquisition was accounted using the acquisition method and accordingly, the cost of the acquisition was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. In allocating the purchase price, we recorded approximately $1.3 million of tangible assets, consisting primarily of accounts receivable, $10.0 million associated with a customer list intangible asset, $4.2 million of trade accounts payable and other current liabilities, $1.5 million of deferred income tax liabilities, and $31.5 million of goodwill. The purchase price allocation is preliminary and subject to change based on receipt of information currently not available to us, including the tax basis of the assets acquired. Any changes to the initial estimates of the fair value of the acquired assets and liabilities assumed will be recorded as adjustments to those asset and liabilities with the offset charged to goodwill. Goodwill associated with this acquisition was primarily attributable to the MASS workforce and expected synergies. None of the goodwill recorded in this acquisition is expected to be deductible for income tax purposes. The results of MASS’ operations were not material to our consolidated results of operations, and accordingly, no pro forma financial information has been presented. Completed in 2017 Broadview Network Holdings, Inc. On July 28, 2017, Windstream Holdings completed its merger with Broadview Networks Holdings, Inc. (“Broadview”), pursuant to the terms of the Agreement and Plan of Merger (the “Broadview Merger Agreement”) dated April 12, 2017, whereby Broadview merged into Beethoven Merger Subsidiary, Inc., with Broadview surviving as an indirect wholly owned subsidiary of Windstream Holdings, and changing its name to Windstream BV Holdings, Inc. Broadview is a leading provider of cloud-based unified communications solutions to small and medium-sized businesses and offers a broad suite of cloud-based services, which will improve our competitiveness and ability to provide enhanced services to business customers. Upon completion of the merger, Windstream added approximately 20,000 small and medium-sized business customers and approximately 3,000 incremental route fiber miles. Pursuant to the terms of the Broadview Merger Agreement, each share of Broadview’s common stock, par value $.01 per share that was issued and outstanding immediately prior to the effective time of the merger was automatically converted into the right to receive cash consideration of $6.98 per share. In completing the merger, Windstream Services paid $69.8 million in cash to Broadview shareholders and assumed $160.2 million of Broadview’s short-term debt obligations, which Windstream Services subsequently repaid using amounts available under its senior secured revolving credit facility. The transaction was valued at approximately $230.0 million . 3. Acquisitions, Continued: During 2017, we adjusted our initial purchase price allocation for changes in the estimated fair value of certain acquired tangible and intangible assets. These adjustments primarily resulted from new information about facts and circumstances that existed at the time of the acquisition. The adjustments included recording an asset of $2.6 million attributable to certain assumed operating lease obligations for which terms of the lease arrangement were favorable relative to market rates as of the acquisition date and a decrease of $12.0 million to the acquired customer lists intangible asset based on updates to the information applicable to the third-party valuations of these assets. The impact of these changes on rent expense and depreciation and amortization were not material to our 2017 consolidated results of operations. Based on additional information received and further analysis, we also adjusted the purchase price allocation applicable to acquired net operating losses, resulting in a $9.7 million reduction in the valuation allowance associated with the net deferred tax assets acquired in the merger. Our initial purchase price allocation had yielded a net deferred tax asset which had been fully offset by a valuation allowance. During 2018, we finalized our purchase price allocation for changes in the estimated fair value of certain acquired assets, resulting from new information about facts and circumstances that existed at the time of acquisition. The adjustments primarily consisted of an increase of $4.2 million adjusted deferred income tax assets based on receipt of the final tax basis of assets acquired and adjusted certain state gross receipts and sales tax liabilities based on additional information received subsequent to the acquisition date, resulting in increases in deferred income tax assets of $1.4 million and other current liabilities of $4.7 million . The measurement period adjustments recorded in 2017 and 2018 to the estimated fair values of assets acquired and liabilities assumed resulted in an offsetting increase to goodwill of $9.3 million . Goodwill associated with this acquisition was primarily attributable to the Broadview workforce and expected synergies. As a result of past acquisitions completed by Broadview, approximately $10.8 million of goodwill recorded in the merger is expected to be deductible for income tax purposes. The following table summarizes the fair values of the assets acquired and liabilities assumed for Broadview. (Millions) Initial Allocation Adjustments Final Allocation Fair value of assets acquired: Accounts receivable $ 19.7 $ (2.1 ) $ 17.6 Other current assets 7.7 (0.9 ) 6.8 Property, plant and equipment 37.1 4.2 41.3 Goodwill 111.3 9.3 120.6 Customer lists (a) 57.0 (12.0 ) 45.0 Trade names (b) 21.0 — 21.0 Developed technology (c) 10.0 — 10.0 Deferred income taxes — 11.1 11.1 Other assets 0.6 1.9 2.5 Total assets acquired 264.4 11.5 275.9 Fair value of liabilities assumed: Short-term debt obligations 160.2 — 160.2 Other current liabilities 40.2 11.4 51.6 Other liabilities 0.7 0.1 0.8 Total liabilities assumed 201.1 11.5 212.6 Cash paid, net of cash acquired $ 63.3 $ — $ 63.3 (a) Customer lists are amortized using the sum-of-years digits methodology over a weighted average life of 10 years . (b) Trade names are amortized on a straight-line basis over an estimated useful life of 1 and 10 years . (c) Internally developed technology is amortized on a straight-line basis over an estimated useful life of 5 years . 3. Acquisitions, Continued: The fair values of the assets acquired and liabilities assumed were determined utilizing income, cost and market approaches with the assistance of a third-party valuation firm. The customer list was valued based on the present value of future cash flows and the trade names and developed technology were valued using the relief-from-royalty method, both of which are income approaches. Significant assumptions utilized in these income approaches were based on our specific information and projections, which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance. The fair value of Broadview’s short-term debt obligations, consisting of a revolving credit facility and 10.5 percent senior notes due November 15, 2017 (“Broadview 2017 Notes”), were based on redemption cost and quoted market prices, respectively. The results of Broadview’s operations are included in our consolidated results of operations beginning on July 28, 2017. For the year ended December 31, 2017, our consolidated results of operations include revenues and sales of $119.9 million and operating income of $6.0 million attributable to Broadview. We incurred $4.1 million of merger and integration expenses during the year ended December 31, 2018 as compared to $14.3 million during the year ended December 31, 2017 related to the completion of this acquisition (see Note 11). Pro forma financial information for Broadview has not been presented because the effects of this acquisition were not material to our consolidated results of operations. EarthLink Holdings Corp. On February 27, 2017, Windstream Holdings completed its merger with EarthLink Holdings Corp. (“EarthLink”), pursuant to the terms of the Agreement and Plan of Merger (the “Merger Agreement”) dated November 5, 2016, whereby EarthLink merged into Europa Merger Sub, Inc., an wholly-owned subsidiary of Windstream Services, LLC, and survived, and immediately following, merged with Europa Merger Sub, LLC, a wholly-owned subsidiary of Windstream Services, LLC, with Merger Sub surviving and changing its name to EarthLink Holdings, LLC (the “Merger”). EarthLink Holdings, LLC is a direct, wholly-owned subsidiary of Windstream Services and provides data, voice and managed network services to retail and wholesale business customers and nationwide Internet access and related value-added services to residential customers. In the Merger, we added approximately 700,000 customers and approximately 16,000 incremental route fiber miles, which expanded our national footprint to approximately 150,000 fiber route miles and enhanced our ability to offer customers expanded products, services and enhanced enterprise solutions. We also expect to achieve operating expense and capital expenditure synergies in integrating the acquired operations. Pursuant to the terms of the Merger Agreement, each share of EarthLink common stock was exchanged, on a post-reverse stock split basis, for .164 of Windstream Holdings common stock. No fractional shares were issued in the Merger, with a cash payment being made in lieu of fractional shares. Employee restricted stock units issued by EarthLink that were outstanding as of the merger date were exchanged for an equivalent number of Windstream Holdings restricted stock units based on the same exchange ratio of EarthLink common stock to Windstream Holdings common stock. The replacement restricted stock units remain subject to the vesting and other terms and conditions prescribed by the EarthLink equity plans that were assumed by us in the Merger. In the aggregate, on a post-reverse stock split basis, Windstream Holdings issued 17.6 million shares of its common stock and 1.0 million of replacement equity awards. Windstream also assumed $435.3 million aggregate principal amount of EarthLink’s long-term debt, which we refinanced, as further discussed in Note 5. The Merger qualifies as a tax-free reorganization for U.S. federal income tax purposes and was valued at approximately $1.1 billion . We accounted for the Merger using the acquisition method of accounting and accordingly, the cost of the acquisition was allocated to the assets acquired and liabilities assumed based on their fair values as of the Merger date. During 2017, we adjusted the purchase price allocation based on additional information received subsequent to the Merger date. We adjusted our preliminary purchase price allocation to reduce total merger consideration by $4.3 million to update the portion of the fair value of replacement equity awards attributable to future vesting requirements. We also adjusted the estimated fair value of certain acquired tangible and intangible assets, primarily consisting of an increase of $11.6 million in property, plant and equipment and a decrease of $7.0 million to customer lists, based on updates to the information about facts and circumstances that existed at the time of the Merger applicable to the third-party valuations of these assets. The impact of these changes on depreciation and amortization was not material to our consolidated results of operations. Based on additional information received and further analysis, we adjusted the purchase price allocation applicable to acquired net operating losses, resulting in a $125.7 million reduction in the valuation allowance associated with the net deferred tax assets acquired in the Merger. Our initial purchase price allocation had yielded a net deferred tax asset which had been fully offset by a valuation allowance. In addition, we recorded adjustments to the assumed asset retirement obligations and certain contingent liabilities and other reserves based on the receipt of additional information about facts and circumstances that existed at the time of the Merger. The revisions to the merger consideration and estimated fair values of assets acquired and liabilities assumed resulted in an offsetting decrease to goodwill of $128.4 million . 3. Acquisitions, Continued: Goodwill associated with the Merger was primarily attributable to the EarthLink workforce and expected synergies. As a result of past acquisitions completed by EarthLink, approximately $54.8 million of goodwill recorded in the Merger is expected to be deductible for income tax purposes. The following table summarizes the fair values of the assets acquired and liabilities assumed for EarthLink. (Millions) Preliminary Allocation Adjustments Final Allocation Fair value of assets acquired: Cash and other current assets $ 37.7 $ (3.5 ) $ 34.2 Accounts receivable 75.3 (1.5 ) 73.8 Property, plant and equipment 344.0 11.6 355.6 Goodwill 476.7 (128.4 ) 348.3 Customer lists (a) 275.0 (7.0 ) 268.0 Trade name, developed technology and software (b) 31.0 — 31.0 Deferred income taxes — 125.7 125.7 Other assets 0.3 0.9 1.2 Total assets acquired 1,240.0 (2.2 ) 1,237.8 Fair value of liabilities assumed: Current liabilities 119.5 5.7 125.2 Long-term debt 449.1 — 449.1 Other liabilities 24.5 (3.6 ) 20.9 Total liabilities assumed 593.1 2.1 595.2 Common stock and replacement equity awards issued to EarthLink shareholders (c) $ 646.9 $ (4.3 ) $ 642.6 (a) Customer lists are amortized using the sum-of-years digit methodology over a weighted average life of 5.5 years . (b) Trade name of $8.0 million is amortized on a straight-line basis over an estimated useful life of 7 years . Internally developed technology and software of $23.0 million are amortized on a straight-line basis over an estimated useful life of 3 years . (c) Total merger consideration of $642.6 million consisted of $631.4 million related to shares issued to EarthLink shareholders and $11.2 million related to replacement equity awards. The fair values of the assets acquired and liabilities assumed were determined with the assistance of a third-party valuation firm using income, cost, and market approaches. The customer lists were valued based on the present value of future cash flows and the trade name was valued using the relief-from-royalty method, both of which are income approaches. Significant assumptions utilized in the income approach were based on our specific information and projections, which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance. The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was used as appropriate for valuing internally developed technology and software and property, plant and equipment. The cost to replace a given asset reflects the estimated reproduction or replacement cost for the asset, less an allowance for loss in value due to depreciation. The fair value of the EarthLink credit facility was based on its redemption cost, while the remaining bonds were valued based on quoted market prices. Equity consideration was based on the opening price of our common stock on February 27, 2017. Consideration related to replacement restricted stock units was calculated based on the opening price of our common stock on February 27, 2017, net of the portion of the fair value attributable to future vesting requirements. The amount allocated to unearned compensation cost for awards subject to future service requirements was calculated based on the fair value of such awards at the acquisition date and will be recognized as compensation cost over the remaining future service period. The results of EarthLink’s operations are included in our consolidated results of operations beginning on February 27, 2017. For the year ended December 31, 2017, our consolidated results of operations include revenues and sales of $751.1 million and operating loss of $(61.0) million attributable to EarthLink. We incurred $15.5 million and $104.1 million of merger and integration expenses during the year ended December 31, 2018 and 2017, respectively, related to the completion of the Merger (see Note 11). 3. Acquisitions, Continued: The following unaudited pro forma consolidated results of operations of Windstream for the years ended December 31, 2017 and 2016 assume that the Merger occurred as of January 1, 2016: Year Ended December 31, (Millions) 2017 2016 Revenues and sales $ 6,002.4 $ 6,369.3 Operating (loss) income $ (1,559.2 ) $ 499.9 Net loss $ (2,098.3 ) $ (431.3 ) Loss per share ($57.27 ) ($12.03 ) The pro forma information presents our historical results of operations adjusted to include EarthLink, with the results prior to the merger closing date adjusted to include the pro forma effect of the elimination of transactions between Windstream and EarthLink, the adjustment to revenues and sales to change EarthLink’s reporting of USF fees billed to customers and the related payments from a net basis to a gross basis to conform to Windstream’s reporting of such customer billings, the adjustment to depreciation and amortization expense associated with the estimated acquired fair value of property, plant and equipment and intangible assets, the adjustment to interest expense to reflect the refinancing of EarthLink’s long-term debt obligations, the impact of merger expenses related to the acquisition and the related income tax effects of the pro forma adjustments. The pro forma results are presented for illustrative purposes only and do not reflect either the realization of potential cost savings or any additional integration costs. These pro forma results do not purport to be indicative of the results that would have been obtained if the Merger had occurred as of the date indicated, nor do the pro forma results intend to be a projection of results that may be obtained in the future. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets: | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets: Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired through various business combinations. The cost of acquired entities at the date of the acquisition is allocated to identifiable assets and liabilities, and the excess of the total purchase price over the amounts assigned to net identifiable assets has been recorded as goodwill. We performed a quantitative goodwill impairment test as of our annual measurement date of November 1, 2018. As of that date, we had four reporting units consisting of Consumer & Small Business, Enterprise, Wholesale and Consumer CLEC, which is consistent with how we defined our four reportable operating segments. Our reporting units are not separate legal entities with discrete balance sheet information. Accordingly, in determining the reporting unit’s carrying value, assets and liabilities were assigned to the reporting units using a combination of specification identification and consistent and reasonable allocation methodologies as appropriate. We estimated the fair value of our Consumer & Small Business, Enterprise and Wholesale reporting units using an income approach. The income approach is based on the present value of projected cash flows and a terminal value, which represents the expected normalized cash flows of the reporting unit beyond the cash flows from the discrete projection period of five years. We discounted the estimated cash flows for each of the reporting units using a rate that represents a market participant’s weighted average cost of capital commensurate with the reporting unit’s underlying business operations. For the Consumer CLEC reporting unit, we estimated fair value based on the gross cash proceeds received from the subsequent sale of these operations due to the close proximity of the sale date of December 31, 2018 to our assessment date of November 1, 2018. Based on the results of our quantitative analysis, we determined that no goodwill impairment existed as of November 1, 2018. 4. Goodwill and Other Intangible Assets, Continued: In performing our annual goodwill impairment test as of November 1, 2017, we also utilized a quantitative approach that compared the fair value to the carrying value of each of the same four reporting units discussed above and estimated the fair value of the reporting units using an income approach. The results of the goodwill impairment test indicated that the carrying values of our Consumer & Small Business and Wholesale reporting units exceeded their fair values. Accordingly, during the fourth quarter of 2017, we recorded an impairment of goodwill in our Consumer & Small Business reporting unit of $1,417.8 million and an impairment of goodwill in our Wholesale reporting unit of $423.0 million representing the excess of the carrying value from each reporting unit’s fair value. The goodwill impairment in the Consumer & Small Business reporting unit primarily resulted from declines in forecasted revenue and profitability levels for this business unit to reflect greater than expected impacts from competition, lower than expected returns and customer retention from recent capital investments, less than expected opportunities to upsell higher speeds to existing customers, and the effects of offering low introductory pricing plans as part of a new customer acquisition strategy implemented in the fourth quarter of 2017. The impairment charge in the Wholesale reporting unit primarily resulted from adverse changes in forecasted revenue and profitability levels for this business unit to reflect greater than expected pricing pressures on our legacy service offerings and lower incremental returns on future capital expenditures needed to support the business. The fair values of the Enterprise and Consumer CLEC significantly exceeded their respective carrying values, and therefore, there was no goodwill impairment for these two reporting units as of November 1, 2017. Changes in the carrying amount of goodwill were as follows: (Millions) Balance at December 31, 2016: $ 4,213.6 Acquisitions completed during the period: Broadview 121.3 EarthLink 348.3 Goodwill impairment (1,840.8 ) Balance at December 31, 2017: Goodwill 4,683.2 Accumulated impairment loss (1,840.8 ) Balance at December 31, 2017, net 2,842.4 Changes during the period: Broadview measurement period adjustments (0.7 ) MASS acquisition 31.5 ATC acquisition 3.6 Disposition of consumer CLEC business (103.1 ) Balance at December 31, 2018: Goodwill 4,614.5 Accumulated impairment loss (1,840.8 ) Balance at December 31, 2018, net $ 2,773.7 4. Goodwill and Other Intangible Assets, Continued: Goodwill assigned to our operating segments and changes in the carrying amount of goodwill by reportable segment were as follows: (Millions) Consumer & Small Business Enterprise Wholesale Consumer and Small Business CLEC (a) Consumer CLEC Total Balance at December 31, 2016: $ 2,321.2 $ 598.0 $ 1,176.4 $ 118.0 $ — $ 4,213.6 Acquisitions completed during the period: Broadview — 10.7 — 110.6 — 121.3 EarthLink — 116.1 120.7 111.5 — 348.3 Reallocation adjustment (b) — 237.0 — (340.1 ) 103.1 — Goodwill impairment (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2017: Goodwill 2,321.2 961.8 1,297.1 — 103.1 4,683.2 Accumulated impairment loss (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2017, net $ 903.4 $ 961.8 $ 874.1 $ — $ 103.1 $ 2,842.4 Changes during the period: Broadview measurement period adjustments — (0.7 ) — — — (0.7 ) MASS acquisition — 31.5 — — — 31.5 ATC acquisition — 3.6 — — — 3.6 Disposition of consumer CLEC business — — — — (103.1 ) (103.1 ) Balance at December 31, 2018: Goodwill 2,321.2 996.2 1,297.1 — — 4,614.5 Accumulated impairment loss (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2018, net $ 903.4 $ 996.2 $ 874.1 $ — $ — $ 2,773.7 (a) Prior to the acquisition of EarthLink, this segment was called Small Business CLEC. (b) Represents adjustment to reallocate goodwill of the former Consumer and Small Business CLEC reporting unit to the Enterprise and Consumer CLEC reporting units, using a relative fair value basis. 4. Goodwill and Other Intangible Assets, Continued: Intangible assets were as follows at December 31: 2018 2017 (Millions) Gross Cost Accumulated Amortization Net Carrying Value Gross Cost Accumulated Amortization Net Carrying Value Franchise rights $ 1,285.1 $ (414.6 ) $ 870.5 $ 1,285.1 $ (371.8 ) $ 913.3 Customer lists (a) 1,758.5 (1,450.4 ) 308.1 2,104.6 (1,626.6 ) 478.0 Cable franchise rights 17.3 (10.3 ) 7.0 17.3 (9.1 ) 8.2 Trade names (b) 21.0 (3.9 ) 17.1 29.0 (2.2 ) 26.8 Developed technology and software (c) 18.0 (7.7 ) 10.3 33.0 (7.1 ) 25.9 Patents 10.6 (10.5 ) 0.1 10.6 (8.4 ) 2.2 Balance $ 3,110.5 $ (1,897.4 ) $ 1,213.1 $ 3,479.6 $ (2,025.2 ) $ 1,454.4 (a) At the date of sale, customer lists associated with the consumer CLEC business had a gross cost of $43.0 million and a net carrying value of $20.8 million . During 2018, fully amortized customer lists with a gross cost of $320.1 million were written off. (b) At the date of sale, trade names associated with the consumer CLEC business had a gross cost of $8.0 million and a net carrying value of $5.9 million . (c) At the date of sale, developed technology and software associated with the consumer CLEC business had a gross cost of $15.0 million and a net carrying value of $5.9 million . Intangible asset amortization methodology and useful lives were as follows as of December 31, 2018 : Intangible Assets Amortization Methodology Estimated Useful Life Franchise rights straight-line 30 years Customer lists sum of years digits 5.5 - 15 years Cable franchise rights straight-line 15 years Trade names straight-line 1 - 10 years Developed technology and software straight-line 3 - 5 years Patents straight-line 3 years Amortization expense for intangible assets subject to amortization was $225.8 million , $241.0 million and $185.2 million in 2018 , 2017 and 2016 , respectively. Amortization expense for intangible assets subject to amortization was estimated to be as follows for each of the years ended December 31 : Year (Millions) 2019 $ 168.7 2020 133.9 2021 101.2 2022 71.4 2023 59.0 Thereafter 678.9 Total $ 1,213.1 |
Long-term Debt and Lease Obliga
Long-term Debt and Lease Obligations: | 12 Months Ended |
Dec. 31, 2018 | |
Long-term Debt and Capital Lease Obligations [Abstract] | |
Long-term Debt and Lease Obligations | Long-term Debt and Lease Obligations: Windstream Holdings has no debt obligations. All debt, including the senior secured credit facility described below, have been incurred by Windstream Services and its subsidiaries. Windstream Holdings is neither a guarantor of nor subject to the restrictive covenants imposed by such debt. Event of Default and Chapter 11 Cases – As further discussed in Notes 1 and 17, on February 15, 2019, Judge Furman of the District Court found that Windstream Services had defaulted under the indenture governing the August 2023 Notes, which resulted in the acceleration of the August 2023 Notes and a cross default under Windstream Services’ senior secured credit agreement governing its secured term and revolving line of credit obligations, as well as the remaining obligations under the master lease agreement with Uniti. In addition, the acceleration of the August 2023 Notes resulted in a cross-acceleration event of default under the indentures governing Windstream Services’ other series of secured and unsecured notes. As a result, all long-term debt and remaining obligations under the master lease agreement with Unit have been classified as current liabilities in the accompanying consolidated balance sheet as of December 31, 2018. On February 25, 2019, Windstream Holdings and all of its subsidiaries, including Windstream Services, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code. The filing of the Chapter 11 Cases also constituted an event of default under our debt agreements. Due to the Chapter 11 Cases, however, our creditors’ ability to exercise remedies under our debt agreements were stayed as of the date of the Chapter 11 petition filing. In general, as debtors-in-possession under the Bankruptcy Code, we are authorized to continue to operate as an ongoing business, but may not engage in transactions outside the ordinary course of business without the prior approval of the Bankruptcy Court. Pursuant to first day motions filed with the Bankruptcy Court, the Bankruptcy Court authorized us to conduct our business activities in the ordinary course. Long-term debt was as follows at December 31: (Millions) 2018 2017 Issued by Windstream Services: Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) $ 1,180.5 $ 1,192.6 Senior secured credit facility, Tranche B7 – variable rates, due February 17, 2024 568.4 574.2 Senior secured credit facility, Revolving line of credit – variable rates, due 1,017.0 775.0 Senior First Lien Notes – 8.625%, due October 31, 2025 (c) (f) 600.0 600.0 Senior Second Lien Notes – 10.500%, due June 30, 2024 (d) (f) 414.9 — Senior Second Lien Notes – 9.000%, due June 30, 2025 (d) (f) 802.0 — Debentures and notes, without collateral: 2020 Notes – 7.750%, due October 15, 2020 (f) 78.1 492.9 2021 Notes – 7.750%, due October 1, 2021 (f) 70.1 88.9 2022 Notes – 7.500%, due June 1, 2022 (f) 36.2 41.6 2023 Notes – 7.500%, due April 1, 2023 (f) 34.4 120.4 2023 Notes – 6.375%, due August 1, 2023 (f) 806.9 1,147.6 2024 Notes – 8.750%, due December 15, 2024 (f) 105.8 834.3 Issued by subsidiaries of Windstream Services: Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 (e) (f) 100.0 100.0 Net discount on long-term debt (g) (28.6 ) (61.6 ) Unamortized debt issuance costs (g) (57.6 ) (62.0 ) 5,728.1 5,843.9 Less current portion (5,728.1 ) (169.3 ) Total long-term debt $ — $ 5,674.6 Weighted average interest rate 7.1 % 6.6 % Weighted maturity N/A 5.1 years 5. Long-term Debt and Lease Obligations, Continued: Prior to the filing of the Chapter 11 Cases, additional information with respect to our debt obligations was as follows: (a) If the maturity of the revolving line of credit is not extended prior to April 24, 2020, the maturity date of the Tranche B6 term loan will be April 24, 2020; provided further, if the 2020 Notes have not been repaid or refinanced prior to July 15, 2020 with indebtedness having a maturity date no earlier than March 29, 2021, the maturity date of the Tranche B6 term loan will be July 15, 2020. (b) On January 3, 2019, Windstream Services’ reduced future maturities of its revolving line of credit of $312.0 million using proceeds received from the sale of the Consumer CLEC business. (c) The notes are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The notes and the guarantees are secured by a first priority lien on Windstream Services’ and the guarantors’ assets that secure the obligations under the senior secured credit facility. (d) The notes are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The notes and the guarantees are secured by a second priority lien on Windstream Services’ and the guarantors’ assets that secure the obligations under the senior secured credit facility. (e) These bonds are secured equally with the senior secured credit facility with respect to the assets of Windstream Holdings of the Midwest, Inc. (f) Windstream Services may call the remaining aggregate principal amounts of these debentures and notes at various premiums upon early redemption. (g) The net discount balance and unamortized debt issuance costs are amortized using the interest method over the life of the related debt instrument. “Debtor-in-Possession” Financing – Pursuant to a commitment letter dated as of February 25, 2019 by and among Windstream Holdings, Windstream Services and Citigroup Global Markets Inc. (together with certain of its affiliates, “Citi”), Citi has committed to provide senior secured superpriority debtor-in-possession credit facilities in an aggregate principal amount of $1.0 billion , comprising a superpriority term loan facility (the “Term Facility”) in an aggregate principal amount of up to $500.0 million (the “Term Loan Commitments”) and a superpriority revolving credit facility (the “Revolving Facility” and, together with the Term Facility, the “DIP Facilities”) in an aggregate principal amount of up to $500.0 million , subject to availability as described below. During the period commencing on the date of the Bankruptcy Court’s entry of an interim order approving the DIP Facilities in form and substance reasonably satisfactory to Citi (the “Interim Order”) and ending on the date the Bankruptcy Court enters a final non-appealable order in form and substance satisfactory to Citi (the “Final Order”), a portion of the Term Loan Commitments will be available to Windstream Services, subject to satisfaction or waiver of certain conditions precedent, in an amount equal to the lesser of $300.0 million and such other amount as may be approved by order of the Bankruptcy Court. Upon the Bankruptcy Court’s entry of the Final Order, the full remaining amount of the Term Loan Commitments shall be available to Windstream Services, subject to the satisfaction or waiver of certain conditions precedent. Availability under the Revolving Facility will be, at any date after the entry of the Interim Order, an amount equal to $100.0 million , and after the entry of the Final Order, an amount equal to $500.0 million . The proceeds of loans extended under the DIP Facilities will be used for purposes permitted by orders of the Bankruptcy Court, including (i) for working capital and other general corporate purposes (ii) to pay transaction costs, professional fees and other obligations and expenses incurred in connection with the DIP Facilities, the Chapter 11 Cases and the transactions contemplated thereunder, and (iii) to pay adequate protection expenses, if any, to the extent set forth in any order entered by the Bankruptcy Court. The maturity date of the DIP Facilities will be 24 months after the closing date of the DIP Facilities. Loans under the Term Facility and the Revolving Facility will bear interest, at the option of Windstream Services, at (1) a margin plus a base rate of the highest of (i) Citibank, N.A.’s base rate, (ii) the three -month certificate of deposit rate plus 1/2 of 1% , (iii) the Federal funds effective rate plus 1/2 of 1% and (iv) the one -month LIBOR plus 1.00% per annum; or (2) a margin plus LIBOR. From and after the closing date for the DIP Facilities, a non-refundable unused commitment fee will accrue at the rate of 0.50% per annum on the daily average unused portion of the Revolving Facility (whether or not then available). On February 26, 2019, the Bankruptcy Court approved the DIP Facilities and the DIP Facilities closed on the same day. 5. Long-term Debt and Lease Obligations, Continued: Senior Secured Credit Facility – Prior to the filing of the Chapter 11 Cases, the amended credit facility provided Windstream Services the ability to obtain incremental revolving or term loans in an unlimited amount subject to maintaining a maximum secured leverage ratio and other customary conditions, including obtaining commitments and pro forma compliance with financial maintenance covenants consisting of a maximum debt to consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) ratio and a minimum interest coverage ratio. In addition, Windstream Services could have requested extensions of the maturity date under any of its existing revolving or term loan facilities. On February 17, 2017, Windstream Services issued an aggregate principal amount of $580.0 million in borrowings under Tranche B7 of its senior secured credit facility, the proceeds of which were used to pay down amounts outstanding under Tranche B5, including accrued interest, and to pay related fees and expenses. The incremental Tranche B7 term loan matures on February 17, 2024 and was issued at a price of 99.5 percent of the principal amount of the loan. Interest rates applicable to the Tranche B7 term loan were, at Windstream Services’ option, equal to either a base rate plus a margin of 2.25 percent per annum or LIBOR plus a margin of 3.25 percent per annum. LIBOR for the Tranche B7 term loan shall at no time be less than 0.75 percent . The Tranche B7 term loan was subject to quarterly amortization payments in an aggregate amount equal to 0.25 percent of the initial principal amount of such term loans, with the remaining balance payable at maturity. At the time of repayment, unamortized debt issuance and discount related to Tranche B5 totaled $6.3 million , of which $1.2 million were included in the loss on debt extinguishment, while the remaining $5.1 million continue to be deferred and amortized to interest expense over the remaining life of Tranche B7 in accordance with debt modification accounting. On the date of closing of the merger with EarthLink, Windstream Services amended its existing senior secured credit agreement to provide for the issuance of an aggregate principal amount of $450.0 million in incremental borrowings under Tranche B6, the proceeds of which were used to repay amounts outstanding under EarthLink’s credit facility and to redeem EarthLink’s outstanding 8.875 percent Senior Notes due 2019 (“EarthLink 2019 Notes”) and 7.375 percent Senior Secured Notes due 2020 (“EarthLink 2020 Notes”). The incremental loans were issued at a price of 99.0 percent of the principal amount of the loan. The incremental loans are repayable at any time. During the fourth quarter of 2017, Windstream Services repaid $139.0 million of amounts outstanding under Tranche B6 using proceeds from the issuance of new debt, as further discussed below. At the time of repayment, unamortized debt issuance and discount related to this portion of Tranche B6 totaling $2.9 million were included in the loss on debt extinguishment. During 2016, Windstream Services repriced at par $597.0 million of borrowings outstanding under Tranche B6 and issued at par an incremental $300.0 million of borrowings under Tranche B6. In connection with the repricing, Windstream Services incurred $6.7 million in arrangement, legal and other fees. Based on an analysis of participating creditors, Windstream Services concluded that a portion of the repricing transaction should be accounted for as a new debt issuance, a portion as a debt modification, and the remainder as a debt extinguishment. As a result, $0.6 million of the arrangement, legal and other fees were recorded as debt issuance costs, with the remaining $6.1 million charged to interest expense in accordance with debt modification accounting. At the time of the repricing transaction, unamortized debt issuance and discount related to the original issuance of Tranche B6 term loan totaled $24.4 million , of which $3.1 million were included in the loss on debt extinguishment recognized in 2016, while the remaining $21.3 million continue to be deferred and amortized to interest expense over the remaining life of the term loan in accordance with debt modification accounting. During 2016, Windstream Services executed incremental amendments to its existing senior secured credit facility to provide for the issuance of an aggregate principal amount $600.0 million term loan under Tranche B6 due March 29, 2021, the proceeds of which were used to repurchase $441.1 million of outstanding 7.875 percent notes due November 1, 2017 (the “2017 Notes”) pursuant to a tender offer and to repay other debt obligations of Windstream Services along with related fees and expenses. The Tranche B6 term loan was issued at a discount of $15.0 million . Debt issuance costs associated with the Tranche B6 borrowings were $11.7 million , which were capitalized and are being amortized over the life of the term loan. Interest on all incremental loans under Tranche B6 accrue at LIBOR plus a margin of 4.00 percent per annum, with LIBOR subject to a 0.75 percent floor. The incremental loans are subject to quarterly amortization in an aggregate amount of approximately 0.25 percent of the initial principal amount of the loans, with the remaining balance payable on March 29, 2021. 5. Long-term Debt and Lease Obligations, Continued: Revolving line of credit – Prior to the filing of the Chapter 11 Cases, under the amended senior secured credit facility, Windstream Services could have obtained revolving loans and issue up to $50.0 million of letters of credit, which upon issuance reduced the amount available for other extensions of credit. Accordingly, the total amount outstanding under the letters of credit and the indebtedness incurred under the revolving line of credit could not exceed $1,250.0 million . Borrowings under the revolving line of credit were used for permitted acquisitions, working capital and other general corporate purposes of Windstream Services and its subsidiaries. Windstream Services paid a commitment fee on the unused portion of the commitments under the revolving credit facility that will range from 0.40 percent to 0.50 percent per annum, depending on the debt to consolidated EBITDA ratio of Windstream Services and its subsidiaries. Revolving loans made under the credit facility were not subject to interim amortization and such loans were not required to be repaid prior to April 24, 2020, other than to the extent the outstanding borrowings exceed the aggregate commitments under the revolving credit facility. Interest rates applicable to loans under the revolving line of credit were, at Windstream Services’ option, equal to either a base rate plus a margin ranging from 0.25 percent to 1.00 percent per annum or LIBOR plus a margin ranging from 1.25 percent to 2.00 percent per annum, based on the debt to consolidated EBITDA ratio of Windstream Services and its subsidiaries. During 2018, Windstream Services borrowed $816.0 million under the revolving line of credit in its senior secured credit facility and through the issuance of new debt and repayments retired $574.0 million of these borrowings. Borrowings under the revolving line of credit included $150.0 million for the one-time mandatory redemption payment applicable to the 2024 Notes paid on February 26, 2018. Letters of credit of $23.4 million were outstanding at December 31, 2018 . During 2017, Windstream Services borrowed $1,196.0 million under the revolving line of credit and through the completion of a debt-for-debt exchange and repayments retired $896.0 million of these borrowings in 2017. Borrowings under the revolving line of credit included $160.0 million to repay amounts outstanding under Broadview’s revolving credit facility and to redeem Broadview’s 2017 Notes. The variable interest rate on the revolving line of credit ranged from 3.40 percent to 6.50 percent , and the weighted average rate on amounts outstanding was 4.02 percent during 2018, as compared to variable interest rates during 2017 which ranged from 2.65 percent to 5.50 percent with a weighted average rate on amounts outstanding of 3.16 percent . Consent Solicitation and Amendments to 2025 Notes and Senior Secured Credit Facility - During the second quarter of 2018, Windstream Services and Windstream Finance Corp. (together the “issuers”) received the requisite consents to amend the indenture governing the 8.625 percent senior first lien notes due October 31, 2025 (“2025 Notes”). Holders of the 2025 Notes who validly delivered (and did not validly revoke) consents to the amendments to the indenture received a one-time consent payment equal to $2.50 per $1,000 principal amount of 2025 Notes provided that such consent was received prior to the expiration of the consent solicitation on June 6, 2018. The consent solicitation (i) permitted the issuers and guarantors under the indenture to issue or incur indebtedness on a junior lien basis and (ii) authorized the collateral agent under the indenture to enter into a junior lien intercreditor agreement upon the issuance or incurrence of junior lien secured indebtedness by the issuers and the guarantors under the indenture. In conjunction with receiving the requisite consents, the amendments to the indenture became effective and operative. All holders of the 2025 Notes are bound by the terms thereof, even if they did not deliver consents to the amendments. Except for the amendments, all existing terms of the 2025 Notes and the Indenture remain unchanged. Concurrent with the consent solicitation, Windstream Services also sought and obtained an amendment to its senior secured credit facility to, among other things, (i) permit the issuance or incurrence of second-priority lien secured indebtedness, (ii) allow Windstream Services to use the proceeds from the issuance or incurrence of such second-priority lien secured indebtedness and other secured indebtedness to repay certain of its outstanding secured and unsecured indebtedness, (iii) permit the execution of a first-lien/second-lien intercreditor agreement, (iv) allow for the incurrence of first-priority lien secured indebtedness if the proceeds of such indebtedness are used to prepay or repay revolving loans or term loans under the senior secured credit facility (and, for revolving loans, permanently reduce the commitments), even if Windstream Services does not meet the typical test of having a pro forma first lien leverage ratio of not more than 2.25 to 1.0, and (v) limit the ability of Windstream Services to declare and pay dividends in some respects. In completing the consent solicitation and amendments, Windstream Services incurred $11.5 million in fees, consisting of $8.8 million in consent fees payable to lenders and $2.7 million in arrangement, legal and other third-party fees. In accordance with debt modification accounting, the $2.7 million in arrangement, legal and other third-party fees were expensed as additional interest expense and the $8.8 million in consent fees were capitalized as debt issuance costs and amortized over the respective terms of the 2025 Notes and senior secured credit facility. 5. Long-term Debt and Lease Obligations, Continued: New Debt Issuances and Debt Exchanges Completed in 2018 On August 2, 2018, Windstream Services completed the settlement of exchange offers, which expired on July 31, 2018, for (1) its 7.75 percent senior notes due October 15, 2020 (“2020 Notes”) for new 10.500% percent senior second lien notes due June 30, 2024 (the “New 2024 Notes”) and (2) its 7.75 percent senior notes due October 1, 2021 (“2021 Notes”), 7.50 percent senior notes due June 1, 2022 (“2022 Notes”), 7.50 percent senior notes due April 1, 2023 (“April 2023 Notes”), 6.375 percent senior notes due August 1, 2023 (“August 2023 Notes”) and 8.75 percent senior notes due December 15, 2024 (“2024 Notes”) for new 9.00 percent senior second lien notes due June 30, 2025 (the “New 2025 Notes”) as follows: • accepted for exchange $414.9 million aggregate principal amount of 2020 Notes in exchange for $414.9 million aggregate principal amount of New 2024 Notes. • accepted for exchange $18.8 million aggregate principal amount of 2021 Notes, $5.3 million aggregate principal amount of 2022 Notes, $86.0 million aggregate principal amount of April 2023 Notes, $340.7 million aggregate principal amount of August 2023 Notes, and $578.6 million aggregate principal amount of 2024 Notes, in exchange for $802.0 million aggregate principal amount of New 2025 Notes. The New 2024 Notes and New 2025 Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) or any state securities laws. As such, these notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws. In completing the exchange transactions, Windstream Services incurred $18.4 million in arrangement, legal and other third-party fees. The exchanges of the 2020 and 2021 Notes were accounted for as a debt modification, and the remaining exchanges of 2022 Notes, April 2023 Notes, August 2023 Notes and 2024 Notes were accounted for as a debt extinguishment. In assessing the accounting treatment for the debt exchanges, we determined that no concessions were granted by our creditors due to the additional collateral and securitization provided to holders of the new notes, as well as consideration of other qualitative factors. For the exchanges accounted for under the extinguishment method of accounting, Windstream Services recognized a net gain of $190.3 million , consisting of the net principal reduction of $226.0 million reduced by the write-off of a portion of the unamortized discount and debt issuance costs related to the original notes of $35.7 million . Of the total legal and other third-party fees incurred, $6.5 million were expensed as additional interest expense under debt modification accounting while the remaining $11.9 million of fees were capitalized and amortized over the terms of the new notes in accordance with the extinguishment method of accounting. New Debt Issuances and Debt Exchanges Completed in 2017 On November 8, 2017, Windstream Services completed a private placement offering of $400.0 million in aggregate principal amount of 8.625 percent senior first lien notes due October 31, 2025 (“2025 Notes”). The notes were issued at a price of 99.0 percent to yield 8.802 percent . The notes were co-issued by Windstream Finance Corp. (“Windstream Finance”), a direct wholly-owned subsidiary of Windstream Services, and are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The notes and the guarantees are secured by a first priority lien on Windstream Services’ and the guarantors’ assets that secure the obligations under the senior secured credit facility. Windstream Services used the net proceeds of the offering to repay approximately $250.0 million of borrowings under its revolving line of credit and to repay $139.0 million of amounts outstanding under its Tranche B6 term loan. In November 2017, Windstream Services completed exchange offers for its 2020 Notes, 2021 Notes, 2022 Notes, and April 2023 Notes as follows: • accepted for exchange $167.5 million aggregate principal amount of 2022 Notes and $223.1 million aggregate principal amount of April 2023 Notes in exchange for $420.6 million aggregate principal amount of new August 2023 Notes. • accepted for exchange $181.2 million aggregate principal amount of 2021 Notes in exchange for $141.3 million aggregate principal amount of new August 2023 Notes and approximately $50.0 million principal amount of 2025 Notes. • accepted for exchange $158.0 million aggregate principal amount of 2020 Notes in exchange for approximately $150.0 million of aggregate principal amount of 2025 Notes. 5. Long-term Debt and Lease Obligations, Continued: In completing these exchange offers, Windstream Services issued $561.9 million aggregate principal amount of new August 2023 Notes and issued $200.0 million aggregate principal amount of 2025 Notes. Pursuant to exchanges offers for its 2021 and 2022 Notes, in December 2017, Windstream Services issued $834.3 million in aggregate principal amount of 8.750 percent senior notes due December 15, 2024 (“2024 Notes”) for exchange of $539.2 million aggregate principal amount of 2021 Notes and $232.1 million aggregate principal amount of 2022 Notes. The 2024 notes were issued at par and were co-issued by Windstream Finance and are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The 2024 Notes require a one-time mandatory redemption payment of $150.0 million payable on February 26, 2018. Additionally, as part of the 2024 Notes, Windstream Services agreed to certain provisions that prohibits its ability to issue restricted payments to its parent company, Windstream Holdings, if Windstream Services’ consolidated leverage ratio, as defined in the 2024 Notes, exceeds 3.50 to 1.0, except for purposes of allowing restricted payments to Windstream Holdings for the purposes of making rent payments under the master lease with Uniti and to pay certain administrative expenses. The provisions indirectly impacts, and could limit, Windstream Holdings’ future issuance of dividends to holders of its common stock and its engagement in stock repurchase programs. In completing the exchange transactions, Windstream Services incurred $27.7 million in fees, consisting of $6.0 million in consent fees payable to lenders and $21.7 million in arrangement, legal and other third-party fees, and the lenders received a net exchange premium of $95.1 million in the form of additional future principal payments. Based on an analysis of participating creditors, Windstream Services concluded that a portion of the exchanges should be accounted for as a debt modification and the remainder as a debt extinguishment. For the portion of the exchanges accounted for under the extinguishment method of accounting, Windstream Services recognized a net loss of $55.5 million , consisting of the write-off of a portion of the net exchange premium and consent fees and unamortized premium and debt issuance costs related to the original notes. The remaining $45.2 million of net exchange premium and $4.0 million of consent fees were capitalized and deferred over the terms of the new notes in accordance with debt modification accounting. The $21.7 million in arrangement, legal and other third-party fees were allocated on a lender-by-lender basis to creditors resulting in $13.8 million of fees expensed as additional interest expense under debt modification accounting, while the remaining $7.9 million of fees were capitalized and amortized over the terms of the new notes in accordance with the extinguishment method of accounting. Debentures and Notes Repaid in 2017 During 2017, under a debt repurchase program authorized by Windstream Services’ board of directors, Windstream Services repurchased in the open market $49.1 million aggregate principal amount of its 2020 Notes at a repurchase price of $45.3 million , including accrued and unpaid interest. At the time of repurchase, there was $0.3 million in unamortized net premium and debt issuance costs related to the repurchased notes. The repurchases were funded utilizing available borrowings under the amended revolving line of credit and were accounted for under the extinguishment method of accounting. Debentures and Notes Repaid in 2016 During 2016, Windstream Services repurchased $441.1 million aggregate principal amount of its 2017 Notes for total consideration of $477.5 million , plus accrued interest, pursuant to a cash tender offer. Under the tender offer, Windstream Services paid total consideration of $1,082.50 per $1,000 principal amount of the 2017 Notes, which included a $30 early tender payment, plus accrued and unpaid interest. Windstream Services also repurchased $93.5 million aggregate principal amount of the 2017 Notes at a repurchase price of $99.5 million , including accrued and unpaid interest, under a debt repurchase program authorized by Windstream Services’ board of directors. In September 2016, Windstream Services redeemed the remaining $369.5 million aggregate principal amount outstanding of the 2017 Notes at a redemption price of $396.4 million , which included a premium payable to creditors of $26.9 million . At the time of the repurchases and redemption, there was $8.4 million in unamortized net discount and debt issuance costs related to these notes. Proceeds from the issuance of the Tranche B6 term loan and available borrowings under the amended revolving line of credit were used to fund the redemption and repurchases of the 2017 Notes, which were accounted for as debt extinguishments. 5. Long-term Debt and Lease Obligations, Continued: Pursuant to the debt repurchase program discussed above, during 2016, Windstream Services repurchased in the open market $466.8 million aggregate principal amount of its senior unsecured notes consisting of $111.1 million aggregate principal amount of 2021 Notes, $44.8 million aggregate principal amount of 2022 Notes, and $196.6 million aggregate principal amount of April 2023 Notes and $114.3 million aggregate principal amount of August 2023 Notes. At the time of repurchase, there was $5.3 million in unamortized net discount and debt issuance costs related to the repurchased notes. The repurchases were funded utilizing available borrowings under the amended revolving line of credit and were accounted for under the extinguishment method of accounting. Net Gain (Loss) on Early Extinguishment of Debt The net gain (loss) on early extinguishment of debt was comprised of the following: (Millions) (Premium) discount on early redemption Third-party fees for early redemption Unamortized (discount) premium on original issuance, net Unamortized debt issuance costs on original issuance Net gain (loss) on early extinguishment of debt Year ended December 31, 2018: Exchanges of 2021, 2022, April 2023, August 2023 and 2024 Notes $ 226.0 $ — $ (22.9 ) $ (12.8 ) $ 190.3 Total $ 226.0 $ — $ (22.9 ) $ (12.8 ) $ 190.3 Year ended December 31, 2017: Senior secured credit facility $ — $ — $ (1.8 ) $ (2.3 ) $ (4.1 ) Broadview 2017 Notes — — 0.2 — 0.2 EarthLink 2019 and 2020 Notes (18.3 ) — 16.3 — (2.0 ) Partial repurchase of 2020 Notes 5.3 — 0.1 (0.4 ) 5.0 Exchanges of 2020, 2021, 2022, and April 2023 Notes (49.9 ) (2.0 ) 2.2 (5.8 ) (55.5 ) Total $ (62.9 ) $ (2.0 ) $ 17.0 $ (8.5 ) $ (56.4 ) Year ended December 31, 2016: Senior secured credit facility $ — $ — $ (1.7 ) $ (1.4 ) $ (3.1 ) 2017 Notes (67.5 ) (2.4 ) (3.0 ) (5.4 ) (78.3 ) Partial repurchases of 2021, 2022, April 2023 and August 2023 Notes 68.7 — 0.9 (6.2 ) 63.4 Total $ 1.2 $ (2.4 ) $ (3.8 ) $ (13.0 ) $ (18.0 ) Windstream Services may call certain debentures and notes at various premiums on early redemption. These debentures and notes consist of the remaining aggregate principal amounts due related to the 2020, 2021, 2022, April 2023, August 2023, 2024 and 2025 Notes. In addition, Windstream Services may call debt issued by Windstream Holdings of the Midwest, Inc. at various premiums upon early redemption. 5. Long-term Debt and Lease Obligations, Continued: Long-term Lease Obligations Leaseback of Telecommunications Network Assets – On April 24, 2015, we completed the spin-off of certain telecommunications network assets, including our fiber and copper networks and other real estate, to Uniti. Following the spin-off transaction, Windstream Holdings entered into a long-term triple-net master lease with Uniti to lease back the telecommunications network assets. Under terms of the master lease, Windstream Holdings has the exclusive right to use the telecommunications network assets for an initial term of |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives: Windstream Services enters into interest rate swap agreements to mitigate the interest rate risk inherent in its variable rate senior secured credit facility. Derivative instruments are accounted for in accordance with authoritative guidance for recognition, measurement and disclosures about derivative instruments and hedging activities, including when a derivative or other financial instrument can be designated as a hedge. This guidance requires recognition of all derivative instruments at fair value, and accounting for the changes in fair value depends on whether the derivative has been designated as, qualifies as and is effective as a hedge. Windstream Services does not use derivatives for trading or speculative purposes and currently does not have any derivatives that are not designated as hedges. For our derivatives which have been designated and qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on Windstream Services’ variable-rate debt. 6. Derivatives, Continued: As of December 31, 2018, Windstream Services was party to six pay fixed, receive variable interest rate swap agreements. Windstream Services has designated each of the six swaps as cash flow hedges of the interest rate risk inherent in borrowings outstanding under its senior secured credit facility due to changes in the LIBOR benchmark interest rate. The variable rate received on the six swaps is based on one-month LIBOR and resets on the seventeenth day of each month. All of the interest rate swap agreements mature on October 17, 2021. Three of the interest rate swaps are off-market swaps, meaning they contain an embedded financing element, which the swap counterparties recover through an incremental charge in the fixed rate over what would be charged for an at-market swap. As such, a portion of the cash payment on the swaps represents the rate that Windstream Services would pay on a hypothetical at-market interest rate swap and is recognized in interest expense. The remaining portion represents the repayment of the embedded financing element and reduces the initial swap liability. These three swaps have a total notional value of $675.0 million and the average fixed interest rate paid is 2.984 percent . The fourth interest rate swap agreement has a notional value of $200.0 million and the fixed interest rate paid is 1.1275 percent . The remaining two interest rate swap agreements have a total notional value of $500.0 million and the fixed interest rate paid is 1.8812 percent . All of the swaps are hedging probable variable cash flows which extend up to one year beyond the maturity of certain components of Windstream Services’ variable rate debt. Consistent with past practice, Windstream Services expects to extend or otherwise replace these components of its debt with variable rate debt. As a result of previous refinancing transactions, Windstream Services de-designated certain interest rate swaps and froze the accumulated net gains and losses in accumulated other comprehensive income related to those swaps. The frozen balance is amortized from accumulated other comprehensive income to interest expense over the remaining life of the original swaps. All derivative instruments are recognized at fair value in the accompanying consolidated balance sheets as either assets or liabilities, depending on the rights or obligations under the related contracts. Set forth below is information related to interest rate swap agreements: (Millions, except for percentages) 2018 2017 Designated portion, measured at fair value Other current assets $ 15.3 $ 1.2 Other assets $ — $ 10.6 Other current liabilities $ 6.8 $ 7.8 Other non-current liabilities $ — $ 10.5 Accumulated other comprehensive income $ 39.7 $ 33.7 De-designated portion, unamortized value Accumulated other comprehensive loss $ (2.4 ) $ (5.4 ) Weighted average fixed rate paid 2.31 % 2.31 % Variable rate received 2.46 % 1.49 % Prior to the adoption of ASU 2017-12, effective as of January 1, 2018, derivatives were assessed for effectiveness each quarter and any ineffectiveness was recognized in other income, net in our consolidated statements of operations. Ineffectiveness recognized on the cash flow hedges was $(0.1) million and $1.4 million for the years ended December 31, 2017 and 2016 , respectively. All or a portion of the change in fair value of Windstream Services’ interest rate swap agreements recorded in accumulated other comprehensive income may be recognized in earnings in certain situations. If Windstream Services extinguishes all of its variable rate debt or a portion of its variable rate debt such that the variable rate interest received on the swaps exceeds the variable rate interest paid on its debt, all or a portion of the change in fair value of the swaps may be recognized in earnings. In addition, the change in fair value of the swaps may be recognized in earnings if Windstream Services determines it is no longer probable that it will have future variable rate cash flows to hedge against or if a swap agreement is terminated prior to maturity. Windstream Services has assessed the counterparty risk and determined that no substantial risk of default exists as of December 31, 2018 . Each counterparty is a bank with a current credit rating at or above A , as determined by Moody’s Investors Service, Standard & Poor’s Corporation and Fitch Ratings. 6. Derivatives, Continued: Windstream Services expects to recognize net gains of $9.8 million , net of taxes, in interest expense in the next twelve months related to the unamortized value of the de-designated portion of interest rate swap agreements and the interest settlements for its six interest swap agreements at December 31, 2018 . Payments on the swaps are presented in the financing activities section of the accompanying consolidated statements of cash flows due to the embedded financing element discussed above. Changes in derivative instruments were as follows for the years ended December 31: (Millions) 2018 2017 2016 Changes in fair value of effective portion, net of tax (a) $ 2.8 $ 7.0 $ 4.9 Amortization of unrealized losses on de-designated interest rate swaps, net of tax (a) $ 2.3 $ 3.3 $ 2.9 (a) Included as a component of other comprehensive income (loss) and will be reclassified into earnings as the hedged transaction affects earnings. For 2017 and 2016, this amount reflects only the effective portion of the change in fair value of the cash flow hedges. The agreements with each of the derivative counterparties contain cross-default provisions, whereby if Windstream Services were to default on certain indebtedness, it could also be declared in default on its derivative obligations and may be required to net settle any outstanding derivative liability positions with its counterparties at the swap termination value of $9.9 million including accrued interest and excluding the credit valuation adjustment to measure non-performance risk. As a result of the adverse court ruling and subsequent filing of the Chapter 11 Cases and cross-default provisions contained within the interest rate swap agreements, the interest rate swaps have been classified as current assets and liabilities in the accompanying consolidated balance sheet as of December 31, 2018. In addition, certain of the agreements with the counterparties contain provisions where if a specified event or condition, such as a merger, occurs that materially changes Windstream Services’ creditworthiness in an adverse manner, Windstream Services may be required to fully collateralize its derivative obligations. At December 31, 2018 , Windstream Services had not posted any collateral related to its interest rate swap agreements. Balance Sheet Offsetting Windstream Services is party to master netting arrangements, which are designed to reduce credit risk by permitting net settlement of transactions, with counterparties. For financial statement presentation purposes, Windstream Services does not offset assets and liabilities under these arrangements. The following tables present the assets and liabilities subject to an enforceable master netting arrangement as of December 31, 2018 and 2017 . Information pertaining to derivative assets was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Assets Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2018: Interest rate swaps $ 15.3 $ (3.2 ) $ — $ 12.1 December 31, 2017: Interest rate swaps $ 11.8 $ (2.9 ) $ — $ 8.9 6. Derivatives, Continued: Information pertaining to derivative liabilities was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Liabilities Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2018: Interest rate swaps $ 6.8 $ (3.2 ) $ — $ 3.6 December 31, 2017: Interest rate swaps $ 18.3 $ (2.9 ) $ — $ 15.4 |
Fair Value Measurements_
Fair Value Measurements: | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements: | Fair Value Measurements: Fair value of financial and non-financial assets and liabilities is defined as an exit price, representing the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants. Authoritative guidance defines the following three tier hierarchy for assessing the inputs used in fair value measurements: Level 1 – Quoted prices in active markets for identical assets or liabilities Level 2 – Observable inputs other than quoted prices in active markets for identical assets or liabilities Level 3 – Unobservable inputs The highest priority is given to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority is given to unobservable inputs (level 3 measurement). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the determination of fair value assets and liabilities and their placement within the fair value hierarchy levels. Our non-financial assets and liabilities, including property, plant and equipment, goodwill, intangible assets and asset retirement obligations, are measured at fair value on a non-recurring basis. No event occurred during the year ended December 31, 2018 requiring these non-financial assets and liabilities to be subsequently recognized at fair value. Our financial instruments consist primarily of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, long-term debt and interest rate swaps. The carrying amount of cash, restricted cash, accounts receivable and accounts payable was estimated by management to approximate fair value due to the relatively short period of time to maturity for those instruments. Cash equivalents, long-term debt and interest rate swaps are measured at fair value on a recurring basis. Cash equivalents were not significant as of December 31, 2017. The fair values of interest rate swaps and long-term debt were determined using the following inputs at December 31: (Millions) 2018 2017 Recorded at Fair Value in the Financial Statements: Cash equivalents - Level 1 (a) $ 310.0 $ — Derivatives: Interest rate swap assets - Level 2 $ 15.3 11,800,000 $ 11.8 Interest rate swap liabilities - Level 2 $ 6.8 18.3 $ 18.3 Not Recorded at Fair Value in the Financial Statements: (b) Long-term debt, including current portion - Level 2 $ 4,405.8 $ 4,824.2 (a) Cash equivalents are highly liquid, actively traded money market funds with next day access. (b) Recognized at carrying value of $5,785.7 million and $5,905.9 million in long-term debt, including current portion, and excluding unamortized debt issuance costs, in the accompanying consolidated balance sheets as of December 31, 2018 and 2017 , respectively. 7. Fair Value Measurements, Continued: The fair values of interest rate swaps are determined based on the present value of expected future cash flows using observable, quoted LIBOR swap rates for the full term of the swaps and also incorporate credit valuation adjustments to appropriately reflect both Windstream Services’ own non-performance risk and non-performance risk of the respective counterparties. As of December 31, 2018 and 2017 , the fair values of the interest rate swaps were reduced by $2.9 million and $4.8 million , respectively, to reflect non-performance risk. In calculating the fair value of Windstream Services’ long-term debt, the fair value of the debentures and notes was calculated based on quoted market prices of the specific issuances in an active market when available. The fair value of the other debt obligations was estimated based on appropriate market interest rates applied to the debt instruments. In calculating the fair value of the Windstream Holdings of the Midwest, Inc. notes, an appropriate market price of similar instruments in an active market considering credit quality, nonperformance risk and maturity of the instrument was used. We do not have any assets or liabilities measured for purposes of the fair value hierarchy at fair value using significant unobservable inputs (Level 3). There were no transfers within the fair value hierarchy during the year ended December 31, 2018 . |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues: As previously discussed in Note 2, we adopted ASU 2014-09 effective January 1, 2018 using the modified retrospective transition method. The majority of our revenue is derived from providing access to or usage of our networks and facilities we operate. Contract Balances – Contract assets include unbilled amounts resulting when revenue recognized exceeds the amount billed to the customer, and right to payment is not just subject to the passage of time. Contract assets principally consist of discounts and promotional credits given to customers. The current and noncurrent portion of contract assets is included in prepaid expenses and other and other assets, respectively, in the accompanying consolidated balance sheets. Our contract liabilities consist of services billed in excess of revenue recognized. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The change in our contract liabilities is primarily related to customer activity associated with services billed in advance, the receipt of cash payments and the satisfaction of our performance obligations. We classify these amounts as current or noncurrent based on the timing of when we expect to recognize revenue. Contract assets and liabilities from contracts with customers were as follows at: (Millions) December 31, 2018 January 1, 2018 Contract assets (a) $ 12.6 $ 13.1 Contract liabilities (b) $ (184.8 ) $ (209.3 ) Revenues recognized included in the opening contract liability balance $ 194.9 (a) Includes $8.3 million and $3.6 million in prepaid expense and other and $4.3 million and $9.5 million in other assets as of December 31, 2018 and January 1, 2018, respectively. (b) Includes $172.1 million and $198.3 million in advance payments and customer deposits and $12.7 million and $11.0 million in other liabilities as of December 31, 2018 and January 1, 2018, respectively. Remaining Performance Obligations – Our remaining performance obligations represent services we are required to provide to customers under bundled or discounted arrangements, which are satisfied as services are provided over the contract term. Certain contracts provide customers the option to purchase additional services or usage based services. The fees related to the additional services or usage based services are recognized when the customer exercises the option, typically on a month-to-month basis. In determining the transaction price allocated, we do not include these non-recurring fees and estimates for usage, nor do we consider arrangements with an original expected duration of less than one year. 8. Revenues, Continued: Remaining performance obligations reflect recurring charges billed, adjusted for discounts and promotional credits and revenue adjustments. At December 31, 2018, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $3.4 billion for contracts with original expected durations of more than one year remaining. We expect to recognize approximately 43.8 percent , 30.8 percent and 14.9 percent of our remaining performance obligations as revenue during 2019, 2020 and 2021, with the remaining balance thereafter. Revenue by Category – We disaggregate our revenue from contracts with customers by product type for each of our segments, as we believe it best depicts the nature, amount and timing of our revenue. Revenues recognized from contracts with customers by customer and product type for the year ended December 31, 2018 was as follows: (Millions) Consumer & Small Business Enterprise Wholesale Consumer CLEC Total Revenue from contracts with customers: Type of service: High-speed Internet bundles $ 963.5 $ — $ — $ 88.5 $ 1,052.0 Voice and long-distance 120.5 949.7 — — 1,070.2 Video and miscellaneous 44.3 — — — 44.3 Dial-up, e-mail and miscellaneous — — — 88.3 88.3 Data and integrated services — 1,540.8 — — 1,540.8 Small business services 296.3 — — — 296.3 Core wholesale (a) — — 549.2 — 549.2 Resale (b) — — 79.5 — 79.5 Wireless TDM (c) — — 9.6 — 9.6 Switched access 28.4 — 35.9 — 64.3 Miscellaneous — 139.9 — — 139.9 Service revenues from contracts with customers 1,453.0 2,630.4 674.2 176.8 4,934.4 Product sales 26.5 48.2 0.7 0.5 75.9 Total revenue from contracts with customers 1,479.5 2,678.6 674.9 177.3 5,010.3 Other service revenues (d) 397.5 253.3 48.2 3.8 702.8 Total revenues and sales $ 1,877.0 $ 2,931.9 $ 723.1 $ 181.1 $ 5,713.1 (a) Core wholesale revenues primarily include revenues from providing special access circuits, fiber connections, data transport and wireless backhaul services. (b) Revenues represent voice and data services sold to other communications services providers on a resale basis. (c) Revenues represent Time Division Multiplexing (“TDM”) private line transport services. (d) Other service revenues primarily include end user surcharges, CAF – Phase II funding, state USF and access recovery mechanism (“ARM”) support and lease revenue. Deferred Commissions and Other Costs to Fulfill a Contract – Our direct incremental costs of obtaining a contract, consisting of sales commissions and certain costs associated with activating services, including costs to develop customized solutions and provision services, are deferred and recognized as an operating expense using a portfolio approach over the estimated life of the customer, which ranges from 18 to 36 months. Determining the amount of costs to fulfill requires judgment. In determining costs to fulfill, consideration is given to periodic time studies, management estimates and statistics from internal information systems. 8. Revenues, Continued: Collectively, deferred commissions and other costs to fulfill a contract are referred to as deferred contract costs. We classify deferred contract costs as current or noncurrent based on the timing of when we expect to recognize the expense. The current and noncurrent portions of deferred contract costs are included in prepaid expenses and other and other assets, respectively, in our consolidated balance sheets. Deferred contract costs totaled $45.5 million at December 31, 2018, of which $30.4 million and $15.1 million was included in prepaid expenses and other and other assets, respectively. At January 1, 2018, deferred contract costs were $44.6 million , of which $30.3 million and $14.3 million was included in prepaid expenses and other and other assets, respectively. Amortization of deferred contract costs was $42.0 million for the year ended December 31, 2018. There was no impairment loss recognized for the year ended December 31, 2018, related to deferred contract cost. |
Employee Benefit Plans and Post
Employee Benefit Plans and Postretirement Benefits: | 12 Months Ended |
Dec. 31, 2018 | |
Defined Benefit Plan [Abstract] | |
Employee Benefit Plans and Postretirement Benefits | Employee Benefit Plans and Postretirement Benefits: We maintain a non-contributory qualified defined benefit pension plan. Future benefit accruals for all eligible nonbargaining employees covered by the pension plan have ceased. We also maintain supplemental executive retirement plans that provide unfunded, non-qualified supplemental retirement benefits to a select group of management employees. Additionally, we provide postretirement healthcare and life insurance benefits for eligible employees. Employees share in, and we fund, the costs of these plans as benefits are paid. The components of pension benefit (income) expense (including provision for executive retirement agreements) and postretirement benefits (income) expense were as follows for the years ended December 31: Pension Benefits Postretirement Benefits (Millions) 2018 2017 2016 2018 2017 2016 Benefits earned during the year $ 3.5 $ 8.1 $ 8.7 $ — $ — $ — Interest cost on benefit obligation 43.1 46.3 53.2 0.8 1.1 1.3 Net actuarial loss 14.9 10.5 60.7 — — — Amortization of net actuarial loss — — — 0.2 0.1 0.2 Amortization of prior service credit (4.8 ) (0.4 ) (0.3 ) (0.3 ) (0.3 ) (0.8 ) Plan curtailments and settlements (2.7 ) — 0.1 — — (5.5 ) Expected return on plan assets (55.0 ) (54.4 ) (63.3 ) — — — Net periodic benefit (income) expense $ (1.0 ) $ 10.1 $ 59.1 $ 0.7 $ 0.9 $ (4.8 ) During 2018, we amended the qualified defined benefit pension plan for certain eligible bargaining participants, the effects of which (i) froze benefit accruals upon reaching 30 years of service, (ii) provided for an unreduced early retirement benefit for participants with 30 years of service and (iii) added a lump-sum payment option. Changes to these benefit provisions required remeasurement of the pension plan’s funded status as of June 30, 2018 based on updated census data and actuarial assumptions, including the discount rate, which increased from 3.68 percent to 4.31 percent , and fair value of plan assets. As a result of the remeasurement, we recognized a curtailment gain of $2.7 million , prior service credits of $2.8 million and a net actuarial gain of $5.6 million . During 2016, we made changes to our postretirement medical plan, eliminating medical and prescription drug subsidies primarily for certain active participants effective March 14, 2016. As a result, we remeasured the plan and recognized curtailment gains totaling $5.5 million , of which $4.5 million was recognized in cost of services expenses and $1.0 million was recognized in selling, general and administrative expenses, with the offsetting effects recorded as a reduction in accumulated other comprehensive loss. In determining our annual postretirement benefits cost, we amortize unrecognized actuarial gains and losses exceeding 10.0 percent of the projected benefit obligation over the lesser of 10 years or the average remaining service life of active employees or life expectancy of inactive participants. We do not amortize unrecognized actuarial gains and losses below the 10.0 percent corridor. 9. Employee Benefit Plans and Postretirement Benefits, Continued: A summary of plan assets, projected benefit obligation and funded status of the plans (including executive retirement agreements) were as follows at December 31: Pension Benefits Postretirement Benefits (Millions) 2018 2017 2018 2017 Fair value of plan assets at beginning of year $ 841.4 $ 799.4 $ 0.4 $ 0.4 Actual return on plan assets (41.1 ) 97.3 — — Employer contributions (a) 18.5 30.1 1.3 3.0 Participant contributions — — 2.8 3.0 Benefits paid (b) (77.9 ) (85.9 ) (4.1 ) (6.0 ) Settlements — 0.5 — — Fair value of plan assets at end of year $ 740.9 $ 841.4 $ 0.4 $ 0.4 Projected benefit obligation at beginning of year $ 1,157.9 $ 1,145.4 $ 27.4 $ 28.0 Interest cost on projected benefit obligations 43.1 46.3 0.8 1.1 Service costs 6.2 8.1 — — Participant contributions — — 2.8 3.0 Plan amendments (2.8 ) (9.1 ) — — Actuarial (gain) loss (80.8 ) 53.1 (7.2 ) 1.3 Benefits paid (b) (77.9 ) (85.9 ) (4.1 ) (6.0 ) Curtailments (2.7 ) — — — Projected benefit obligation at end of year $ 1,043.0 $ 1,157.9 $ 19.7 $ 27.4 Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: Current liabilities $ (16.0 ) $ (20.1 ) $ (1.3 ) $ (1.9 ) Noncurrent liabilities (286.1 ) (296.4 ) (18.0 ) (25.1 ) Funded status recognized in the consolidated balance sheets $ (302.1 ) $ (316.5 ) $ (19.3 ) $ (27.0 ) Amounts recognized in accumulated other comprehensive income: Net actuarial loss (gain) $ — $ — $ 1.5 $ (5.9 ) Prior service credits 8.2 10.2 0.9 1.2 Net amount recognized in accumulated other comprehensive income $ 8.2 $ 10.2 $ 2.4 $ (4.7 ) (a) During 2018, we made contributions totaling $17.7 million to the qualified pension plan to satisfy our 2018 and remaining 2017 funding requirements using proceeds from the ATM Program and available cash on hand. We also contributed $1.3 million to the postretirement plan excluding amounts that were funded by participant contributions to the plan. (b) Pension benefits paid from Windstream’s assets totaled $0.8 million and $1.1 million in 2018 and 2017 , respectively. All postretirement benefits in both years were paid from Windstream’s general corporate assets in both years. Significant changes in the pension projected benefit obligation for the year-ended 2018 include a $75.6 million actuarial gain attributable to the change in discount rate from 3.68 percent to 4.34 percent , a $20.8 million actuarial gain attributable to other assumption changes, including changes made as a result of the 2018 experience study, the update to the lump sum conversion rate, and the update to the generational mortality projection scale to reflect the most recently published scale, and a $15.6 million actuarial loss due to plan experience. Significant changes in the postretirement projected benefit obligation for the year-ended 2018 include a $4.1 million actuarial gain due to plan experience, a $1.6 million actuarial gain is attributable to other assumption changes, including changes made as a result of the 2018 experience study, the updates to claims cost and trend rate experience, and the update to the generational mortality projection scale to reflect the most recently published scale, and a $1.5 million actuarial gain attributable to the change in discount rate from 3.74 percent to 4.38 percent . 9. Employee Benefit Plans and Postretirement Benefits, Continued: The accumulated benefit obligation of our pension plan and executive retirement agreements, was $1,033.2 million , $1,141.7 million and $1,105.5 million at December 31, 2018 , 2017 and 2016 , respectively. Assumptions – Actuarial assumptions used to calculate pension and postretirement benefits expense (income) were as follows for the years ended December 31: Pension Benefits (a) Postretirement Benefits (Millions) 2018 2017 2016 2018 2017 2016 Discount rate 4.00 % 4.19 % 4.40 % 3.74 % 4.26 % 4.67 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % 2.00 % — % — % — % (a) As a result of the remeasurement of our pension benefit obligation due to benefit provision changes previously discussed, key assumptions including the discount rate were updated as of the remeasurement date. Actuarial assumptions used to calculate the benefit obligations were as follows at December 31: Pension Benefits Postretirement Benefits 2018 2017 2018 2017 Discount rate 4.34 % 3.68 % 4.38 % 3.74 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % — % — % In developing the expected long-term rate of return assumption, we considered the plan’s historical rate of return, as well as input from our investment advisors. Projected returns on qualified pension plan assets were based on broad equity and bond indices and include a targeted asset allocation of 31.0 percent to equities, 49.0 percent to fixed income securities, and 20.0 percent to alternative investments, with an aggregate expected long-term rate of return of approximately 7.0 percent . Information regarding the healthcare cost trend rate was as follows for the years ended December 31: 2018 2017 Healthcare cost trend rate assumed for next year 6.25 % 6.50 % Rate that the cost trend ultimately declines to 5.00 % 5.00 % Year that the rate reaches the terminal rate 2024 2024 Plan Assets – Our pension plan assets are allocated to asset categories based on the specific strategy employed by the asset’s investment manager. The asset allocation for our pension plan by asset category was as follows for the years ended December 31: Target Allocation Percentage of Plan Assets Asset Category 2019 2018 2017 Equity securities 25.8% - 35.8% 24.4 % 28.9 % Fixed income securities 35.5% - 60.5% 53.5 % 53.3 % Alternative investments 14.7% - 24.7% 21.6 % 15.7 % Money market and other short-term interest bearing securities 0.0% - 6.5% 0.5 % 2.1 % 100.0 % 100.0 % We utilize a third party to assist in evaluating the allocation of the total assets in the pension trust, taking into consideration the pension liabilities and funded status of the pension plan. Assets are managed utilizing a liability driven investment approach, meaning that assets are managed within a risk management framework which addresses the need to generate incremental returns in the context of an appropriate level of risk, based on plan liability profiles and changes in funded status. The return objectives are to satisfy funding obligations when and as prescribed by law and to keep pace with the growth of the pension plan liabilities. Given the long time horizon for paying out benefits and our strong financial condition, the pension plan can accept an average level of risk relative to other similar plans. The liquidity needs of the pension plan are manageable given that lump sum payments are not available to most participants. 9. Employee Benefit Plans and Postretirement Benefits, Continued: Equity securities include stocks of both large and small capitalization domestic and international companies. Equity securities are expected to provide both diversification and long-term real asset growth. Domestic equities may include modest holdings of non-U.S. equities, purchased by domestic equity managers as long as they are traded in the U.S and denominated in U.S. dollars and both active and passive (index) investment strategies. International equities provide a broad exposure to return opportunities and investment characteristics associated with the world equity markets outside the U.S. The pension plan’s equity holdings are diversified by investment style, market capitalization, market or region, and economic sector. The pension plan is permitted to make investments in our common stock. Fixed income securities include securities issued by the U.S. Government and other governmental agencies, asset-backed securities and debt securities issued by domestic and international entities, and derivative instruments comprised of swaps, futures, forwards and options. These securities are expected to provide diversification benefits, and are expected to reduce asset volatility and pension funding volatility, and a stable source of income. Alternative investments may include hedge funds and hedge funds of funds, commodities, both private and public real estate and private equity investments. In addition to attractive diversification benefits, the alternative investments are expected to provide both income and capital appreciation. Investments in money market and other short-term interest bearing securities are maintained to provide liquidity for benefit payments with protection of principal being the primary objective. The fair values of our pension plan assets were determined using the following inputs as of December 31, 2018 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund and interest bearing cash (a) $ 41.0 $ — $ 41.0 $ — Common collective and other trust funds (b) 137.6 — 137.6 — Government and agency securities (c) 241.1 — 241.1 — Corporate bonds and asset backed securities (c) 21.6 — 21.6 — Common and preferred stocks - domestic (c) 21.8 21.8 — — Common and preferred stocks - international (c) 29.2 29.2 — — Mutual fund (c) 42.5 42.5 — — Real estate LLCs (d) 70.3 — — 70.3 Derivative financial instruments (e) — — — — Other investments (f) 1.2 0.4 — 0.8 Investments included in fair value hierarchy 606.3 $ 93.9 $ 441.3 $ 71.1 Other investments measured at NAV: Pooled funds (g) 96.5 Real estate and private equity funds (h) 40.0 Total investments 742.8 Dividends and interest receivable 1.0 Pending trades and other liabilities (2.9 ) Total plan assets $ 740.9 9. Employee Benefit Plans and Postretirement Benefits, Continued: The fair values of our pension plan assets were determined using the following inputs as of December 31, 2017 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund and interest bearing cash (a) $ 56.0 $ — $ 56.0 $ — Common collective and other trust funds (b) 202.0 — 202.0 — Government and agency securities (c) 250.7 — 250.7 — Corporate bonds and asset backed securities (c) 27.3 — 27.3 — Common and preferred stocks - domestic (c) 35.0 35.0 — — Common and preferred stocks - international (c) 26.5 26.5 — — Mutual fund (c) 51.7 51.7 — — Real estate LLCs (d) 72.7 — — 72.7 Derivative financial instruments (e) 6.4 — 6.4 — Other investments (f) 1.3 0.5 — 0.8 Investments included in fair value hierarchy 729.6 $ 113.7 $ 542.4 $ 73.5 Other investments measured at NAV: Pooled funds (g) 85.1 Real estate and private equity funds (h) 36.6 Total investments 851.3 Dividends and interest receivable 4.4 Pending trades and other liabilities (14.3 ) Total plan assets $ 841.4 (a) Money market fund is valued based on the fair value of the underlying assets held as determined by the fund manager on the last business day of the year. The underlying assets are mostly comprised of certificates of deposit, time deposits and commercial paper valued at amortized cost. The carrying amount of interest bearing cash is estimated to approximate fair value due to the short-term nature of this investment. (b) Units in common collective and other trust funds are valued by reference to the funds' underlying assets and are based on the net asset value as reported by the fund manager on the last business day of the year. The underlying assets are mostly comprised of publicly traded equity securities and fixed income securities. These securities are valued at the official closing price of, or the last reported sale prices as of the close of business or, in the absence of any sales, at the latest available bid price. (c) Government and agency securities, corporate bonds and asset backed securities, common and preferred stocks, and mutual funds traded in active markets on securities exchanges are valued at their quoted market price on the last day of the year. Securities traded in markets that are not considered active are valued based on quoted market prices, broker or dealer quotes or alternative pricing sources with reasonable levels of price transparency. (d) This category consists of real estate properties contributed by Windstream to limited liability companies (“LLCs”) wholly- owned by the pension plan. The fair value of these properties is based on independent appraisals. (See also Note 5.) (e) Derivative financial instruments consist primarily of swaps and are valued at fair value based on models that reflect the contractual terms of the instruments. Inputs include primarily observable market information, such as swap curves, benchmark yields, rating updates and interdealer broker quotes at the end of the year. (f) Other investments consist of a guaranteed annuity contract and investments in foreign currency. The guaranteed annuity contract is reported at contract value which approximates fair value and is based on the value of the underlying contracts as determined by the insurance company. Investments in foreign currency are valued at their quoted market price on the last day of the year. 9. Employee Benefit Plans and Postretirement Benefits, Continued: (g) The pooled investment funds are valued based on the net asset value of the fund as determined by the fund manager on the last business day of the year, and is derived from the fair value of each underlying investment held by the pooled fund. These investments have not been classified within the fair value hierarchy. (h) The real estate fund is valued based on the net asset value of the fund on the last business day of the year. The net asset value is derived from the fair value of the underlying net assets of the fund. Private equity funds consist of investments in limited partnerships and are valued based on the pension plan's capital account balance at year end as reported in the audited financial statements of the partnership. These investments have not been classified within the fair value hierarchy. The following is a reconciliation of the beginning and ending balances of pension plan assets that are measured at fair value using significant unobservable inputs: (Millions) Real estate LLCs Guaranteed annuity contract Total Balance at December 31, 2016 $ 78.4 $ 0.8 $ 79.2 Unrealized (loss) gains (5.7 ) 0.1 (5.6 ) Purchases and sales, net — (0.1 ) (0.1 ) Balance at December 31, 2017 72.7 0.8 73.5 Unrealized (loss) gains (2.4 ) 0.1 (2.3 ) Purchases and sales, net — (0.1 ) (0.1 ) Balance at December 31, 2018 $ 70.3 $ 0.8 $ 71.1 There were no transfers within the fair value hierarchy during the years ended December 31, 2018 and 2017. There have been no significant changes in the methodology used to value investments from prior year. The valuation methods used may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the valuation methods are consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. Estimated Future Employer Contributions and Benefit Payments – Estimated future employer contributions, benefit payments, including executive retirement agreements, are as follows as of December 31, 2018 : (Millions) Pension Benefits Postretirement Benefits Expected employer contributions in 2019 $ 16.0 $ 1.3 Expected benefit payments: 2019 $ 77.2 $ 1.3 2020 76.1 1.2 2021 74.7 1.2 2022 73.5 1.1 2023 72.5 1.1 2024-2028 338.5 5.8 For 2019, the expected employer contribution for pension benefits consists of $15.2 million to the qualified pension plan to satisfy our remaining 2018 and our 2017 annual funding requirements and $0.8 million necessary to fund the expected benefit payments of our unfunded supplemental executive retirement pension plans to avoid certain benefit restrictions. We intend to fund these contributions using our common stock, cash or a combination thereof. 9. Employee Benefit Plans and Postretirement Benefits, Continued: Employee Savings Plan – We also sponsor an employee savings plan under section 401(k) of the Internal Revenue Code, which covers substantially all salaried employees and certain bargaining unit employees. Windstream matches on an annual basis up to a maximum of 4.0 percent of employee pre-tax contributions to the plan for employees contributing up to 5.0 percent of their eligible pre-tax compensation. Excluding amounts capitalized, we recorded expense of $22.0 million , $22.9 million and $21.1 million in 2018 , 2017 and 2016 , respectively, related to our matching contribution under the employee savings plan, which was included in cost of services and selling, general and administrative expenses in our consolidated statements of operations. Expense related to our 2018 matching contribution will be made in cash. In 2018, we contributed 3.6 million shares of our common stock with a fair value of $28.3 million to the plan for the 2017 annual matching and other contributions. During 2017, we contributed 0.6 million shares of our common stock with a value of $22.7 million , as determined by the plan trustee, and $0.6 million in cash to the plan for the 2016 annual matching contribution. During 2016, we contributed 0.6 million shares of our common stock to the plan for the 2015 annual matching contribution. At the time of these contributions, the shares had a value of approximately $24.0 million as determined by the plan trustee. |
Share-Based Compensation Plans_
Share-Based Compensation Plans: | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation Plans: | Share-Based Compensation Plans: All share-based compensation award information presented has been retrospectively adjusted to reflect the effects of the one-for-five reverse stock split which became effective on May 25, 2018 (see Note 1). In May 2018, our stockholders approved amendments to our Amended and Restated 2006 Equity Incentive Plan (the “Incentive Plan”) which (i) extended the term of the Incentive Plan through February 6, 2023 and (ii) increased the maximum number of shares authorized for issuance or delivery under the Incentive Plan on a post-reverse stock split basis from 4.9 million to 6.8 million . Under the Incentive Plan, we may issue equity stock awards in the form of restricted stock, restricted stock units, stock appreciation rights or stock options. As of December 31, 2018 , the Incentive Plan had remaining capacity of 2.1 million awards. Stock Options – During 2018, our Board of Directors granted 1.1 million stock options to certain officers, executives and other key management employees. Under terms of the grant award, the stock options vest ratably over a three-year period from the date of grant and the exercise price of the option equals the market value of our common stock on the date of grant. The maximum term for each option granted is 10 years. Our practice is to issue new shares of common stock upon the exercise of stock options. We measure the cost of employee stock options based on the grant-date fair value and recognize that cost on a straight-line basis over the period in which a recipient is required to provide services in exchange for the options, which is equal to the vesting period. The weighted average fair value of stock options granted during the year ended December 31, 2018 was $4.25 per share using the Black-Scholes option-pricing model and the following weighted average assumptions: Expected life 6.1 years Expected volatility 58.7 % Dividend yield — Risk-free interest rate 2.6 % Because we do not have historical exercise experience for non-replacement stock options to reasonably estimate future exercise patterns, we used the simplified method available under current SEC rules to derive the expected life assumption, which was computed based on the average of the vesting and contractual terms of the stock options. Expected volatility was based on the historical volatility of our common stock using the weighted average of historical daily price changes of our common stock including the most recent period equal to the expected life of the stock option on the date of grant. The expected dividend yield reflects the elimination of our quarterly common stock dividend in the third quarter of 2017. The risk-free interest rate was determined using the implied yield currently available for zero-coupon U.S. government issues with a remaining term equal to the expected life of the stock options. 10. Share-Based Compensation Plans, Continued: The following table summarizes stock option activity as of December 31, 2018: (Thousands) Number of Shares Underlying Options Weighted Average Exercise Price (Years) Weighted Average Remaining Contractual Life (Millions) Aggregate Intrinsic Value Outstanding at December 31, 2017 34.2 (a) $ 68.20 Granted 1,079.3 $ 7.50 Exercised — $ — Canceled and forfeited (89.5 ) $ 21.15 Outstanding at December 31, 2018 1,024.0 $ 8.33 9.0 $ — Vested or expected to vest at December 31, 2018 903.2 $ 8.45 9.0 $ — Exercisable at December 31, 2018 17.2 $ 57.01 1.5 $ — (a) Represents options issued in conjunction with past acquisitions as replacement awards to former employees of the acquired companies. Prior to 2018, no other stock options had been granted by us. The following table summarizes stock option information as of December 31, 2018: Options Outstanding Options Exercisable Range of Exercise Prices (Thousands) Number of Options Weighted Average Exercise Price (Thousands) Number of Options Weighted Average Exercise Price $7.50 - $7.60 1,006.8 $ 7.50 — $ — $20.90 - $24.00 1.0 $ 21.04 1.0 $ 21.04 $43.95 - $91.35 16.2 $ 59.37 16.2 $ 59.37 1,024.0 $ 8.33 17.2 $ 57.01 At December 31, 2018, total unamortized compensation cost for non-vested stock option awards amounted to $2.8 million and is expected to be recognized over a weighted average period of 2.2 years . Restricted Stock and Restricted Stock Units - Our board of directors may approve grants of restricted stock and restricted stock units to officers, executives, non-employee directors and certain management employees. Grants may include time-based and performance-based awards. Time-based awards granted to employees generally vest over a service period of two or three years. Performance-based restricted stock units may vest in a number of shares from zero to 150.0 percent of their award based on attainment of specified targets over a three -year period. There were no performance-based restricted stock units granted in 2018. The three-year operating targets for the performance-based restricted stock units granted in 2017 were approved by the board of directors in May 2017. The 2016 three-year operating targets for the performance-based restricted stock units were approved by the board of directors in February 2016. For the 2017 and 2016 annual measurement periods, each of the operating targets were met by the end of their respective measurement periods. 10. Share-Based Compensation Plans, Continued: The vesting periods and grant date fair value for restricted stock and restricted stock units issued, including the EarthLink replacement awards, were as follows for the years ended December 31: (Number of shares in thousands) 2018 2017 2016 Service-based restricted stock and restricted units: Vest variably over remaining service period, up to three-years — 571.7 276.2 Vest ratably over a three-year service period — 490.3 — Vest one year from date of grant, service based - granted to non-employee directors 109.6 41.4 39.6 Vest immediately on date of grant, service based - granted to non-employee directors 41.1 — — Vest two years from date of grant, service based — — 10.6 Vest three years from date of grant, service based — 6.8 10.7 Total granted 150.7 1,110.2 337.1 Grant date fair value (Dollars in millions) $ 1.1 $ 166.5 $ 49.5 Performance restricted units: Vest variably over remaining required service period, up to three years — 474.2 — Vest contingently at the end of the respective performance period — 251.7 276.0 Total granted — 725.9 276.0 Grant date fair value (Dollars in millions) $ — $ 130.5 $ 39.5 Service-based restricted stock and restricted unit activity for the year ended December 31, 2018 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2017 1,022.8 $ 31.45 Granted 150.7 $ 7.30 Vested (576.1 ) $ 32.87 Forfeited (75.3 ) $ 28.37 Non-vested at December 31, 2018 522.1 $ 23.34 Performance restricted stock unit activity for the year ended December 31, 2018 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2017 520.7 $ 32.90 Granted — $ — Vested (103.7 ) $ 36.09 Forfeited (91.6 ) $ 27.70 Non-vested at December 31, 2018 325.4 $ 28.35 At December 31, 2018 , unrecognized compensation expense for restricted stock and restricted stock units totaled $7.2 million and is expected to be recognized over the weighted average vesting period of 0.7 years . Unrecognized compensation expense is included in additional paid-in capital in the accompanying consolidated balance sheets and statements of shareholders’ and member equity. The total fair value of shares vested was $22.7 million , $40.0 million and $22.9 million during 2018 , 2017 and 2016 , respectively. Share-based compensation expense recognized for restricted stock and restricted stock units was $11.3 million , $32.5 million and $19.9 million for 2018 , 2017 and 2016 , respectively. 10. Share-Based Compensation Plans, Continued: In addition to including amounts related to restricted stock and restricted units, share-based compensation expense presented in the accompanying consolidated statements of cash flow also includes amounts related to certain management incentive compensation plans and the matching contribution to the employee savings plan for which payments to eligible participants are expected to be made in Windstream Holdings common stock. A summary of share-based compensation expense was as follows for the years ended December 31: (Millions) 2018 2017 2016 Restricted stock and restricted units and stock options $ 11.3 $ 32.5 $ 19.9 Employee savings plan (See Note 9) — 22.9 21.1 Management incentive compensation plans — — 0.6 Share-based compensation expense $ 11.3 $ 55.4 $ 41.6 |
Merger, Integration and Other C
Merger, Integration and Other Costs and Restructuring Charges | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Merger, Integration and Other Costs and Restructuring Charges | Merger, Integration and Other Costs and Restructuring Charges: We incur costs to complete a merger or acquisition and integrate its operations into our business, which are presented as merger and integration expense in our consolidated results of operations. These costs include transaction costs, such as accounting, legal, consulting and broker fees; severance and related costs; IT and network conversion; rebranding and marketing; and contract termination fees. During 2017, we incurred investment banking fees, legal, accounting and other consulting fees, severance and employee benefit costs, contract and lease termination costs, and other integration expenses related to the mergers with EarthLink and Broadview. We also incurred legal fees in 2018 and 2017 for litigation related to the Uniti spin-off. During the fourth quarter of 2017, we completed a network optimization project begun in late 2015 designed to consolidate traffic onto network facilities operated by us and reduce the usage of other carriers’ networks in our acquired CLEC markets. In undertaking this initiative, we incurred exit costs to migrate traffic to existing lower cost circuits and to terminate existing contracts prior to their expiration. During 2016, we renegotiated the terms of the lease resulting in the elimination of any future rental payments due under the original lease agreement. As a result, we recorded a $2.0 million reduction in the liability associated with this lease. Restructuring charges are primarily incurred as a result of evaluations of our operating structure. Among other things, these evaluations explore opportunities to provide greater flexibility in managing and financing existing and future strategic operations, for task automation and the balancing of our workforce based on the current needs of our customers. Severance, lease exit costs and other related charges are included in restructuring charges. During 2018, we completed restructurings of our workforce to improve our overall cost structure and gain operational efficiencies. In undertaking these efforts, we eliminated approximately 800 positions and incurred restructuring charges of $24.6 million consisting of severance and employee benefit costs. We also incurred lease termination costs of $20.4 million as a result of vacating certain facilities. During 2017, we completed a restructuring of our workforce to streamline our operations, which resulted in the elimination of approximately 725 employees. In addition to this initiative, we completed other reductions in our workforce during the first half of 2017 eliminating approximately 375 employees in our ILEC small business and enterprise segments as well as in our engineering, finance and information technology work groups to more efficiently manage our operations. In completing our 2017 workforce reductions, we incurred total severance and other employee benefit costs of $35.0 million . Restructuring charges for 2017 also include lease termination costs associated with vacated facilities and consulting fees. During 2016, restructuring charges primarily consisted of severance and other employee-related costs totaling $18.7 million related to the completion of several small workforce reductions. 11. Merger, Integration and Other Costs and Restructuring Charges, Continued: The following is a summary of the merger, integration and other costs and restructuring charges recorded for the years ended December 31: (Millions) 2018 2017 2016 Merger, integration and other costs: Information technology conversion costs $ 1.1 $ 3.0 $ 0.3 Costs related to merger with EarthLink (a) 15.5 104.1 2.7 Costs related to merger with Broadview (b) 4.1 14.3 — Costs related to acquisitions of MASS and ATC 2.5 — — Legal fees related to Uniti spin-off litigation (see Note 17) 7.2 7.5 — Costs related to sale of data center business — — 0.9 Network optimization and contract termination costs — 8.5 11.9 Consulting and other costs 1.5 — — Reversal of lease termination costs — — (2.0 ) Total merger, integration and other costs 31.9 137.4 13.8 Restructuring charges 45.0 43.0 20.3 Total merger, integration and other costs and restructuring charges $ 76.9 $ 180.4 $ 34.1 (a) In 2018, these amounts include severance and employee benefit costs for EarthLink employees terminated after the Merger of $6.9 million , and other miscellaneous expenses of $3.7 million . We also incurred contract and lease termination costs of $4.9 million as a result of vacating certain facilities related to the acquired operations of EarthLink. In 2017, these amounts include investment banking, legal and other consulting services of $24.0 million , severance and employee benefit costs for EarthLink employees terminated after the Merger of $39.0 million , share-based compensation expense of $10.1 million attributable to the accelerated vesting of assumed equity awards for terminated EarthLink employees, rebranding and marketing of $5.3 million and other miscellaneous expenses of $3.2 million . We also incurred contract and lease termination costs of $22.5 million as a result of vacating certain facilities related to the acquired operations of EarthLink. (b) In 2018, these amounts include severance and employee benefit costs for Broadview employees terminated after the acquisition of $1.8 million .We also incurred contract and lease termination costs of $2.3 million as a result of vacating certain facilities related to the acquired operations of Broadview. In 2017, these amounts include investment banking, legal and other consulting fees of $4.5 million and severance and employee benefit costs for Broadview employees terminated after the acquisition of $4.7 million .We also incurred contract and lease termination costs of $3.7 million as a result of vacating certain facilities related to the acquired operations of Broadview. After giving consideration to tax benefits on deductible items, merger, integration and other costs and restructuring charges decreased net income $56.4 million , $113.6 million and $21.0 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. 11. Merger, Integration and Other Costs and Restructuring Charges, Continued: The following is a summary of the activity related to the liabilities associated with merger, integration and other costs and restructuring charges at December 31: Restructuring Charges (Millions) Merger, Integration and Other Charges Severance and Benefit Costs Lease Termination Costs Total Balance at December 31, 2016 $ 1.5 $ 4.3 $ — $ 5.8 Expenses incurred in period 137.4 35.0 8.0 180.4 Cash outlays during the period (128.6 ) (34.3 ) (3.8 ) (166.7 ) Balance at December 31, 2017 10.3 5.0 4.2 19.5 Expenses incurred in period 31.9 24.6 20.4 76.9 Cash outlays during the period (38.2 ) (17.0 ) (9.3 ) (64.5 ) Balance at December 31, 2018 $ 4.0 $ 12.6 $ 15.3 $ 31.9 Payments of these liabilities will be funded through operating cash flows. |
Gain on Sale of Consumer CLEC B
Gain on Sale of Consumer CLEC Business | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Gain on Sale of Consumer CLEC Business | Gain on Sale of Consumer CLEC Business: On December 31, 2018, Windstream Services completed the sale of substantially all of its consumer competitive local exchange carrier (“CLEC”) business to an affiliate of Trive Capital Fund III LLP and nQue Technologies for $320.9 million in cash, net of a working capital adjustment, and recorded a pre-tax gain of $145.4 million . The Consumer CLEC operations sold consisted solely of the former EarthLink Holdings Corp (“EarthLink”) consumer business that we acquired in February 2017 (see Note 3). The sold operations comprised approximately 3.0 percent of our total consolidated revenues and sales for 2018 and less than 2.0 percent of our total consolidated assets at the date of disposition. The sale of the consumer CLEC business did not represent a strategic shift in our operations nor have a major effect on our consolidated results of operations, financial position or cash flows, and accordingly, did not qualify for reporting as a discontinued operation. Excluding the effects of the gain, the consumer CLEC business generated pre-tax income of $92.5 million and $87.3 million in 2018 and 2017, respectively. Other-Than-Temporary Impairment Loss on Investment in Uniti Common Stock: As previously discussed in Note 5, during 2015, we completed the spin-off of certain telecommunications network assets to Uniti. As of the spin-off date, we retained a passive ownership interest in approximately 19.6 percent of the common stock of Uniti. The retained Uniti shares were classified as available-for-sale and recorded at fair value with unrealized gains and losses reported in accumulated other comprehensive income. No deferred income taxes were recorded with respect to the unrealized gains and losses due to the tax-free qualification of the spin-off. During the first quarter of 2016, we recorded an other-than-temporary impairment loss of $181.9 million for the difference between the fair value of the Uniti common stock as of March 31, 2016 and our cost basis, which had been based on the market value of the shares on the date of spin-off. We recorded the other-than-temporarily impairment due to the duration in which the Uniti shares had traded at a market price below our initial cost basis. Following the recognition of the other-than-temporary impairment loss, the cost basis of the Uniti shares was adjusted to equal the March 31, 2016 market value. Subsequent changes in the market value of the Uniti shares were recorded in accumulated other comprehensive income. |
Other-Than-Temporary Impairment
Other-Than-Temporary Impairment Loss on Investment in Uniti Common Stock | 12 Months Ended |
Dec. 31, 2018 | |
Completion of Spin-off of Certain Network and Real Estate Assets [Abstract] | |
Other-Than-Temporary Impairment Loss on Investment in Uniti Common Stock | Gain on Sale of Consumer CLEC Business: On December 31, 2018, Windstream Services completed the sale of substantially all of its consumer competitive local exchange carrier (“CLEC”) business to an affiliate of Trive Capital Fund III LLP and nQue Technologies for $320.9 million in cash, net of a working capital adjustment, and recorded a pre-tax gain of $145.4 million . The Consumer CLEC operations sold consisted solely of the former EarthLink Holdings Corp (“EarthLink”) consumer business that we acquired in February 2017 (see Note 3). The sold operations comprised approximately 3.0 percent of our total consolidated revenues and sales for 2018 and less than 2.0 percent of our total consolidated assets at the date of disposition. The sale of the consumer CLEC business did not represent a strategic shift in our operations nor have a major effect on our consolidated results of operations, financial position or cash flows, and accordingly, did not qualify for reporting as a discontinued operation. Excluding the effects of the gain, the consumer CLEC business generated pre-tax income of $92.5 million and $87.3 million in 2018 and 2017, respectively. Other-Than-Temporary Impairment Loss on Investment in Uniti Common Stock: As previously discussed in Note 5, during 2015, we completed the spin-off of certain telecommunications network assets to Uniti. As of the spin-off date, we retained a passive ownership interest in approximately 19.6 percent of the common stock of Uniti. The retained Uniti shares were classified as available-for-sale and recorded at fair value with unrealized gains and losses reported in accumulated other comprehensive income. No deferred income taxes were recorded with respect to the unrealized gains and losses due to the tax-free qualification of the spin-off. During the first quarter of 2016, we recorded an other-than-temporary impairment loss of $181.9 million for the difference between the fair value of the Uniti common stock as of March 31, 2016 and our cost basis, which had been based on the market value of the shares on the date of spin-off. We recorded the other-than-temporarily impairment due to the duration in which the Uniti shares had traded at a market price below our initial cost basis. Following the recognition of the other-than-temporary impairment loss, the cost basis of the Uniti shares was adjusted to equal the March 31, 2016 market value. Subsequent changes in the market value of the Uniti shares were recorded in accumulated other comprehensive income. |
Other Expense, Net
Other Expense, Net | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Other Expense, Net | Other Expense, Net: The components of other expense, net were as follows for the years ended December 31: (Millions) 2018 2017 2016 (Loss) gain on disposal of data center operations (a) $ (7.9 ) $ 0.6 $ (10.0 ) Non-operating pension income (expense) 4.5 (2.0 ) (50.4 ) Non-operating OPEB (expense) income (0.7 ) (0.9 ) 4.8 Dividend income on Uniti common stock — — 17.6 Net gain on disposal of investment in Uniti common stock (b) — — 15.2 Other, net (0.8 ) — (1.2 ) Other expense, net $ (4.9 ) $ (2.3 ) $ (24.0 ) (a) During the first quarter of 2018, Windstream Services disposed of its data center operations in Virginia. In completing this disposal, Windstream Services also settled its remaining obligations under a long-term lease and incurred a net loss on disposal. In December 2015, Windstream Services completed the sale of a substantial portion of its data center business to TierPoint LLC (“TierPoint”). Pursuant to the terms of the Membership Interest Purchase Agreement, Windstream Services agreed to indemnify TierPoint for certain losses attributable to any alleged breaches of representations and warranties made by us with such indemnification liability capped at $10.0 million . In November 2016, TierPoint submitted a notice of a claim to us for indemnification and payment of $10.0 million . Due to the nature of the claims and the potential difficulty in defending against such claims, as of December 31, 2016, we recorded a loss of $10.0 million related to the indemnification claim. During the second quarter of 2017, we made a cash payment to TierPoint of $9.4 million to settle this claim. (b) In June 2016, Windstream Services disposed of all of its shares of Uniti common stock through the completion of two debt-for-equity exchanges, pursuant to which Windstream Services transferred the Uniti shares to its bank creditors in exchange for the retirement of $672.0 million of borrowings outstanding under its revolving line of credit and to satisfy transaction-related expenses. Net of expenses, Windstream Services recognized a net gain on disposal of $15.2 million in 2016. Unrealized gains related to the Uniti common stock at the time of consummating the debt-for-equity exchanges were reclassified from accumulated other comprehensive income and included in the determination of the net gain on disposal. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income: Accumulated other comprehensive income balances, net of tax, were as follows for the years ended December 31: (Millions) 2018 2017 2016 Pension and postretirement plans $ 7.7 $ 4.0 $ (1.2 ) Unrealized holding gains (losses) on interest rate swaps Designated portion 29.7 20.7 13.7 De-designated portion (1.8 ) (3.3 ) (6.6 ) Accumulated other comprehensive income $ 35.6 $ 21.4 $ 5.9 15. Accumulated Other Comprehensive Income, Continued: Changes in accumulated other comprehensive income balances, net of tax, were as follows: (Millions) Net (Gains) Losses on Interest Rate Swaps Pension and Postretirement Plans Total Balance at December 31, 2017 $ 17.4 $ 4.0 $ 21.4 Cumulative effect of adoption of ASU 2017-12 1.7 — 1.7 Cumulative effect of adoption of ASU 2018-02 3.7 (0.2 ) 3.5 Prior service credit arising during the period — 2.0 2.0 Other comprehensive income before reclassifications 2.8 5.5 8.3 Amounts reclassified from accumulated other comprehensive income (a) 2.3 (3.6 ) (1.3 ) Balance at December 31, 2018 $ 27.9 $ 7.7 $ 35.6 (a) See separate table below for details about these reclassifications. Reclassifications out of accumulated other comprehensive income were as follows for the years ended December 31: Details about Accumulated Other Comprehensive Income Components (Millions) Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Consolidated Statements of Operations 2018 2017 2016 Available-for-sale securities: Gain on disposal recognized in the period $ — $ — $ (51.5 ) Other expense, net Other-than-temporary impairment loss recognized in the period — — 181.9 Other-than-temporary — — 130.4 Net loss Losses on interest rate swaps: Amortization of net unrealized losses on de-designated interest rate swaps 3.0 5.3 4.8 Interest expense 3.0 5.3 4.8 Loss before income taxes (0.7 ) (2.0 ) (1.9 ) Income tax benefit 2.3 3.3 2.9 Net loss Pension and postretirement plans: Plan curtailments — — (5.5 ) (a) Amortization of net actuarial loss 0.2 0.1 0.2 (a) Amortization of prior service credits (5.1 ) (0.7 ) (1.1 ) (a) (4.9 ) (0.6 ) (6.4 ) Loss before income taxes 1.3 0.1 2.5 Income tax benefit (3.6 ) (0.5 ) (3.9 ) Net loss Total reclassifications for the period, net of tax $ (1.3 ) $ 2.8 $ 129.4 Net loss (a) These accumulated other comprehensive income components are included in the computation of net periodic benefit expense (income) (See Note 9). |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: Income tax expense (benefit) was as follows for the years ended December 31: (Millions) 2018 2017 2016 Current: Federal $ 0.3 $ (0.3 ) $ (2.7 ) State 7.6 4.9 1.0 7.9 4.6 (1.7 ) Deferred: Federal 356.1 (328.0 ) (130.2 ) State 85.1 (84.7 ) (8.1 ) 441.2 (412.7 ) (138.3 ) Income tax expense (benefit) $ 449.1 $ (408.1 ) $ (140.0 ) The 2018 deferred income tax expense includes the impact of recording additional valuation allowance. There was also a goodwill impairment charge recorded in 2017 that resulted in the recognition of a deferred income tax benefit. The remainder of deferred income tax expense (benefit) for all three years primarily resulted from temporary differences between depreciation and amortization expense for income tax purposes and depreciation and amortization expense recorded in the accompanying consolidated financial statements. Differences between the federal income tax statutory rates and effective income tax rates, which include both federal and state income taxes, were as follows for the years ended December 31: 2018 2017 2016 Statutory federal income tax rate 21.0 % 35.0 % 35.0 % Increase (decrease) State income taxes, net of federal benefit 3.9 3.6 3.7 Adjust deferred taxes for state net operating loss carryforward 0.1 — (0.6 ) Transaction costs — (0.1 ) (0.2 ) Valuation allowance (183.1 ) (0.1 ) — Income tax reserves — — 0.1 Research and development credit (1.0 ) 0.1 0.8 Disallowed loss — — (12.1 ) Share-based compensation (1.0 ) (0.1 ) — Debt exchange 6.8 (6.1 ) — 2017 federal tax reform — (7.6 ) — Goodwill impairment — (8.4 ) — Sale of Consumer CLEC business (9.3 ) — — Other items, net (1.4 ) (0.1 ) — Effective income tax rate (164.0 )% 16.2 % 26.7 % The disallowed loss in 2016 was attributable to the disposal of the Uniti common stock. With regard to the debt exchange that occurred in 2017, a portion was treated as cancellation of debt (“COD”) income for tax purposes and resulted in non-deductible original issue discount (“OID”). We also recorded the impact of the portion of the 2017 goodwill impairment that was non-deductible. In 2018, we assessed our valuation allowance after considering the adverse court ruling and the resulting acceleration of all of our long-term debt obligations and payments due under the master lease with Uniti and subsequent filing of the Chapter 11 Cases. We determined, based upon all available evidence, that a full valuation allowance was necessary, exclusive of a portion of deferred tax liabilities primarily associated with indefinite-lived intangible assets. Additionally, we recorded incremental tax expense from the sale of the consumer CLEC business. In conjunction with the 2018 debt exchange, there was also a non-taxable gain on extinguishment of debt for financial statement purposes partially offset by COD income for tax purposes. 16. Income Taxes, Continued: Federal Tax Reform – On December 22, 2017, the Tax Cuts and Jobs Act (the “2017 Tax Act”) was signed into law in the United States. The most significant change is the reduction of the statutory corporate tax rate from 35 percent to 21 percent effective January 1, 2018. In accordance with the 2017 Tax Act, we recorded a decrease to our net deferred tax assets of $192.2 million and corresponding deferred income expense in the fourth quarter of 2017, the period in which the legislation was enacted. Additionally, on December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the 2017 Tax Act. December 22, 2018 marked the end of the measurement period for purposes of SAB 118. As such, we have completed our analysis based on legislative updates relating to the 2017 Tax Act currently available which resulted in no material adjustments for the year ended December 31, 2018. The significant components of the net deferred income tax liability (asset) were as follows at December 31: (Millions) 2018 2017 Property, plant and equipment $ 825.5 $ 876.3 Goodwill and other intangible assets 477.7 532.5 Operating loss and credit carryforward (576.8 ) (595.6 ) Postretirement and other employee benefits (79.6 ) (85.6 ) Unrealized holding loss and interest rate swaps 7.2 4.5 Deferred compensation (2.3 ) (2.8 ) Bad debt (15.1 ) (14.5 ) Long-term lease obligations (1,170.9 ) (1,226.3 ) Deferred debt costs (19.2 ) (2.0 ) Share-based compensation (6.8 ) (7.9 ) Other, net (20.4 ) (29.0 ) (580.7 ) (550.4 ) Valuation allowance 685.0 179.6 Deferred income taxes, net $ 104.3 $ (370.8 ) Deferred tax assets $ (1,954.0 ) $ (2,000.7 ) Deferred tax liabilities 2,058.3 1,629.9 Deferred income taxes, net $ 104.3 $ (370.8 ) In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. We consider the scheduled reversal of deferred tax assets and liabilities, carryback potential, projected future taxable income and tax planning strategies in making this assessment. As a result of the adverse court ruling and subsequent filing of the Chapter 11 Cases, we considered the reversal of taxable temporary differences and carryback potential as a source of income as of December 31, 2018. After consideration of these factors, we recorded a full valuation allowance for the year ended December 31, 2018, exclusive of a portion of deferred tax liabilities primarily associated with indefinite-lived intangible assets. Accordingly, the valuation allowance for the year ended December 31, 2018 increased by $505.4 million , which is included in income tax expense. At December 31, 2017, our valuation allowance consisted of $173.0 million related to federal and state loss carryforwards and $6.6 million related to our state tax credit carryforward. At December 31, 2018 and 2017 , we had federal net operating loss carryforwards of approximately $1,920.2 million and $1,796.6 million , respectively. Net operating losses generated prior to 2018 expire in varying amounts from 2019 through 2037. Under the 2017 Tax Act, federal net operating losses generated in 2018 and future years can be carried forward indefinitely. The loss carryforwards at December 31, 2018 were primarily losses acquired in conjunction with our acquisitions including PAETEC, EarthLink and Broadview. The 2018 increase is primarily associated with the increased IRC Section 382 limitation for EarthLink losses due to the sale of the consumer CLEC business. 16. Income Taxes, Continued: At December 31, 2018 and 2017 , we had state net operating loss carryforwards of approximately $2,456.6 million and $2,805.4 million , respectively, which expire annually in varying amounts from 2019 through 2038. The loss carryforwards at December 31, 2018 were primarily losses acquired in conjunction with our acquisitions including PAETEC and EarthLink. The amount of federal tax credit carryforward at December 31, 2018 and 2017 , was approximately $21.8 million and $44.2 million , respectively, which expire in varying amounts from 2031 through 2036. The amount of state tax credit carryforward at December 31, 2018 and 2017 , was approximately $17.7 million and $19.9 million , respectively, which expire in varying amounts from 2019 through 2027. Federal and state tax rules limit the deductibility of loss carryforwards in years following an ownership change. In May 2018, Windstream's shareholders renewed our shareholder rights plan designed to protect our net operating loss carryforwards from the effect of such a change. This plan was designed to deter an ownership change (as defined in IRC Section 382) from occurring, and therefore protect our ability to utilize our federal and state net operating loss carryforwards in the future. The plan is not meant to be an anti-takeover measure and our board of directors has established a procedure to consider requests to exempt the acquisition of Windstream common stock from the rights plan, if such acquisition would not limit or impair the availability of our net loss carryforwards. We account for uncertainty in taxes in accordance with authoritative guidance. A reconciliation of the unrecognized tax benefits is as follows: (Millions) 2018 2017 2016 Beginning balance $ 8.7 $ 8.8 $ 10.1 Additions based on EarthLink acquisition — 2.5 — Additions based on tax positions related to current year — 0.7 0.7 Reductions for tax positions of prior years (0.7 ) (1.2 ) (1.6 ) Settlements — (2.1 ) (0.4 ) Ending balance $ 8.0 $ 8.7 $ 8.8 We do not expect or anticipate a significant increase or decrease over the next twelve months in the unrecognized tax benefits reported above. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate are $7.6 million , $8.3 million and $8.6 million (net of indirect benefits) for the years ended December 31, 2018 , 2017 and 2016, respectively. We file income tax returns in the U.S. federal jurisdiction and various states. With few exceptions, we are no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years prior to 2015. However, due to acquired net operating losses, tax authorities have the ability to adjust those net operating losses related to closed years. We have identified Arkansas, California, Florida, Georgia, Illinois, Iowa, Kentucky, Nebraska, New York, North Carolina, Pennsylvania, Texas and Virginia as “major” state taxing jurisdictions. We recognize accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. During the years ended December 31, 2018 , 2017 and 2016, we recognized approximately $0.1 million , $0.2 million , and $0.1 million in interest and penalties, respectively. Furthermore, we had approximately $0.3 million , $0.3 million , and $0.1 million of interest and penalties accrued as of December 31, 2018 , 2017 and 2016, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies: Lease Commitments Minimum rental commitments for all non-cancellable operating leases, consisting principally of leases for network facilities, real estate, office space and office equipment were as follows as of December 31, 2018 : Year (Millions) 2019 $ 159.0 2020 108.8 2021 87.3 2022 66.3 2023 51.2 Thereafter 182.6 Total $ 655.2 Rental expense totaled $162.0 million , $161.6 million and $115.5 million in 2018 , 2017 and 2016 , respectively. Litigation In a notice letter received September 22, 2017 (the “Original Notice”), Aurelius Capital Master, Ltd. (“Aurelius”) asserted an alleged default of certain senior unsecured notes, the 6.375 percent Senior Notes due August 2023 of Windstream Services, based on alleged violations of the associated indenture (the “2013 Indenture”). Aurelius primarily alleged that Windstream Services violated the 2013 Indenture by executing transactions related to the spin-off of Uniti in April 2015 (the “Spin-Off”) that, according to Aurelius, constituted a Sale and Leaseback Transaction that was prohibited under Section 4.19 of the 2013 Indenture. In light of the allegations in the Original Notice, Windstream Services filed suit against U.S. Bank N.A., the Indenture Trustee (the “Trustee”), in Delaware Chancery Court seeking a declaration that it had not violated any provision of the 2013 Indenture and injunctive relief. On October 12, 2017, the Trustee filed suit in the Southern District of New York seeking a declaration that defaults had occurred. Windstream Services filed an answer and affirmative defenses in response to the Trustee’s complaint the following day, as well as counterclaims against the Trustee and Aurelius for declaratory relief. The Delaware action was subsequently dismissed. Additionally, as outlined in Note 5, on October 18, 2017, Windstream Services launched debt exchange offers with respect to its senior notes, including the 6.375 percent notes, and on October 31, 2017, learned that based on tenders of notes in the exchange offers and consents delivered in the consent solicitation, upon early settlement of the exchange offers, holders representing the requisite percentage of the 6.375 percent notes needed to waive the defaults alleged in the Original Notice would be received. On November 6, 2017, Windstream Services and the Trustee executed a supplemental indenture, and new 6.375 percent notes were issued, which gave effect to the waivers and consents for the 6.375 percent notes. During the fourth quarter of 2017, Windstream Services also completed consent solicitations with respect to each of its series of outstanding notes, pursuant to which noteholders agreed to waive alleged defaults with respect to the transactions related to the Spin-Off and amend the indentures governing such notes to give effect to such waivers and amendments. On November 22, 2017, Windstream Services filed a motion seeking dismissal of the Trustee’s complaint, which motion was denied without prejudice. On the same date, Aurelius filed counterclaims seeking a declaration that the new 6.375 percent notes were improperly issued and that the debt exchange offers and consent solicitation were void. Windstream Services asserted that such counterclaims should be dismissed pursuant to Section 6.06 of the 2013 Indenture, which contains a “no-action” clause. On November 27, 2017, Windstream Services received a second purported notice of default (the “Second Notice”) from Aurelius which alleged that certain of the exchange and consent transactions described above violated the terms of the 2013 Indenture. Aurelius withdrew the Second Notice on December 6, 2017, and served an alleged notice of an Event of Default and acceleration on December 7, 2017 (“Notice of Acceleration”). The Notice of Acceleration claimed that the principal amount, and all accrued interest, owed under the 2013 Indenture was now due and payable as result of Windstream Services allegedly not curing the alleged defaults set forth in the Original Notice within the sixty-day cure period. Trial in this matter occurred July 23-25, 2018, and the court heard final arguments on July 31, 2018. 17. Commitments and Contingencies, Continued: On February 15, 2019, Judge Furman of United States District Court for the Southern District of New York issued certain findings of fact and conclusions of law regarding the Spin-Off and the 2017 exchange and consent transactions and found that the trustee under the 2013 Indenture and/or Aurelius are entitled to a judgment: • declaring that, in effecting the Spin-Off, we failed to comply with the covenants set forth in Section 4.19 of the 2013 Indenture restricting certain sale and leaseback transactions; • declaring that our breaches of Section 4.19 constitute a “Default” under 2013 Indenture; • declaring that the 6.375 percent notes issued in the 2017 exchange and consent transactions do not constitute “Additional Notes” under the 2013 Indenture; • declaring that the notice of default with respect to the foregoing breaches was valid and effective; • declaring that those breaches ripened into “Events of Default” as defined in the 2013 Indenture on December 6, 2017; • declaring that the notice of acceleration with respect to those “Events of Default” was valid and effective, and all principal together with all accrued and unpaid interest on the notes became immediately due and payable as of that date; • enjoining us from taking any further action to issue new notes in contravention of, or to otherwise violate, the 2013 Indenture; • awarding to Aurelius a money judgment in an amount of $310,459,959.10 plus interest from and after July 23, 2018; and • dismissing our counterclaims with prejudice. On February 25, 2019, Windstream Holdings and all of its subsidiaries, including Windstream Services, filed Chapter 11 Cases in the Bankruptcy Court. The filing of the Chapter 11 Cases also constitutes an event of default under our debt agreements. Due to the Chapter 11 Cases, however, the creditors’ ability to exercise remedies under our debt agreements were stayed as of the Petition Date. See Note 5 to our consolidated financial statements for more information about the debt agreements. Windstream Holdings, its current and former directors, and certain of its executive officers are the subject of shareholder-related lawsuits arising out of the merger with EarthLink Holdings Corp. in February 2017. Two putative shareholders have filed separate purported shareholder class action complaints in federal court in Arkansas and state court in Georgia, captioned Murray v. Earthlink Holdings Corp., et. al., and Yadegarian v. Windstream Holdings, Inc., et. al., respectively. Additionally, two separate shareholder derivative actions were filed during the quarter in Arkansas federal court on behalf of Windstream Holdings, Inc., styled Cindy Graham v. Wells, et. al., and Larry Graham v. Thomas, et. al. Additionally, Windstream received a shareholder demand letter in the fourth quarter of 2018 related to the EarthLink merger. All four of the complaints and the demand letter contain similar assertions and claims of alleged securities law violations and breaches of fiduciary duties related to the disclosures in the joint proxy statement/prospectus soliciting shareholder approval of the merger, which the plaintiffs allege were inadequate and misleading. We believe that we have valid defenses for each of the lawsuits, and we plan to vigorously defend the pursuit of all matters. While the ultimate resolution of the matters is not currently predictable, if there is an adverse ruling in any of these matters, the ruling could have material adverse effects on the future consolidated results of our income, cash flows, or financial condition. 17. Commitments and Contingencies, Continued: Other Matters Windstream and one of its business customers had an agreement pursuant to which Windstream provided communication services to several of the customer’s locations. The majority of funding for the services is administered by the Universal Service Administrative Company (“USAC”) pursuant to the Universal Service Rural Health Care Telecommunications Program that offers reduced rates for broadband and telecommunications services to rural health care facilities. In March 2017, USAC issued a funding denial to the customer on the basis that certain rules of the FCC were violated with the selection of Windstream as the service provider. Due to an alleged conflict of interest created by a third-party Windstream channel partner that acted as a consultant for the customer regarding the agreement, USAC asserted that Windstream’s selection was not based upon a fair and open competitive bidding process. USAC’s denial addressed accrued funding of approximately $16.6 million , as well as funding of approximately $6.0 million previously remitted to us. Windstream, along with the customer, appealed the denial; USAC rejected the appeal on June 29, 2018, and Windstream appealed USAC’s denial to the FCC on August 23, 2018. The FCC has yet to rule on the appeal. While the ultimate resolution and timing of any decision is not currently predictable, if there is a future adverse legal ruling against us, the ruling could result in financial exposure to Windstream for the total amounts listed above. We currently are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in our assumptions or the effectiveness of our strategies related to these proceedings. Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on our financial condition or results of operations. Notwithstanding the foregoing, any litigation pending against us and any claims that could be asserted against us that arose prior to the Petition Date are automatically stayed as a result of the commencement of the Chapter 11 Cases pursuant to Section 362(a) of the Bankruptcy Code, subject to certain statutory exceptions. These matters will be subject to resolution in accordance with the Bankruptcy Code and applicable orders of the Bankruptcy Court. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information: We disaggregate our business operations between customers located in service areas in which we are the incumbent local exchange carrier (“ILEC”) and provide services over network facilities operated by us and those customers located in service areas in which we are a competitive local exchange carrier (“CLEC”) and provide services primarily over network facilities owned by other carriers. We have further disaggregated our CLEC operations between enterprise, wholesale and consumer customers. As previously discussed, on December 31, 2018, we sold substantially all of our consumer CLEC operations. Prior to the sale, we operated and reported the following four segments: • Consumer & Small Business - We manage as one business our residential and small business operations in those markets in which we are the ILEC due to the similarities with respect to service offerings, marketing strategies and customer service delivery. Products and services offered to customers include traditional local and long-distance voice services, high-speed Internet services, and value-added services such as security and online back-up, which are delivered primarily over network facilities operated by us. We offer consumer video services through relationships with DirecTV and Dish Network LLC and we also own and operate cable television franchises in some of our service areas. We offer Kinetic, a complete video entertainment offering in several of our markets. Residential customers can bundle voice, high-speed Internet and video services, to provide one convenient billing solution and receive bundle discounts. Small Business services offer a wide range of advanced Internet, voice, and web conferencing products. These services are equipped to deliver high-speed Internet with competitive speeds, value added services to enhance business productivity and options to bundle services for a global business solution to meet our small business customer needs. • Enterprise - Products and services offered to our business customers include integrated voice and data services, which deliver voice and broadband services over a single Internet connection, data transport services, multi-site networking services which provide a fast and private connection between business locations, Software Defined Wide Area Network (“SD-WAN”), which optimizes application performance, Unified Communications as a Service (“UCaaS”), a next generation voice solution, as well as a variety of other data services, including cloud computing and collocation and managed services as an alternative to traditional information technology infrastructure. 18. Segment Information, Continued: • Wholesale - Our wholesale operations are focused on providing network bandwidth to other telecommunications carriers, network operators, and content providers. These services include special access services, which provide access and network transport services to end users, Ethernet and Wave transport up to 100 Gbps, and dark fiber and colocation services. Wholesale services also include fiber-to-the-tower connections to support the wireless backhaul market. In addition, we offer voice and data carrier services to other communications providers and to larger-scale purchasers of network capacity. We also offer traditional services including special access services and Time Division Multiplexing (“TDM”) private line transport. The combination of these services allow wholesale customers to provide voice and data services to their customers through the use of our network or in combination with their own networks. • Consumer CLEC - Products and services offered to customers include traditional voice and long-distance services, nationwide Internet access services, both dial-up and high-speed, as well as value added services including online backup and various e-mail services. The accounting policies used in measuring segment operating results are the same as those described in Note 2. We evaluate performance of the segments based on contribution margin, which is computed as segment revenues and sales less segment operating expenses. Revenues and sales have been assigned to our operating segments based upon each customer’s classification to an individual segment and include all services provided to that customer. Segment revenues also include revenue from federal and state USF, CAF-Phase II support, funds received from federal access recovery mechanisms, revenues from providing switched access services, including usage-based revenues from long-distance companies and other carriers for access to our network to complete long-distance calls, reciprocal compensation received from wireless and other local connecting carriers for the use of network facilities, certain surcharges assessed to our customers, including billings for our required contributions to federal and state USF programs, and product sales to contractors. All of our revenues have been assigned to our operating segments, and accordingly, there are no differences between total segment revenues and sales and total consolidated revenues and sales. Segment expenses include specific expenses incurred as a direct result of providing services and products to segment customers; selling, general and administrative expenses that are directly associated with specific segment customers or activities; and certain allocated expenses which include network expenses, facilities expenses and other expenses, such as vehicle and real estate-related expenses. Operating expenses associated with regulatory and other revenues have also been assigned to our segments. We do not assign depreciation and amortization expense, goodwill impairment, merger, integration and other costs, restructuring charges, share-based compensation, pension expense, business transformation expenses and costs related to network optimization projects to our segments because these expenses are centrally managed and are not monitored by or reported to the chief operating decision maker (“CODM”) by segment. Similarly, certain costs related to centrally-managed administrative functions, such as accounting and finance, information technology, legal and human resources, are not assigned to our segments. Interest expense and net gain (loss) on early extinguishment of debt have also been excluded from segment operating results because we manage our financing activities on a total company basis and have not assigned any long-term debt obligations to the segments. Other income, net, and income tax benefit are not monitored as a part of our segment operations and, therefore, these items also have been excluded from our segment operating results. Asset information by segment is not monitored or reported to the CODM and therefore has not been presented. All of our customers are located in the United States and we do not have any single customer that provides more than 10 percent of our total consolidated revenues and sales. 18. Segment Information, Continued: The following table summarizes our segment results for the years ended December 31: (Millions) 2018 2017 2016 Consumer & Small Business: Revenues and sales $ 1,877.0 $ 1,978.3 $ 2,063.3 Costs and expenses 787.4 848.5 870.7 Segment income 1,089.6 1,129.8 1,192.6 Enterprise: Revenues and sales 2,931.9 2,942.1 2,587.9 Costs and expenses 2,303.7 2,364.9 2,075.7 Segment income 628.2 577.2 512.2 Wholesale: Revenues and sales 723.1 756.6 720.8 Costs and expenses 216.5 226.8 194.5 Segment income 506.6 529.8 526.3 CLEC Consumer: Revenues and sales 181.1 175.9 15.0 Costs and expenses 79.0 86.9 13.1 Segment income 102.1 89.0 1.9 Total segment revenues and sales 5,713.1 5,852.9 5,387.0 Total segment costs and expenses 3,386.6 3,527.1 3,154.0 Total segment income $ 2,326.5 $ 2,325.8 $ 2,233.0 The following table reconciles segment income to consolidated net loss income for the years ended December 31: (Millions) 2018 2017 2016 Total segment income $ 2,326.5 $ 2,325.8 $ 2,233.0 Depreciation and amortization (1,526.7 ) (1,470.0 ) (1,263.5 ) Goodwill impairment — (1,840.8 ) — Merger, integration and other costs (31.9 ) (137.4 ) (13.8 ) Restructuring charges (45.0 ) (43.0 ) (20.3 ) Other unassigned operating expenses (426.3 ) (425.2 ) (374.4 ) Other expense, net (4.9 ) (2.3 ) (24.0 ) Gain on sale of Consumer CLEC business 145.4 — — Net gain (loss) on early extinguishment of debt 190.3 (56.4 ) (18.0 ) Other-than-temporary impairment loss on investment in Uniti common stock — — (181.9 ) Interest expense (901.3 ) (875.4 ) (860.6 ) Income tax (expense) benefit (449.1 ) 408.1 140.0 Net loss $ (723.0 ) $ (2,116.6 ) $ (383.5 ) |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Supplemental Guarantor Information | Supplemental Guarantor Information: Debentures and notes, without collateral, issued by Windstream Services, LLC In connection with the issuance of the 7.750 percent senior notes due October 15, 2020, the 7.750 percent senior notes due October 1, 2021, the 7.500 percent senior notes due June 1, 2022, the 7.500 percent senior notes due April 1, 2023, the 6.375 percent senior notes due August 1, 2023 (“the guaranteed notes”), certain of Windstream Services’ wholly-owned subsidiaries (the “Guarantors”), provide guarantees of those debentures. These guarantees are full and unconditional, subject to certain customary release provisions, as well as joint and several. All personal property assets and related operations of the Guarantors are pledged as collateral on the senior secured credit facility of Windstream Services. Certain Guarantors may be subject to restrictions on their ability to distribute earnings to Windstream Services. The remaining subsidiaries of Windstream Services (the “Non-Guarantors”) are not guarantors of the guaranteed notes. Windstream Holdings is not a guarantor of any Windstream Services debt instruments. Following the mergers, the acquired legal entities of EarthLink, Broadview, MASS, and ATC have been designated as either Guarantors or Non-Guarantors. Accordingly, the financial information presented herein includes the acquired EarthLink operations beginning on February 27, 2017, the acquired Broadview operations beginning on July 28, 2017, the acquired MASS operations as of March 27, 2018, and the acquired ATC operations as of August 31, 2018. The following information presents condensed consolidating and combined statements of comprehensive income (loss) for the years ended December 31, 2018 , 2017 and 2016 , condensed consolidating and combined balance sheets as of December 31, 2018 and 2017 , and condensed consolidating and combined statements of cash flows for the years ended December 31, 2018 , 2017 and 2016 of Windstream Services, the Guarantors and the Non-Guarantors. Investments consist of investments in net assets of subsidiaries held by Windstream Services and other subsidiaries and have been presented using the equity method of accounting. Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2018 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,150.3 $ 4,592.1 $ (105.2 ) $ 5,637.2 Product sales — 71.1 4.8 — 75.9 Total revenues and sales — 1,221.4 4,596.9 (105.2 ) 5,713.1 Costs and expenses: Cost of services — 500.2 2,459.4 (104.8 ) 2,854.8 Cost of products sold — 61.5 7.6 — 69.1 Selling, general and administrative — 149.0 738.6 (0.4 ) 887.2 Depreciation and amortization 5.7 441.7 1,079.3 — 1,526.7 Merger, integration and other costs — 0.2 31.7 — 31.9 Restructuring charges — 3.8 41.2 — 45.0 Total costs and expenses 5.7 1,156.4 4,357.8 (105.2 ) 5,414.7 Operating (loss) income (5.7 ) 65.0 239.1 — 298.4 (Losses) earnings from consolidated subsidiaries (786.9 ) (80.6 ) 49.3 818.2 — Other income (expense), net 0.5 (0.3 ) (5.1 ) — (4.9 ) Gain on sale of Consumer CLEC business — 145.4 — — 145.4 Net gain on early extinguishment of debt 190.3 — — — 190.3 Intercompany interest income (expense) 54.7 (45.1 ) (9.6 ) — — Interest expense (418.9 ) (141.9 ) (340.5 ) — (901.3 ) Loss before income taxes (966.0 ) (57.5 ) (66.8 ) 818.2 (272.1 ) Income tax (benefit) expense (244.4 ) 519.6 174.3 — 449.5 Net loss $ (721.6 ) $ (577.1 ) $ (241.1 ) $ 818.2 $ (721.6 ) Comprehensive loss $ (712.8 ) $ (577.1 ) $ (241.1 ) $ 818.2 $ (712.8 ) 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,190.5 $ 4,668.5 $ (99.3 ) $ 5,759.7 Product sales — 83.6 9.6 — 93.2 Total revenues and sales — 1,274.1 4,678.1 (99.3 ) 5,852.9 Costs and expenses: Cost of services — 565.4 2,494.5 (97.2 ) 2,962.7 Cost of products sold — 77.2 16.3 — 93.5 Selling, general and administrative — 162.4 733.8 (2.1 ) 894.1 Depreciation and amortization 9.3 365.0 1,095.7 — 1,470.0 Goodwill impairment 979.4 — 861.4 — 1,840.8 Merger, integration and other costs — 1.6 135.8 — 137.4 Restructuring charges — 8.5 34.5 — 43.0 Total costs and expenses 988.7 1,180.1 5,372.0 (99.3 ) 7,441.5 Operating (loss) income (988.7 ) 94.0 (693.9 ) — (1,588.6 ) Losses (earnings) from consolidated subsidiaries (1,018.8 ) (195.5 ) 11.6 1,202.7 — Other income (expense), net 0.2 0.2 (2.7 ) — (2.3 ) Net (loss) gain on early extinguishment of debt (54.6 ) (2.0 ) 0.2 — (56.4 ) Intercompany interest income (expense) 84.5 (39.6 ) (44.9 ) — — Interest expense (375.8 ) (149.0 ) (350.6 ) — (875.4 ) Loss before income taxes (2,353.2 ) (291.9 ) (1,080.3 ) 1,202.7 (2,522.7 ) Income tax benefit (237.8 ) (39.0 ) (130.5 ) — (407.3 ) Net loss $ (2,115.4 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,115.4 ) Comprehensive loss $ (2,099.9 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,099.9 ) 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,011.0 $ 4,304.9 $ (36.0 ) $ 5,279.9 Product sales — 96.4 10.7 — 107.1 Total revenues and sales — 1,107.4 4,315.6 (36.0 ) 5,387.0 Costs and expenses: Cost of services — 417.0 2,263.4 (33.2 ) 2,647.2 Cost of products sold — 86.7 11.8 — 98.5 Selling, general and administrative — 150.7 633.1 (2.8 ) 781.0 Depreciation and amortization 13.8 301.4 948.3 — 1,263.5 Merger, integration and other costs — — 13.8 — 13.8 Restructuring charges — 2.9 17.4 — 20.3 Total costs and expenses 13.8 958.7 3,887.8 (36.0 ) 4,824.3 Operating (loss) income (13.8 ) 148.7 427.8 — 562.7 Losses from consolidated subsidiaries (65.1 ) (65.7 ) (15.1 ) 145.9 — Other income (expense), net 34.6 (0.8 ) (57.8 ) — (24.0 ) Net loss on early extinguishment of debt (18.0 ) — — — (18.0 ) Other-than-temporary impairment loss on (181.9 ) — — — (181.9 ) Intercompany interest income (expense) 116.6 (44.6 ) (72.0 ) — — Interest expense (355.1 ) (149.5 ) (356.0 ) — (860.6 ) Loss before income taxes $ (482.7 ) $ (111.9 ) $ (73.1 ) $ 145.9 $ (521.8 ) Income tax benefit (100.2 ) (16.3 ) (22.8 ) — (139.3 ) Net loss (382.5 ) (95.6 ) (50.3 ) 145.9 (382.5 ) Comprehensive loss $ (92.2 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (92.2 ) 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2018 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ 328.2 $ — $ 27.5 $ — $ 355.7 Restricted cash 5.3 — — — 5.3 Accounts receivable, net — 115.3 541.1 (3.3 ) 653.1 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 537.9 1,842.1 (2,380.0 ) — Inventories — 66.6 15.8 — 82.4 Prepaid expenses and other 80.3 33.9 93.8 (48.3 ) 159.7 Total current assets 413.8 758.7 2,520.3 (2,436.6 ) 1,256.2 Investments in consolidated subsidiaries 4,737.8 526.9 573.6 (5,838.3 ) — Notes receivable - affiliate — 303.3 — (303.3 ) — Goodwill 657.2 1,609.6 506.9 — 2,773.7 Other intangibles, net 449.9 335.3 427.9 — 1,213.1 Net property, plant and equipment 0.5 1,125.1 3,795.3 — 4,920.9 Other assets 22.8 17.8 53.4 — 94.0 Total Assets $ 6,282.0 $ 4,676.7 $ 7,877.4 $ (8,578.2 ) $ 10,257.9 Liabilities and Equity (Deficit) Current Liabilities: Current portion of long-term debt $ 5,628.5 $ 99.6 $ — $ — $ 5,728.1 Current portion of long-term lease obligations — 1,334.5 3,235.8 — 4,570.3 Accounts payable — 226.4 277.2 — 503.6 Affiliates payable, net 2,380.0 — — (2,380.0 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 31.3 152.6 (3.3 ) 180.6 Accrued taxes — 87.7 48.0 (48.3 ) 87.4 Accrued interest 41.4 1.7 0.4 — 43.5 Other current liabilities 37.8 77.7 228.7 — 344.2 Total current liabilities 8,087.7 1,858.9 3,947.7 (2,436.6 ) 11,457.7 Long-term lease obligations — 15.6 57.2 — 72.8 Notes payable - affiliate — — 303.3 (303.3 ) — Deferred income taxes 104.3 — — — 104.3 Other liabilities 9.3 55.5 477.6 — 542.4 Total liabilities 8,201.3 1,930.0 4,785.8 (2,739.9 ) 12,177.2 Commitments and Contingencies (See Note 17) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,244.2 3,956.7 1,404.9 (5,361.6 ) 1,244.2 Accumulated other comprehensive income 35.6 — 7.7 (7.7 ) 35.6 (Accumulated deficit) retained earnings (3,199.1 ) (1,249.4 ) 1,597.1 (347.7 ) (3,199.1 ) Total (deficit) equity (1,919.3 ) 2,746.7 3,091.6 (5,838.3 ) (1,919.3 ) Total Liabilities and Equity (Deficit) $ 6,282.0 $ 4,676.7 $ 7,877.4 $ (8,578.2 ) $ 10,257.9 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.5 $ 40.9 $ — $ 43.4 Accounts receivable, net — 185.2 461.1 (3.3 ) 643.0 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 18.3 1,949.8 (1,968.1 ) — Inventories — 76.9 16.1 — 93.0 Prepaid expenses and other 26.8 44.3 83.2 — 154.3 Total current assets 26.8 332.2 2,551.1 (1,976.4 ) 933.7 Investments in consolidated subsidiaries 5,603.7 575.9 401.0 (6,580.6 ) — Notes receivable - affiliate — 306.9 — (306.9 ) — Goodwill 657.2 1,712.8 472.4 — 2,842.4 Other intangibles, net 479.8 461.7 512.9 — 1,454.4 Net property, plant and equipment 5.8 1,318.3 4,067.7 — 5,391.8 Deferred income taxes — 460.7 205.2 (295.1 ) 370.8 Other assets 24.5 15.5 51.2 — 91.2 Total Assets $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 Liabilities and Equity (Deficit) Current Liabilities: Current portion of long-term debt $ 169.3 $ — $ — $ — $ 169.3 Current portion of long-term lease obligations — 55.2 133.4 — 188.6 Accounts payable — 123.4 370.6 — 494.0 Affiliates payable, net 1,968.1 — — (1,968.1 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 40.7 169.9 (3.3 ) 207.3 Accrued taxes — 23.8 65.7 — 89.5 Accrued interest 50.2 1.8 0.6 — 52.6 Other current liabilities 15.6 102.7 223.8 — 342.1 Total current liabilities 2,203.2 347.6 969.0 (1,976.4 ) 1,543.4 Long-term debt 5,575.0 99.6 — — 5,674.6 Long-term lease obligations — 1,350.1 3,293.2 — 4,643.3 Notes payable - affiliate — — 306.9 (306.9 ) — Deferred income taxes 295.1 — — (295.1 ) — Other liabilities 23.4 77.1 421.4 — 521.9 Total liabilities 8,096.7 1,874.4 4,990.5 (2,578.4 ) 12,383.2 Commitments and Contingencies (See Note 17) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,187.1 3,958.6 1,358.1 (5,316.7 ) 1,187.1 Accumulated other comprehensive income 21.4 — 4.0 (4.0 ) 21.4 (Accumulated deficit) retained earnings (2,507.4 ) (688.4 ) 1,827.0 (1,138.6 ) (2,507.4 ) Total (deficit) equity (1,298.9 ) 3,309.6 3,271.0 (6,580.6 ) (1,298.9 ) Total Liabilities and Equity (Deficit) $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2018 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (330.5 ) $ 509.3 $ 835.9 $ — $ 1,014.7 Cash Flows from Investing Activities: Additions to property, plant and equipment — (235.7 ) (584.5 ) — (820.2 ) Acquisition of MASS and ATC, net of cash acquired (46.9 ) — — — (46.9 ) Proceeds from sale of Consumer CLEC business 320.9 — — — 320.9 Other, net 1.2 — (9.2 ) — (8.0 ) Net cash provided from (used in) investing activities 275.2 (235.7 ) (593.7 ) — (554.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (1.6 ) — — — (1.6 ) Contribution from Windstream Holdings, Inc. 12.2 — — — 12.2 Repayments of debt and swaps (747.2 ) — — — (747.2 ) Proceeds of debt issuance 816.0 — — — 816.0 Debt issuance costs (23.5 ) — — — (23.5 ) Intercompany transactions, net 334.9 (174.7 ) (160.2 ) — — Proceeds from fiber transaction — — 45.8 — 45.8 Payments under long-term lease obligations — (55.3 ) (133.5 ) — (188.8 ) Payments under capital lease obligations — (49.5 ) (4.1 ) — (53.6 ) Other, net (2.0 ) 3.4 (3.6 ) — (2.2 ) Net cash provided from (used in) financing activities 388.8 (276.1 ) (255.6 ) — (142.9 ) Increase (decrease) in cash, cash equivalents and restricted cash 333.5 (2.5 ) (13.4 ) — 317.6 Cash, Cash Equivalents and Restricted Cash: Beginning of period — 2.5 40.9 — 43.4 End of period $ 333.5 $ — $ 27.5 $ — $ 361.0 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (337.1 ) $ 319.9 $ 992.1 $ — $ 974.9 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.5 ) (120.4 ) (787.7 ) — (908.6 ) Acquisition of Broadview, net of cash acquired (63.3 ) — — — (63.3 ) Cash acquired from EarthLink — 0.7 4.3 — 5.0 Other, net — (5.0 ) (11.3 ) — (16.3 ) Net cash used in investing activities (63.8 ) (124.7 ) (794.7 ) — (983.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (83.7 ) — — — (83.7 ) Contribution from Windstream Holdings, Inc. 9.6 — — — 9.6 Repayments of debt and swaps (1,688.2 ) (453.6 ) (160.0 ) — (2,301.8 ) Proceeds of debt issuance 2,614.6 — — — 2,614.6 Debt issuance costs (27.1 ) — — — (27.1 ) Intercompany transactions, net (413.0 ) 338.7 74.3 — — Payments under long-term lease obligations — (49.5 ) (119.2 ) — (168.7 ) Payments under capital lease obligations — (34.0 ) (5.0 ) — (39.0 ) Other, net (11.3 ) 3.5 (3.5 ) — (11.3 ) Net cash provided from (used in) financing activities 400.9 (194.9 ) (213.4 ) — (7.4 ) Increase (decrease) in cash and cash equivalents — 0.3 (16.0 ) — (15.7 ) Cash and Cash Equivalents: Beginning of period — 2.2 56.9 — 59.1 End of period $ — $ 2.5 $ 40.9 $ — $ 43.4 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (59.8 ) $ 363.2 $ 705.4 $ — $ 1,008.8 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.6 ) (177.6 ) (811.6 ) — (989.8 ) Proceeds from the sale of property — 1.0 5.3 — 6.3 Other, net (4.1 ) — (2.4 ) — (6.5 ) Net cash used in investing activities (4.7 ) (176.6 ) (808.7 ) — (990.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (88.5 ) — — — (88.5 ) Repayments of debt and swaps (3,347.1 ) — — — (3,347.1 ) Proceeds of debt issuance 3,674.5 — — — 3,674.5 Debt issuance costs (12.4 ) — — — (12.4 ) Intercompany transactions, net (155.0 ) (142.5 ) 294.2 3.3 — Payments under long-term lease obligations — (44.9 ) (107.9 ) — (152.8 ) Payments under capital lease obligations — (1.7 ) (56.0 ) — (57.7 ) Other, net (7.0 ) 3.6 (3.6 ) — (7.0 ) Net cash provided from (used in) financing activities 64.5 (185.5 ) 126.7 3.3 9.0 Increase in cash and cash equivalents — 1.1 23.4 3.3 27.8 Cash and Cash Equivalents: Beginning of period — 1.1 33.5 (3.3 ) 31.3 End of period $ — $ 2.2 $ 56.9 $ — $ 59.1 |
Quarterly Financial Information
Quarterly Financial Information – (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information – (Unaudited) | Quarterly Financial Information – (Unaudited): For the Year Ended December 31, 2018 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,713.1 $ 1,393.8 $ 1,420.6 $ 1,444.4 $ 1,454.3 Operating income $ 296.6 $ 63.7 $ 75.6 $ 88.3 $ 69.0 Net (loss) income $ (723.0 ) $ (549.2 ) $ 41.3 $ (93.7 ) $ (121.4 ) Basic and diluted (loss) earnings per share: (a) Net (loss) income ($17.72 ) ($12.92 ) $.97 ($2.30 ) ($3.25 ) (a) Quarterly (loss) income per share amounts may not add to full-year (loss) earnings per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. Significant items affecting our historical operating trends in the quarterly periods of 2018 were as follows: • As discussed in Note 9, we recognize actuarial gains and losses for pension benefits as a component of net periodic benefit expense (income) in the fourth quarter of each year, unless an earlier measurement date is required. Results of operations for the fourth quarter of 2018 include net pre-tax actuarial gains related to pension benefits of $14.9 million . • Net loss in the fourth quarter of 2018 includes a pre-tax gain of $145.4 million from the sale of our Consumer CLEC business (see Note 12). • As of December 31, 2018, Windstream recorded a full valuation allowance, exclusive of a portion of deferred tax liabilities primarily associated with indefinite-lived intangible assets, due to the acceleration of all long-term debt obligations following an adverse court ruling and subsequent filing of the Chapter 11 Cases, and Windstream’s assessment that it was more likely than not that our deferred tax assets would not be realized. See Notes 5, 16 and 17 for additional information regarding the acceleration of long-term debt obligations, the court ruling, filing of the Chapter 11 Cases, and the related effects on income taxes. • Net income in the third quarter of 2018 primarily reflects a pre-tax gain of $190.3 million from the early extinguishment of long-term debt in connection with the completion of two debt exchange transactions (see Note 5). • Operating income in each of the quarters of 2018 reflected reductions in merger, integration and other charges when compared to the same periods a year ago. The decreases were primarily attributable to our 2017 mergers with Broadview and EarthLink. Merger, integration and other charges decreased $28.5 million , $24.7 million , $2.3 million and $50.0 million in the fourth, third, second and first quarters of 2018, respectively. See Note 11 for additional information. • Operating income in each of the quarters of 2018 was adversely impacted by increases in depreciation and amortization expense when compared to the same periods a year ago. The increases were primarily attributable to the mergers with Broadview and EarthLink and current year additions to property, plant and equipment, reflecting our continued investment in our broadband network. For the Year Ended December 31, 2017 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,852.9 $ 1,497.9 $ 1,497.7 $ 1,491.6 $ 1,365.7 Operating (loss) income $ (1,590.6 ) $ (1,778.4 ) $ 41.2 $ 102.5 $ 44.1 Net loss $ (2,116.6 ) $ (1,835.7 ) $ (101.5 ) $ (68.1 ) $ (111.3 ) Basic and diluted loss per share: (a) Net loss ($62.66 ) ($51.32 ) ($2.76 ) ($1.83 ) $4.44 (a) Quarterly loss per share amounts may not add to full-year loss per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. 20. Quarterly Financial Information – (Unaudited), Continued: Significant items affecting our historical operating trends in the quarterly periods of 2017 were as follows: • As discussed in Note 4, we recognized in the fourth quarter of 2017 a goodwill impairment charge of $1,840.8 million . • As discussed in Note 9, we recognize actuarial gains and losses for pension benefits as a component of net periodic benefit expense (income) in the fourth quarter of each year, unless an earlier measurement date is required. Results of operations for the fourth quarter of 2017 include net pre-tax actuarial losses related to pension benefits of $10.5 million . • Operating (loss) income in each of the quarters of 2017 was adversely impacted by increases in depreciation and amortization expense when compared to the same periods a year ago. The increases were primarily attributable to the mergers with Broadview and EarthLink and the implementation of new depreciation rates in the fourth quarter of 2016 that shortened the depreciable lives of assets used by certain of our subsidiaries partially offset by the effects of extending the useful lives of certain fiber assets from 20 to 25 years. • Operating (loss) income and net loss in each of the quarters of 2017 included incremental merger, integration and other charges related to our mergers with Broadview and EarthLink. These incremental charges totaled $20.4 million , $31.5 million , $13.4 million and $53.1 million in the fourth, third, second and first quarters of 2017, respectively. See Note 11 for additional information. • Operating income and net loss in the third quarter of 2017 included incremental restructuring charges related to a workforce reduction designed to improve our overall cost structure and gain operational efficiencies. In undertaking these efforts, we eliminated approximately 700 employees and incurred a restructuring charge of $22.8 million , principally consisting of severance and employee benefit costs (see Note 11). |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events: | Subsequent Events: Litigation As previously discussed in Notes 5 and 17, Windstream Services received a notice of default from Aurelius, which alleged that Windstream Services had breached certain covenants under the indenture governing its August 2023 Notes relating to the transfer of certain assets and the subsequent lease of those assets in connection with the Uniti spin-off. On November 6, 2017, Windstream Services received consents from holders representing a majority of the outstanding aggregate principal amount of its August 2023 Notes to certain waivers and amendments to the Indenture relating to the defaults alleged in the notice of default in connection with certain exchange and consent transactions completed in 2017. On October 12, 2017, the trustee under the indenture filed suit in the United States District Court for the Southern District of New York (the “Court”) seeking a declaration that defaults had occurred under the indenture. Windstream Services filed an answer and affirmative defenses in response to the trustee’s complaint as well as counterclaims against the trustee and Aurelius for declaratory relief. Aurelius filed counterclaims seeking a declaration that the new August 2023 Notes were improperly issued in the 2017 exchange and consent transactions and the consents received from holders representing a majority of the outstanding aggregate principal amount of August 2023 Notes did not cure the defaults alleged in the Notice. On December 7, 2017, Aurelius sent a notice of acceleration to Windstream Services purporting to declare the Notes to be due and payable immediately on the basis of the defaults alleged in the notice of default and Windstream Services’ failure to cure such alleged breaches by the end of the cure period. Trial in the litigation occurred July 23-25, 2018 and the court heard final arguments on July 31, 2018. On February 15, 2019, Judge Furman of the Court issued certain findings of fact and conclusions of law regarding the Uniti spin-off and 2017 exchange and consent transactions. Judge Furman found that the trustee under the Indenture and/or Aurelius are entitled to a judgment against Windstream as previously outlined in Note 17. Chapter 11 Filing As previously discussed in Note 1, on February 25, 2019, Windstream Holdings and all of its subsidiaries, including Windstream Services (collectively, the “Debtors”), filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). The Debtors intend to use the court-supervised process to address obligations that have been accelerated as a result of the decision by Judge Furman against Windstream Services, discussed above. 21. Subsequent Events, Continued: The Debtors continue to operate their businesses and manage their properties as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. To ensure their ability to continue operating in the ordinary course of business and minimize the effect of bankruptcy on the Debtors’ customers and employees, the Debtors filed with the Bankruptcy Court motions seeking a variety of “first-day” relief, including authority to obtain debtor-in-possession financing, pay employee wages and benefits, and pay vendors and suppliers in the ordinary course for all goods and services. On February 26, 2019, the Bankruptcy Court granted the “first day” relief. Delisting of Common Stock On February 25, 2019, Windstream Holdings received a letter from the listing qualifications department staff of the NASDAQ notifying us that, as a result of the Chapter 11 Cases and in accordance with NASDAQ Listing Rules 5101, 5110(b) and IM-5101-1, NASDAQ has determined that our common stock will be delisted from NASDAQ. Accordingly, trading of our common stock was suspended at the opening of business on March 6, 2019 and a Form 25-NSE was filed with the SEC, which removed our common stock from listing and registration on NASDAQ. Beginning on March 6, 2019, shares of our common stock are quoted for trading on the OTC Pink Sheets market under the trading symbol “WINMQ”. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Changes (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates – The preparation of financial statements, in accordance with U.S. GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements, and such differences could be material. |
Cash and Cash Equivalents | Cash and Cash Equivalents – Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. |
Restricted Cash | Restricted Cash - Deposits held as security for indebtedness under our corporate purchase card program and not available for use have been presented as restricted cash in the accompanying consolidated financial statements. |
Accounts Receivable | Accounts Receivable – Accounts receivable consist principally of trade receivables from customers and are generally unsecured and due within 30 days. Expected credit losses related to trade accounts receivable are recorded as an allowance for doubtful accounts in the consolidated balance sheets. In establishing the allowance for doubtful accounts, we consider a number of factors, including historical collection experience, aging of the accounts receivable balances, current economic conditions and a specific customer’s ability to meet its financial obligations. When internal collection efforts on accounts have been exhausted, the accounts are written off by reducing the allowance for doubtful accounts. Concentration of credit risk with respect to accounts receivable is limited because a large number of geographically diverse customers make up our customer base. Due to varying customer billing cycle cut-off, we must estimate service revenues earned but not yet billed at the end of each reporting period. Included in accounts receivable are unbilled receivables related to communications services and product sales of $40.0 million and $23.8 million at December 31, 2018 and 2017 , respectively. |
Inventories | Inventories – Inventories consist of finished goods and are stated at the lower of cost or net realizable value. Cost is determined using either an average original cost or specific identification method of valuation. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets – Prepaid expenses and other current assets consist of prepaid services, rent, insurance, taxes, maintenance contracts, refundable deposits, interest rate swaps, and the current portion of contract assets and deferred contract costs recorded in accounting for revenue from contracts with customers. Prepayments are expensed on a straight-line basis over the corresponding life of the underlying agreements. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets – Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired through various business combinations. The cost of acquired entities at the date of the acquisition is allocated to identifiable assets, and the excess of the total purchase price over the amounts assigned to identifiable assets has been recorded as goodwill. In accordance with authoritative guidance, goodwill is to be assigned to a company’s reporting units and tested for impairment at least annually or sooner when circumstances indicate an impairment may exist, using a consistent measurement date, which for us is November 1st of each year. Goodwill is tested at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment, referred to as a component. A component of an operating segment is a reporting unit for which discrete financial information is available and our executive management team regularly reviews the operating results of that component. Additionally, components of an operating segment can be combined as a single reporting unit if the components have similar economic characteristics. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired. If the carrying value of the reporting unit exceeds its fair value, then an impairment loss is recognized equal to the amount by which the carrying value exceeds the reporting unit’s fair value; however, the impairment loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Prior to performing the quantitative evaluation, an entity has the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit exceeds the carrying value. Under the qualitative assessment, if an entity determines that it is more likely than not that a reporting unit’s fair value exceeds its carrying value, then the entity is not required to complete the quantitative goodwill impairment evaluation. Other intangible assets arising from business combinations such as franchise rights, customer lists, trade names and internally developed technology and software are initially recorded at estimated fair value. We amortize customer lists using the sum-of-the-years-digits method over the estimated lives of the customer relationships. All other intangible assets are amortized using a straight-line method over the estimated useful lives. See Note 4 for additional information regarding goodwill and other intangible assets. |
Net Property, Plant and Equipment | Net Property, Plant and Equipment – Property, plant and equipment are stated at original cost, less accumulated depreciation. Property, plant and equipment consists of central office equipment, office and warehouse facilities, outside communications plant, customer premise equipment, furniture, fixtures, vehicles, machinery, other equipment and software to support the business units in the distribution of telecommunications products. The costs of additions, replacements, substantial improvements and extension of the network to the customer premise, including related contract and internal labor costs, are capitalized, while the costs of maintenance and repairs are expensed as incurred. Capitalized internal labor costs include non-cash share-based compensation and the matching contribution to the employee savings plan for those employees directly involved with construction activities. Depreciation expense amounted to $1,300.9 million , $1,229.0 million , and $1,078.3 million in 2018 , 2017 and 2016 , respectively. Of the total net property, plant and equipment at December 31, 2018 and 2017 listed above, approximately $1.9 billion and $2.0 billion , respectively, has been legally transferred to Uniti Group, Inc. (“Uniti”) as a result of the spin-off and leaseback by Windstream Holdings. Under the master lease agreement with Uniti, any capital improvements, including upgrades or replacements to the leased network assets, funded by us become the property of Uniti at the time such improvements are placed in service. As further discussed in Note 5, we accounted for the spin-off transaction as a failed spin-leaseback for financial reporting purposes and, as a result the net book value of the assets initially transferred to Uniti and any subsequent capital improvements made by us continue to be reported in our consolidated balance sheet as property, plant and equipment and are depreciated over the shorter of the estimated useful life of the asset or the initial lease term of 15 years . Our regulated operations use a group composite depreciation method. Under this method, when plant is retired, the original cost, net of salvage value, is charged against accumulated depreciation and no immediate gain or loss is recognized on the disposition of the plant. For our non-regulated operations, when depreciable plant is retired or otherwise disposed of, the related cost and accumulated depreciation are deducted from the plant accounts, with the corresponding gain or loss reflected in operating results. In accordance with the terms of certain broadband stimulus grants we received from the Rural Utilities Service (“RUS”) to fund 75 percent of the costs related to specified construction projects, the RUS retained a security interest in the assets funded by these grants for the duration of their economic life, which varies by grant for periods up to 23 years . In the event of default of terms of the agreement, the RUS could exercise the rights under its retained security interest to gain control and ownership of these assets. In addition, in the event of a proposed change in control of Windstream, the acquiring party would need to receive approval from the RUS prior to consummating the proposed transaction, for which pre-approval will not be reasonably withheld. At December 31, 2018, the net book value of assets funded by broadband stimulus grants was $84.5 million . We capitalize interest in connection with the acquisition or construction of plant assets. Capitalized interest is included in the cost of the asset with a corresponding reduction in interest expense. Capitalized interest amounted to $3.7 million , $7.0 million and $10.7 million in 2018 , 2017 and 2016 , respectively. |
Asset Retirement Obligations | Asset Retirement Obligations – We recognize asset retirement obligations in accordance with authoritative guidance on accounting for asset retirement obligations and conditional asset retirement obligations, which requires recognition of a liability for the fair value of an asset retirement obligation if the amount can be reasonably estimated. Our asset retirement obligations include legal obligations to remediate the asbestos in certain buildings if we exit them, to properly dispose of our chemically-treated telephone poles at the time they are removed from service and to restore certain leased properties to their previous condition upon exit from the lease. These asset retirement obligations totaled $53.3 million and $53.0 million as of December 31, 2018 and 2017 , respectively, and are included in other liabilities in the accompanying consolidated balance sheets. |
Impairment of Long-Lived Assets | Asset Disposal – In December 2018, we entered into an agreement to sell certain fiber assets in Minnesota to Avrig Enterprises Inc. for cash proceeds of $45.8 million and concurrently entered into a 20 -year IRU agreement to continue to use a portion of the sold fiber assets at no cost. We accounted for the transaction as a financing due to our continuing involvement in the fiber assets. Impairment of Long-Lived Assets – We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable from future, undiscounted net cash flows expected to be generated by the asset group. If the asset group is not fully recoverable, an impairment loss would be recognized for the difference between the carrying value of the asset group and its estimated fair value based on discounted net future cash flows. |
Derivative Instruments | Derivative Instruments – Windstream Services enters into interest rate swap agreements to mitigate the interest rate risk inherent in its variable rate senior secured credit facility. Derivative instruments are accounted for in accordance with authoritative guidance for recognition, measurement and disclosures about derivative instruments and hedging activities, including when a derivative or other financial instrument can be designated as a hedge. This guidance requires recognition of all derivative instruments at fair value, and accounting for the changes in fair value depends on whether the derivative has been designated as, and qualifies as, a hedge. Changes in fair value of cash flow hedges are recorded as a component of other comprehensive (loss) income in the current period. See Note 6 for additional information regarding our hedging activities and derivative instruments. |
Revenue Recognition | Revenue Recognition – Revenue is primarily derived from providing access to or usage of our networks and facilities in accordance with our customer contracts. A contract’s transaction price, considering discounts given for bundled purchases and promotional credits, is allocated to each distinct performance obligation, a promise in a contract to transfer a distinct good or service to the customer, and recognized as revenue when, or as, the performance obligation is satisfied. The majority of our contracts have multiple performance obligations. While many contracts include one or more performance obligations, the revenue recognition pattern is generally not impacted by the allocation since the performance obligations are generally satisfied over the same period of time. When the method and timing of transfer and performance risk are the same, services are deemed to be highly interdependent. Highly interdependent, indistinct, services are combined into a single performance obligation. Although each month of services promised is a separate performance obligation, we consider the series of monthly service performance obligations promised over the course of the contract a single performance obligation for purposes of the allocation. For contracts with multiple performance obligations, we allocate the contract’s transaction price to each performance obligation based on the relative standalone selling price of each performance obligation in the contract. The standalone selling price is the estimated price we would charge for the good or service in a separate transaction with similar customers in similar circumstances. Identifying distinct performance obligations and determining the standalone selling price for each performance obligation within a contract with multiple performance obligations requires management judgment. Our performance obligations are satisfied over time as services are rendered or at a point in time depending on our evaluation of when the customer obtains control of the promised goods. Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally, this occurs when services are rendered or control of our communication products is transferred. Service revenues are recognized over the period that the corresponding services are rendered to customers. Revenues that are billed in advance include monthly recurring network access and data services, special access and monthly recurring voice, Internet and other related charges. Revenues derived from other telecommunications services, including interconnection, long-distance and enhanced service revenues are recognized monthly as services are provided. Telecommunications network maintenance revenue from indefeasible rights to use fiber optic network facility arrangements (“IRUs”) are generally recognized over the term of the related contract. Sales of communications products including customer premise equipment and modems are recognized when products are delivered to and accepted by customers. In determining whether installation is a separate performance obligation, we evaluate, among other factors, whether other performance obligations are highly dependent upon installation requiring significant integration or customization or whether a customer can benefit from the installation with other readily available resources. In circumstances where customers can benefit from the installation with other readily available resources, installation is a separate performance obligation. We recognize installation revenue when the installation is complete. In circumstances where other telecommunication service performance obligations are highly dependent upon installation, installation is not a separate purchase obligation, and accordingly, we include the installation fees in the transaction price allocated to and recognized with other telecommunication service performance obligations. Fees assessed to customers for service activation are considered a material right in a month-to-month contract. These service activation fees are deferred and recognized as service revenue on a straight-line basis over the estimated life of the customer. 2. Summary of Significant Accounting Policies and Changes, Continued: As a practical expedient, we group similar contracts or performance obligations together into portfolios of contracts or performance obligations when the result does not differ materially from considering each contract or performance obligation separately. We apply the portfolio approach for the following: service activations, installation services, certain promotional credits, commissions and other costs to fulfill a contract. Portfolios are recognized over the estimated life of the customer. Determining the estimated life of the customer requires management judgment. The estimated life of our customer relationships varies by business segment. Wholesale customer lives are estimated based on the average number of months each individual circuit was active. Enterprise and small business customer lives are based on average contract terms. Consumer lives are estimated based on average customer tenure. Our contracts include discounts and promotional credits given to customers. We include discounts and promotional credits in the transaction price. These estimates are based on historical experience and anticipated performance. In determining whether to include in revenues and expenses, the taxes and surcharges assessed and collected from customers and remitted to government authorities, including USF charges, sales, use, value added and excise taxes, we evaluate, among other factors, whether we are the primary obligor or principal tax payer for the fees and taxes assessed in each jurisdiction in which we operate. In those jurisdictions for which we are the primary obligor, we record the taxes and surcharges on a gross basis and include in revenues and costs of services and products. In jurisdictions in which we function as a collection agent for the government authority, we record the taxes on a net basis and exclude the amounts from our revenues and costs of services and products . We offer third-party video services to our customers. The third-party service provider retains control of the service and is the primary obligor. We record commissions received on a net basis. See Note 8 for additional information regarding contract balances, remaining performance obligations, revenue by category and deferred contract costs. |
Connect America Fund Support | Connect America Fund Support – In conjunction with reforming USF, the Federal Communications Commission (“FCC”) established the Connect America Fund (“CAF”) which provides incremental broadband funding to a number of unserved and underserved locations. In 2015, Windstream accepted support offers under CAF Phase II for 17 of 18 states in which we are the incumbent provider, totaling approximately $175.0 million in annual funding which will continue through 2021. Windstream is obligated to offer broadband service at speeds of 10/1 Mbps or better to approximately 400,000 eligible locations in high-cost areas in those 17 states. |
Intercarrier Billing Disputes | Intercarrier Billing Disputes - We routinely dispute network access charges that are billed to us by other companies for access to their networks. We have accrued amounts that we believe are adequate related to ongoing billing disputes. The reserves are subject to changes in estimates and management judgment as new information becomes available. Due to the length of time historically required to resolve these disputes, these matters may be resolved or require adjustment in future periods and relate to costs invoiced, accrued or paid in prior periods. While we believe the reserves recorded for billing disputes are adequate as of December 31, 2018, it is possible that we could record future adjustments to these reserves and such adjustments could be significant. There were no material adjustments to our billing dispute reserves during the years ended December 31, 2018, 2017 and 2016. |
Advertising | Advertising – Advertising costs are expensed as incurred. Advertising expense totaled $40.6 million , $47.8 million and $44.0 million in 2018 , 2017 and 2016 , respectively. |
Share-Based Compensation | Share-Based Compensation – In accordance with authoritative guidance on share-based compensation, we measure compensation expense for all stock option and restricted stock awards at fair value on the date of the grant and recognize compensation expense over the requisite service period for awards expected to vest. We estimate the fair value of stock options using the Black-Scholes valuation model and determine the fair value of restricted stock awards based on the grant date quoted market price of Windstream Holdings’ common stock. Fair value of stock options and time-based restricted stock awards is recognized as compensation expense, net of estimated forfeitures, on a straight-line basis over the period that each award vests. For accounting purposes, performance-based awards are valued at fair value on the date on which the performance targets are set. Share-based compensation expense for performance-based awards is recognized when it is probable and estimable that the performance metrics will be achieved. Share-based compensation expense is included in cost of services and selling, general and administrative expenses in the accompanying consolidated statements of operations. See Note 10 for additional information regarding stock option, restricted stock and restricted unit activity. |
Pension Benefits | Pension Benefits – We recognize changes in the fair value of plan assets and actuarial gains and losses due to actual experience differing from actuarial assumptions, as a component of net periodic benefit (income) expense in the fourth quarter in the year in which the gains and losses occur, and if applicable in any quarter in which an interim remeasurement is required. The remaining components of net periodic benefit (income) expense, primarily benefits earned, interest cost and expected return on plan assets, are recognized ratably on a quarterly basis. See Note 9 for additional information regarding actuarial assumptions, net periodic benefit (income) expense, projected benefit obligation, plans assets, future contributions and payments. |
Operating Leases | Operating Leases – Certain of our operating lease agreements include scheduled rent escalations during the initial lease term and/or during succeeding optional renewal periods. We account for these operating leases in accordance with authoritative guidance for operating leases with non-level rent payments. Accordingly, the scheduled increases in rent expense are recognized on a straight-line basis over the initial lease term and those renewal periods that are reasonably assured. The difference between rent expense and rent paid is recorded as deferred rent and is included in other liabilities in the accompanying consolidated balance sheets. Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term, including renewal option periods that are reasonably assured. See Note 17 for our minimum rental commitments for non-cancellable operating leases and related rental expense. |
Asset Disposal | Asset Disposal – In December 2018, we entered into an agreement to sell certain fiber assets in Minnesota to Avrig Enterprises Inc. for cash proceeds of $45.8 million and concurrently entered into a 20 -year IRU agreement to continue to use a portion of the sold fiber assets at no cost. We accounted for the transaction as a financing due to our continuing involvement in the fiber assets. Impairment of Long-Lived Assets – We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable from future, undiscounted net cash flows expected to be generated by the asset group. If the asset group is not fully recoverable, an impairment loss would be recognized for the difference between the carrying value of the asset group and its estimated fair value based on discounted net future cash flows. |
Income Taxes | Income Taxes – We account for income taxes in accordance with guidance on accounting for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period of the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. We account for uncertain tax positions in accordance with authoritative guidance which prescribes a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. Our evaluations of tax positions consider various factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, information obtained during in process audit activities and changes in facts or circumstances related to a tax position. We also accrue for potential interest and penalties related to unrecognized tax benefits in income tax expense (benefit). Windstream Holdings and its domestic subsidiaries, including Windstream Services, file a consolidated federal income tax return. As such, Windstream Services and its subsidiaries are not separate taxable entities for federal and certain state income tax purposes. In instances when Windstream Services does not file a separate return, income taxes as presented within the accompanying consolidated financial statements attribute current and deferred income taxes of Windstream Holdings to Windstream Services and its subsidiaries in a manner that is systematic, rational and consistent with the asset and liability method. Income tax provisions presented for Windstream Services and its subsidiaries are prepared under the “separate return method.” The separate return method represents a hypothetical computation assuming that the reported revenue and expenses of Windstream Services and its subsidiaries were incurred by separate taxable entities. See Note 16 for additional information. |
Loss Per Share | Loss Per Share – We compute basic (loss) earnings per share by dividing net (loss) income applicable to common shares by the weighted average number of common shares outstanding during each period. Our non-vested restricted shares containing a non-forfeitable right to receive dividends on a one-to-one per share ratio to common shares are considered participating securities, and the impact is included in the computation of (loss) earnings per share pursuant to the two-class method. Calculations of (loss) earnings per share under the two-class method exclude from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator. Commencing in the third quarter of 2017, we eliminated our quarterly common stock dividend. Diluted (loss) earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, including restricted stock units, stock options and warrants, were exercised or converted into common stock. The dilutive effect of outstanding restricted stock units, stock options and warrants is reflected in diluted earnings per share by application of the treasury stock method. In applying the treasury stock method for stock-based compensation arrangements, the assumed proceeds are computed as the sum of the amount the employee must pay upon exercise plus the amount of compensation cost attributed to future services. We also issue performance-based restricted stock units as part of our share-based compensation plan. Certain of these restricted stock units contain a forfeitable right to receive dividends. Because dividends attributable to these shares are forfeited if the vesting provisions are not met, they are considered non-participating restricted shares and are not considered to be potentially dilutive under the two-class method until the performance conditions have been satisfied. We have excluded from the computation of diluted shares the effect of restricted stock units and options to purchase shares of our common stock because their inclusion would have an anti-dilutive effect due to our reported net losses for the years ended December 31, 2018 , 2017 , and 2016 . We had 0.4 million restricted stock units and 1.0 million stock options outstanding as of December 31, 2018 , compared to 0.8 million restricted stock units and less than 0.1 million stock options outstanding at December 31, 2017 . We had 0.3 million restricted stock units and 0.1 million stock options outstanding as of December 31, 2016. |
Change in Accounting Estimate | Change in Accounting Estimate – The calculation of depreciation and amortization expense is based on the estimated economic useful lives of the underlying property, plant and equipment and finite-lived intangible assets. We periodically obtain updated depreciation studies to evaluate whether certain useful lives remain appropriate in accordance with authoritative guidance. With the assistance of a third-party valuation advisor, we completed analyses of the depreciable lives of assets held for use of certain subsidiaries during 2016. Based on the results of the analyses, we implemented new depreciation rates in the fourth quarter of 2016, the effects of which resulted in an increase to depreciation expense. Additionally, in the fourth quarter of 2016, we reassessed the estimated useful lives of certain fiber assets, extending the useful life of such assets from 20 to 25 years. The net impact of these changes resulted in increases to depreciation expense of $35.3 million and $8.8 million for the years ended December 31, 2017 and 2016, respectively, which increased our reported net loss by $22.2 million and $5.4 million or $.66 and $.29 per share for the years ended December 31, 2017 and 2016, respectively. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards Revenue Recognition – In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) as modified by subsequently issued ASU Nos. 2015-14, 2016-08, 2016-10, 2016-11, 2016-12 and 2016-20 (collectively “ASU 2014-09”). The core principle of the revenue model is that an entity should recognize revenue for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive for those goods or services. ASU 2014-09 also provided new accounting principles related to the deferral and amortization of contract acquisition and fulfillment costs. On January 1, 2018, we adopted ASU 2014-09 using the modified retrospective transition method applied to those contracts which were not complete as of January 1, 2018. Under the modified retrospective transition method, we recognized the cumulative effect of initial adoption as an adjustment to our opening accumulated deficit balance. Comparative information for prior periods has not been restated and continues to be reported under the accounting standards in effect for those periods. Under the new revenue recognition guidance, a substantial portion of our service revenues continue to be recognized when services are provided. Changes to the timing of recognition of certain installation services, discounts and promotional credits given to customers under the new guidance resulted in the recognition of incremental contract assets and liabilities in our consolidated balance sheet at the date of adoption. In addition, the new requirement to defer incremental contract acquisition and fulfillment costs, including sales commissions and installation costs, and recognize such costs over the period where control of goods and services are transferred resulted in the recognition of additional deferred contract costs in our consolidated balance sheet at the date of adoption. We evaluated the effect of the time value of money and determined it to be immaterial. The following table presents the cumulative effect of the changes made to our consolidated balance sheet at December 31, 2017: (Millions) December 31, 2017 ASU 2014-09 Adjustments January 1, 2018 Assets Accounts receivable $ 643.0 $ — $ 643.0 Prepaid expenses and other $ 154.3 $ 26.0 $ 180.3 Other assets $ 91.2 $ 20.9 $ 112.1 Deferred income taxes $ 370.8 $ (12.0 ) $ 358.8 Liabilities Advance payments and customer deposits $ 207.3 $ (0.5 ) $ 206.8 Other current liabilities $ 342.1 $ (0.3 ) $ 341.8 Other liabilities $ 521.9 $ 0.4 $ 522.3 Accumulated deficit $ (2,512.2 ) $ 35.3 $ (2,476.9 ) The impact of adoption of ASU 2014-09 on our 2018 consolidated statements of operations and consolidated balance sheet are as follows: Year Ended December 31, 2018 (Millions) Under ASC 605 Effect of Adoption of ASU 2014-09 As reported Revenue and sales Service revenues $ 5,635.5 $ 1.7 $ 5,637.2 Product sales $ 75.9 $ — $ 75.9 Costs and expenses Cost of services $ 2,853.7 $ 1.1 $ 2,854.8 Selling, general and administrative $ 891.3 $ (2.3 ) $ 889.0 Gain on sale of Consumer CLEC business $ 146.4 $ (1.0 ) $ 145.4 Income tax benefit $ 448.6 $ 0.5 $ 449.1 Net loss $ (724.4 ) $ 1.4 $ (723.0 ) 2. Summary of Significant Accounting Policies and Changes, Continued: December 31, 2018 (Millions) Under ASC 605 Effect of Adoption of ASU 2014-09 As reported Assets Accounts receivable $ 653.1 $ — $ 653.1 Prepaid expenses and other $ 129.9 $ 29.8 $ 159.7 Other assets $ 76.2 $ 17.8 $ 94.0 Liabilities Advance payments and customer deposits $ 181.6 $ (1.0 ) $ 180.6 Other current liabilities $ 344.2 $ — $ 344.2 Deferred income taxes $ 91.9 $ 12.4 $ 104.3 Other liabilities $ 542.9 $ (0.5 ) $ 542.4 Accumulated deficit $ (3,242.0 ) $ 36.7 $ (3,205.3 ) The new revenue recognition standard also requires additional disclosures related to performance obligations; contract asset and liability balances; deferred commissions and costs to fulfill; disaggregation of revenue and use of practical expedients in applying the new guidance. See Note 8 for additional disclosures. Statement of Cash Flows – In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). This standard provides guidance on how certain cash receipts and cash payments should be presented and classified in the statement of cash flows, including among others, debt prepayment and extinguishment costs, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims and distributions received from equity method investees. The standard also clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use of the underlying cash flows. ASU 2016-15 is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. We adopted this standard effective January 1, 2018. The effect of the retrospective adoption of this standard was to change previously reported amounts within the accompanying consolidated statement of cash flows for the years ended December 31, 2017 and 2016 due to reclassifying $23.9 million and $83.4 million , respectively, of debt prepayment penalties and fees paid to lenders in conjunction with the early termination of long-term debt obligations from operating activities to financing activities. Other than this change in classification of debt prepayment penalties and fees, adoption of this standard did not have an impact on our consolidated statement of cash flows. The following table presents the effect of the changes made to our consolidated statement of cash flows for the year ended December 31, 2017: (Millions) As Previously Reported Reclassification Adjustments As Revised Cash Flows from Operating Activities: Adjustments to reconcile net loss to net cash provided from operations: Noncash portion of net loss on early extinguishment of debt $ 36.0 $ (36.0 ) $ — Net loss on early extinguishment of debt $ — $ 56.4 $ 56.4 Changes in operating assets and liabilities, net: Other, net $ (32.5 ) $ 3.6 $ (28.9 ) Net cash provided from operating activities $ 950.7 $ 23.9 $ 974.6 Cash Flows from Financing Activities : Repayments of debt and swaps $ (2,277.9 ) $ (23.9 ) $ (2,301.8 ) Net cash provided from (used in) financing activities $ 16.8 $ (23.9 ) $ (7.1 ) 2. Summary of Significant Accounting Policies and Changes, Continued: The following table presents the effect of the changes made to our consolidated statement of cash flows for the year ended December 31, 2016: (Millions) As Previously Reported Reclassification Adjustments As Revised Cash Flows from Operating Activities: Adjustments to reconcile net loss to net cash provided from operations: Noncash portion of net loss on early extinguishment of debt $ (51.9 ) $ 51.9 $ — Net loss on early extinguishment of debt $ — $ 18.0 $ 18.0 Changes in operating assets and liabilities, net: Other, net $ (3.4 ) $ 13.5 $ 10.1 Net cash provided from operating activities $ 924.4 $ 83.4 $ 1,007.8 Cash Flows from Financing Activities : Repayments of debt and swaps $ (3,263.7 ) $ (83.4 ) $ (3,347.1 ) Net cash provided from financing activities $ 93.4 $ (83.4 ) $ 10.0 Definition of a Business – In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business (“ASU 2017-01”). The standard clarifies the definition of a business when evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. Under the new guidance an integrated set of activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output to be considered a business. ASU 2017-01 provides a framework to assist entities in evaluating whether both an input and a substantive process are present and removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for an integrated set of activities to be a business, outputs generally are a key element of a business; therefore, the new guidance provides more stringent criteria for an integrated sets of activities without outputs. Furthermore, ASU 2017-01 narrows the definition of the term output so that it is consistent with how outputs are described in Topic 606. ASU 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those annual reporting periods. We adopted this standard effective January 1, 2018. Following adoption, we expect fewer transactions will be accounted for as acquisitions or disposals of businesses. Presentation of Defined Benefit Retirement Costs – In March 2017, the FASB issued ASU No. 2017-07, Compensation-Retirement Benefits (Topic 715) Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (“ASU 2017-07”). This standard changes the income statement presentation of defined benefit plan expense by requiring separation between operating expense (service cost component) and non-operating expense (all other components, including interest cost, amortization of prior service cost, actuarial gains and losses, curtailments and settlements). The operating expense component will be reported in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period while the non-operating components will be reported in other income and expense. In addition, only the service cost component will be eligible for capitalization as part of an asset such as inventory or property, plant and equipment. Retrospective application of the change in income statement presentation is required, while the change in capitalized benefit cost is to be applied prospectively. The ASU is effective for fiscal years beginning after December 15, 2017. We adopted this standard effective January 1, 2018. The effect of the retrospective adoption of this standard was to change previously reported amounts within the accompanying consolidated statement of operations for the years ended December 31, 2017 and 2016, respectively, for operating income and other expense, net, resulting in increases in operating (loss) income from $(1,593.5) million to $(1,590.6) million and from $515.4 million to $561.0 million , respectively, with corresponding increases to other (expense) income, net from $0.6 million to $(2.3) million and $21.6 million to $(24.0) million , respectively. There was no change to our reported net loss for the years ended December 31, 2017 and 2016. The impact of only capitalizing service cost on a prospective basis was immaterial to our consolidated financial statements as of and for the years ended December 31, 2018. 2. Summary of Significant Accounting Policies and Changes, Continued: Hedging Activities – In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). This standard modifies hedge accounting to allow more hedging strategies to qualify for hedge accounting, amends presentation and disclosure requirements, and changes how entities assess effectiveness of their hedging transactions. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. As permitted, we early adopted this standard effective January 1, 2018. Upon adoption, we recognized a cumulative effect adjustment of $1.7 million , net of tax, to the opening balance of our accumulated deficit with an offsetting increase to accumulated other comprehensive income. Comparative prior-period information has not been restated. See Note 6 for additional information regarding our hedging activities and derivative instruments. Reclassification of Certain Deferred Tax Effects – In February 2018, the FASB issued ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“ASU 2018-02”), which allows an entity to reclassify from accumulated other comprehensive income to retained earnings the stranded tax effects resulting from the 2017 Tax Cuts and Jobs Act. The stranded tax effects result from the change in the federal tax rate for deferred taxes recorded in accumulated other comprehensive income. This standard is effective as of January 1, 2019; however, early adoption is permitted. We elected to early adopt ASU 2018-02 effective October 1, 2018. Upon adoption, we recorded a reclassification adjustment resulting in a charge to our accumulated deficit of $3.7 million , consisting of stranded tax effects related to deferred taxes for our interest rate swaps and pension and postretirement benefit plans, with an offsetting increase to accumulated other comprehensive income. Fair Value Measurement Disclosures - In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). This standard modifies the disclosure requirements for fair value measurements by removing the requirements to disclose: (i) amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy; (ii) timing of recognizing transfers between levels within the fair value hierarchy; and (iii) valuation processes used for Level 3 fair value measurements. Additionally, the standard now requires disclosure of changes in unrealized gains and losses for the period included in other comprehensive income (loss) for recurring Level 3 fair value measurements held at the end of each reporting period and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. ASU 2018-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. An entity is permitted to early adopt all of the disclosure changes or early adopt only the removed disclosure requirements and delay adoption of the additional disclosures until the effective date of this amendment. As permitted, we early adopted the provisions of ASU 2018-13 that removed certain fair value disclosure requirements and we will adopt the standard’s additional disclosure requirements effective January 1, 2020. Upon adoption, the additional disclosure requirements will not have a material effect on our consolidated financial statements. Pension and Other Postretirement Plan Disclosures - In August 2018, the FASB issued ASU No. 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Topic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans (“ASU 2018-14”). This standard modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing the requirements to disclose: (i) amounts in accumulated other comprehensive income (loss) expected to be recognized as components of net periodic benefit cost over the next fiscal year; (ii) amount and timing of plan assets expected to be returned to the employer; and (iii) effects of a one-percentage point change in assumed health care cost trend rates. Additionally, the standard now requires disclosure of an explanation of the reasons for significant gains and losses related to changes in the benefit obligation for the period. ASU 2018-14 is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. As permitted, we early adopted the provisions of ASU 2018-14 and have modified our pension and other postretirement plan disclosures (see Note 9) to comply with the standard’s modified disclosure requirements. Except for changes to certain disclosures related to our pension and postretirement plans, this standard did not have a material impact on our consolidated financial statements upon adoption. 2. Summary of Significant Accounting Policies and Changes, Continued: Recently Issued Authoritative Guidance Leases - In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which will require that virtually all lease arrangements that do not meet the criteria of a short-term lease be presented on the lessee’s balance sheet by recording a right-of-use asset and a lease liability equal to the present value of the related future minimum lease payments. The income statement impacts of the leases will depend on the nature of the leasing arrangement and will be similar to existing accounting for operating and capital leases. The new standard does not substantially change the accounting for lessors. However, some changes to the lessor accounting guidance were made to align with lessee accounting changes under Topic 842 and certain key aspects of Topic 606, Revenue from Contracts with Customers. The new standard will also require additional disclosures regarding an entity’s leasing arrangements and will be effective for the first interim reporting period within annual periods beginning after December 15, 2018, although early adoption is permitted. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements (“ASU 2018-11”). This amendment provides an optional transition method that permits an entity to initially apply the new guidance at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption and not recast comparative periods. If elected, prior period financial statements and disclosures will continue to be presented in accordance with ASC 840. Prior to the issuance of ASU 2018-11, lessees and lessors would have been required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. In addition, ASU 2018-11 also includes a practical expedient for lessors to not separate the lease and nonlease components of a contract. The effective date for this amendment is the same as ASU 2016-02 discussed above. We will adopt ASU 2016-02 effective January 1, 2019, utilizing the optional transition method available under ASU 2018-11. Our existing operating lease portfolio primarily consists of network, real estate and equipment leases. Upon adoption of this standard, we expect to record in our consolidated balance sheet a right-of-use asset and liability related to substantially all of our operating lease arrangements. Any new lease arrangements or material modifications entered into subsequent to the adoption date will be accounted for in accordance with the new standard. We have established a cross-functional team to determine the scope of arrangements subject to this standard and to implement a new lease accounting system capable of producing the accounting information necessary to meet the standard’s reporting and disclosure requirements. We do not expect the adoption of this standard to have a material impact on our existing capital leases or arrangements in which we are the lessor. We also do not expect the standard to impact our liquidity. While we are continuing to assess all impacts of the standard, we anticipate this standard will have a material impact to our consolidated balance sheet. Upon adoption, we expect to record additional lease liabilities of approximately $300.0 million to $500.0 million attributable to our operating leases based on the present value of the remaining minimum lease payments with an increase to leased assets or right-of-use assets of approximately $300.0 million to $500.0 million . Any difference between these amounts will be recorded as an adjustment to our accumulated deficit. Upon adoption of ASU 2016-02, we also expect to record a cumulative effect adjustment of approximately $2.8 billion decreasing our accumulated deficit due to reassessing the accounting treatment of our arrangement with Uniti and certain of its subsidiaries. The transaction with Uniti had been accounted for as a failed spin-leaseback financing arrangement for financial reporting purposes due to prohibited continuing involvement. Under the new leasing standard, the previous forms of prohibited continuing involvement no longer preclude the application of spin-leaseback accounting to the spin-off of assets to Uniti by Windstream Services and the lease of those assets by Windstream Holdings. As a result, we will de-recognize the remaining net book value of network assets transferred to Uniti of approximately $1.3 billion , recognize a right-of-use asset of approximately $3.8 billion equaling the adjusted Uniti lease liability, which will decrease by $0.7 billion , and record a deferred tax liability of approximately $0.5 billion in accordance with the standard’s transition guidance, as this arrangement will now be accounted for as an operating lease. 2. Summary of Significant Accounting Policies and Changes, Continued: Due to recording the $2.8 billion cumulative effect adjustment to equity discussed above and the resulting increase in the carrying value of our reporting units, we expect to record a pre-tax goodwill impairment charge of approximately $1.8 billion to $1.9 billion in the first quarter of 2019 resulting from the adoption of ASU 2016-02. Of the total impairment charge, we expect to record an impairment of all remaining goodwill in our Consumer & Small Business reporting unit of $903.4 million , an impairment of goodwill in our Enterprise reporting unit of approximately $600.0 million and an impairment of goodwill in our Wholesale reporting unit of approximately $300.0 million , representing the excess of the carrying value from each reporting unit’s fair value. No other long-lived assets are expected to be impaired. Beginning in 2019, our consolidated results of operations will also reflect an increase to cost of services for the annual straight-line rent expense attributable to the Uniti lease of approximately $675.0 million , a decrease in depreciation expense from de-recognizing the remaining net book value of network assets transferred to Uniti and a decrease in interest expense due to no longer accounting for the Uniti lease as a failed spin-leaseback financing arrangement. As a result of this accounting change, our consolidated statement of cash flows will also reflect a reclassification of the principal portion of the cash rental payments made to Uniti from financing outflows to operating outflows and a reduction in cash paid for interest. Financial Instruments - Credit Losses – In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This standard introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses will require entities to incorporate considerations of historical information, current information and reasonable and supportable forecasts. This new standard also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, and the guidance is to be applied using a modified retrospective transition approach. Early adoption is permitted for annual and interim reporting periods beginning after December 15, 2018. We are currently assessing the timing of adoption and the impact the new standard will have on our consolidated financial statements. Implementation Costs in Cloud Computing Arrangements - In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). This standard requires entities that are customers in cloud computing arrangements to defer implementation costs if they would be capitalized by the entity in software licensing arrangements under the internal-use software guidance. The service element of a hosting arrangement will continue to be expensed as incurred. The guidance may be applied retrospectively or prospectively to implementation costs incurred after the date of adoption. ASU 2018-15 is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are currently assessing the timing of adoption and the impact the new standard will have on our consolidated financial statements. Derivatives and Hedging - Change in Benchmark Interest Rate - In October 2018, the FASB issued ASU No. 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (“SOFR”) Overnight Index Swap (“OIS”) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes (“ASU 2018-16”) . This standard adds the OIS rate based on SOFR as an eligible benchmark interest rate for purposes of applying hedge accounting. SOFR is the preferred alternative reference rate to the London Interbank Offered Rate “(LIBOR”). Because we early adopted ASU 2017-12 on January 1, 2018, this standard will be effective for us on January 1, 2019 on a prospective basis. The adoption of this standard will not have a material impact on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Changes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment Disclosure | Net property, plant and equipment consisted of the following as of December 31: (Millions) Depreciable Lives 2018 2017 Land $ 53.0 $ 65.4 Building and improvements 3-40 years 660.7 420.3 Central office equipment 3-40 years 7,074.3 7,170.5 Outside communications plant 7-47 years 8,287.6 7,882.5 Furniture, vehicles and other equipment 1-23 years 1,940.8 2,308.7 Construction in progress 403.6 440.8 18,420.0 18,288.2 Less accumulated depreciation (13,499.1 ) (12,896.4 ) Net property, plant and equipment $ 4,920.9 $ 5,391.8 |
Reconciliation of Earnings Per Share | A reconciliation of net loss and number of shares used in computing basic and diluted loss per share was as follows for the years ended December 31: (Millions, except per share amounts) 2018 2017 2016 Basic and diluted loss per share: Numerator: Net loss $ (723.0 ) $ (2,116.6 ) $ (383.5 ) Income allocable to participating securities — (1.3 ) (2.5 ) Net loss attributable to common shares $ (723.0 ) $ (2,117.9 ) $ (386.0 ) Denominator: Basic and diluted shares outstanding Weighted average shares outstanding 40.8 34.5 19.8 Weighted average participating securities — (0.7 ) (1.0 ) Weighted average basic and diluted shares outstanding 40.8 33.8 18.8 Basic and diluted loss per share: Net loss ($17.72 ) ($62.66 ) ($20.53 ) |
Cumulative effect of changes made to the financial statements as a result of new ASU | The following table presents the cumulative effect of the changes made to our consolidated balance sheet at December 31, 2017: (Millions) December 31, 2017 ASU 2014-09 Adjustments January 1, 2018 Assets Accounts receivable $ 643.0 $ — $ 643.0 Prepaid expenses and other $ 154.3 $ 26.0 $ 180.3 Other assets $ 91.2 $ 20.9 $ 112.1 Deferred income taxes $ 370.8 $ (12.0 ) $ 358.8 Liabilities Advance payments and customer deposits $ 207.3 $ (0.5 ) $ 206.8 Other current liabilities $ 342.1 $ (0.3 ) $ 341.8 Other liabilities $ 521.9 $ 0.4 $ 522.3 Accumulated deficit $ (2,512.2 ) $ 35.3 $ (2,476.9 ) The impact of adoption of ASU 2014-09 on our 2018 consolidated statements of operations and consolidated balance sheet are as follows: Year Ended December 31, 2018 (Millions) Under ASC 605 Effect of Adoption of ASU 2014-09 As reported Revenue and sales Service revenues $ 5,635.5 $ 1.7 $ 5,637.2 Product sales $ 75.9 $ — $ 75.9 Costs and expenses Cost of services $ 2,853.7 $ 1.1 $ 2,854.8 Selling, general and administrative $ 891.3 $ (2.3 ) $ 889.0 Gain on sale of Consumer CLEC business $ 146.4 $ (1.0 ) $ 145.4 Income tax benefit $ 448.6 $ 0.5 $ 449.1 Net loss $ (724.4 ) $ 1.4 $ (723.0 ) 2. Summary of Significant Accounting Policies and Changes, Continued: December 31, 2018 (Millions) Under ASC 605 Effect of Adoption of ASU 2014-09 As reported Assets Accounts receivable $ 653.1 $ — $ 653.1 Prepaid expenses and other $ 129.9 $ 29.8 $ 159.7 Other assets $ 76.2 $ 17.8 $ 94.0 Liabilities Advance payments and customer deposits $ 181.6 $ (1.0 ) $ 180.6 Other current liabilities $ 344.2 $ — $ 344.2 Deferred income taxes $ 91.9 $ 12.4 $ 104.3 Other liabilities $ 542.9 $ (0.5 ) $ 542.4 Accumulated deficit $ (3,242.0 ) $ 36.7 $ (3,205.3 ) The following table presents the effect of the changes made to our consolidated statement of cash flows for the year ended December 31, 2017: (Millions) As Previously Reported Reclassification Adjustments As Revised Cash Flows from Operating Activities: Adjustments to reconcile net loss to net cash provided from operations: Noncash portion of net loss on early extinguishment of debt $ 36.0 $ (36.0 ) $ — Net loss on early extinguishment of debt $ — $ 56.4 $ 56.4 Changes in operating assets and liabilities, net: Other, net $ (32.5 ) $ 3.6 $ (28.9 ) Net cash provided from operating activities $ 950.7 $ 23.9 $ 974.6 Cash Flows from Financing Activities : Repayments of debt and swaps $ (2,277.9 ) $ (23.9 ) $ (2,301.8 ) Net cash provided from (used in) financing activities $ 16.8 $ (23.9 ) $ (7.1 ) 2. Summary of Significant Accounting Policies and Changes, Continued: The following table presents the effect of the changes made to our consolidated statement of cash flows for the year ended December 31, 2016: (Millions) As Previously Reported Reclassification Adjustments As Revised Cash Flows from Operating Activities: Adjustments to reconcile net loss to net cash provided from operations: Noncash portion of net loss on early extinguishment of debt $ (51.9 ) $ 51.9 $ — Net loss on early extinguishment of debt $ — $ 18.0 $ 18.0 Changes in operating assets and liabilities, net: Other, net $ (3.4 ) $ 13.5 $ 10.1 Net cash provided from operating activities $ 924.4 $ 83.4 $ 1,007.8 Cash Flows from Financing Activities : Repayments of debt and swaps $ (3,263.7 ) $ (83.4 ) $ (3,347.1 ) Net cash provided from financing activities $ 93.4 $ (83.4 ) $ 10.0 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of preliminary fair values of assets acquired and liabilities assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed for EarthLink. (Millions) Preliminary Allocation Adjustments Final Allocation Fair value of assets acquired: Cash and other current assets $ 37.7 $ (3.5 ) $ 34.2 Accounts receivable 75.3 (1.5 ) 73.8 Property, plant and equipment 344.0 11.6 355.6 Goodwill 476.7 (128.4 ) 348.3 Customer lists (a) 275.0 (7.0 ) 268.0 Trade name, developed technology and software (b) 31.0 — 31.0 Deferred income taxes — 125.7 125.7 Other assets 0.3 0.9 1.2 Total assets acquired 1,240.0 (2.2 ) 1,237.8 Fair value of liabilities assumed: Current liabilities 119.5 5.7 125.2 Long-term debt 449.1 — 449.1 Other liabilities 24.5 (3.6 ) 20.9 Total liabilities assumed 593.1 2.1 595.2 Common stock and replacement equity awards issued to EarthLink shareholders (c) $ 646.9 $ (4.3 ) $ 642.6 (a) Customer lists are amortized using the sum-of-years digit methodology over a weighted average life of 5.5 years . (b) Trade name of $8.0 million is amortized on a straight-line basis over an estimated useful life of 7 years . Internally developed technology and software of $23.0 million are amortized on a straight-line basis over an estimated useful life of 3 years . (c) Total merger consideration of $642.6 million consisted of $631.4 million related to shares issued to EarthLink shareholders and $11.2 million related to replacement equity awards. The following table summarizes the fair values of the assets acquired and liabilities assumed for Broadview. (Millions) Initial Allocation Adjustments Final Allocation Fair value of assets acquired: Accounts receivable $ 19.7 $ (2.1 ) $ 17.6 Other current assets 7.7 (0.9 ) 6.8 Property, plant and equipment 37.1 4.2 41.3 Goodwill 111.3 9.3 120.6 Customer lists (a) 57.0 (12.0 ) 45.0 Trade names (b) 21.0 — 21.0 Developed technology (c) 10.0 — 10.0 Deferred income taxes — 11.1 11.1 Other assets 0.6 1.9 2.5 Total assets acquired 264.4 11.5 275.9 Fair value of liabilities assumed: Short-term debt obligations 160.2 — 160.2 Other current liabilities 40.2 11.4 51.6 Other liabilities 0.7 0.1 0.8 Total liabilities assumed 201.1 11.5 212.6 Cash paid, net of cash acquired $ 63.3 $ — $ 63.3 (a) Customer lists are amortized using the sum-of-years digits methodology over a weighted average life of 10 years . (b) Trade names are amortized on a straight-line basis over an estimated useful life of 1 and 10 years . (c) Internally developed technology is amortized on a straight-line basis over an estimated useful life of 5 years . |
Pro forma consolidated results of operations of Windstream | The following unaudited pro forma consolidated results of operations of Windstream for the years ended December 31, 2017 and 2016 assume that the Merger occurred as of January 1, 2016: Year Ended December 31, (Millions) 2017 2016 Revenues and sales $ 6,002.4 $ 6,369.3 Operating (loss) income $ (1,559.2 ) $ 499.9 Net loss $ (2,098.3 ) $ (431.3 ) Loss per share ($57.27 ) ($12.03 ) |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets: Goodwill and Other Intangible Assets: (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill were as follows: (Millions) Balance at December 31, 2016: $ 4,213.6 Acquisitions completed during the period: Broadview 121.3 EarthLink 348.3 Goodwill impairment (1,840.8 ) Balance at December 31, 2017: Goodwill 4,683.2 Accumulated impairment loss (1,840.8 ) Balance at December 31, 2017, net 2,842.4 Changes during the period: Broadview measurement period adjustments (0.7 ) MASS acquisition 31.5 ATC acquisition 3.6 Disposition of consumer CLEC business (103.1 ) Balance at December 31, 2018: Goodwill 4,614.5 Accumulated impairment loss (1,840.8 ) Balance at December 31, 2018, net $ 2,773.7 4. Goodwill and Other Intangible Assets, Continued: Goodwill assigned to our operating segments and changes in the carrying amount of goodwill by reportable segment were as follows: (Millions) Consumer & Small Business Enterprise Wholesale Consumer and Small Business CLEC (a) Consumer CLEC Total Balance at December 31, 2016: $ 2,321.2 $ 598.0 $ 1,176.4 $ 118.0 $ — $ 4,213.6 Acquisitions completed during the period: Broadview — 10.7 — 110.6 — 121.3 EarthLink — 116.1 120.7 111.5 — 348.3 Reallocation adjustment (b) — 237.0 — (340.1 ) 103.1 — Goodwill impairment (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2017: Goodwill 2,321.2 961.8 1,297.1 — 103.1 4,683.2 Accumulated impairment loss (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2017, net $ 903.4 $ 961.8 $ 874.1 $ — $ 103.1 $ 2,842.4 Changes during the period: Broadview measurement period adjustments — (0.7 ) — — — (0.7 ) MASS acquisition — 31.5 — — — 31.5 ATC acquisition — 3.6 — — — 3.6 Disposition of consumer CLEC business — — — — (103.1 ) (103.1 ) Balance at December 31, 2018: Goodwill 2,321.2 996.2 1,297.1 — — 4,614.5 Accumulated impairment loss (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2018, net $ 903.4 $ 996.2 $ 874.1 $ — $ — $ 2,773.7 (a) Prior to the acquisition of EarthLink, this segment was called Small Business CLEC. (b) Represents adjustment to reallocate goodwill of the former Consumer and Small Business CLEC reporting unit to the Enterprise and Consumer CLEC reporting units, using a relative fair value basis. |
Schedule of Finite-Lived Intangible Assets | Intangible assets were as follows at December 31: 2018 2017 (Millions) Gross Cost Accumulated Amortization Net Carrying Value Gross Cost Accumulated Amortization Net Carrying Value Franchise rights $ 1,285.1 $ (414.6 ) $ 870.5 $ 1,285.1 $ (371.8 ) $ 913.3 Customer lists (a) 1,758.5 (1,450.4 ) 308.1 2,104.6 (1,626.6 ) 478.0 Cable franchise rights 17.3 (10.3 ) 7.0 17.3 (9.1 ) 8.2 Trade names (b) 21.0 (3.9 ) 17.1 29.0 (2.2 ) 26.8 Developed technology and software (c) 18.0 (7.7 ) 10.3 33.0 (7.1 ) 25.9 Patents 10.6 (10.5 ) 0.1 10.6 (8.4 ) 2.2 Balance $ 3,110.5 $ (1,897.4 ) $ 1,213.1 $ 3,479.6 $ (2,025.2 ) $ 1,454.4 (a) At the date of sale, customer lists associated with the consumer CLEC business had a gross cost of $43.0 million and a net carrying value of $20.8 million . During 2018, fully amortized customer lists with a gross cost of $320.1 million were written off. (b) At the date of sale, trade names associated with the consumer CLEC business had a gross cost of $8.0 million and a net carrying value of $5.9 million . (c) At the date of sale, developed technology and software associated with the consumer CLEC business had a gross cost of $15.0 million and a net carrying value of $5.9 million . |
Schedule of Finite-Lived Intangible Assets, Methodology and Estimated Useful Life | Intangible asset amortization methodology and useful lives were as follows as of December 31, 2018 : Intangible Assets Amortization Methodology Estimated Useful Life Franchise rights straight-line 30 years Customer lists sum of years digits 5.5 - 15 years Cable franchise rights straight-line 15 years Trade names straight-line 1 - 10 years Developed technology and software straight-line 3 - 5 years Patents straight-line 3 years |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Amortization expense for intangible assets subject to amortization was estimated to be as follows for each of the years ended December 31 : Year (Millions) 2019 $ 168.7 2020 133.9 2021 101.2 2022 71.4 2023 59.0 Thereafter 678.9 Total $ 1,213.1 |
Long-term Debt and Lease Obli_2
Long-term Debt and Lease Obligations: (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Long-term Debt and Capital Lease Obligations [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt was as follows at December 31: (Millions) 2018 2017 Issued by Windstream Services: Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) $ 1,180.5 $ 1,192.6 Senior secured credit facility, Tranche B7 – variable rates, due February 17, 2024 568.4 574.2 Senior secured credit facility, Revolving line of credit – variable rates, due 1,017.0 775.0 Senior First Lien Notes – 8.625%, due October 31, 2025 (c) (f) 600.0 600.0 Senior Second Lien Notes – 10.500%, due June 30, 2024 (d) (f) 414.9 — Senior Second Lien Notes – 9.000%, due June 30, 2025 (d) (f) 802.0 — Debentures and notes, without collateral: 2020 Notes – 7.750%, due October 15, 2020 (f) 78.1 492.9 2021 Notes – 7.750%, due October 1, 2021 (f) 70.1 88.9 2022 Notes – 7.500%, due June 1, 2022 (f) 36.2 41.6 2023 Notes – 7.500%, due April 1, 2023 (f) 34.4 120.4 2023 Notes – 6.375%, due August 1, 2023 (f) 806.9 1,147.6 2024 Notes – 8.750%, due December 15, 2024 (f) 105.8 834.3 Issued by subsidiaries of Windstream Services: Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 (e) (f) 100.0 100.0 Net discount on long-term debt (g) (28.6 ) (61.6 ) Unamortized debt issuance costs (g) (57.6 ) (62.0 ) 5,728.1 5,843.9 Less current portion (5,728.1 ) (169.3 ) Total long-term debt $ — $ 5,674.6 Weighted average interest rate 7.1 % 6.6 % Weighted maturity N/A 5.1 years 5. Long-term Debt and Lease Obligations, Continued: Prior to the filing of the Chapter 11 Cases, additional information with respect to our debt obligations was as follows: (a) If the maturity of the revolving line of credit is not extended prior to April 24, 2020, the maturity date of the Tranche B6 term loan will be April 24, 2020; provided further, if the 2020 Notes have not been repaid or refinanced prior to July 15, 2020 with indebtedness having a maturity date no earlier than March 29, 2021, the maturity date of the Tranche B6 term loan will be July 15, 2020. (b) On January 3, 2019, Windstream Services’ reduced future maturities of its revolving line of credit of $312.0 million using proceeds received from the sale of the Consumer CLEC business. (c) The notes are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The notes and the guarantees are secured by a first priority lien on Windstream Services’ and the guarantors’ assets that secure the obligations under the senior secured credit facility. (d) The notes are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The notes and the guarantees are secured by a second priority lien on Windstream Services’ and the guarantors’ assets that secure the obligations under the senior secured credit facility. (e) These bonds are secured equally with the senior secured credit facility with respect to the assets of Windstream Holdings of the Midwest, Inc. (f) Windstream Services may call the remaining aggregate principal amounts of these debentures and notes at various premiums upon early redemption. (g) The net discount balance and unamortized debt issuance costs are amortized using the interest method over the life of the related debt instrument. |
Schedule of Extinguishment of Debt | The net gain (loss) on early extinguishment of debt was comprised of the following: (Millions) (Premium) discount on early redemption Third-party fees for early redemption Unamortized (discount) premium on original issuance, net Unamortized debt issuance costs on original issuance Net gain (loss) on early extinguishment of debt Year ended December 31, 2018: Exchanges of 2021, 2022, April 2023, August 2023 and 2024 Notes $ 226.0 $ — $ (22.9 ) $ (12.8 ) $ 190.3 Total $ 226.0 $ — $ (22.9 ) $ (12.8 ) $ 190.3 Year ended December 31, 2017: Senior secured credit facility $ — $ — $ (1.8 ) $ (2.3 ) $ (4.1 ) Broadview 2017 Notes — — 0.2 — 0.2 EarthLink 2019 and 2020 Notes (18.3 ) — 16.3 — (2.0 ) Partial repurchase of 2020 Notes 5.3 — 0.1 (0.4 ) 5.0 Exchanges of 2020, 2021, 2022, and April 2023 Notes (49.9 ) (2.0 ) 2.2 (5.8 ) (55.5 ) Total $ (62.9 ) $ (2.0 ) $ 17.0 $ (8.5 ) $ (56.4 ) Year ended December 31, 2016: Senior secured credit facility $ — $ — $ (1.7 ) $ (1.4 ) $ (3.1 ) 2017 Notes (67.5 ) (2.4 ) (3.0 ) (5.4 ) (78.3 ) Partial repurchases of 2021, 2022, April 2023 and August 2023 Notes 68.7 — 0.9 (6.2 ) 63.4 Total $ 1.2 $ (2.4 ) $ (3.8 ) $ (13.0 ) $ (18.0 ) |
Schedule of Current and Noncurrent Other Lease Obligations | A summary of the current and noncurrent portions of the long-term lease obligations was as follows: December 31, 2018 December 31, 2017 (Millions) Current Noncurrent Total Current Noncurrent Total Assets Subject to Leaseback: Telecommunications network assets (a) $ 4,570.3 $ — $ 4,570.3 $ 188.6 $ 4,570.3 $ 4,758.9 Real estate contributed to pension plan — 72.8 72.8 — 73.0 73.0 Total $ 4,570.3 $ 72.8 $ 4,643.1 $ 188.6 $ 4,643.3 $ 4,831.9 (a) Due to cross-default provisions contained within the master lease discussed above, the remaining obligations under the master lease also were accelerated. As a result, the long-term lease obligation has been classified as a current liability in the accompanying consolidated balance sheet as of December 31, 2018. |
Schedule of Future Minimum Lease Payments for Other Lease Obligations | Undiscounted future minimum payments during the initial terms of the leases were as follows for the years ended December 31: (Millions) Leaseback of Telecommunications Network Assets Leaseback of Real Estate Contributed to Pension Plan Total Year 2019 $ 658.9 $ 6.5 $ 665.4 2020 662.2 6.7 668.9 2021 665.6 6.9 672.5 2022 668.9 7.1 676.0 2023 672.2 7.3 679.5 Thereafter 4,323.1 55.0 4,378.1 Total $ 7,650.9 $ 89.5 $ 7,740.4 |
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments under capital lease obligations were as follows for the years ended December 31: Year (Millions) 2019 $ 54.5 2020 25.8 2021 8.6 2022 4.3 2023 4.2 Thereafter 5.1 Total future payments 102.5 Less: Amounts representing interest 8.4 Present value of minimum lease payments $ 94.1 |
Schedule of Interest Expense | Interest expense was as follows for the years ended December 31: (Millions) 2018 2017 2016 Interest expense - long-term debt $ 429.0 $ 376.1 $ 350.9 Interest expense - long-term lease obligations: Telecommunications network assets 467.0 484.9 500.8 Real estate contributed to pension plan 6.2 6.2 5.8 Impact of interest rate swaps (3.5 ) 10.1 11.0 Interest on capital leases and other 6.3 5.1 2.8 Less capitalized interest expense (3.7 ) (7.0 ) (10.7 ) Total interest expense $ 901.3 $ 875.4 $ 860.6 |
Derivatives Schedule of Derivat
Derivatives Schedule of Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Set forth below is information related to interest rate swap agreements: (Millions, except for percentages) 2018 2017 Designated portion, measured at fair value Other current assets $ 15.3 $ 1.2 Other assets $ — $ 10.6 Other current liabilities $ 6.8 $ 7.8 Other non-current liabilities $ — $ 10.5 Accumulated other comprehensive income $ 39.7 $ 33.7 De-designated portion, unamortized value Accumulated other comprehensive loss $ (2.4 ) $ (5.4 ) Weighted average fixed rate paid 2.31 % 2.31 % Variable rate received 2.46 % 1.49 % |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | Changes in derivative instruments were as follows for the years ended December 31: (Millions) 2018 2017 2016 Changes in fair value of effective portion, net of tax (a) $ 2.8 $ 7.0 $ 4.9 Amortization of unrealized losses on de-designated interest rate swaps, net of tax (a) $ 2.3 $ 3.3 $ 2.9 (a) Included as a component of other comprehensive income (loss) and will be reclassified into earnings as the hedged transaction affects earnings. For 2017 and 2016, this amount reflects only the effective portion of the change in fair value of the cash flow hedges. |
Offsetting Assets | Information pertaining to derivative assets was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Assets Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2018: Interest rate swaps $ 15.3 $ (3.2 ) $ — $ 12.1 December 31, 2017: Interest rate swaps $ 11.8 $ (2.9 ) $ — $ 8.9 |
Offsetting Liabilities | Information pertaining to derivative liabilities was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Liabilities Presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2018: Interest rate swaps $ 6.8 $ (3.2 ) $ — $ 3.6 December 31, 2017: Interest rate swaps $ 18.3 $ (2.9 ) $ — $ 15.4 |
Fair Value Measurements_ (Table
Fair Value Measurements: (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Cash Equivalents and Interest Rate Swaps | The fair values of interest rate swaps and long-term debt were determined using the following inputs at December 31: (Millions) 2018 2017 Recorded at Fair Value in the Financial Statements: Cash equivalents - Level 1 (a) $ 310.0 $ — Derivatives: Interest rate swap assets - Level 2 $ 15.3 11,800,000 $ 11.8 Interest rate swap liabilities - Level 2 $ 6.8 18.3 $ 18.3 Not Recorded at Fair Value in the Financial Statements: (b) Long-term debt, including current portion - Level 2 $ 4,405.8 $ 4,824.2 (a) Cash equivalents are highly liquid, actively traded money market funds with next day access. (b) Recognized at carrying value of $5,785.7 million and $5,905.9 million in long-term debt, including current portion, and excluding unamortized debt issuance costs, in the accompanying consolidated balance sheets as of December 31, 2018 and 2017 , respectively. |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of contract assets and liabilities | Contract assets and liabilities from contracts with customers were as follows at: (Millions) December 31, 2018 January 1, 2018 Contract assets (a) $ 12.6 $ 13.1 Contract liabilities (b) $ (184.8 ) $ (209.3 ) Revenues recognized included in the opening contract liability balance $ 194.9 (a) Includes $8.3 million and $3.6 million in prepaid expense and other and $4.3 million and $9.5 million in other assets as of December 31, 2018 and January 1, 2018, respectively. (b) Includes $172.1 million and $198.3 million in advance payments and customer deposits and $12.7 million and $11.0 million in other liabilities as of December 31, 2018 and January 1, 2018, respectively. |
Disaggregation of revenue | Revenues recognized from contracts with customers by customer and product type for the year ended December 31, 2018 was as follows: (Millions) Consumer & Small Business Enterprise Wholesale Consumer CLEC Total Revenue from contracts with customers: Type of service: High-speed Internet bundles $ 963.5 $ — $ — $ 88.5 $ 1,052.0 Voice and long-distance 120.5 949.7 — — 1,070.2 Video and miscellaneous 44.3 — — — 44.3 Dial-up, e-mail and miscellaneous — — — 88.3 88.3 Data and integrated services — 1,540.8 — — 1,540.8 Small business services 296.3 — — — 296.3 Core wholesale (a) — — 549.2 — 549.2 Resale (b) — — 79.5 — 79.5 Wireless TDM (c) — — 9.6 — 9.6 Switched access 28.4 — 35.9 — 64.3 Miscellaneous — 139.9 — — 139.9 Service revenues from contracts with customers 1,453.0 2,630.4 674.2 176.8 4,934.4 Product sales 26.5 48.2 0.7 0.5 75.9 Total revenue from contracts with customers 1,479.5 2,678.6 674.9 177.3 5,010.3 Other service revenues (d) 397.5 253.3 48.2 3.8 702.8 Total revenues and sales $ 1,877.0 $ 2,931.9 $ 723.1 $ 181.1 $ 5,713.1 (a) Core wholesale revenues primarily include revenues from providing special access circuits, fiber connections, data transport and wireless backhaul services. (b) Revenues represent voice and data services sold to other communications services providers on a resale basis. (c) Revenues represent Time Division Multiplexing (“TDM”) private line transport services. (d) Other service revenues primarily include end user surcharges, CAF – Phase II funding, state USF and access recovery mechanism (“ARM”) support and lease revenue. |
Employee Benefit Plans and Po_2
Employee Benefit Plans and Postretirement Benefits: (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Defined Benefit Plan [Abstract] | |
Pension And Other Postretirement Benefits, Net Periodic Benefit Costs, Disclosure | The components of pension benefit (income) expense (including provision for executive retirement agreements) and postretirement benefits (income) expense were as follows for the years ended December 31: Pension Benefits Postretirement Benefits (Millions) 2018 2017 2016 2018 2017 2016 Benefits earned during the year $ 3.5 $ 8.1 $ 8.7 $ — $ — $ — Interest cost on benefit obligation 43.1 46.3 53.2 0.8 1.1 1.3 Net actuarial loss 14.9 10.5 60.7 — — — Amortization of net actuarial loss — — — 0.2 0.1 0.2 Amortization of prior service credit (4.8 ) (0.4 ) (0.3 ) (0.3 ) (0.3 ) (0.8 ) Plan curtailments and settlements (2.7 ) — 0.1 — — (5.5 ) Expected return on plan assets (55.0 ) (54.4 ) (63.3 ) — — — Net periodic benefit (income) expense $ (1.0 ) $ 10.1 $ 59.1 $ 0.7 $ 0.9 $ (4.8 ) |
Summary of Plan Assets, Projected Benefit Obligation and Funded Status of the Plans | A summary of plan assets, projected benefit obligation and funded status of the plans (including executive retirement agreements) were as follows at December 31: Pension Benefits Postretirement Benefits (Millions) 2018 2017 2018 2017 Fair value of plan assets at beginning of year $ 841.4 $ 799.4 $ 0.4 $ 0.4 Actual return on plan assets (41.1 ) 97.3 — — Employer contributions (a) 18.5 30.1 1.3 3.0 Participant contributions — — 2.8 3.0 Benefits paid (b) (77.9 ) (85.9 ) (4.1 ) (6.0 ) Settlements — 0.5 — — Fair value of plan assets at end of year $ 740.9 $ 841.4 $ 0.4 $ 0.4 Projected benefit obligation at beginning of year $ 1,157.9 $ 1,145.4 $ 27.4 $ 28.0 Interest cost on projected benefit obligations 43.1 46.3 0.8 1.1 Service costs 6.2 8.1 — — Participant contributions — — 2.8 3.0 Plan amendments (2.8 ) (9.1 ) — — Actuarial (gain) loss (80.8 ) 53.1 (7.2 ) 1.3 Benefits paid (b) (77.9 ) (85.9 ) (4.1 ) (6.0 ) Curtailments (2.7 ) — — — Projected benefit obligation at end of year $ 1,043.0 $ 1,157.9 $ 19.7 $ 27.4 Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: Current liabilities $ (16.0 ) $ (20.1 ) $ (1.3 ) $ (1.9 ) Noncurrent liabilities (286.1 ) (296.4 ) (18.0 ) (25.1 ) Funded status recognized in the consolidated balance sheets $ (302.1 ) $ (316.5 ) $ (19.3 ) $ (27.0 ) Amounts recognized in accumulated other comprehensive income: Net actuarial loss (gain) $ — $ — $ 1.5 $ (5.9 ) Prior service credits 8.2 10.2 0.9 1.2 Net amount recognized in accumulated other comprehensive income $ 8.2 $ 10.2 $ 2.4 $ (4.7 ) (a) During 2018, we made contributions totaling $17.7 million to the qualified pension plan to satisfy our 2018 and remaining 2017 funding requirements using proceeds from the ATM Program and available cash on hand. We also contributed $1.3 million to the postretirement plan excluding amounts that were funded by participant contributions to the plan. (b) Pension benefits paid from Windstream’s assets totaled $0.8 million and $1.1 million in 2018 and 2017 , respectively. All postretirement benefits in both years were paid from Windstream’s general corporate assets in both years. |
Pension and Other Postretirement Benefits, Net Periodic Benefit Costs Weighted Average Assumptions Disclosure | Assumptions – Actuarial assumptions used to calculate pension and postretirement benefits expense (income) were as follows for the years ended December 31: Pension Benefits (a) Postretirement Benefits (Millions) 2018 2017 2016 2018 2017 2016 Discount rate 4.00 % 4.19 % 4.40 % 3.74 % 4.26 % 4.67 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % 2.00 % — % — % — % (a) As a result of the remeasurement of our pension benefit obligation due to benefit provision changes previously discussed, key assumptions including the discount rate were updated as of the remeasurement date. |
Benefit Obligations Weighted Average Assumptions Disclosure | Actuarial assumptions used to calculate the benefit obligations were as follows at December 31: Pension Benefits Postretirement Benefits 2018 2017 2018 2017 Discount rate 4.34 % 3.68 % 4.38 % 3.74 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % — % — % |
Health Care Cost Trend Rates Assumptions Disclosure | Information regarding the healthcare cost trend rate was as follows for the years ended December 31: 2018 2017 Healthcare cost trend rate assumed for next year 6.25 % 6.50 % Rate that the cost trend ultimately declines to 5.00 % 5.00 % Year that the rate reaches the terminal rate 2024 2024 |
Weighted-Average Allocation of Assets Related to Defined Benefit Plans Disclosure | The asset allocation for our pension plan by asset category was as follows for the years ended December 31: Target Allocation Percentage of Plan Assets Asset Category 2019 2018 2017 Equity securities 25.8% - 35.8% 24.4 % 28.9 % Fixed income securities 35.5% - 60.5% 53.5 % 53.3 % Alternative investments 14.7% - 24.7% 21.6 % 15.7 % Money market and other short-term interest bearing securities 0.0% - 6.5% 0.5 % 2.1 % 100.0 % 100.0 % |
Schedule of Defined Benefit Plans Disclosures | The fair values of our pension plan assets were determined using the following inputs as of December 31, 2018 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund and interest bearing cash (a) $ 41.0 $ — $ 41.0 $ — Common collective and other trust funds (b) 137.6 — 137.6 — Government and agency securities (c) 241.1 — 241.1 — Corporate bonds and asset backed securities (c) 21.6 — 21.6 — Common and preferred stocks - domestic (c) 21.8 21.8 — — Common and preferred stocks - international (c) 29.2 29.2 — — Mutual fund (c) 42.5 42.5 — — Real estate LLCs (d) 70.3 — — 70.3 Derivative financial instruments (e) — — — — Other investments (f) 1.2 0.4 — 0.8 Investments included in fair value hierarchy 606.3 $ 93.9 $ 441.3 $ 71.1 Other investments measured at NAV: Pooled funds (g) 96.5 Real estate and private equity funds (h) 40.0 Total investments 742.8 Dividends and interest receivable 1.0 Pending trades and other liabilities (2.9 ) Total plan assets $ 740.9 9. Employee Benefit Plans and Postretirement Benefits, Continued: The fair values of our pension plan assets were determined using the following inputs as of December 31, 2017 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund and interest bearing cash (a) $ 56.0 $ — $ 56.0 $ — Common collective and other trust funds (b) 202.0 — 202.0 — Government and agency securities (c) 250.7 — 250.7 — Corporate bonds and asset backed securities (c) 27.3 — 27.3 — Common and preferred stocks - domestic (c) 35.0 35.0 — — Common and preferred stocks - international (c) 26.5 26.5 — — Mutual fund (c) 51.7 51.7 — — Real estate LLCs (d) 72.7 — — 72.7 Derivative financial instruments (e) 6.4 — 6.4 — Other investments (f) 1.3 0.5 — 0.8 Investments included in fair value hierarchy 729.6 $ 113.7 $ 542.4 $ 73.5 Other investments measured at NAV: Pooled funds (g) 85.1 Real estate and private equity funds (h) 36.6 Total investments 851.3 Dividends and interest receivable 4.4 Pending trades and other liabilities (14.3 ) Total plan assets $ 841.4 (a) Money market fund is valued based on the fair value of the underlying assets held as determined by the fund manager on the last business day of the year. The underlying assets are mostly comprised of certificates of deposit, time deposits and commercial paper valued at amortized cost. The carrying amount of interest bearing cash is estimated to approximate fair value due to the short-term nature of this investment. (b) Units in common collective and other trust funds are valued by reference to the funds' underlying assets and are based on the net asset value as reported by the fund manager on the last business day of the year. The underlying assets are mostly comprised of publicly traded equity securities and fixed income securities. These securities are valued at the official closing price of, or the last reported sale prices as of the close of business or, in the absence of any sales, at the latest available bid price. (c) Government and agency securities, corporate bonds and asset backed securities, common and preferred stocks, and mutual funds traded in active markets on securities exchanges are valued at their quoted market price on the last day of the year. Securities traded in markets that are not considered active are valued based on quoted market prices, broker or dealer quotes or alternative pricing sources with reasonable levels of price transparency. (d) This category consists of real estate properties contributed by Windstream to limited liability companies (“LLCs”) wholly- owned by the pension plan. The fair value of these properties is based on independent appraisals. (See also Note 5.) (e) Derivative financial instruments consist primarily of swaps and are valued at fair value based on models that reflect the contractual terms of the instruments. Inputs include primarily observable market information, such as swap curves, benchmark yields, rating updates and interdealer broker quotes at the end of the year. (f) Other investments consist of a guaranteed annuity contract and investments in foreign currency. The guaranteed annuity contract is reported at contract value which approximates fair value and is based on the value of the underlying contracts as determined by the insurance company. Investments in foreign currency are valued at their quoted market price on the last day of the year. 9. Employee Benefit Plans and Postretirement Benefits, Continued: (g) The pooled investment funds are valued based on the net asset value of the fund as determined by the fund manager on the last business day of the year, and is derived from the fair value of each underlying investment held by the pooled fund. These investments have not been classified within the fair value hierarchy. (h) The real estate fund is valued based on the net asset value of the fund on the last business day of the year. The net asset value is derived from the fair value of the underlying net assets of the fund. Private equity funds consist of investments in limited partnerships and are valued based on the pension plan's capital account balance at year end as reported in the audited financial statements of the partnership. These investments have not been classified within the fair value hierarchy. |
Pension Plan Assets, Unobservable Input Reconciliation | The following is a reconciliation of the beginning and ending balances of pension plan assets that are measured at fair value using significant unobservable inputs: (Millions) Real estate LLCs Guaranteed annuity contract Total Balance at December 31, 2016 $ 78.4 $ 0.8 $ 79.2 Unrealized (loss) gains (5.7 ) 0.1 (5.6 ) Purchases and sales, net — (0.1 ) (0.1 ) Balance at December 31, 2017 72.7 0.8 73.5 Unrealized (loss) gains (2.4 ) 0.1 (2.3 ) Purchases and sales, net — (0.1 ) (0.1 ) Balance at December 31, 2018 $ 70.3 $ 0.8 $ 71.1 |
Pension and Other Postretirement Benefits, Expected Benefit Payments Disclosure | Estimated Future Employer Contributions and Benefit Payments – Estimated future employer contributions, benefit payments, including executive retirement agreements, are as follows as of December 31, 2018 : (Millions) Pension Benefits Postretirement Benefits Expected employer contributions in 2019 $ 16.0 $ 1.3 Expected benefit payments: 2019 $ 77.2 $ 1.3 2020 76.1 1.2 2021 74.7 1.2 2022 73.5 1.1 2023 72.5 1.1 2024-2028 338.5 5.8 |
Share-Based Compensation Plan_2
Share-Based Compensation Plans: (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Weighted Average Discount Rates Used in Black Scholes Model | The weighted average fair value of stock options granted during the year ended December 31, 2018 was $4.25 per share using the Black-Scholes option-pricing model and the following weighted average assumptions: Expected life 6.1 years Expected volatility 58.7 % Dividend yield — Risk-free interest rate 2.6 % |
Share-based Compensation, Stock Options, Activity | The following table summarizes stock option activity as of December 31, 2018: (Thousands) Number of Shares Underlying Options Weighted Average Exercise Price (Years) Weighted Average Remaining Contractual Life (Millions) Aggregate Intrinsic Value Outstanding at December 31, 2017 34.2 (a) $ 68.20 Granted 1,079.3 $ 7.50 Exercised — $ — Canceled and forfeited (89.5 ) $ 21.15 Outstanding at December 31, 2018 1,024.0 $ 8.33 9.0 $ — Vested or expected to vest at December 31, 2018 903.2 $ 8.45 9.0 $ — Exercisable at December 31, 2018 17.2 $ 57.01 1.5 $ — (a) Represents options issued in conjunction with past acquisitions as replacement awards to former employees of the acquired companies. Prior to 2018, no other stock options had been granted by us. The following table summarizes stock option information as of December 31, 2018: Options Outstanding Options Exercisable Range of Exercise Prices (Thousands) Number of Options Weighted Average Exercise Price (Thousands) Number of Options Weighted Average Exercise Price $7.50 - $7.60 1,006.8 $ 7.50 — $ — $20.90 - $24.00 1.0 $ 21.04 1.0 $ 21.04 $43.95 - $91.35 16.2 $ 59.37 16.2 $ 59.37 1,024.0 $ 8.33 17.2 $ 57.01 |
Schedule of Nonvested Share Activity | The vesting periods and grant date fair value for restricted stock and restricted stock units issued, including the EarthLink replacement awards, were as follows for the years ended December 31: (Number of shares in thousands) 2018 2017 2016 Service-based restricted stock and restricted units: Vest variably over remaining service period, up to three-years — 571.7 276.2 Vest ratably over a three-year service period — 490.3 — Vest one year from date of grant, service based - granted to non-employee directors 109.6 41.4 39.6 Vest immediately on date of grant, service based - granted to non-employee directors 41.1 — — Vest two years from date of grant, service based — — 10.6 Vest three years from date of grant, service based — 6.8 10.7 Total granted 150.7 1,110.2 337.1 Grant date fair value (Dollars in millions) $ 1.1 $ 166.5 $ 49.5 Performance restricted units: Vest variably over remaining required service period, up to three years — 474.2 — Vest contingently at the end of the respective performance period — 251.7 276.0 Total granted — 725.9 276.0 Grant date fair value (Dollars in millions) $ — $ 130.5 $ 39.5 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | estricted stock and restricted unit activity for the year ended December 31, 2018 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2017 1,022.8 $ 31.45 Granted 150.7 $ 7.30 Vested (576.1 ) $ 32.87 Forfeited (75.3 ) $ 28.37 Non-vested at December 31, 2018 522.1 $ 23.34 Performance restricted stock unit activity for the year ended December 31, 2018 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2017 520.7 $ 32.90 Granted — $ — Vested (103.7 ) $ 36.09 Forfeited (91.6 ) $ 27.70 Non-vested at December 31, 2018 325.4 $ 28.35 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | A summary of share-based compensation expense was as follows for the years ended December 31: (Millions) 2018 2017 2016 Restricted stock and restricted units and stock options $ 11.3 $ 32.5 $ 19.9 Employee savings plan (See Note 9) — 22.9 21.1 Management incentive compensation plans — — 0.6 Share-based compensation expense $ 11.3 $ 55.4 $ 41.6 |
Merger, Integration and Other_2
Merger, Integration and Other Costs and Restructuring Charges (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Merger, Integration and Other Costs and Restructuring Activities | The following is a summary of the merger, integration and other costs and restructuring charges recorded for the years ended December 31: (Millions) 2018 2017 2016 Merger, integration and other costs: Information technology conversion costs $ 1.1 $ 3.0 $ 0.3 Costs related to merger with EarthLink (a) 15.5 104.1 2.7 Costs related to merger with Broadview (b) 4.1 14.3 — Costs related to acquisitions of MASS and ATC 2.5 — — Legal fees related to Uniti spin-off litigation (see Note 17) 7.2 7.5 — Costs related to sale of data center business — — 0.9 Network optimization and contract termination costs — 8.5 11.9 Consulting and other costs 1.5 — — Reversal of lease termination costs — — (2.0 ) Total merger, integration and other costs 31.9 137.4 13.8 Restructuring charges 45.0 43.0 20.3 Total merger, integration and other costs and restructuring charges $ 76.9 $ 180.4 $ 34.1 (a) In 2018, these amounts include severance and employee benefit costs for EarthLink employees terminated after the Merger of $6.9 million , and other miscellaneous expenses of $3.7 million . We also incurred contract and lease termination costs of $4.9 million as a result of vacating certain facilities related to the acquired operations of EarthLink. In 2017, these amounts include investment banking, legal and other consulting services of $24.0 million , severance and employee benefit costs for EarthLink employees terminated after the Merger of $39.0 million , share-based compensation expense of $10.1 million attributable to the accelerated vesting of assumed equity awards for terminated EarthLink employees, rebranding and marketing of $5.3 million and other miscellaneous expenses of $3.2 million . We also incurred contract and lease termination costs of $22.5 million as a result of vacating certain facilities related to the acquired operations of EarthLink. (b) In 2018, these amounts include severance and employee benefit costs for Broadview employees terminated after the acquisition of $1.8 million .We also incurred contract and lease termination costs of $2.3 million as a result of vacating certain facilities related to the acquired operations of Broadview. In 2017, these amounts include investment banking, legal and other consulting fees of $4.5 million and severance and employee benefit costs for Broadview employees terminated after the acquisition of $4.7 million .We also incurred contract and lease termination costs of $3.7 million as a result of vacating certain facilities related to the acquired operations of Broadview. |
Schedule of Restructuring and Reorganization Costs (Benefits), Net | The following is a summary of the activity related to the liabilities associated with merger, integration and other costs and restructuring charges at December 31: Restructuring Charges (Millions) Merger, Integration and Other Charges Severance and Benefit Costs Lease Termination Costs Total Balance at December 31, 2016 $ 1.5 $ 4.3 $ — $ 5.8 Expenses incurred in period 137.4 35.0 8.0 180.4 Cash outlays during the period (128.6 ) (34.3 ) (3.8 ) (166.7 ) Balance at December 31, 2017 10.3 5.0 4.2 19.5 Expenses incurred in period 31.9 24.6 20.4 76.9 Cash outlays during the period (38.2 ) (17.0 ) (9.3 ) (64.5 ) Balance at December 31, 2018 $ 4.0 $ 12.6 $ 15.3 $ 31.9 |
Other Expense, Net (Tables)
Other Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense, Net | The components of other expense, net were as follows for the years ended December 31: (Millions) 2018 2017 2016 (Loss) gain on disposal of data center operations (a) $ (7.9 ) $ 0.6 $ (10.0 ) Non-operating pension income (expense) 4.5 (2.0 ) (50.4 ) Non-operating OPEB (expense) income (0.7 ) (0.9 ) 4.8 Dividend income on Uniti common stock — — 17.6 Net gain on disposal of investment in Uniti common stock (b) — — 15.2 Other, net (0.8 ) — (1.2 ) Other expense, net $ (4.9 ) $ (2.3 ) $ (24.0 ) (a) During the first quarter of 2018, Windstream Services disposed of its data center operations in Virginia. In completing this disposal, Windstream Services also settled its remaining obligations under a long-term lease and incurred a net loss on disposal. In December 2015, Windstream Services completed the sale of a substantial portion of its data center business to TierPoint LLC (“TierPoint”). Pursuant to the terms of the Membership Interest Purchase Agreement, Windstream Services agreed to indemnify TierPoint for certain losses attributable to any alleged breaches of representations and warranties made by us with such indemnification liability capped at $10.0 million . In November 2016, TierPoint submitted a notice of a claim to us for indemnification and payment of $10.0 million . Due to the nature of the claims and the potential difficulty in defending against such claims, as of December 31, 2016, we recorded a loss of $10.0 million related to the indemnification claim. During the second quarter of 2017, we made a cash payment to TierPoint of $9.4 million to settle this claim. (b) In June 2016, Windstream Services disposed of all of its shares of Uniti common stock through the completion of two debt-for-equity exchanges, pursuant to which Windstream Services transferred the Uniti shares to its bank creditors in exchange for the retirement of $672.0 million of borrowings outstanding under its revolving line of credit and to satisfy transaction-related expenses. Net of expenses, Windstream Services recognized a net gain on disposal of $15.2 million in 2016. Unrealized gains related to the Uniti common stock at the time of consummating the debt-for-equity exchanges were reclassified from accumulated other comprehensive income and included in the determination of the net gain on disposal. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income | Accumulated other comprehensive income balances, net of tax, were as follows for the years ended December 31: (Millions) 2018 2017 2016 Pension and postretirement plans $ 7.7 $ 4.0 $ (1.2 ) Unrealized holding gains (losses) on interest rate swaps Designated portion 29.7 20.7 13.7 De-designated portion (1.8 ) (3.3 ) (6.6 ) Accumulated other comprehensive income $ 35.6 $ 21.4 $ 5.9 Changes in accumulated other comprehensive income balances, net of tax, were as follows: (Millions) Net (Gains) Losses on Interest Rate Swaps Pension and Postretirement Plans Total Balance at December 31, 2017 $ 17.4 $ 4.0 $ 21.4 Cumulative effect of adoption of ASU 2017-12 1.7 — 1.7 Cumulative effect of adoption of ASU 2018-02 3.7 (0.2 ) 3.5 Prior service credit arising during the period — 2.0 2.0 Other comprehensive income before reclassifications 2.8 5.5 8.3 Amounts reclassified from accumulated other comprehensive income (a) 2.3 (3.6 ) (1.3 ) Balance at December 31, 2018 $ 27.9 $ 7.7 $ 35.6 (a) See separate table below for details about these reclassifications. |
Reclassifications Out Of Accumulated Other Comprehensive Income | Reclassifications out of accumulated other comprehensive income were as follows for the years ended December 31: Details about Accumulated Other Comprehensive Income Components (Millions) Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Consolidated Statements of Operations 2018 2017 2016 Available-for-sale securities: Gain on disposal recognized in the period $ — $ — $ (51.5 ) Other expense, net Other-than-temporary impairment loss recognized in the period — — 181.9 Other-than-temporary — — 130.4 Net loss Losses on interest rate swaps: Amortization of net unrealized losses on de-designated interest rate swaps 3.0 5.3 4.8 Interest expense 3.0 5.3 4.8 Loss before income taxes (0.7 ) (2.0 ) (1.9 ) Income tax benefit 2.3 3.3 2.9 Net loss Pension and postretirement plans: Plan curtailments — — (5.5 ) (a) Amortization of net actuarial loss 0.2 0.1 0.2 (a) Amortization of prior service credits (5.1 ) (0.7 ) (1.1 ) (a) (4.9 ) (0.6 ) (6.4 ) Loss before income taxes 1.3 0.1 2.5 Income tax benefit (3.6 ) (0.5 ) (3.9 ) Net loss Total reclassifications for the period, net of tax $ (1.3 ) $ 2.8 $ 129.4 Net loss (a) These accumulated other comprehensive income components are included in the computation of net periodic benefit expense (income) (See Note 9). |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure Table | Income tax expense (benefit) was as follows for the years ended December 31: (Millions) 2018 2017 2016 Current: Federal $ 0.3 $ (0.3 ) $ (2.7 ) State 7.6 4.9 1.0 7.9 4.6 (1.7 ) Deferred: Federal 356.1 (328.0 ) (130.2 ) State 85.1 (84.7 ) (8.1 ) 441.2 (412.7 ) (138.3 ) Income tax expense (benefit) $ 449.1 $ (408.1 ) $ (140.0 ) |
Income Tax Rate Reconciliation | Differences between the federal income tax statutory rates and effective income tax rates, which include both federal and state income taxes, were as follows for the years ended December 31: 2018 2017 2016 Statutory federal income tax rate 21.0 % 35.0 % 35.0 % Increase (decrease) State income taxes, net of federal benefit 3.9 3.6 3.7 Adjust deferred taxes for state net operating loss carryforward 0.1 — (0.6 ) Transaction costs — (0.1 ) (0.2 ) Valuation allowance (183.1 ) (0.1 ) — Income tax reserves — — 0.1 Research and development credit (1.0 ) 0.1 0.8 Disallowed loss — — (12.1 ) Share-based compensation (1.0 ) (0.1 ) — Debt exchange 6.8 (6.1 ) — 2017 federal tax reform — (7.6 ) — Goodwill impairment — (8.4 ) — Sale of Consumer CLEC business (9.3 ) — — Other items, net (1.4 ) (0.1 ) — Effective income tax rate (164.0 )% 16.2 % 26.7 % |
Components of Deferred Tax Assets and Liabilities | The significant components of the net deferred income tax liability (asset) were as follows at December 31: (Millions) 2018 2017 Property, plant and equipment $ 825.5 $ 876.3 Goodwill and other intangible assets 477.7 532.5 Operating loss and credit carryforward (576.8 ) (595.6 ) Postretirement and other employee benefits (79.6 ) (85.6 ) Unrealized holding loss and interest rate swaps 7.2 4.5 Deferred compensation (2.3 ) (2.8 ) Bad debt (15.1 ) (14.5 ) Long-term lease obligations (1,170.9 ) (1,226.3 ) Deferred debt costs (19.2 ) (2.0 ) Share-based compensation (6.8 ) (7.9 ) Other, net (20.4 ) (29.0 ) (580.7 ) (550.4 ) Valuation allowance 685.0 179.6 Deferred income taxes, net $ 104.3 $ (370.8 ) Deferred tax assets $ (1,954.0 ) $ (2,000.7 ) Deferred tax liabilities 2,058.3 1,629.9 Deferred income taxes, net $ 104.3 $ (370.8 ) |
Unrecognized Tax Benefits Reconciliation, Table | We account for uncertainty in taxes in accordance with authoritative guidance. A reconciliation of the unrecognized tax benefits is as follows: (Millions) 2018 2017 2016 Beginning balance $ 8.7 $ 8.8 $ 10.1 Additions based on EarthLink acquisition — 2.5 — Additions based on tax positions related to current year — 0.7 0.7 Reductions for tax positions of prior years (0.7 ) (1.2 ) (1.6 ) Settlements — (2.1 ) (0.4 ) Ending balance $ 8.0 $ 8.7 $ 8.8 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases of Lessee Disclosure | Minimum rental commitments for all non-cancellable operating leases, consisting principally of leases for network facilities, real estate, office space and office equipment were as follows as of December 31, 2018 : Year (Millions) 2019 $ 159.0 2020 108.8 2021 87.3 2022 66.3 2023 51.2 Thereafter 182.6 Total $ 655.2 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table summarizes our segment results for the years ended December 31: (Millions) 2018 2017 2016 Consumer & Small Business: Revenues and sales $ 1,877.0 $ 1,978.3 $ 2,063.3 Costs and expenses 787.4 848.5 870.7 Segment income 1,089.6 1,129.8 1,192.6 Enterprise: Revenues and sales 2,931.9 2,942.1 2,587.9 Costs and expenses 2,303.7 2,364.9 2,075.7 Segment income 628.2 577.2 512.2 Wholesale: Revenues and sales 723.1 756.6 720.8 Costs and expenses 216.5 226.8 194.5 Segment income 506.6 529.8 526.3 CLEC Consumer: Revenues and sales 181.1 175.9 15.0 Costs and expenses 79.0 86.9 13.1 Segment income 102.1 89.0 1.9 Total segment revenues and sales 5,713.1 5,852.9 5,387.0 Total segment costs and expenses 3,386.6 3,527.1 3,154.0 Total segment income $ 2,326.5 $ 2,325.8 $ 2,233.0 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | The following table reconciles segment income to consolidated net loss income for the years ended December 31: (Millions) 2018 2017 2016 Total segment income $ 2,326.5 $ 2,325.8 $ 2,233.0 Depreciation and amortization (1,526.7 ) (1,470.0 ) (1,263.5 ) Goodwill impairment — (1,840.8 ) — Merger, integration and other costs (31.9 ) (137.4 ) (13.8 ) Restructuring charges (45.0 ) (43.0 ) (20.3 ) Other unassigned operating expenses (426.3 ) (425.2 ) (374.4 ) Other expense, net (4.9 ) (2.3 ) (24.0 ) Gain on sale of Consumer CLEC business 145.4 — — Net gain (loss) on early extinguishment of debt 190.3 (56.4 ) (18.0 ) Other-than-temporary impairment loss on investment in Uniti common stock — — (181.9 ) Interest expense (901.3 ) (875.4 ) (860.6 ) Income tax (expense) benefit (449.1 ) 408.1 140.0 Net loss $ (723.0 ) $ (2,116.6 ) $ (383.5 ) |
Supplemental Guarantor Inform_2
Supplemental Guarantor Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Statement of Comprehensive Income (Loss) | Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2018 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,150.3 $ 4,592.1 $ (105.2 ) $ 5,637.2 Product sales — 71.1 4.8 — 75.9 Total revenues and sales — 1,221.4 4,596.9 (105.2 ) 5,713.1 Costs and expenses: Cost of services — 500.2 2,459.4 (104.8 ) 2,854.8 Cost of products sold — 61.5 7.6 — 69.1 Selling, general and administrative — 149.0 738.6 (0.4 ) 887.2 Depreciation and amortization 5.7 441.7 1,079.3 — 1,526.7 Merger, integration and other costs — 0.2 31.7 — 31.9 Restructuring charges — 3.8 41.2 — 45.0 Total costs and expenses 5.7 1,156.4 4,357.8 (105.2 ) 5,414.7 Operating (loss) income (5.7 ) 65.0 239.1 — 298.4 (Losses) earnings from consolidated subsidiaries (786.9 ) (80.6 ) 49.3 818.2 — Other income (expense), net 0.5 (0.3 ) (5.1 ) — (4.9 ) Gain on sale of Consumer CLEC business — 145.4 — — 145.4 Net gain on early extinguishment of debt 190.3 — — — 190.3 Intercompany interest income (expense) 54.7 (45.1 ) (9.6 ) — — Interest expense (418.9 ) (141.9 ) (340.5 ) — (901.3 ) Loss before income taxes (966.0 ) (57.5 ) (66.8 ) 818.2 (272.1 ) Income tax (benefit) expense (244.4 ) 519.6 174.3 — 449.5 Net loss $ (721.6 ) $ (577.1 ) $ (241.1 ) $ 818.2 $ (721.6 ) Comprehensive loss $ (712.8 ) $ (577.1 ) $ (241.1 ) $ 818.2 $ (712.8 ) 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,190.5 $ 4,668.5 $ (99.3 ) $ 5,759.7 Product sales — 83.6 9.6 — 93.2 Total revenues and sales — 1,274.1 4,678.1 (99.3 ) 5,852.9 Costs and expenses: Cost of services — 565.4 2,494.5 (97.2 ) 2,962.7 Cost of products sold — 77.2 16.3 — 93.5 Selling, general and administrative — 162.4 733.8 (2.1 ) 894.1 Depreciation and amortization 9.3 365.0 1,095.7 — 1,470.0 Goodwill impairment 979.4 — 861.4 — 1,840.8 Merger, integration and other costs — 1.6 135.8 — 137.4 Restructuring charges — 8.5 34.5 — 43.0 Total costs and expenses 988.7 1,180.1 5,372.0 (99.3 ) 7,441.5 Operating (loss) income (988.7 ) 94.0 (693.9 ) — (1,588.6 ) Losses (earnings) from consolidated subsidiaries (1,018.8 ) (195.5 ) 11.6 1,202.7 — Other income (expense), net 0.2 0.2 (2.7 ) — (2.3 ) Net (loss) gain on early extinguishment of debt (54.6 ) (2.0 ) 0.2 — (56.4 ) Intercompany interest income (expense) 84.5 (39.6 ) (44.9 ) — — Interest expense (375.8 ) (149.0 ) (350.6 ) — (875.4 ) Loss before income taxes (2,353.2 ) (291.9 ) (1,080.3 ) 1,202.7 (2,522.7 ) Income tax benefit (237.8 ) (39.0 ) (130.5 ) — (407.3 ) Net loss $ (2,115.4 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,115.4 ) Comprehensive loss $ (2,099.9 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,099.9 ) 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,011.0 $ 4,304.9 $ (36.0 ) $ 5,279.9 Product sales — 96.4 10.7 — 107.1 Total revenues and sales — 1,107.4 4,315.6 (36.0 ) 5,387.0 Costs and expenses: Cost of services — 417.0 2,263.4 (33.2 ) 2,647.2 Cost of products sold — 86.7 11.8 — 98.5 Selling, general and administrative — 150.7 633.1 (2.8 ) 781.0 Depreciation and amortization 13.8 301.4 948.3 — 1,263.5 Merger, integration and other costs — — 13.8 — 13.8 Restructuring charges — 2.9 17.4 — 20.3 Total costs and expenses 13.8 958.7 3,887.8 (36.0 ) 4,824.3 Operating (loss) income (13.8 ) 148.7 427.8 — 562.7 Losses from consolidated subsidiaries (65.1 ) (65.7 ) (15.1 ) 145.9 — Other income (expense), net 34.6 (0.8 ) (57.8 ) — (24.0 ) Net loss on early extinguishment of debt (18.0 ) — — — (18.0 ) Other-than-temporary impairment loss on (181.9 ) — — — (181.9 ) Intercompany interest income (expense) 116.6 (44.6 ) (72.0 ) — — Interest expense (355.1 ) (149.5 ) (356.0 ) — (860.6 ) Loss before income taxes $ (482.7 ) $ (111.9 ) $ (73.1 ) $ 145.9 $ (521.8 ) Income tax benefit (100.2 ) (16.3 ) (22.8 ) — (139.3 ) Net loss (382.5 ) (95.6 ) (50.3 ) 145.9 (382.5 ) Comprehensive loss $ (92.2 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (92.2 ) |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of December 31, 2018 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ 328.2 $ — $ 27.5 $ — $ 355.7 Restricted cash 5.3 — — — 5.3 Accounts receivable, net — 115.3 541.1 (3.3 ) 653.1 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 537.9 1,842.1 (2,380.0 ) — Inventories — 66.6 15.8 — 82.4 Prepaid expenses and other 80.3 33.9 93.8 (48.3 ) 159.7 Total current assets 413.8 758.7 2,520.3 (2,436.6 ) 1,256.2 Investments in consolidated subsidiaries 4,737.8 526.9 573.6 (5,838.3 ) — Notes receivable - affiliate — 303.3 — (303.3 ) — Goodwill 657.2 1,609.6 506.9 — 2,773.7 Other intangibles, net 449.9 335.3 427.9 — 1,213.1 Net property, plant and equipment 0.5 1,125.1 3,795.3 — 4,920.9 Other assets 22.8 17.8 53.4 — 94.0 Total Assets $ 6,282.0 $ 4,676.7 $ 7,877.4 $ (8,578.2 ) $ 10,257.9 Liabilities and Equity (Deficit) Current Liabilities: Current portion of long-term debt $ 5,628.5 $ 99.6 $ — $ — $ 5,728.1 Current portion of long-term lease obligations — 1,334.5 3,235.8 — 4,570.3 Accounts payable — 226.4 277.2 — 503.6 Affiliates payable, net 2,380.0 — — (2,380.0 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 31.3 152.6 (3.3 ) 180.6 Accrued taxes — 87.7 48.0 (48.3 ) 87.4 Accrued interest 41.4 1.7 0.4 — 43.5 Other current liabilities 37.8 77.7 228.7 — 344.2 Total current liabilities 8,087.7 1,858.9 3,947.7 (2,436.6 ) 11,457.7 Long-term lease obligations — 15.6 57.2 — 72.8 Notes payable - affiliate — — 303.3 (303.3 ) — Deferred income taxes 104.3 — — — 104.3 Other liabilities 9.3 55.5 477.6 — 542.4 Total liabilities 8,201.3 1,930.0 4,785.8 (2,739.9 ) 12,177.2 Commitments and Contingencies (See Note 17) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,244.2 3,956.7 1,404.9 (5,361.6 ) 1,244.2 Accumulated other comprehensive income 35.6 — 7.7 (7.7 ) 35.6 (Accumulated deficit) retained earnings (3,199.1 ) (1,249.4 ) 1,597.1 (347.7 ) (3,199.1 ) Total (deficit) equity (1,919.3 ) 2,746.7 3,091.6 (5,838.3 ) (1,919.3 ) Total Liabilities and Equity (Deficit) $ 6,282.0 $ 4,676.7 $ 7,877.4 $ (8,578.2 ) $ 10,257.9 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.5 $ 40.9 $ — $ 43.4 Accounts receivable, net — 185.2 461.1 (3.3 ) 643.0 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 18.3 1,949.8 (1,968.1 ) — Inventories — 76.9 16.1 — 93.0 Prepaid expenses and other 26.8 44.3 83.2 — 154.3 Total current assets 26.8 332.2 2,551.1 (1,976.4 ) 933.7 Investments in consolidated subsidiaries 5,603.7 575.9 401.0 (6,580.6 ) — Notes receivable - affiliate — 306.9 — (306.9 ) — Goodwill 657.2 1,712.8 472.4 — 2,842.4 Other intangibles, net 479.8 461.7 512.9 — 1,454.4 Net property, plant and equipment 5.8 1,318.3 4,067.7 — 5,391.8 Deferred income taxes — 460.7 205.2 (295.1 ) 370.8 Other assets 24.5 15.5 51.2 — 91.2 Total Assets $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 Liabilities and Equity (Deficit) Current Liabilities: Current portion of long-term debt $ 169.3 $ — $ — $ — $ 169.3 Current portion of long-term lease obligations — 55.2 133.4 — 188.6 Accounts payable — 123.4 370.6 — 494.0 Affiliates payable, net 1,968.1 — — (1,968.1 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 40.7 169.9 (3.3 ) 207.3 Accrued taxes — 23.8 65.7 — 89.5 Accrued interest 50.2 1.8 0.6 — 52.6 Other current liabilities 15.6 102.7 223.8 — 342.1 Total current liabilities 2,203.2 347.6 969.0 (1,976.4 ) 1,543.4 Long-term debt 5,575.0 99.6 — — 5,674.6 Long-term lease obligations — 1,350.1 3,293.2 — 4,643.3 Notes payable - affiliate — — 306.9 (306.9 ) — Deferred income taxes 295.1 — — (295.1 ) — Other liabilities 23.4 77.1 421.4 — 521.9 Total liabilities 8,096.7 1,874.4 4,990.5 (2,578.4 ) 12,383.2 Commitments and Contingencies (See Note 17) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,187.1 3,958.6 1,358.1 (5,316.7 ) 1,187.1 Accumulated other comprehensive income 21.4 — 4.0 (4.0 ) 21.4 (Accumulated deficit) retained earnings (2,507.4 ) (688.4 ) 1,827.0 (1,138.6 ) (2,507.4 ) Total (deficit) equity (1,298.9 ) 3,309.6 3,271.0 (6,580.6 ) (1,298.9 ) Total Liabilities and Equity (Deficit) $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2018 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (330.5 ) $ 509.3 $ 835.9 $ — $ 1,014.7 Cash Flows from Investing Activities: Additions to property, plant and equipment — (235.7 ) (584.5 ) — (820.2 ) Acquisition of MASS and ATC, net of cash acquired (46.9 ) — — — (46.9 ) Proceeds from sale of Consumer CLEC business 320.9 — — — 320.9 Other, net 1.2 — (9.2 ) — (8.0 ) Net cash provided from (used in) investing activities 275.2 (235.7 ) (593.7 ) — (554.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (1.6 ) — — — (1.6 ) Contribution from Windstream Holdings, Inc. 12.2 — — — 12.2 Repayments of debt and swaps (747.2 ) — — — (747.2 ) Proceeds of debt issuance 816.0 — — — 816.0 Debt issuance costs (23.5 ) — — — (23.5 ) Intercompany transactions, net 334.9 (174.7 ) (160.2 ) — — Proceeds from fiber transaction — — 45.8 — 45.8 Payments under long-term lease obligations — (55.3 ) (133.5 ) — (188.8 ) Payments under capital lease obligations — (49.5 ) (4.1 ) — (53.6 ) Other, net (2.0 ) 3.4 (3.6 ) — (2.2 ) Net cash provided from (used in) financing activities 388.8 (276.1 ) (255.6 ) — (142.9 ) Increase (decrease) in cash, cash equivalents and restricted cash 333.5 (2.5 ) (13.4 ) — 317.6 Cash, Cash Equivalents and Restricted Cash: Beginning of period — 2.5 40.9 — 43.4 End of period $ 333.5 $ — $ 27.5 $ — $ 361.0 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (337.1 ) $ 319.9 $ 992.1 $ — $ 974.9 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.5 ) (120.4 ) (787.7 ) — (908.6 ) Acquisition of Broadview, net of cash acquired (63.3 ) — — — (63.3 ) Cash acquired from EarthLink — 0.7 4.3 — 5.0 Other, net — (5.0 ) (11.3 ) — (16.3 ) Net cash used in investing activities (63.8 ) (124.7 ) (794.7 ) — (983.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (83.7 ) — — — (83.7 ) Contribution from Windstream Holdings, Inc. 9.6 — — — 9.6 Repayments of debt and swaps (1,688.2 ) (453.6 ) (160.0 ) — (2,301.8 ) Proceeds of debt issuance 2,614.6 — — — 2,614.6 Debt issuance costs (27.1 ) — — — (27.1 ) Intercompany transactions, net (413.0 ) 338.7 74.3 — — Payments under long-term lease obligations — (49.5 ) (119.2 ) — (168.7 ) Payments under capital lease obligations — (34.0 ) (5.0 ) — (39.0 ) Other, net (11.3 ) 3.5 (3.5 ) — (11.3 ) Net cash provided from (used in) financing activities 400.9 (194.9 ) (213.4 ) — (7.4 ) Increase (decrease) in cash and cash equivalents — 0.3 (16.0 ) — (15.7 ) Cash and Cash Equivalents: Beginning of period — 2.2 56.9 — 59.1 End of period $ — $ 2.5 $ 40.9 $ — $ 43.4 19. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (59.8 ) $ 363.2 $ 705.4 $ — $ 1,008.8 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.6 ) (177.6 ) (811.6 ) — (989.8 ) Proceeds from the sale of property — 1.0 5.3 — 6.3 Other, net (4.1 ) — (2.4 ) — (6.5 ) Net cash used in investing activities (4.7 ) (176.6 ) (808.7 ) — (990.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (88.5 ) — — — (88.5 ) Repayments of debt and swaps (3,347.1 ) — — — (3,347.1 ) Proceeds of debt issuance 3,674.5 — — — 3,674.5 Debt issuance costs (12.4 ) — — — (12.4 ) Intercompany transactions, net (155.0 ) (142.5 ) 294.2 3.3 — Payments under long-term lease obligations — (44.9 ) (107.9 ) — (152.8 ) Payments under capital lease obligations — (1.7 ) (56.0 ) — (57.7 ) Other, net (7.0 ) 3.6 (3.6 ) — (7.0 ) Net cash provided from (used in) financing activities 64.5 (185.5 ) 126.7 3.3 9.0 Increase in cash and cash equivalents — 1.1 23.4 3.3 27.8 Cash and Cash Equivalents: Beginning of period — 1.1 33.5 (3.3 ) 31.3 End of period $ — $ 2.2 $ 56.9 $ — $ 59.1 |
Quarterly Financial Informati_2
Quarterly Financial Information – (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | For the Year Ended December 31, 2017 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,852.9 $ 1,497.9 $ 1,497.7 $ 1,491.6 $ 1,365.7 Operating (loss) income $ (1,590.6 ) $ (1,778.4 ) $ 41.2 $ 102.5 $ 44.1 Net loss $ (2,116.6 ) $ (1,835.7 ) $ (101.5 ) $ (68.1 ) $ (111.3 ) Basic and diluted loss per share: (a) Net loss ($62.66 ) ($51.32 ) ($2.76 ) ($1.83 ) $4.44 (a) Quarterly loss per share amounts may not add to full-year loss per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. For the Year Ended December 31, 2018 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,713.1 $ 1,393.8 $ 1,420.6 $ 1,444.4 $ 1,454.3 Operating income $ 296.6 $ 63.7 $ 75.6 $ 88.3 $ 69.0 Net (loss) income $ (723.0 ) $ (549.2 ) $ 41.3 $ (93.7 ) $ (121.4 ) Basic and diluted (loss) earnings per share: (a) Net (loss) income ($17.72 ) ($12.92 ) $.97 ($2.30 ) ($3.25 ) (a) Quarterly (loss) income per share amounts may not add to full-year (loss) earnings per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial Information of the Registrant (Parent Company) - Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Costs and expenses: | |||||||||||
Selling, general and administrative | $ 889 | $ 896.1 | $ 782.7 | ||||||||
Total costs and expenses | 5,416.5 | 7,443.5 | 4,826 | ||||||||
Operating income (loss) | $ 63.7 | $ 75.6 | $ 88.3 | $ 69 | $ (1,778.4) | $ 41.2 | $ 102.5 | $ 44.1 | 296.6 | (1,590.6) | 561 |
Income tax expense (benefit) | 449.1 | (408.1) | (140) | ||||||||
Net loss | $ (549.2) | $ 41.3 | $ (93.7) | $ (121.4) | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | (723) | (2,116.6) | (383.5) |
Comprehensive loss | (714.2) | (2,101.1) | (93.2) | ||||||||
Windstream Holdings, Inc. | |||||||||||
Operating revenues: | |||||||||||
Leasing income from subsidiaries | 655.7 | 653.5 | 653.6 | ||||||||
Costs and expenses: | |||||||||||
Selling, general and administrative | 1.8 | 1.9 | 1.7 | ||||||||
Depreciation and amortization | 344 | 336.2 | 354 | ||||||||
Total costs and expenses | 345.8 | 338.1 | 355.7 | ||||||||
Operating income (loss) | 309.9 | 315.4 | 297.9 | ||||||||
Loss before income taxes and equity in subsidiaries | (157.1) | (169.5) | (202.9) | ||||||||
Income tax expense (benefit) | 799.9 | 374.7 | (78.4) | ||||||||
Loss before equity in subsidiaries | (957) | (544.2) | (124.5) | ||||||||
Equity earnings (losses) from subsidiaries | 234 | (1,572.4) | (259) | ||||||||
Net loss | (723) | (2,116.6) | (383.5) | ||||||||
Comprehensive loss | (714.2) | (2,101.1) | (93.2) | ||||||||
Telecommunications network assets (a) | |||||||||||
Costs and expenses: | |||||||||||
Interest expense on long-term lease obligation with Uniti | (467) | (484.9) | (500.8) | ||||||||
Telecommunications network assets (a) | Windstream Holdings, Inc. | |||||||||||
Costs and expenses: | |||||||||||
Interest expense on long-term lease obligation with Uniti | $ (467) | $ (484.9) | $ (500.8) |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial Information of the Registrant (Parent Company) - Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2018 | May 23, 2018 | May 22, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets: | |||||||
Total current assets | $ 1,256.2 | $ 933.7 | |||||
Net property, plant and equipment | 4,920.9 | 5,391.8 | |||||
Total Assets | 10,257.9 | 11,084.3 | |||||
Current Liabilities: | |||||||
Current portion of long-term lease obligations | 4,570.3 | 188.6 | |||||
Total current liabilities | 11,457.7 | 1,543.4 | |||||
Long-term lease obligations | 72.8 | 4,643.3 | |||||
Total liabilities | 12,177.2 | 12,383.2 | |||||
Shareholders’ Deficit: | |||||||
Common stock, $0.0001 par value, 75.0 shares authorized, 42.9 and 36.5 shares issued and outstanding, respectively | 0 | 0 | |||||
Additional paid-in capital | 1,250.4 | 1,191.9 | |||||
Accumulated other comprehensive income | 35.6 | 21.4 | $ 5.9 | ||||
Accumulated deficit | (3,205.3) | $ (2,476.9) | (2,512.2) | ||||
Total shareholders’ deficit | (1,919.3) | (1,298.9) | $ 170 | $ 306.4 | |||
Total Liabilities and Shareholders’ Deficit | $ 10,257.9 | $ 11,084.3 | |||||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares authorized | 75,000,000 | 75,000,000 | 375,000,000 | 75,000,000 | |||
Common stock, shares issued | 42,900,000 | 36,500,000 | |||||
Common stock, shares outstanding | 42,900,000 | 36,500,000 | |||||
Windstream Holdings, Inc. | |||||||
Current Assets: | |||||||
Distributions receivable from Windstream Services | $ 0.5 | $ 1.1 | |||||
Total current assets | 0.5 | 1.1 | |||||
Investment and affiliate related balances | 1,383.9 | 1,049 | |||||
Net property, plant and equipment | 1,267.1 | 1,611.1 | |||||
Deferred income taxes | 0 | 799.9 | |||||
Total Assets | 2,651.5 | 3,461.1 | |||||
Current Liabilities: | |||||||
Accrued dividends | 0.5 | 1 | |||||
Current portion of long-term lease obligations | 4,570.3 | 188.6 | |||||
Total current liabilities | 4,570.8 | 189.6 | |||||
Long-term lease obligations | 0 | 4,570.4 | |||||
Total liabilities | 4,570.8 | 4,760 | |||||
Shareholders’ Deficit: | |||||||
Common stock, $0.0001 par value, 75.0 shares authorized, 42.9 and 36.5 shares issued and outstanding, respectively | 0 | 0 | |||||
Additional paid-in capital | 1,250.4 | 1,191.9 | |||||
Accumulated other comprehensive income | 35.6 | 21.4 | |||||
Accumulated deficit | (3,205.3) | (2,512.2) | |||||
Total shareholders’ deficit | (1,919.3) | (1,298.9) | |||||
Total Liabilities and Shareholders’ Deficit | $ 2,651.5 | $ 3,461.1 | |||||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares authorized | 75,000,000 | 75,000,000 | |||||
Common stock, shares issued | 42,900,000 | 36,500,000 | |||||
Common stock, shares outstanding | 42,900,000 | 36,500,000 |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial Information of the Registrant (Parent Company) - Statements of Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Provided from Operating Activities: | |||||||||||
Net loss | $ (549.2) | $ 41.3 | $ (93.7) | $ (121.4) | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (723) | $ (2,116.6) | $ (383.5) |
Adjustments to reconcile net loss to net cash provided from operations: | |||||||||||
Depreciation expense | 1,300.9 | 1,229 | 1,078.3 | ||||||||
Deferred income taxes | 441.2 | (412.7) | (138.3) | ||||||||
Net cash provided from operating activities | 1,013.1 | 974.6 | 1,007.8 | ||||||||
Cash Flows from Financing Activities: | |||||||||||
Dividends paid to shareholders | 0 | (64.4) | (58.6) | ||||||||
Proceeds from issuance of stock | 12.2 | 9.6 | 0 | ||||||||
Stock repurchases | 0 | (19) | (28.9) | ||||||||
Payments under long-term lease obligations | (188.8) | (168.7) | (152.8) | ||||||||
Net cash (used in) provided from financing activities | (141.3) | (7.1) | 10 | ||||||||
Increase (decrease) in cash, cash equivalents and restricted cash | 317.6 | (15.7) | 27.8 | ||||||||
Cash, Cash Equivalents and Restricted Cash: | |||||||||||
Beginning of period | 43.4 | 59.1 | 43.4 | 59.1 | 31.3 | ||||||
End of period | 361 | 43.4 | 361 | 43.4 | 59.1 | ||||||
Windstream Holdings, Inc. | |||||||||||
Cash Provided from Operating Activities: | |||||||||||
Net loss | (723) | (2,116.6) | (383.5) | ||||||||
Adjustments to reconcile net loss to net cash provided from operations: | |||||||||||
Equity losses from subsidiaries | (234) | 1,572.4 | 259 | ||||||||
Depreciation expense | 344 | 336.2 | 354 | ||||||||
Deferred income taxes | 800.1 | 376.4 | (77.7) | ||||||||
Net cash provided from operating activities | 187.1 | 168.4 | 151.8 | ||||||||
Cash Flows from Financing Activities: | |||||||||||
Distributions from Windstream Services | 1.6 | 83.7 | 88.5 | ||||||||
Dividends paid to shareholders | 0 | (64.4) | (58.6) | ||||||||
Contributions to Windstream Services | (12.2) | (9.6) | 0 | ||||||||
Proceeds from issuance of stock | 12.2 | 9.6 | 0 | ||||||||
Stock repurchases | 0 | (19) | (28.9) | ||||||||
Payments under long-term lease obligations | (188.7) | (168.7) | (152.8) | ||||||||
Net cash (used in) provided from financing activities | (187.1) | (168.4) | (151.8) | ||||||||
Increase (decrease) in cash, cash equivalents and restricted cash | 0 | 0 | 0 | ||||||||
Cash, Cash Equivalents and Restricted Cash: | |||||||||||
Beginning of period | $ 0 | $ 0 | 0 | 0 | 0 | ||||||
End of period | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Schedule I - Condensed Financ_5
Schedule I - Condensed Financial Information of the Registrant (Parent Company) - Background and Presentation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | |||
Ownership interest percentage | 100.00% | ||
Income tax expense (benefit) | $ 449.1 | $ (408.1) | $ (140) |
Deferred income taxes | 441.2 | (412.7) | (138.3) |
Windstream Holdings, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
Intercompany income related to the Uniti spin transactions | 955.6 | 125.3 | |
Investment and affiliate related balances | 1,383.9 | 1,049 | |
Deferred income taxes | 0 | 799.9 | |
Income tax expense (benefit) | 799.9 | 374.7 | (78.4) |
Loss before equity in subsidiaries | 957 | 544.2 | 124.5 |
Equity losses from subsidiaries | (234) | 1,572.4 | 259 |
Deferred income taxes | $ 800.1 | 376.4 | $ (77.7) |
Reclassification Adjustments | Windstream Holdings, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
Investment and affiliate related balances | 756.7 | ||
Deferred income taxes | (756.7) | ||
Income tax expense (benefit) | 417.7 | ||
Loss before equity in subsidiaries | 417.7 | ||
Equity losses from subsidiaries | (417.7) | ||
Deferred income taxes | 417.7 | ||
Previously Reported | Windstream Holdings, Inc. | |||
Condensed Financial Statements, Captions [Line Items] | |||
Investment and affiliate related balances | 292.3 | ||
Deferred income taxes | 1,556.6 | ||
Income tax expense (benefit) | (43) | ||
Loss before equity in subsidiaries | 126.5 | ||
Equity losses from subsidiaries | 1,990.1 | ||
Deferred income taxes | $ (41.3) |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Reversal of lease termination costs | $ 0 | $ 0 | $ 2 |
Allowance for doubtful accounts, customers and others | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 29.7 | 27.1 | 33.1 |
Charged to Cost and Expenses | 37.7 | 45.8 | 43.8 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 42.6 | 43.2 | 49.8 |
Balance at End of Period | 24.8 | 29.7 | 27.1 |
Valuation allowance for deferred tax assets | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 179.6 | 146.5 | 147.9 |
Charged to Cost and Expenses | 505.4 | 2.5 | 0 |
Charged to Other Accounts | 0 | 41.8 | 0 |
Deductions | 0 | 11.2 | 1.4 |
Balance at End of Period | 685 | 179.6 | 146.5 |
Accrued liabilities related to merger, integration and other costs and restructuring charges | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 19.5 | 5.8 | 5.1 |
Charged to Cost and Expenses | 76.9 | 180.4 | 34.1 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 64.5 | 166.7 | 33.4 |
Balance at End of Period | $ 31.9 | $ 19.5 | $ 5.8 |
Background and Basis for Pres_2
Background and Basis for Presentation: (Details) Mi in Thousands | May 23, 2018shares | Dec. 31, 2018shares | May 22, 2018shares | Dec. 31, 2017shares | Feb. 27, 2017Mi | Dec. 31, 2015states |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||
Ownership interest percentage | 100.00% | |||||
Number of states incumbent provider | states | 18 | |||||
Number of fiber route miles | Mi | 150 | |||||
Common stock, shares authorized | 75,000,000 | 75,000,000 | 375,000,000 | 75,000,000 | ||
Preferred stock, shares authorized | 6,700,000 | 33,300,000 | ||||
Reverse stock split conversion ratio (in shares) | 0.2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Changes - Narrative (Details) - USD ($) $ in Millions | Apr. 24, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||||
Unbilled receivables | $ 40 | $ 23.8 | ||
Depreciation expense | 1,300.9 | 1,229 | $ 1,078.3 | |
Net property, plant and equipment | $ 4,920.9 | 5,391.8 | ||
Percentage of costs related to projects funded by Broadband Stimulus Group | 75.00% | |||
Economic life of assets funded by Broadband Stimulus Grants | 23 years | |||
Net book value of assets funded by broadband stimulus grants | $ 84.5 | |||
Capitalized interest | 3.7 | 7 | $ 10.7 | |
Asset retirement obligation | 53.3 | 53 | ||
Spin off | ||||
Property, Plant and Equipment [Line Items] | ||||
Net property, plant and equipment | $ 1,900 | $ 2,000 | ||
Telecommunications network assets (a) | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful life of asset or initial lease term | 15 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and Changes - Net Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 18,420 | $ 18,288.2 |
Less accumulated depreciation | (13,499.1) | (12,896.4) |
Net property, plant and equipment | 4,920.9 | 5,391.8 |
Land | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | 53 | 65.4 |
Building and improvements | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 660.7 | 420.3 |
Building and improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 3 years | |
Building and improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 40 years | |
Central office equipment | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 7,074.3 | 7,170.5 |
Central office equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 3 years | |
Central office equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 40 years | |
Outside communications plant | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 8,287.6 | 7,882.5 |
Outside communications plant | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 7 years | |
Outside communications plant | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 47 years | |
Furniture, vehicles and other equipment | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 1,940.8 | 2,308.7 |
Furniture, vehicles and other equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 1 year | |
Furniture, vehicles and other equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable lives | 23 years | |
Construction in progress | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 403.6 | $ 440.8 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies and Changes - Narrative 2 (Details) shares in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)stateslocation | |
Accounting Policies [Abstract] | |||||
Number of states that accepted Connect America Fund Phase II support | states | 17 | ||||
Number of states incumbent provider | states | 18 | ||||
Estimated annual Connect America Fund Phase II support | $ 175 | ||||
Eligible locations for Connect America Fund Phase II Support | location | 400,000 | ||||
Advertising expense | $ 40.6 | $ 47.8 | $ 44 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Proceeds from sale of productive assets | $ 0 | $ 0 | $ 6.3 | ||
Restricted Stock Units (RSUs) | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities (in shares) | shares | 0.4 | 0.8 | 0.3 | ||
Employee Stock Option | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities (in shares) | shares | 1 | 0.1 | 0.1 | ||
Certain Fiber Assets In Minnesota | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Proceeds from sale of productive assets | $ 45.8 | ||||
Agreement, term | 20 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies and Changes - Schedule of EPS (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Numerator: | |||||||||||
Net loss | $ (723) | $ (2,116.6) | $ (383.5) | ||||||||
Income allocable to participating securities | 0 | (1.3) | (2.5) | ||||||||
Net loss attributable to common shares | $ (723) | $ (2,117.9) | $ (386) | ||||||||
Basic and diluted shares outstanding | |||||||||||
Weighted average shares outstanding (in shares) | 40.8 | 34.5 | 19.8 | ||||||||
Weighted average participating securities (in shares) | 0 | (0.7) | (1) | ||||||||
Weighted average basic and diluted shares outstanding (in shares) | 40.8 | 33.8 | 18.8 | ||||||||
Net loss (in dollars per share) | $ (12.92) | $ 0.97 | $ (2.30) | $ (3.25) | $ (51.32) | $ (2.76) | $ (1.83) | $ 4.44 | $ (17.72) | $ (62.66) | $ (20.53) |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies and Changes - Change in Accounting Estimate (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Change in Accounting Estimate [Line Items] | |||||||||||||
Depreciation expense | $ 1,300.9 | $ 1,229 | $ 1,078.3 | ||||||||||
Net loss | $ (549.2) | $ 41.3 | $ (93.7) | $ (121.4) | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (723) | $ (2,116.6) | $ (383.5) | ||
Net loss (in dollars per share) | $ (12.92) | $ 0.97 | $ (2.30) | $ (3.25) | $ (51.32) | $ (2.76) | $ (1.83) | $ 4.44 | $ (17.72) | $ (62.66) | $ (20.53) | ||
Service Life | |||||||||||||
Change in Accounting Estimate [Line Items] | |||||||||||||
Estimated useful life (in years) | 25 years | 20 years | |||||||||||
Depreciation expense | $ 35.3 | $ 8.8 | |||||||||||
Net loss | $ 22.2 | $ 5.4 | |||||||||||
Net loss (in dollars per share) | $ 0.66 | $ 0.29 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies and Changes - Impact of Adoption of ASU 2014-09, Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Accounts receivable | $ 653.1 | $ 643 | $ 643 |
Prepaid expenses and other | 159.7 | 180.3 | 154.3 |
Other assets | 94 | 112.1 | 91.2 |
Deferred income taxes | 0 | 358.8 | 370.8 |
Liabilities | |||
Advance payments and customer deposits | 180.6 | 206.8 | |
Other current liabilities | 344.2 | 341.8 | 342.1 |
Deferred income taxes | 104.3 | 0 | |
Other liabilities | 542.4 | 522.3 | 521.9 |
Accumulated deficit | (3,205.3) | $ (2,476.9) | (2,512.2) |
Under ASC 605 | |||
Assets | |||
Accounts receivable | 653.1 | 643 | |
Prepaid expenses and other | 129.9 | 154.3 | |
Other assets | 76.2 | 91.2 | |
Deferred income taxes | 370.8 | ||
Liabilities | |||
Advance payments and customer deposits | 181.6 | 207.3 | |
Other current liabilities | 344.2 | 342.1 | |
Deferred income taxes | 91.9 | ||
Other liabilities | 542.9 | 521.9 | |
Accumulated deficit | (3,242) | (2,512.2) | |
Effect of Adoption of ASU 2014-09 | ASU 2014-09 | |||
Assets | |||
Accounts receivable | 0 | 0 | |
Prepaid expenses and other | 29.8 | 26 | |
Other assets | 17.8 | 20.9 | |
Deferred income taxes | (12) | ||
Liabilities | |||
Advance payments and customer deposits | (1) | (0.5) | |
Other current liabilities | 0 | (0.3) | |
Deferred income taxes | 12.4 | ||
Other liabilities | (0.5) | 0.4 | |
Accumulated deficit | $ 36.7 | $ 35.3 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies and Changes - Impact of Adoption of ASU 2014-09, Income Statement (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | $ 1,393.8 | $ 1,420.6 | $ 1,444.4 | $ 1,454.3 | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 5,713.1 | $ 5,852.9 | $ 5,387 |
Selling, general and administrative | 889 | 896.1 | 782.7 | ||||||||
Gain on sale of Consumer CLEC business | 145.4 | 0 | 0 | ||||||||
Income tax expense (benefit) | 449.1 | (408.1) | (140) | ||||||||
Net loss | $ (549.2) | $ 41.3 | $ (93.7) | $ (121.4) | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | (723) | (2,116.6) | (383.5) |
Service | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | 5,637.2 | 5,759.7 | 5,279.9 | ||||||||
Cost of services and products sold | 2,854.8 | 2,962.7 | 2,647.2 | ||||||||
Product sales | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | 75.9 | 93.2 | 107.1 | ||||||||
Cost of services and products sold | 69.1 | $ 93.5 | $ 98.5 | ||||||||
Under ASC 605 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Selling, general and administrative | 891.3 | ||||||||||
Gain on sale of Consumer CLEC business | 146.4 | ||||||||||
Income tax expense (benefit) | 448.6 | ||||||||||
Net loss | (724.4) | ||||||||||
Under ASC 605 | Service | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | 5,635.5 | ||||||||||
Cost of services and products sold | 2,853.7 | ||||||||||
Under ASC 605 | Product sales | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | 75.9 | ||||||||||
Effect of Adoption of ASU 2014-09 | ASU 2014-09 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Selling, general and administrative | (2.3) | ||||||||||
Gain on sale of Consumer CLEC business | (1) | ||||||||||
Income tax expense (benefit) | 0.5 | ||||||||||
Net loss | 1.4 | ||||||||||
Effect of Adoption of ASU 2014-09 | Service | ASU 2014-09 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | 1.7 | ||||||||||
Cost of services and products sold | 1.1 | ||||||||||
Effect of Adoption of ASU 2014-09 | Product sales | ASU 2014-09 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenues and sales | $ 0 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies and Changes - Impact of Adoption of ASU 2016-15, Cash Flows (Details) - USD ($) $ in Millions | Aug. 02, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Adjustments to reconcile net loss to net cash provided from operations: | ||||
Noncash portion of net loss on early extinguishment of debt | $ 0 | $ 0 | ||
Net loss on early extinguishment of debt | $ (190.3) | $ (190.3) | 56.4 | 18 |
Changes in operating assets and liabilities, net | ||||
Other, net | 6 | (28.9) | 10.1 | |
Net cash provided from operating activities | 1,013.1 | 974.6 | 1,007.8 | |
Cash Flows from Financing Activities: | ||||
Repayments of debt and swaps | (747.2) | (2,301.8) | (3,347.1) | |
Net cash provided from (used in) financing activities | $ (141.3) | (7.1) | 10 | |
ASU 2016-15 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Debt prepayment penalties and fees paid to lenders | 23.9 | 83.4 | ||
As Previously Reported | ||||
Adjustments to reconcile net loss to net cash provided from operations: | ||||
Noncash portion of net loss on early extinguishment of debt | 36 | (51.9) | ||
Net loss on early extinguishment of debt | 0 | 0 | ||
Changes in operating assets and liabilities, net | ||||
Other, net | (32.5) | (3.4) | ||
Net cash provided from operating activities | 950.7 | 924.4 | ||
Cash Flows from Financing Activities: | ||||
Repayments of debt and swaps | (2,277.9) | (3,263.7) | ||
Net cash provided from (used in) financing activities | 16.8 | 93.4 | ||
Reclassification Adjustments | ASU 2016-15 | ||||
Adjustments to reconcile net loss to net cash provided from operations: | ||||
Noncash portion of net loss on early extinguishment of debt | (36) | 51.9 | ||
Net loss on early extinguishment of debt | 56.4 | 18 | ||
Changes in operating assets and liabilities, net | ||||
Other, net | 3.6 | 13.5 | ||
Net cash provided from operating activities | 23.9 | 83.4 | ||
Cash Flows from Financing Activities: | ||||
Repayments of debt and swaps | (23.9) | (83.4) | ||
Net cash provided from (used in) financing activities | $ (23.9) | $ (83.4) |
Summary of Significant Accou_12
Summary of Significant Accounting Policies and Changes - Presentation of Defined Benefit Retirement Costs, Hedging Activities, and Reclassification of Certain Deferred Tax Effects (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Oct. 01, 2018 | Jan. 01, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Operating (loss) income | $ 63.7 | $ 75.6 | $ 88.3 | $ 69 | $ (1,778.4) | $ 41.2 | $ 102.5 | $ 44.1 | $ 296.6 | $ (1,590.6) | $ 561 | ||
Other income (expense), net | $ (4.9) | (2.3) | (24) | ||||||||||
Accounting Standards Update 2017-07 | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Operating (loss) income | (1,590.6) | 561 | |||||||||||
Other income (expense), net | (2.3) | (24) | |||||||||||
Accounting Standards Update 2017-07 | Previously Reported | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Operating (loss) income | (1,593.5) | 515.4 | |||||||||||
Other income (expense), net | $ 0.6 | $ 21.6 | |||||||||||
Cumulative effect of adoption of ASU 2017-12 | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Cumulative effect adjustments, net of tax | $ 0 | ||||||||||||
Adoption of ASU 2018-02 (See Note 2) | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Cumulative effect adjustments, net of tax | 0 | ||||||||||||
Accumulated Deficit | Cumulative effect of adoption of ASU 2017-12 | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Cumulative effect adjustments, net of tax | 1.7 | ||||||||||||
Accumulated Deficit | Adoption of ASU 2018-02 (See Note 2) | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Cumulative effect adjustments, net of tax | $ (3.7) | ||||||||||||
AOCI | Cumulative effect of adoption of ASU 2017-12 | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Cumulative effect adjustments, net of tax | $ (1.7) |
Summary of Significant Accou_13
Summary of Significant Accounting Policies and Changes - Recently Issued Authoritative Guidance (Details) - USD ($) | Nov. 01, 2018 | Nov. 01, 2017 | Mar. 31, 2019 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | $ 0 | $ 0 | $ 1,840,800,000 | $ 0 | $ 1,840,800,000 | $ 0 | |
Deferred tax liability | 104,300,000 | ||||||
Operating Leases, Rent Expense | 162,000,000 | $ 161,600,000 | $ 115,500,000 | ||||
Minimum | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Lease liabilities | 300,000,000 | ||||||
ROU assets | 300,000,000 | ||||||
Maximum | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Lease liabilities | 500,000,000 | ||||||
ROU assets | 500,000,000 | ||||||
Accounting Standards Update 2016-02 | Failed Spinoff | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Lease liabilities | (700,000,000) | ||||||
ROU assets | 3,800,000,000 | ||||||
Net book value of network assets transferred | 1,300,000,000 | ||||||
Deferred tax liability | 500,000,000 | ||||||
Accounting Standards Update 2016-02 | Failed Spinoff | Forecast | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Operating Leases, Rent Expense | $ 675,000,000 | ||||||
Accounting Standards Update 2016-02 | Failed Spinoff | Minimum | Forecast | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | 1,800,000,000 | ||||||
Accounting Standards Update 2016-02 | Failed Spinoff | Maximum | Forecast | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | 1,900,000,000 | ||||||
Accounting Standards Update 2016-02 | Accumulated Deficit | Failed Spinoff | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Cumulative effect adjustments, net of tax | $ 2,800,000,000 | ||||||
Consumer & Small Business | Accounting Standards Update 2016-02 | Failed Spinoff | Forecast | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | 903,400,000 | ||||||
Enterprise | Accounting Standards Update 2016-02 | Failed Spinoff | Forecast | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | 600,000,000 | ||||||
Wholesale | Accounting Standards Update 2016-02 | Failed Spinoff | Forecast | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | $ 300,000,000 |
Acquisitions - Narrative (Deta
Acquisitions - Narrative (Details) $ / shares in Units, customers in Thousands, Mi in Thousands, $ in Millions | Aug. 31, 2018USD ($) | Mar. 27, 2018USD ($) | Jul. 28, 2017USD ($)Micustomers$ / shares | Feb. 27, 2017USD ($)Micustomersshares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares |
Business Acquisition [Line Items] | ||||||||
Number of fiber route miles | Mi | 150 | |||||||
Common stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Costs related to merger with Broadview | $ 4.1 | $ 14.3 | ||||||
American Telephone Company | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 10 | |||||||
Intangible assets, customer list | 7 | |||||||
Goodwill acquired | $ 3.6 | |||||||
MASS acquisition | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 37.1 | |||||||
Intangible assets, customer list | 10 | |||||||
Goodwill acquired | 31.5 | 31.5 | ||||||
Expected earn out payments related to acquisition of MASS | 2.5 | |||||||
Tangible assets acquired through Mass acquisition | 1.3 | |||||||
Accounts payable | 4.2 | |||||||
Deferred income tax liabilities | $ 1.5 | |||||||
Broadview | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 230 | |||||||
Goodwill acquired | 121.3 | |||||||
Number of customers | customers | 20 | |||||||
Number of fiber route miles | Mi | 3 | |||||||
Common stock, par value (usd per share) | $ / shares | $ 0.01 | |||||||
Business acquisition stock value per share (usd per share) | $ / shares | $ 6.98 | |||||||
Gross payments to acquire businesses | $ 69.8 | |||||||
Short-term debt obligations | 160.2 | $ 160.2 | 160.2 | 160.2 | $ 160.2 | |||
Subsequent purchase price adjustments, amount of asset recorded related to assumed operating lease obligations with favorable terms relative to market rates | 2.6 | |||||||
Intangibles | 12 | |||||||
Deferred income taxes | 1.4 | 9.7 | 11.1 | |||||
Property, plant and equipment | 4.2 | |||||||
Current liabilities | 4.7 | 11.4 | ||||||
Reallocation adjustment | 9.3 | |||||||
Goodwill expected to be deductible | $ 10.8 | |||||||
Pro forma information, revenue and sales | 119.9 | |||||||
Pro forma information, operating income | 6 | |||||||
Other assets | 0.6 | 2.5 | 0.6 | 2.5 | ||||
EarthLink | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 1,100 | |||||||
Goodwill acquired | 348.3 | |||||||
Number of customers | customers | 700 | |||||||
Number of fiber route miles | Mi | 16 | |||||||
Deferred income taxes | 125.7 | |||||||
Property, plant and equipment | 11.6 | |||||||
Current liabilities | 5.7 | |||||||
Reallocation adjustment | (128.4) | 0 | ||||||
Goodwill expected to be deductible | $ 54.8 | |||||||
Pro forma information, revenue and sales | 751.1 | |||||||
Pro forma information, operating income | (61) | |||||||
Stock split (in shares) | shares | 0.164 | |||||||
Aggregate principal assumed | $ 435.3 | |||||||
Common stock and replacement equity awards issued to EarthLink shareholders | (4.3) | |||||||
Costs related to merger with EarthLink | $ 15.5 | 104.1 | ||||||
Other assets | $ 0.3 | 1.2 | $ 1.2 | |||||
Senior secured credit facility | Broadview | ||||||||
Business Acquisition [Line Items] | ||||||||
Interest rate, percentage | 10.50% | |||||||
Common Stock | EarthLink | ||||||||
Business Acquisition [Line Items] | ||||||||
Shares issued | shares | 17,600,000 | |||||||
Restricted Stock and Restricted Stock Units | EarthLink | ||||||||
Business Acquisition [Line Items] | ||||||||
Shares issued | shares | 1,000,000 | |||||||
Customer lists | Broadview | ||||||||
Business Acquisition [Line Items] | ||||||||
Intangibles | $ (12) | |||||||
Customer lists | EarthLink | ||||||||
Business Acquisition [Line Items] | ||||||||
Intangibles | $ (7) |
Acquisitions - Fair Value of A
Acquisitions - Fair Value of Assets and Liabilities Acquired (Details) - USD ($) $ in Millions | Feb. 27, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Jul. 28, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 2,842.4 | $ 2,773.7 | $ 2,842.4 | $ 2,773.7 | $ 4,213.6 | ||
Broadview | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | 19.7 | 17.6 | 19.7 | 17.6 | |||
Other current assets | 7.7 | 6.8 | 7.7 | 6.8 | |||
Property, plant and equipment | 37.1 | 41.3 | 37.1 | 41.3 | |||
Goodwill | 111.3 | 120.6 | 111.3 | 120.6 | |||
Deferred income taxes | 0 | 11.1 | 0 | 11.1 | |||
Other assets | 0.6 | 2.5 | 0.6 | 2.5 | |||
Total assets acquired | 264.4 | 275.9 | 264.4 | 275.9 | |||
Short-term debt obligations | 160.2 | 160.2 | 160.2 | 160.2 | $ 160.2 | ||
Other current liabilities | 40.2 | 51.6 | 40.2 | 51.6 | |||
Other liabilities | 0.7 | 0.8 | 0.7 | 0.8 | |||
Total liabilities assumed | 201.1 | 212.6 | 201.1 | 212.6 | |||
Cash paid, net of cash acquired | 63.3 | 63.3 | 63.3 | 63.3 | |||
Adjustments | |||||||
Cash and other current assets | (0.9) | ||||||
Accounts receivable | (2.1) | ||||||
Property, plant and equipment | 4.2 | ||||||
Goodwill | 9.3 | ||||||
Intangibles | 12 | ||||||
Deferred income taxes | 1.4 | 9.7 | 11.1 | ||||
Other assets | 1.9 | ||||||
Total assets acquired | 11.5 | ||||||
Fair value of liabilities assumed: | 0 | ||||||
Current liabilities | 4.7 | 11.4 | |||||
Other liabilities | 0.1 | ||||||
Total liabilities assumed | 11.5 | ||||||
Cash paid, net of cash acquired | 0 | ||||||
EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Cash and other current assets | $ 37.7 | 34.2 | 34.2 | ||||
Accounts receivable | 75.3 | 73.8 | 73.8 | ||||
Property, plant and equipment | 344 | 355.6 | 355.6 | ||||
Goodwill | 476.7 | 348.3 | 348.3 | ||||
Deferred income taxes | 0 | 125.7 | 125.7 | ||||
Other assets | 0.3 | 1.2 | 1.2 | ||||
Total assets acquired | 1,240 | 1,237.8 | 1,237.8 | ||||
Current liabilities | 119.5 | 125.2 | 125.2 | ||||
Long-term debt | 449.1 | 449.1 | 449.1 | ||||
Other liabilities | 24.5 | 20.9 | 20.9 | ||||
Total liabilities assumed | 593.1 | 595.2 | 595.2 | ||||
Common stock and replacement equity awards issued to EarthLink shareholders | 646.9 | 642.6 | |||||
Adjustments | |||||||
Cash and other current assets | (3.5) | ||||||
Accounts receivable | (1.5) | ||||||
Property, plant and equipment | 11.6 | ||||||
Goodwill | (128.4) | 0 | |||||
Deferred income taxes | 125.7 | ||||||
Other assets | 0.9 | ||||||
Total assets acquired | (2.2) | ||||||
Current liabilities | 5.7 | ||||||
Long-term debt | 0 | ||||||
Other liabilities | (3.6) | ||||||
Total liabilities assumed | 2.1 | ||||||
Common stock and replacement equity awards issued to EarthLink shareholders | (4.3) | ||||||
Customer lists | Broadview | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | 57 | $ 45 | 57 | 45 | |||
Adjustments | |||||||
Intangibles | (12) | ||||||
Estimated useful life (in years) | 10 years | ||||||
Customer lists | EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | 275 | 268 | 268 | ||||
Adjustments | |||||||
Intangibles | (7) | ||||||
Estimated useful life (in years) | 5 years 6 months | ||||||
Trade name, developed technology and software | EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | $ 31 | 31 | 31 | ||||
Adjustments | |||||||
Intangibles | 0 | ||||||
Trade names | Broadview | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | 21 | $ 21 | 21 | 21 | |||
Adjustments | |||||||
Intangibles | 0 | ||||||
Trade names | EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | $ 8 | 8 | |||||
Adjustments | |||||||
Estimated useful life (in years) | 7 years | ||||||
Developed technology and software | Broadview | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 5 years | ||||||
Developed technology and software | EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | $ 23 | 23 | |||||
Adjustments | |||||||
Estimated useful life (in years) | 3 years | ||||||
Developed technology | Broadview | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets acquired | $ 10 | $ 10 | $ 10 | 10 | |||
Adjustments | |||||||
Intangibles | $ 0 | ||||||
Common Stock | EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Common stock and replacement equity awards issued to EarthLink shareholders | 631.4 | ||||||
Restricted Stock and Restricted Stock Units | EarthLink | |||||||
Business Acquisition [Line Items] | |||||||
Common stock and replacement equity awards issued to EarthLink shareholders | $ 11.2 | ||||||
Minimum | Customer lists | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 5 years 6 months | ||||||
Minimum | Trade names | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 1 year | ||||||
Minimum | Trade names | Broadview | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 1 year | ||||||
Minimum | Developed technology and software | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 3 years | ||||||
Maximum | Customer lists | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 15 years | ||||||
Maximum | Trade names | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 10 years | ||||||
Maximum | Trade names | Broadview | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 10 years | ||||||
Maximum | Developed technology and software | |||||||
Adjustments | |||||||
Estimated useful life (in years) | 5 years |
Acquisitions - Pro Forma Conso
Acquisitions - Pro Forma Consolidated Results of Operations (Details) - EarthLink - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | ||
Revenues and sales | $ 6,002.4 | $ 6,369.3 |
Operating (loss) income | (1,559.2) | 499.9 |
Net loss | $ (2,098.3) | $ (431.3) |
Loss per share (in dollars per share) | $ (57.27) | $ (12.03) |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets: - Schedule of Goodwill (Details) | Nov. 01, 2018USD ($) | Mar. 27, 2018USD ($) | Nov. 01, 2017USD ($)reporting_unit | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2018USD ($) |
Goodwill [Line Items] | |||||||||
Number of reporting units | reporting_unit | 4 | ||||||||
Number of reporting units with no goodwill impairment | reporting_unit | 2 | ||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | $ 2,842,400,000 | $ 4,213,600,000 | $ 4,213,600,000 | ||||||
Goodwill impairment | $ 0 | $ 0 | $ (1,840,800,000) | 0 | (1,840,800,000) | $ 0 | |||
Goodwill before accumulated impairment | 4,683,200,000 | $ 4,683,200,000 | 4,614,500,000 | 4,683,200,000 | 4,614,500,000 | ||||
Accumulated impairment loss, goodwill | (1,840,800,000) | (1,840,800,000) | (1,840,800,000) | (1,840,800,000) | (1,840,800,000) | ||||
Balance, end of period | 2,842,400,000 | 2,842,400,000 | 2,773,700,000 | 2,842,400,000 | 4,213,600,000 | 2,773,700,000 | |||
Consumer & Small Business | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 903,400,000 | 2,321,200,000 | 2,321,200,000 | ||||||
Goodwill impairment | (1,417,800,000) | ||||||||
Goodwill before accumulated impairment | 2,321,200,000 | 2,321,200,000 | 2,321,200,000 | 2,321,200,000 | 2,321,200,000 | ||||
Accumulated impairment loss, goodwill | (1,417,800,000) | (1,417,800,000) | (1,417,800,000) | (1,417,800,000) | (1,417,800,000) | ||||
Balance, end of period | 903,400,000 | 903,400,000 | 903,400,000 | 903,400,000 | 2,321,200,000 | 903,400,000 | |||
Enterprise | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 961,800,000 | 598,000,000 | 598,000,000 | ||||||
Goodwill before accumulated impairment | 961,800,000 | 961,800,000 | 996,200,000 | 961,800,000 | 996,200,000 | ||||
Accumulated impairment loss, goodwill | 0 | 0 | 0 | 0 | 0 | ||||
Balance, end of period | 961,800,000 | 961,800,000 | 996,200,000 | 961,800,000 | 598,000,000 | 996,200,000 | |||
Wholesale | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 874,100,000 | 1,176,400,000 | 1,176,400,000 | ||||||
Goodwill impairment | (423,000,000) | ||||||||
Goodwill before accumulated impairment | 1,297,100,000 | 1,297,100,000 | 1,297,100,000 | 1,297,100,000 | 1,297,100,000 | ||||
Accumulated impairment loss, goodwill | (423,000,000) | (423,000,000) | (423,000,000) | (423,000,000) | (423,000,000) | ||||
Balance, end of period | 874,100,000 | 874,100,000 | 874,100,000 | 874,100,000 | 1,176,400,000 | 874,100,000 | |||
Consumer and Small Business CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 0 | 118,000,000 | 118,000,000 | ||||||
Goodwill before accumulated impairment | 0 | 0 | 0 | 0 | 0 | ||||
Accumulated impairment loss, goodwill | 0 | 0 | 0 | 0 | 0 | ||||
Balance, end of period | 0 | 0 | 0 | 0 | 118,000,000 | 0 | |||
Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 103,100,000 | 0 | 0 | ||||||
Goodwill before accumulated impairment | 103,100,000 | 103,100,000 | 0 | 103,100,000 | 0 | ||||
Accumulated impairment loss, goodwill | 0 | 0 | 0 | 0 | 0 | ||||
Balance, end of period | 103,100,000 | 103,100,000 | 0 | 103,100,000 | $ 0 | 0 | |||
Broadview | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 111,300,000 | ||||||||
Broadview measurement period adjustments | (700,000) | ||||||||
Goodwill acquired | 121,300,000 | ||||||||
Reallocation adjustment | 9,300,000 | ||||||||
Balance, end of period | 111,300,000 | 111,300,000 | 120,600,000 | 111,300,000 | $ 120,600,000 | ||||
Broadview | Consumer & Small Business | |||||||||
Goodwill [Roll Forward] | |||||||||
Broadview measurement period adjustments | 0 | ||||||||
Goodwill acquired | 0 | ||||||||
Broadview | Enterprise | |||||||||
Goodwill [Roll Forward] | |||||||||
Broadview measurement period adjustments | (700,000) | ||||||||
Goodwill acquired | 10,700,000 | ||||||||
Broadview | Wholesale | |||||||||
Goodwill [Roll Forward] | |||||||||
Broadview measurement period adjustments | 0 | ||||||||
Goodwill acquired | 0 | ||||||||
Broadview | Consumer and Small Business CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Broadview measurement period adjustments | 0 | ||||||||
Goodwill acquired | 110,600,000 | ||||||||
Broadview | Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Broadview measurement period adjustments | 0 | ||||||||
Goodwill acquired | 0 | ||||||||
EarthLink | |||||||||
Goodwill [Roll Forward] | |||||||||
Balance, beginning of period | 348,300,000 | ||||||||
Goodwill acquired | 348,300,000 | ||||||||
Reallocation adjustment | (128,400,000) | 0 | |||||||
Goodwill impairment | (1,840,800,000) | ||||||||
Balance, end of period | $ 348,300,000 | $ 348,300,000 | 348,300,000 | ||||||
EarthLink | Consumer & Small Business | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
Reallocation adjustment | 0 | ||||||||
Goodwill impairment | (1,417,800,000) | ||||||||
EarthLink | Enterprise | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 116,100,000 | ||||||||
Reallocation adjustment | 237,000,000 | ||||||||
Goodwill impairment | 0 | ||||||||
EarthLink | Wholesale | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 120,700,000 | ||||||||
Reallocation adjustment | 0 | ||||||||
Goodwill impairment | (423,000,000) | ||||||||
EarthLink | Consumer and Small Business CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 111,500,000 | ||||||||
Reallocation adjustment | (340,100,000) | ||||||||
Goodwill impairment | 0 | ||||||||
EarthLink | Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
Reallocation adjustment | 103,100,000 | ||||||||
Goodwill impairment | $ 0 | ||||||||
MASS acquisition | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | $ 31,500,000 | 31,500,000 | |||||||
MASS acquisition | Consumer & Small Business | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
MASS acquisition | Enterprise | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 31,500,000 | ||||||||
MASS acquisition | Wholesale | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
MASS acquisition | Consumer and Small Business CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
MASS acquisition | Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
ATC acquisition | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 3,600,000 | ||||||||
ATC acquisition | Consumer & Small Business | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
ATC acquisition | Enterprise | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 3,600,000 | ||||||||
ATC acquisition | Wholesale | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
ATC acquisition | Consumer and Small Business CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
ATC acquisition | Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Goodwill acquired | 0 | ||||||||
Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Disposition of consumer CLEC business | (103,100,000) | ||||||||
Consumer CLEC | Consumer & Small Business | |||||||||
Goodwill [Roll Forward] | |||||||||
Disposition of consumer CLEC business | 0 | ||||||||
Consumer CLEC | Enterprise | |||||||||
Goodwill [Roll Forward] | |||||||||
Disposition of consumer CLEC business | 0 | ||||||||
Consumer CLEC | Wholesale | |||||||||
Goodwill [Roll Forward] | |||||||||
Disposition of consumer CLEC business | 0 | ||||||||
Consumer CLEC | Consumer and Small Business CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Disposition of consumer CLEC business | 0 | ||||||||
Consumer CLEC | Consumer CLEC | |||||||||
Goodwill [Roll Forward] | |||||||||
Disposition of consumer CLEC business | $ (103,100,000) |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets: - Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | $ 3,110.5 | $ 3,479.6 |
Accumulated Amortization | (1,897.4) | (2,025.2) |
Total | 1,213.1 | 1,454.4 |
Franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 1,285.1 | 1,285.1 |
Accumulated Amortization | (414.6) | (371.8) |
Total | 870.5 | 913.3 |
Customer lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 1,758.5 | 2,104.6 |
Accumulated Amortization | (1,450.4) | (1,626.6) |
Total | 308.1 | 478 |
Amount of gross intangible assets written off | 320.1 | |
Cable franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 17.3 | 17.3 |
Accumulated Amortization | (10.3) | (9.1) |
Total | 7 | 8.2 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 21 | 29 |
Accumulated Amortization | (3.9) | (2.2) |
Total | 17.1 | 26.8 |
Developed technology and software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 18 | 33 |
Accumulated Amortization | (7.7) | (7.1) |
Total | 10.3 | 25.9 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 10.6 | 10.6 |
Accumulated Amortization | (10.5) | (8.4) |
Total | 0.1 | $ 2.2 |
Consumer CLEC | Customer lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 43 | |
Total | 20.8 | |
Consumer CLEC | Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 8 | |
Total | 5.9 | |
Consumer CLEC | Developed technology and software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 15 | |
Total | $ 5.9 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets: - Intangible Asset Amortization Methodology and Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Franchise rights | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization Methodology | straight-line |
Estimated useful life (in years) | 30 years |
Customer lists | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization Methodology | sum of years digits |
Cable franchise rights | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization Methodology | straight-line |
Estimated useful life (in years) | 15 years |
Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization Methodology | straight-line |
Developed technology and software | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization Methodology | straight-line |
Patents | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization Methodology | straight-line |
Estimated useful life (in years) | 3 years |
Minimum | Customer lists | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 5 years 6 months |
Minimum | Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 1 year |
Minimum | Developed technology and software | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 3 years |
Maximum | Customer lists | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 15 years |
Maximum | Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 10 years |
Maximum | Developed technology and software | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 5 years |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets: - Schedule of Finite-Lived Intangible Assets, Future Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense for intangible assets subject to amortization | $ 225.8 | $ 241 | $ 185.2 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
2019 | 168.7 | ||
2020 | 133.9 | ||
2021 | 101.2 | ||
2022 | 71.4 | ||
2023 | 59 | ||
Thereafter | 678.9 | ||
Total | $ 1,213.1 | $ 1,454.4 |
Long-term Debt and Lease Obli_3
Long-term Debt and Lease Obligations: - Long-Term Debt (Details) - USD ($) $ in Millions | Jan. 03, 2019 | Dec. 31, 2017 | Dec. 31, 2018 | Aug. 02, 2018 | Jun. 30, 2018 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||
Net discount on long-term debt | $ (61.6) | $ (28.6) | ||||
Unamortized debt issuance costs | (62) | (57.6) | ||||
Carrying value | 5,843.9 | 5,728.1 | ||||
Less current portion | (169.3) | (5,728.1) | ||||
Total long-term debt | $ 5,674.6 | $ 0 | ||||
Weighted average interest rate | 6.60% | 7.10% | ||||
Weighted maturity | 5 years 1 month | |||||
Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 | Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Senior notes | $ 1,192.6 | $ 1,180.5 | ||||
Net discount on long-term debt | $ (15) | |||||
Senior secured credit facility, Tranche B7 – variable rates, due February 17, 2024 | Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Senior notes | 574.2 | 568.4 | ||||
Senior secured credit facility, Revolving line of credit – variable rates, due April 24, 2020 (b) | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Long-term line of credit | 775 | $ 1,017 | ||||
Senior First Lien Notes – 8.625%, due October 31, 2025 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 8.625% | |||||
Senior First Lien Notes – 8.625%, due October 31, 2025 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 8.625% | |||||
Notes payable | 600 | $ 600 | ||||
New 2024 Notes | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 10.50% | 10.50% | ||||
Notes payable | 0 | $ 414.9 | ||||
Senior Second Lien Notes – 9.000%, due June 30, 2025 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 9.00% | 9.00% | ||||
Notes payable | 0 | $ 802 | ||||
2020 Notes – 7.750%, due October 15, 2020 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 7.75% | |||||
Notes payable | 492.9 | $ 78.1 | ||||
2021 Notes – 7.750%, due October 1, 2021 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 7.75% | |||||
Notes payable | 88.9 | $ 70.1 | ||||
2022 Notes – 7.500%, due June 1, 2022 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 7.50% | |||||
Notes payable | 41.6 | $ 36.2 | ||||
2023 Notes – 7.500%, due April 1, 2023 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 7.50% | |||||
Notes payable | 120.4 | $ 34.4 | ||||
2023 Notes – 6.375%, due August 1, 2023 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 6.375% | |||||
Notes payable | 1,147.6 | $ 806.9 | ||||
2024 Notes – 8.750%, due December 15, 2024 | Unsecured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 8.75% | |||||
Notes payable | 834.3 | $ 105.8 | ||||
Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 | Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 6.75% | |||||
Debentures and notes issued by subsidiaries | $ 100 | $ 100 | ||||
Consumer and Small Business CLEC | Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Repayments on line of credit | $ 312 |
Long-term Debt and Lease Obli_4
Long-term Debt and Lease Obligations: - Narrative (Details) - USD ($) | Feb. 25, 2019 | Aug. 02, 2018 | Nov. 08, 2017 | Feb. 17, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2018 | Nov. 30, 2017 | Feb. 27, 2017 |
Line of Credit Facility [Line Items] | |||||||||||||
Net loss on early extinguishment of debt | $ (190,300,000) | $ (190,300,000) | $ 56,400,000 | $ 18,000,000 | |||||||||
Consent fees including arrangement, legal and third-party fees | 18,400,000 | 6,700,000 | |||||||||||
Interest expense | 6,500,000 | 6,100,000 | |||||||||||
Net discount on long-term debt | $ 61,600,000 | $ 28,600,000 | $ 61,600,000 | ||||||||||
Debt issuance costs | $ 11,700,000 | ||||||||||||
Weighted average interest rate | 6.60% | 7.10% | 6.60% | ||||||||||
Pro forma first lien leverage ratio | 2.25 | ||||||||||||
Total consent solicitation and amendment fees | $ 11,500,000 | ||||||||||||
Consent fees payable | $ 11,900,000 | $ 8,800,000 | |||||||||||
Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Quarterly amortization payment as a percentage of principal | 0.25% | ||||||||||||
Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Proceeds from lines of credit | $ 150,000,000 | ||||||||||||
Repayments of lines of credit | $ 672,000,000 | ||||||||||||
Senior secured credit facility, Tranche B7 | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 2.25% | ||||||||||||
Senior secured credit facility, Tranche B7 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Senior secured credit facilities, new borrowings | $ 580,000,000 | ||||||||||||
Senior note, new borrowings, issuance percentage | 99.50% | ||||||||||||
Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Unamortized discount (premium) and debt issuance costs | $ 6,300,000 | ||||||||||||
Net loss on early extinguishment of debt | $ 1,200,000 | ||||||||||||
Tranche B6 Notes 2021 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Senior secured credit facilities, new borrowings | $ 300,000,000 | $ 450,000,000 | |||||||||||
Senior note, new borrowings, issuance percentage | 99.00% | ||||||||||||
Unamortized discount (premium) and debt issuance costs | 24,400,000 | ||||||||||||
Net loss on early extinguishment of debt | $ 2,900,000 | 3,100,000 | |||||||||||
Senior secured credit facilities, repriced | 597,000,000 | ||||||||||||
Debt issuance costs, net | 600,000 | ||||||||||||
Maximum borrowing capacity | 600,000,000 | ||||||||||||
Net discount on long-term debt | 15,000,000 | ||||||||||||
EarthLink 2019 Notes | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 8.875% | ||||||||||||
EarthLink 2020 Notes | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 7.375% | ||||||||||||
Partial Repurchase of 2017, 2021, 2022, 2023 Notes | Unsecured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Unamortized discount (premium) and debt issuance costs | 5,300,000 | ||||||||||||
Repurchased debt instrument face amount | 466,800,000 | ||||||||||||
2017 Notes | Unsecured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Unamortized discount (premium) and debt issuance costs | $ 8,400,000 | ||||||||||||
Net loss on early extinguishment of debt | 78,300,000 | ||||||||||||
Repayments of debt | 396,400,000 | $ 477,500,000 | |||||||||||
Repurchased debt instrument face amount | $ 369,500,000 | ||||||||||||
Revolving Line of Credit, Due 2015 | Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 1,250,000,000 | ||||||||||||
Maximum amount issuable under letters of credit | 50,000,000 | ||||||||||||
Proceeds from lines of credit | 816,000,000 | ||||||||||||
Repayments of lines of credit | $ 250,000,000 | 574,000,000 | |||||||||||
Amount outstanding under letters of credit | $ 23,400,000 | ||||||||||||
Revolving Line of Credit, Due 2015, Debt-For-Debt Exchange | Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Proceeds from lines of credit | 1,196,000,000 | ||||||||||||
Repayments of lines of credit | $ 896,000,000 | ||||||||||||
Revolving Line of Credit, Due 2020 | Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Weighted average interest rate | 3.16% | 4.02% | 3.16% | ||||||||||
Notes 2025 | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 8.625% | ||||||||||||
Notes 2025 | Unsecured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 8.625% | ||||||||||||
One-time consent payment equal per $1,000 principal | $ 2.5 | ||||||||||||
Principal amount of 2025 Notes | $ 200,000,000 | ||||||||||||
London Interbank Offered Rate (LIBOR) | Senior secured credit facility, Tranche B7 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 3.25% | ||||||||||||
Minimum | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Commitment fee percentage for unused capacity | 0.40% | ||||||||||||
Minimum | Senior secured credit facility, Tranche B7 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Quarterly amortization payment as a percentage of principal | 0.25% | ||||||||||||
Minimum | Revolving Line of Credit, Due 2020 | Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 2.65% | 3.40% | 2.65% | ||||||||||
Minimum | London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 1.25% | ||||||||||||
Minimum | London Interbank Offered Rate (LIBOR) | Senior secured credit facility, Tranche B7 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 0.75% | ||||||||||||
Minimum | Base Rate | Revolving Credit Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 0.25% | ||||||||||||
Minimum | Base Rate | Tranche B6 Notes 2021 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 0.75% | ||||||||||||
Maximum | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Consent fees including arrangement, legal and third-party fees | $ 2,700,000 | ||||||||||||
Commitment fee percentage for unused capacity | 0.50% | ||||||||||||
Maximum | Revolving Line of Credit, Due 2020 | Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 5.50% | 6.50% | 5.50% | ||||||||||
Maximum | London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 2.00% | ||||||||||||
Maximum | Base Rate | Revolving Credit Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 1.00% | ||||||||||||
Maximum | Base Rate | Tranche B6 Notes 2021 | Secured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 4.00% | ||||||||||||
Long-term Debt | Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Unamortized discount (premium) and debt issuance costs | $ 5,100,000 | ||||||||||||
Long-term Debt | Tranche B6 Notes 2021 | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Unamortized discount (premium) and debt issuance costs | $ 21,300,000 | ||||||||||||
2017 Notes | Unsecured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Repayments of debt | $ 99,500,000 | ||||||||||||
Repurchased debt instrument face amount | $ 93,500,000 | ||||||||||||
2017 Notes | Tranche B6 Notes 2021 | Unsecured Debt | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Interest rate, percentage | 7.875% | ||||||||||||
Repurchased debt instrument face amount | $ 441,100,000 | ||||||||||||
2017 Notes | Revolving Line of Credit, Due 2015, Debt-For-Debt Exchange | Line of Credit | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Repayments of lines of credit | $ 160,000,000 | ||||||||||||
Subsequent Event | DIP Facilities | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt terms in months | 24 months | ||||||||||||
Subsequent Event | DIP Facilities | Senior Secured Superpriority Debtor-In-Possession Credit Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 1,000,000,000 | ||||||||||||
Subsequent Event | Term Loan Commitments | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Long-term line of credit, portion available if certain conditions are met | 300,000,000 | ||||||||||||
Subsequent Event | Term Loan Commitments | Superpriority Term Loan Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Maximum borrowing capacity | 500,000,000 | ||||||||||||
Subsequent Event | Revolving Facility | Superpriority Revolving Credit Facility | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||||||||
Subsequent Event | 3-Month Certificate Of Deposit Rate | DIP Facilities | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 0.50% | ||||||||||||
Subsequent Event | London Interbank Offered Rate (LIBOR) | DIP Facilities | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 1.00% | ||||||||||||
Commitment fee percentage for unused capacity | 0.50% | ||||||||||||
Subsequent Event | Federal Funds Effective Rate | DIP Facilities | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Debt instrument, variable rate | 0.50% | ||||||||||||
Interim Period | Subsequent Event | DIP Facilities | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 100,000,000 | ||||||||||||
Final Order | Subsequent Event | DIP Facilities | |||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 500,000,000 |
Long-term Debt and Lease Obli_5
Long-term Debt and Lease Obligations: - New Debt Issuances and Debt Exchanges (Details) - USD ($) | Aug. 02, 2018 | Nov. 08, 2017 | Dec. 31, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2018 | Nov. 30, 2017 | Feb. 27, 2017 |
Debt Instrument [Line Items] | ||||||||||||
Consent fees including arrangement, legal and third-party fees | $ 18,400,000 | $ 6,700,000 | ||||||||||
Net gain (loss) on early extinguishment of debt | 190,300,000 | $ 190,300,000 | $ (56,400,000) | (18,000,000) | ||||||||
Net principal reduction | 226,000,000 | |||||||||||
Write-off of debt issuance costs and debt discounts | 35,700,000 | |||||||||||
Interest expense | 6,500,000 | 6,100,000 | ||||||||||
Consent fees payable | 11,900,000 | $ 8,800,000 | ||||||||||
Fee amount related to debt instrument | $ 27,700,000 | $ 27,700,000 | 27,700,000 | |||||||||
Consent fees payables to lenders | 6,000,000 | 6,000,000 | 6,000,000 | |||||||||
Arrangement, legal, and other fees | 21,700,000 | 21,700,000 | 21,700,000 | |||||||||
Premium on exchanges of debt | 95,100,000 | |||||||||||
Premium on exchanges related to debt modification accounting | 45,200,000 | |||||||||||
Debt issuance costs | 11,700,000 | |||||||||||
Total interest expense | 13,800,000 | 901,300,000 | 875,400,000 | 860,600,000 | ||||||||
(Premium) discount on early redemption | $ 226,000,000 | (62,900,000) | 1,200,000 | |||||||||
2024 Notes – 8.750%, due December 15, 2024 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 414,900,000 | |||||||||||
Leverage ratio under covenant | 3.50 | |||||||||||
2021 Notes – 7.750%, due October 1, 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 18,800,000 | |||||||||||
2024 Notes - 8.750% due December 15, 2024 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 578,600,000 | |||||||||||
Senior First Lien Notes – 8.625%, due October 31, 2025 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 8.625% | |||||||||||
2022 Notes – 7.500%, due June 1, 2022 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 5,300,000 | |||||||||||
2023 Notes – 7.500%, due April 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 86,000,000 | |||||||||||
2023 Notes – 6.375%, due August 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 340,700,000 | |||||||||||
Notes 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | $ 414,900,000 | |||||||||||
Unsecured Debt | New 2024 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 10.50% | 10.50% | ||||||||||
Unsecured Debt | 2024 Notes – 8.750%, due December 15, 2024 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 8.75% | |||||||||||
Principal amount of debt | 834,300,000 | 834,300,000 | 834,300,000 | |||||||||
2019 | 150,000,000 | 150,000,000 | 150,000,000 | |||||||||
Unsecured Debt | 2021 Notes – 7.750%, due October 1, 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.75% | |||||||||||
Repayments of debt | 539,200,000 | |||||||||||
Repurchased debt instrument face amount | 111,100,000 | |||||||||||
Unsecured Debt | Senior Second Lien Notes – 9.000%, due June 30, 2025 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | $ 802,000,000 | |||||||||||
Interest rate, percentage | 9.00% | 9.00% | ||||||||||
Unsecured Debt | Senior First Lien Notes – 8.625%, due October 31, 2025 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 8.625% | |||||||||||
Principal amount of debt | $ 200,000,000 | |||||||||||
Unsecured Debt | 2022 Notes – 7.500%, due June 1, 2022 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 167,500,000 | |||||||||||
Interest rate, percentage | 7.50% | |||||||||||
Repayments of debt | 232,100,000 | |||||||||||
Repurchased debt instrument face amount | 44,800,000 | |||||||||||
Unsecured Debt | 2023 Notes – 7.500%, due April 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 223,100,000 | |||||||||||
Interest rate, percentage | 7.50% | |||||||||||
Repurchased debt instrument face amount | 196,600,000 | |||||||||||
Unsecured Debt | 2023 Notes – 6.375%, due August 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 141,300,000 | |||||||||||
Interest rate, percentage | 6.375% | |||||||||||
Principal amount of debt | 561,900,000 | |||||||||||
Unsecured Debt | Notes 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.75% | |||||||||||
Repayments of debt | $ 45,300,000 | |||||||||||
Repurchased debt instrument face amount | 49,100,000 | 49,100,000 | 49,100,000 | |||||||||
Unamortized discount (premium) and debt issuance costs | 300,000 | 300,000 | $ 300,000 | |||||||||
Unsecured Debt | Exchanges of 2021, 2022, April 2023, August 2023 and 2024 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Net gain (loss) on early extinguishment of debt | $ (55,500,000) | 190,300,000 | 63,400,000 | |||||||||
(Premium) discount on early redemption | $ 226,000,000 | 68,700,000 | ||||||||||
Unsecured Debt | 2017 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Net gain (loss) on early extinguishment of debt | (78,300,000) | |||||||||||
Repayments of debt | $ 396,400,000 | 477,500,000 | ||||||||||
Repurchased debt instrument face amount | 369,500,000 | |||||||||||
Debt repurchase, consideration paid per $1,000 of principal amount | 1,082.50 | |||||||||||
Early tender payment related to debt repurchase | 30 | |||||||||||
(Premium) discount on early redemption | (26,900,000) | (67,500,000) | ||||||||||
Unamortized discount (premium) and debt issuance costs | $ 8,400,000 | |||||||||||
Unsecured Debt | Partial Repurchase of 2017, 2021, 2022, 2023 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repurchased debt instrument face amount | 466,800,000 | |||||||||||
Unamortized discount (premium) and debt issuance costs | 5,300,000 | |||||||||||
Unsecured Debt | Notes 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repurchased debt instrument face amount | 114,300,000 | |||||||||||
Senior Lien [Member] | Senior First Lien Notes – 8.625%, due October 31, 2025 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 8.625% | |||||||||||
Principal amount of debt | $ 400,000,000 | |||||||||||
Senior note, new borrowings, issuance percentage | 99.00% | |||||||||||
New borrowings yield percentage | 8.802% | |||||||||||
Senior Lien [Member] | Tranche B6 Notes 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of debt | $ 139,000,000 | |||||||||||
Senior secured credit facility | 2024 Notes – 8.750%, due December 15, 2024 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 8.75% | 8.75% | 8.75% | 8.75% | ||||||||
Senior secured credit facility | 2021 Notes – 7.750%, due October 1, 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.75% | |||||||||||
Senior secured credit facility | 2022 Notes – 7.500%, due June 1, 2022 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.50% | |||||||||||
Senior secured credit facility | 2023 Notes – 7.500%, due April 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.50% | |||||||||||
Senior secured credit facility | 2023 Notes – 6.375%, due August 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 6.375% | |||||||||||
Senior secured credit facility | Notes 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.75% | |||||||||||
Secured Debt | Tranche B6 Notes 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Net gain (loss) on early extinguishment of debt | $ (2,900,000) | (3,100,000) | ||||||||||
Senior note, new borrowings, issuance percentage | 99.00% | |||||||||||
Unamortized discount (premium) and debt issuance costs | 24,400,000 | |||||||||||
Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of lines of credit | $ 672,000,000 | |||||||||||
Line of Credit | Senior secured credit facility, Revolving line of credit – variable rates, due April 24, 2020 (b) | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of lines of credit | $ 250,000,000 | $ 574,000,000 | ||||||||||
Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Consent fees including arrangement, legal and third-party fees | $ 2,700,000 | |||||||||||
Maximum | Line of Credit | Revolving Line of Credit, Due 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 5.50% | 5.50% | 6.50% | 5.50% | ||||||||
Minimum | Line of Credit | Revolving Line of Credit, Due 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 2.65% | 2.65% | 3.40% | 2.65% | ||||||||
Notes 2022 | Unsecured Debt | 2023 Notes – 6.375%, due August 1, 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 420,600,000 | |||||||||||
2017 Notes | Unsecured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayments of debt | 99,500,000 | |||||||||||
Repurchased debt instrument face amount | $ 93,500,000 | |||||||||||
2017 Notes | Unsecured Debt | Tranche B6 Notes 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate, percentage | 7.875% | |||||||||||
Repurchased debt instrument face amount | $ 441,100,000 | |||||||||||
2021 Notes – 7.750%, due October 1, 2021 | Unsecured Debt | 2021 Notes – 7.750%, due October 1, 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 181,200,000 | |||||||||||
2021 Notes – 7.750%, due October 1, 2021 | Unsecured Debt | Senior First Lien Notes – 8.625%, due October 31, 2025 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 50,000,000 | |||||||||||
Notes 2020 | Unsecured Debt | Senior First Lien Notes – 8.625%, due October 31, 2025 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | 150,000,000 | |||||||||||
Notes 2020 | Unsecured Debt | Notes 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt | $ 158,000,000 | |||||||||||
Debt Modification Accounting | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt issuance costs | $ 4,000,000 | $ 4,000,000 | $ 4,000,000 | |||||||||
Extinguishment Method Of Accounting | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt issuance costs | $ 7,900,000 | $ 7,900,000 | $ 7,900,000 |
Long-term Debt and Lease Obli_6
Long-term Debt and Lease Obligations: - Net Gain (Loss) on Extinguishment of Debt (Details) - USD ($) $ in Millions | Aug. 02, 2018 | Dec. 31, 2017 | Sep. 30, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | $ 226 | $ (62.9) | $ 1.2 | |||
Third-party fees for early redemption | 0 | (2) | (2.4) | |||
Unamortized (discount) premium on original issuance, net | (22.9) | 17 | (3.8) | |||
Unamortized debt issuance costs on original issuance | (12.8) | (8.5) | (13) | |||
Net gain (loss) on early extinguishment of debt | $ 190.3 | 190.3 | (56.4) | (18) | ||
Unsecured Debt | 2017 Notes | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | $ (26.9) | (67.5) | ||||
Third-party fees for early redemption | (2.4) | |||||
Unamortized (discount) premium on original issuance, net | (3) | |||||
Unamortized debt issuance costs on original issuance | (5.4) | |||||
Net gain (loss) on early extinguishment of debt | (78.3) | |||||
Unsecured Debt | Partial repurchase of 2020 Notes | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | 5.3 | |||||
Third-party fees for early redemption | 0 | |||||
Unamortized (discount) premium on original issuance, net | 0.1 | |||||
Unamortized debt issuance costs on original issuance | (0.4) | |||||
Net gain (loss) on early extinguishment of debt | 5 | |||||
Unsecured Debt | Exchanges of 2021, 2022, April 2023, August 2023 and 2024 Notes | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | 226 | 68.7 | ||||
Third-party fees for early redemption | 0 | 0 | ||||
Unamortized (discount) premium on original issuance, net | (22.9) | 0.9 | ||||
Unamortized debt issuance costs on original issuance | (12.8) | (6.2) | ||||
Net gain (loss) on early extinguishment of debt | $ (55.5) | $ 190.3 | 63.4 | |||
Unsecured Debt | Exchanges of 2020, 2021, 2022, and April 2023 Notes | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | (49.9) | |||||
Third-party fees for early redemption | (2) | |||||
Unamortized (discount) premium on original issuance, net | 2.2 | |||||
Unamortized debt issuance costs on original issuance | (5.8) | |||||
Net gain (loss) on early extinguishment of debt | (55.5) | |||||
Secured Debt | Senior secured credit facility | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | 0 | 0 | ||||
Third-party fees for early redemption | 0 | 0 | ||||
Unamortized (discount) premium on original issuance, net | (1.8) | (1.7) | ||||
Unamortized debt issuance costs on original issuance | (2.3) | (1.4) | ||||
Net gain (loss) on early extinguishment of debt | (4.1) | $ (3.1) | ||||
Broadview | Secured Debt | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | 0 | |||||
Third-party fees for early redemption | 0 | |||||
Unamortized (discount) premium on original issuance, net | 0.2 | |||||
Unamortized debt issuance costs on original issuance | 0 | |||||
Net gain (loss) on early extinguishment of debt | 0.2 | |||||
EarthLink | Secured Debt | ||||||
Extinguishment of Debt [Line Items] | ||||||
(Premium) discount on early redemption | (18.3) | |||||
Third-party fees for early redemption | 0 | |||||
Unamortized (discount) premium on original issuance, net | 16.3 | |||||
Unamortized debt issuance costs on original issuance | 0 | |||||
Net gain (loss) on early extinguishment of debt | $ (2) |
Long-term Debt and Lease Obli_7
Long-term Debt and Lease Obligations: - Debt Compliance and Long-Term Lease Obligation (Details) $ in Millions | Apr. 24, 2015USD ($)renewal_option | Dec. 31, 2015USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2014USD ($)renewal_option | Aug. 02, 2018 | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | ||||||
Lease terms in years | 10 years | |||||
Annual rent escalations | 2.00% | |||||
Defined benefit plan, contributions by employer | $ 72.2 | |||||
Telecommunications network assets (a) | ||||||
Debt Instrument [Line Items] | ||||||
Initial lease term | 15 years | |||||
Number of renewal options | renewal_option | 4 | |||||
Lease term of renewal options | 5 years | |||||
Annual rental payments | $ 650 | |||||
Annual rent escalations after third year of initial lease term | 0.50% | |||||
2015 funding request for capital expenditures to be paid by CS&L | $ 43.1 | |||||
Adjustment to rate of master lease if capital expenditures funded | 8.125% | |||||
Adjustment period | 2 years | |||||
Annual rental payment adjusted for funding of capital expenditures | $ 653.5 | |||||
Amount of Capital Expenditures that could be funded by the REIT | $ 250 | |||||
Lease terms with capital expenditures funding | 20 years | |||||
Reduced number of renewal options | renewal_option | 3 | |||||
Long-term lease obligation | $ 5,100 | |||||
Effective interest rate, Master Lease Agreement | 10.10% | |||||
Pension Benefits | ||||||
Debt Instrument [Line Items] | ||||||
Number of renewal options | renewal_option | 3 | |||||
Lease terms in years | 20 years | |||||
Annual rent adjusted for repurchase of data center | $ 6 | |||||
Annual rent escalations | 3.00% | |||||
Debt terms in years | 5 years | |||||
2024 Notes – 8.750%, due December 15, 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio under covenant | 3.50 | |||||
Unsecured Debt | 2024 Notes – 8.750%, due December 15, 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 8.75% | |||||
Unsecured Debt | 2023 Notes – 7.500%, due April 1, 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 7.50% | |||||
Line of Credit | Revolving Line of Credit, Due 2015 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term line of credit | $ 1,017 | $ 775 | ||||
Senior secured credit facility | 2024 Notes – 8.750%, due December 15, 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 8.75% | 8.75% | ||||
Senior secured credit facility | 2023 Notes – 7.500%, due April 1, 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, percentage | 7.50% |
Long-term Debt and Lease Obli_8
Long-term Debt and Lease Obligations: - Current and Noncurrent Assets Subject to Leaseback (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule of Noncurrent Long-Term Lease Obligations [Line Items] | ||
Current | $ 4,570.3 | $ 188.6 |
Noncurrent | 72.8 | 4,643.3 |
Total | 4,643.1 | 4,831.9 |
Telecommunications network assets (a) | ||
Schedule of Noncurrent Long-Term Lease Obligations [Line Items] | ||
Current | 4,570.3 | 188.6 |
Noncurrent | 0 | 4,570.3 |
Total | 4,570.3 | 4,758.9 |
Real estate contributed to pension plan | ||
Schedule of Noncurrent Long-Term Lease Obligations [Line Items] | ||
Current | 0 | 0 |
Noncurrent | 72.8 | 73 |
Total | $ 72.8 | $ 73 |
Long-term Debt and Lease Obli_9
Long-term Debt and Lease Obligations: - Undiscounted Future Minimum Payments (Details) $ in Millions | Dec. 31, 2018USD ($) |
Long-term Lease Obligations [Line Items] | |
2019 | $ 665.4 |
2020 | 668.9 |
2021 | 672.5 |
2022 | 676 |
2023 | 679.5 |
Thereafter | 4,378.1 |
Total | 7,740.4 |
Leaseback of Telecommunications Network Assets | |
Long-term Lease Obligations [Line Items] | |
2019 | 658.9 |
2020 | 662.2 |
2021 | 665.6 |
2022 | 668.9 |
2023 | 672.2 |
Thereafter | 4,323.1 |
Total | 7,650.9 |
Leaseback of Real Estate Contributed to Pension Plan | |
Long-term Lease Obligations [Line Items] | |
2019 | 6.5 |
2020 | 6.7 |
2021 | 6.9 |
2022 | 7.1 |
2023 | 7.3 |
Thereafter | 55 |
Total | $ 89.5 |
Long-term Debt and Lease Obl_10
Long-term Debt and Lease Obligations: - Capital Lease Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Long-term Debt and Capital Lease Obligations [Abstract] | ||
Equipment acquired under capital leases | $ 40.9 | $ 79.1 |
Capital Leases [Abstract] | ||
2019 | 54.5 | |
2020 | 25.8 | |
2021 | 8.6 | |
2022 | 4.3 | |
2023 | 4.2 | |
Thereafter | 5.1 | |
Total future payments | 102.5 | |
Less: Amounts representing interest | 8.4 | |
Present value of minimum lease payments | $ 94.1 |
Long-term Debt and Lease Obl_11
Long-term Debt and Lease Obligations: - Interest Expense (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Interest Expense, Net Disclosure [Line Items] | ||||
Interest expense - long-term debt | $ 429 | $ 376.1 | $ 350.9 | |
Impact of interest rate swaps | (3.5) | 10.1 | 11 | |
Interest on capital leases and other | 6.3 | 5.1 | 2.8 | |
Less capitalized interest expense | (3.7) | (7) | (10.7) | |
Total interest expense | $ 13.8 | 901.3 | 875.4 | 860.6 |
Telecommunications network assets (a) | ||||
Interest Expense, Net Disclosure [Line Items] | ||||
Interest expense related to long-term lease obligations | 467 | 484.9 | 500.8 | |
Real estate contributed to pension plan | ||||
Interest Expense, Net Disclosure [Line Items] | ||||
Interest expense related to long-term lease obligations | $ 6.2 | $ 6.2 | $ 5.8 |
Derivatives - Schedule of Inter
Derivatives - Schedule of Interest Rate Swaps (Details) - Interest Rate Swap - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Derivative [Line Items] | ||
Weighted average fixed rate paid | 2.31% | 2.31% |
Variable rate received | 2.46% | 1.49% |
Other current assets | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | $ 15.3 | $ 1.2 |
Other assets | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 0 | 10.6 |
Other current liabilities | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 6.8 | 7.8 |
Other non-current liabilities | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 0 | 10.5 |
Accumulated other comprehensive income | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 39.7 | 33.7 |
Accumulated other comprehensive income | De-designated portion, unamortized value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | $ (2.4) | $ (5.4) |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)derivativederivatives | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Number of interest rate swaps held | derivatives | 2 | ||
Assets needed for immediate settlement | $ 9,900,000 | ||
Other Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net gain (loss) on cash flow hedge ineffectiveness | $ (100,000) | $ 1,400,000 | |
Interest Rate Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Number of interest rate swap agreements | derivative | 6 | ||
Weighted average fixed rate paid | 2.984% | ||
Number of interest rate swaps held | derivative | 3 | ||
Debt instrument credit rating | A | ||
De-Designated Hedging Instrument | Interest Rate Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net gain (loss) to be reclassified during next 12 months | $ (9,800,000) | ||
First Three Interest Rate Swaps with $675M Aggregate Notional Value | Interest Rate Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Notional value | 675,000,000 | ||
Fourth Interest Rate Swap with $200M notional value | Interest Rate Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Notional value | $ 200,000,000 | ||
Fixed interest rate paid | 1.1275% | ||
Remaining Two Interest Rate Swap with aggregate notional value of $500M | Interest Rate Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Notional value | $ 500,000,000 | ||
Fixed interest rate paid | 1.8812% |
Derivatives - Changes in Deriva
Derivatives - Changes in Derivative Instruments (Details) - Interest Rate Swap - Other Comprehensive Income (Loss) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Changes in fair value of effective portion, net of tax (a) | $ 2.8 | $ 7 | $ 4.9 |
De-Designated Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amortization of unrealized losses on de-designated interest rate swaps, net of tax (a) | $ 2.3 | $ 3.3 | $ 2.9 |
Derivatives - Derivatives Offse
Derivatives - Derivatives Offsetting Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Derivative Asset, Fair Value, Amount Offset Against Collateral [Abstract] | ||
Gross Amount of Assets Presented in the Consolidated Balance Sheets | $ 15.3 | $ 11.8 |
Financial Instruments | (3.2) | (2.9) |
Cash Collateral Received | 0 | 0 |
Net Amount | $ 12.1 | $ 8.9 |
Derivatives - Derivatives Off_2
Derivatives - Derivatives Offsetting Liabilities (Details) - Interest Rate Swap - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Derivative Liability, Fair Value, Amount Offset Against Collateral [Abstract] | ||
Gross Amount of Liabilities Presented in the Consolidated Balance Sheets | $ 6.8 | $ 18.3 |
Financial Instruments | (3.2) | (2.9) |
Cash Collateral Received | 0 | 0 |
Net Amount | $ 3.6 | $ 15.4 |
Fair Value Measurements_ - Narr
Fair Value Measurements: - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Events triggering election | No | |
Interest Rate Swap | Other Liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Decrease in fair value of interest rate swaps to reflect non-performance risk | $ 2.9 | $ 4.8 |
Reported Value Measurement | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, including current portion - Level 2 | $ 5,785.7 | $ 5,905.9 |
- Schedule of Fair Values of In
- Schedule of Fair Values of Interest Rate Swaps and Long-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Item] | ||
Cash equivalents - Level 1 (a) | $ 310 | $ 0 |
Level 2 measurements: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Item] | ||
Long-term debt, including current portion - Level 2 | 4,405.8 | 4,824.2 |
Level 2 measurements: | Other Liabilities | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Item] | ||
Interest rate swap assets - Level 2 | 15.3 | 11.8 |
Interest rate swap liabilities - Level 2 | $ 6.8 | $ 18.3 |
Revenues - Contract Assets and
Revenues - Contract Assets and Liabilities (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Jan. 01, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 12.6 | $ 13.1 |
Contract liabilities | (184.8) | $ (209.3) |
Revenues recognized included in the opening contract liability balance | $ 194.9 |
Revenues - Additional Informati
Revenues - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Jan. 01, 2018 | |
Principal Transaction Revenue [Line Items] | ||
Contract assets | $ 12,600,000 | $ 13,100,000 |
Contract liabilities | 184,800,000 | 209,300,000 |
Deferred contract costs | 45,500,000 | 44,600,000 |
Amortization of deferred contract costs | 42,000,000 | |
Impairment loss of deferred contract costs | 0 | |
Prepaid expenses and other | ||
Principal Transaction Revenue [Line Items] | ||
Contract assets | 8,300,000 | 3,600,000 |
Deferred contract costs | 30,400,000 | 30,300,000 |
Other assets | ||
Principal Transaction Revenue [Line Items] | ||
Contract assets | 4,300,000 | 9,500,000 |
Deferred contract costs | 15,100,000 | 14,300,000 |
Advance payments and customer deposits | ||
Principal Transaction Revenue [Line Items] | ||
Contract liabilities | 172,100,000 | 198,300,000 |
Other liabilities | ||
Principal Transaction Revenue [Line Items] | ||
Contract liabilities | $ 12,700,000 | $ 11,000,000 |
Minimum | ||
Principal Transaction Revenue [Line Items] | ||
Estimated useful life of contract costs | 18 months | |
Maximum | ||
Principal Transaction Revenue [Line Items] | ||
Estimated useful life of contract costs | 36 months |
Revenues - Revenue Obligations
Revenues - Revenue Obligations (Details) $ in Billions | Dec. 31, 2018USD ($) |
Revenue from Contract with Customer [Abstract] | |
Amount of remaining obligation | $ 3.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Percentage of remaining obligation | 43.80% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Percentage of remaining obligation | 30.80% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Percentage of remaining obligation | 14.90% |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | $ 1,393.8 | $ 1,420.6 | $ 1,444.4 | $ 1,454.3 | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 5,713.1 | $ 5,852.9 | $ 5,387 |
Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,877 | ||||||||||
Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 2,931.9 | ||||||||||
Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 723.1 | ||||||||||
Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 181.1 | ||||||||||
High-speed Internet bundles | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,052 | ||||||||||
High-speed Internet bundles | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 963.5 | ||||||||||
High-speed Internet bundles | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
High-speed Internet bundles | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
High-speed Internet bundles | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 88.5 | ||||||||||
Voice and long-distance | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,070.2 | ||||||||||
Voice and long-distance | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 120.5 | ||||||||||
Voice and long-distance | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 949.7 | ||||||||||
Voice and long-distance | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Voice and long-distance | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Video and miscellaneous | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 44.3 | ||||||||||
Video and miscellaneous | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 44.3 | ||||||||||
Video and miscellaneous | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Video and miscellaneous | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Video and miscellaneous | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Dial-up, e-mail and miscellaneous | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 88.3 | ||||||||||
Dial-up, e-mail and miscellaneous | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Dial-up, e-mail and miscellaneous | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Dial-up, e-mail and miscellaneous | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Dial-up, e-mail and miscellaneous | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 88.3 | ||||||||||
Data and integrated services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,540.8 | ||||||||||
Data and integrated services | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Data and integrated services | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,540.8 | ||||||||||
Data and integrated services | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Data and integrated services | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Small business services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 296.3 | ||||||||||
Small business services | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 296.3 | ||||||||||
Small business services | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Small business services | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Small business services | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Core wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 549.2 | ||||||||||
Core wholesale | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Core wholesale | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Core wholesale | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 549.2 | ||||||||||
Core wholesale | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Resale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 79.5 | ||||||||||
Resale | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Resale | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Resale | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 79.5 | ||||||||||
Resale | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Wireless TDM | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 9.6 | ||||||||||
Wireless TDM | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Wireless TDM | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Wireless TDM | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 9.6 | ||||||||||
Wireless TDM | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Switched access | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 64.3 | ||||||||||
Switched access | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 28.4 | ||||||||||
Switched access | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Switched access | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 35.9 | ||||||||||
Switched access | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Miscellaneous | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 139.9 | ||||||||||
Miscellaneous | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Miscellaneous | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 139.9 | ||||||||||
Miscellaneous | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Miscellaneous | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0 | ||||||||||
Service | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 4,934.4 | ||||||||||
Service | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,453 | ||||||||||
Service | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 2,630.4 | ||||||||||
Service | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 674.2 | ||||||||||
Service | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 176.8 | ||||||||||
Product sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 75.9 | $ 93.2 | $ 107.1 | ||||||||
Product sales | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 26.5 | ||||||||||
Product sales | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 48.2 | ||||||||||
Product sales | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0.7 | ||||||||||
Product sales | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 0.5 | ||||||||||
Total revenue from contracts with customers | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 5,010.3 | ||||||||||
Total revenue from contracts with customers | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 1,479.5 | ||||||||||
Total revenue from contracts with customers | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 2,678.6 | ||||||||||
Total revenue from contracts with customers | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 674.9 | ||||||||||
Total revenue from contracts with customers | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 177.3 | ||||||||||
Other service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 702.8 | ||||||||||
Other service revenues | Consumer & Small Business | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 397.5 | ||||||||||
Other service revenues | Enterprise | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 253.3 | ||||||||||
Other service revenues | Wholesale | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | 48.2 | ||||||||||
Other service revenues | Consumer CLEC | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenues and sales | $ 3.8 |
Employee Benefit Plans and Po_3
Employee Benefit Plans and Postretirement Benefits: - Components of Pension Expense and Postretirement Expense (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Amortization of prior service credit | $ 2.8 | ||||
Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Benefits earned during the year | $ 3.5 | $ 8.1 | $ 8.7 | ||
Interest cost on benefit obligation | 43.1 | 46.3 | 53.2 | ||
Net actuarial loss | $ 10.5 | 14.9 | 10.5 | 60.7 | |
Amortization of net actuarial loss | 0 | 0 | 0 | ||
Amortization of prior service credit | (4.8) | (0.4) | (0.3) | ||
Plan curtailments and settlements | (2.7) | 0 | 0.1 | ||
Expected return on plan assets | (55) | (54.4) | (63.3) | ||
Net periodic benefit (income) expense | (1) | 10.1 | 59.1 | ||
Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Benefits earned during the year | 0 | 0 | 0 | ||
Interest cost on benefit obligation | 0.8 | 1.1 | 1.3 | ||
Net actuarial loss | 0 | 0 | 0 | ||
Amortization of net actuarial loss | 0.2 | 0.1 | 0.2 | ||
Amortization of prior service credit | (0.3) | (0.3) | (0.8) | ||
Plan curtailments and settlements | 0 | 0 | (5.5) | ||
Expected return on plan assets | 0 | 0 | 0 | ||
Net periodic benefit (income) expense | $ 0.7 | $ 0.9 | $ (4.8) |
Employee Benefit Plans and Po_4
Employee Benefit Plans and Postretirement Benefits: - Estimated Amounts to be Amortized from Accumulated Other Comprehensive Income (Loss) into Net Periodic Benefit Expense (Income) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 29, 2018 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Discount rate | 4.31% | ||||
Actuarial gain (loss) | $ (2.7) | ||||
Prior service credit | 2.8 | ||||
Net actuarial gain recognized as a result of remeasurement | $ (5.6) | ||||
Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Discount rate | 4.34% | 3.68% | 3.68% | ||
Actuarial gain (loss) | $ (80.8) | $ 53.1 | |||
Prior service credit | $ (4.8) | $ (0.4) | $ (0.3) | ||
Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Discount rate | 4.38% | 3.74% | |||
Actuarial gain (loss) | $ (7.2) | $ 1.3 | |||
Prior service credit | $ (0.3) | $ (0.3) | (0.8) | ||
Curtailment gains as a result of remeasurement | 5.5 | ||||
Minimum percentage of unrecognized actuarial gains or losses that are amortized over the lesser of 10 years or the average remaining service life of active employees | 10.00% | ||||
Amortization period, maximum | 10 years | ||||
Cost of Sales | Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Curtailment gains as a result of remeasurement | 4.5 | ||||
Selling, General and Administrative Expenses | Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Curtailment gains as a result of remeasurement | $ 1 | ||||
Change In Discount Rate | Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Actuarial gain (loss) | $ 75.6 | ||||
Change In Discount Rate | Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Actuarial gain (loss) | 1.5 | ||||
Other Assumption Changes | Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Actuarial gain (loss) | 20.8 | ||||
Other Assumption Changes | Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Actuarial gain (loss) | 1.6 | ||||
Plan Experience | Pension Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Actuarial gain (loss) | (15.6) | ||||
Plan Experience | Postretirement Benefits | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Actuarial gain (loss) | $ 4.1 |
Employee Benefit Plans and Po_5
Employee Benefit Plans and Postretirement Benefits: - Summary of Plan Assets, Projected Benefit Obligation and Funded Status of Plans (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Change in Fair Value of Plan Assets | ||||
Employer contributions | $ 17.7 | |||
Change in Projected Benefit Obligation | ||||
Actuarial (gain) loss | $ (2.7) | |||
Pension Benefits | ||||
Change in Fair Value of Plan Assets | ||||
Fair value of plan assets at beginning of year | 841.4 | $ 799.4 | ||
Actual return on plan assets | (41.1) | 97.3 | ||
Employer contributions | 18.5 | 30.1 | ||
Participant contributions | 0 | 0 | ||
Benefits paid | (77.9) | (85.9) | ||
Settlements | 0 | 0.5 | ||
Fair value of plan assets at end of year | 740.9 | 841.4 | $ 799.4 | |
Change in Projected Benefit Obligation | ||||
Projected benefit obligation at beginning of year | 1,157.9 | 1,145.4 | ||
Interest cost on projected benefit obligations | 43.1 | 46.3 | 53.2 | |
Service cost, including amounts capitalized amounts related to capital projects | 6.2 | |||
Service costs | 3.5 | 8.1 | 8.7 | |
Plan amendments | (2.8) | (9.1) | ||
Actuarial (gain) loss | (80.8) | 53.1 | ||
Curtailments | (2.7) | 0 | ||
Projected benefit obligation at end of year | 1,043 | 1,157.9 | 1,145.4 | |
Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: | ||||
Current liabilities | (16) | (20.1) | ||
Noncurrent liabilities | (286.1) | (296.4) | ||
Funded status recognized in the consolidated balance sheets | (302.1) | (316.5) | ||
Amounts recognized in accumulated other comprehensive income: | ||||
Net actuarial loss (gain) | 0 | 0 | ||
Prior service credits | 8.2 | 10.2 | ||
Net amount recognized in accumulated other comprehensive income | 8.2 | 10.2 | ||
Pension benefits paid from company assets | 0.8 | 1.1 | ||
Postretirement Benefits | ||||
Change in Fair Value of Plan Assets | ||||
Fair value of plan assets at beginning of year | 0.4 | 0.4 | ||
Actual return on plan assets | 0 | 0 | ||
Employer contributions | 1.3 | 3 | ||
Participant contributions | 2.8 | 3 | ||
Benefits paid | (4.1) | (6) | ||
Settlements | 0 | 0 | ||
Fair value of plan assets at end of year | 0.4 | 0.4 | 0.4 | |
Change in Projected Benefit Obligation | ||||
Projected benefit obligation at beginning of year | 27.4 | 28 | ||
Interest cost on projected benefit obligations | 0.8 | 1.1 | 1.3 | |
Service costs | 0 | 0 | 0 | |
Plan amendments | 0 | 0 | ||
Actuarial (gain) loss | (7.2) | 1.3 | ||
Curtailments | 0 | 0 | ||
Projected benefit obligation at end of year | 19.7 | 27.4 | $ 28 | |
Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: | ||||
Current liabilities | (1.3) | (1.9) | ||
Noncurrent liabilities | (18) | (25.1) | ||
Funded status recognized in the consolidated balance sheets | (19.3) | (27) | ||
Amounts recognized in accumulated other comprehensive income: | ||||
Net actuarial loss (gain) | 1.5 | (5.9) | ||
Prior service credits | 0.9 | 1.2 | ||
Net amount recognized in accumulated other comprehensive income | 2.4 | $ (4.7) | ||
Contribution to postretirement plan | $ 1.3 |
Employee Benefit Plans and Po_6
Employee Benefit Plans and Postretirement Benefits: - Actuarial Assumptions Used to Calculate Pension and Postretirement Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Accumulated benefit obligation for company pension plan and executive retirement agreements | $ 1,033.2 | $ 1,141.7 | $ 1,105.5 |
Discount rate | 4.00% | 4.19% | 4.40% |
Expected return on plan assets | 7.00% | 7.00% | 7.00% |
Rate of compensation increase | 2.00% | 2.00% | 2.00% |
Postretirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 3.74% | 4.26% | 4.67% |
Expected return on plan assets | 7.00% | 7.00% | 7.00% |
Rate of compensation increase | 0.00% | 0.00% | 0.00% |
Employee Benefit Plans and Po_7
Employee Benefit Plans and Postretirement Benefits: - Actuarial Assumptions Used to Calculate the Projected Benefit Obligations (Details) | Dec. 31, 2018 | Jun. 30, 2018 | Jun. 29, 2018 | Dec. 31, 2017 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Discount rate | 4.31% | |||
Pension Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Discount rate | 4.34% | 3.68% | 3.68% | |
Expected return on plan assets | 7.00% | 7.00% | ||
Rate of compensation increase | 2.00% | 2.00% | ||
Postretirement Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Discount rate | 4.38% | 3.74% | ||
Expected return on plan assets | 7.00% | 7.00% | ||
Rate of compensation increase | 0.00% | 0.00% |
Employee Benefit Plans and Po_8
Employee Benefit Plans and Postretirement Benefits: - Information Regarding the Healthcare Cost Trend Rate (Details) | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Healthcare cost trend rate assumed for next year | 6.25% | 6.50% |
Rate that the cost trend ultimately declines to | 5.00% | 5.00% |
Pension Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Expected return on plan assets | 7.00% | 7.00% |
Pension Benefits | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 31.00% | |
Pension Benefits | Fixed Income Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 49.00% | |
Pension Benefits | Real estate LLCs | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 20.00% |
Employee Benefit Plans and Po_9
Employee Benefit Plans and Postretirement Benefits: - Asset Allocation for the Pension Plan, by Asset Category (Details) | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 100.00% | 100.00% |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 24.40% | 28.90% |
Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 53.50% | 53.30% |
Alternative investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 21.60% | 15.70% |
Money market and other short-term interest bearing securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 0.50% | 2.10% |
Minimum | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 25.80% | |
Minimum | Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 35.50% | |
Minimum | Alternative investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 14.70% | |
Minimum | Money market and other short-term interest bearing securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 0.00% | |
Maximum | Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 35.80% | |
Maximum | Fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 60.50% | |
Maximum | Alternative investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 24.70% | |
Maximum | Money market and other short-term interest bearing securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target Allocation | 6.50% |
Employee Benefit Plans and P_10
Employee Benefit Plans and Postretirement Benefits: - Fair Values of Pension and Post Retirement Benefit Plan Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | $ 740.9 | $ 841.4 | $ 799.4 |
Pension Benefits | Investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 606.3 | ||
Pension Benefits | Investments | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 93.9 | 113.7 | |
Pension Benefits | Investments | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 441.3 | 542.4 | |
Pension Benefits | Investments | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 71.1 | 73.5 | 79.2 |
Pension Benefits | Investments | Money market fund and interest bearing cash | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 41 | ||
Pension Benefits | Investments | Money market fund and interest bearing cash | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Money market fund and interest bearing cash | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 41 | 56 | |
Pension Benefits | Investments | Money market fund and interest bearing cash | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common collective and other trust funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 137.6 | ||
Pension Benefits | Investments | Common collective and other trust funds | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common collective and other trust funds | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 137.6 | 202 | |
Pension Benefits | Investments | Common collective and other trust funds | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Government and agency securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 241.1 | ||
Pension Benefits | Investments | Government and agency securities | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Government and agency securities | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 241.1 | 250.7 | |
Pension Benefits | Investments | Government and agency securities | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 21.6 | ||
Pension Benefits | Investments | Corporate bonds and asset backed securities | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 21.6 | 27.3 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - domestic | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 21.8 | ||
Pension Benefits | Investments | Common and preferred stocks - domestic | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 21.8 | 35 | |
Pension Benefits | Investments | Common and preferred stocks - domestic | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - domestic | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - international | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 29.2 | ||
Pension Benefits | Investments | Common and preferred stocks - international | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 29.2 | 26.5 | |
Pension Benefits | Investments | Common and preferred stocks - international | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - international | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Mutual fund | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 42.5 | ||
Pension Benefits | Investments | Mutual fund | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 42.5 | 51.7 | |
Pension Benefits | Investments | Mutual fund | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Mutual fund | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Real estate LLCs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 70.3 | ||
Pension Benefits | Investments | Real estate LLCs | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Real estate LLCs | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Real estate LLCs | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 70.3 | 72.7 | $ 78.4 |
Pension Benefits | Investments | Derivative financial instruments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | ||
Pension Benefits | Investments | Derivative financial instruments | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Derivative financial instruments | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 6.4 | |
Pension Benefits | Investments | Derivative financial instruments | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Other investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 1.2 | ||
Pension Benefits | Investments | Other investments | Quoted Price in Active Markets for Identical Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0.4 | 0.5 | |
Pension Benefits | Investments | Other investments | Significant Other Observable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Other investments | Significant Unobservable Inputs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0.8 | 0.8 | |
Fair Value, Measurements, Recurring | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 740.9 | 841.4 | |
Fair Value, Measurements, Recurring | Investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 742.8 | 851.3 | |
Fair Value, Measurements, Recurring | Pension Benefits | Investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 729.6 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Money market fund and interest bearing cash | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 56 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Common collective and other trust funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 202 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Government and agency securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 250.7 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Corporate bonds and asset backed securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 27.3 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Common and preferred stocks - domestic | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 35 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Common and preferred stocks - international | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 26.5 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Mutual fund | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 51.7 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Real estate LLCs | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 72.7 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Derivative financial instruments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 6.4 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Other investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 1.3 | ||
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Pooled funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 96.5 | 85.1 | |
Fair Value, Measurements, Recurring | Pension Benefits | Investments | Real estate and private equity funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 40 | 36.6 | |
Fair Value, Measurements, Recurring | Pension Benefits | Dividends and interest receivable | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 1 | 4.4 | |
Fair Value, Measurements, Recurring | Pension Benefits | Pending trades and other liabilities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | $ 2.9 | $ (14.3) |
Employee Benefit Plans and P_11
Employee Benefit Plans and Postretirement Benefits: - Pension Plan Assets, Unobservable Input Reconciliation (Details) - Pension Benefits - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at beginning of year | $ 841.4 | $ 799.4 |
Fair value of plan assets at end of year | 740.9 | 841.4 |
Investments | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at end of year | 606.3 | |
Investments | Real estate LLCs | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at end of year | 70.3 | |
Significant Unobservable Inputs | Investments | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at beginning of year | 73.5 | 79.2 |
Unrealized (loss) gains | (2.3) | (5.6) |
Purchases and sales, net | (0.1) | (0.1) |
Fair value of plan assets at end of year | 71.1 | 73.5 |
Significant Unobservable Inputs | Investments | Real estate LLCs | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at beginning of year | 72.7 | 78.4 |
Unrealized (loss) gains | (2.4) | (5.7) |
Purchases and sales, net | 0 | 0 |
Fair value of plan assets at end of year | 70.3 | 72.7 |
Significant Unobservable Inputs | Investments | Guaranteed annuity contract | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at beginning of year | 0.8 | 0.8 |
Unrealized (loss) gains | 0.1 | 0.1 |
Purchases and sales, net | (0.1) | (0.1) |
Fair value of plan assets at end of year | $ 0.8 | $ 0.8 |
Employee Benefit Plans and P_12
Employee Benefit Plans and Postretirement Benefits: - Estimated Future Employer Contributions, Benefit Payments, Including Executive Retirement Agreements (Details) $ in Millions | Dec. 31, 2018USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Expected employer contributions in 2019 | $ 15.2 |
Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Expected employer contributions in 2019 | 16 |
Expected benefit payments: | |
2019 | 77.2 |
2020 | 76.1 |
2021 | 74.7 |
2022 | 73.5 |
2023 | 72.5 |
2024-2028 | 338.5 |
Postretirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Expected employer contributions in 2019 | 1.3 |
Expected benefit payments: | |
2019 | 1.3 |
2020 | 1.2 |
2021 | 1.2 |
2022 | 1.1 |
2023 | 1.1 |
2024-2028 | $ 5.8 |
Employee Benefit Plans and P_13
Employee Benefit Plans and Postretirement Benefits: - Narrative (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Expected employer contributions in 2019 | $ 15.2 | ||
Matching contribution to employee savings accounts, maximum | 4.00% | ||
Matching contribution to employee savings accounts, employees contributions, minimum | 5.00% | ||
Recorded expenses related to the employee savings plan | $ 22 | $ 22.9 | $ 21.1 |
Annual matching contribution to defined contribution plan, Common Stock (in shares) | 3.6 | 0.6 | 0.6 |
Value of contributions by employer to defined contribution plan, Common Stock | $ 28.3 | $ 22.7 | $ 24 |
Cash contributions by employer to defined contribution plan | $ 0.6 | ||
Other Pension, Postretirement and Supplemental Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected employer contributions in 2019 | $ 0.8 |
Share-Based Compensation Plan_3
Share-Based Compensation Plans: - Stock Options Narrative and Assumptions (Details) $ / shares in Units, $ in Millions | May 23, 2018 | Dec. 31, 2018$ / sharesshares | Jun. 01, 2018USD ($) | May 31, 2018shares | Dec. 31, 2017shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Reverse stock split conversion ratio (in shares) | 0.2 | ||||
Shares authorized before reverse stock split | 4,900,000 | ||||
Shares authorized after reverse stock split | $ | $ 6.8 | ||||
Aggregate intrinsic value for options vested or expected to vest | 1,024,000 | 34,200 | |||
Option, maximum term | 10 years | ||||
Weighted-average fair value of stock options granted during the year (usd per share) | $ / shares | $ 4.25 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Expected life | 6 years 1 month | ||||
Expected volatility | 58.70% | ||||
Dividend yield | 0.00% | ||||
Risk-free interest rate | 2.60% | ||||
Restricted Stock Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares available for grant | 2,100,000 | ||||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 1,079,300 |
Share-Based Compensation Plan_4
Share-Based Compensation Plans: - Stock Option Activity and Restricted Stock Unit Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Beginning of Period [Abstract] | |||
Outstanding at December 31, 2017 (in shares) | 34,200 | ||
Exercised (in shares) | 0 | ||
Canceled and forfeited (in shares) | (89,500) | ||
Outstanding at December 31, 2018 (in shares) | 1,024,000 | 34,200 | |
Number of shares vested or expected to vest at December 31, 2018 | 903,200 | ||
Number of shares exercisable at December 31, 2018 | 17,200 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Outstanding (in dollars per share) | $ 8.33 | $ 68.20 | |
Granted (in dollars per share) | 7.50 | ||
Exercised (in dollars per share) | 0 | ||
Canceled and forfeited (in dollars per share) | 21.15 | ||
Weighted-average exercise price of options outstanding (in dollars per share) | 8.45 | ||
Weighted-average exercise price of options vested or expected to vest (in dollars per share) | $ 57.01 | ||
Weighted-average remaining contractual life of options outstanding | 9 years | ||
Weighted-average remaining contractual life of options vested or expected to vest | 9 years | ||
Weighted-average remaining contractual life of exercisable options | 1 year 6 months | ||
Aggregate intrinsic value for options outstanding | $ 0 | ||
Aggregate intrinsic value for options vested or expected to vest | 0 | ||
Aggregate intrinsic value for exercisable options | $ 0 | ||
Options Outstanding, Number of Options (in shares) | 1,024,000 | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 8.33 | ||
Options Exercisable, Number of Options (in shares) | 17,200 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 57.01 | ||
Compensation not yet recognized | $ 2.8 | ||
Weighted average vesting period | 2 years 2 months | ||
Operating target consideration period | 3 years | ||
Granted (in shares) | 0 | ||
$7.50 - $7.60 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Options Outstanding, Number of Options (in shares) | 1,006,800 | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 7.50 | ||
Options Exercisable, Number of Options (in shares) | 0 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 0 | ||
$20.90 - $24.00 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Options Outstanding, Number of Options (in shares) | 1,000 | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 21.04 | ||
Options Exercisable, Number of Options (in shares) | 1,000 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 21.04 | ||
$43.95 - $91.35 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Options Outstanding, Number of Options (in shares) | 16,200 | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 59.37 | ||
Options Exercisable, Number of Options (in shares) | 16,200 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 59.37 | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Granted (in shares) | 0 | 725,900 | 276,000 |
Minimum | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Award vesting period | 2 years | ||
Share based compensation arrangement by share based payment award vested shares as percentage of award | 0.00% | ||
Maximum | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Award vesting period | 3 years | ||
Share based compensation arrangement by share based payment award vested shares as percentage of award | 150.00% |
Share-Based Compensation Plan_5
Share-Based Compensation Plans: - Restricted Stock Vesting Periods and Grant Date Fair Value for Shares Issued (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | ||
Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 150,700 | 1,110,200 | 337,100 |
Grant date fair value (Dollars in millions) | $ 1.1 | $ 166.5 | $ 49.5 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 725,900 | 276,000 |
Grant date fair value (Dollars in millions) | $ 0 | $ 130.5 | $ 39.5 |
Vest variably over remaining required service period, up to three years | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 571,700 | 276,200 |
Vest variably over remaining required service period, up to three years | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 474,200 | 0 |
Vest ratably over a three-year service period | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 490,300 | 0 |
Vest one year from date of grant, service based - granted to non-employee directors | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 109,600 | 41,400 | 39,600 |
Vest immediately on date of grant, service based - granted to non-employee directors | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 41,100 | 0 | 0 |
Vest two years from date of grant, service based | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 0 | 10,600 |
Vest three years from date of grant, service based | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 6,800 | 10,700 |
Vest contingently at the end of the respective performance period | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total granted (in shares) | 0 | 251,700 | 276,000 |
Share-Based Compensation Plan_6
Share-Based Compensation Plans: - Restricted Share Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
(Thousands) Underlying Number of Shares | |||
Granted (in shares) | 0 | ||
Restricted Stock and Restricted Stock Units | |||
(Thousands) Underlying Number of Shares | |||
Beginning balance (in shares) | 1,022,800 | ||
Granted (in shares) | 150,700 | 1,110,200 | 337,100 |
Vested (in shares) | (576,100) | ||
Forfeited (in shares) | (75,300) | ||
Ending balance (in shares) | 522,100 | 1,022,800 | |
Weighted Average Fair Value Per Share | |||
Beginning balance (usd per share) | $ 31.45 | ||
Vested (usd per share) | 32.87 | ||
Forfeited (usd per share) | 28.37 | ||
Ending balance (usd per share) | $ 23.34 | $ 31.45 | |
Restricted Stock Units (RSUs) | |||
(Thousands) Underlying Number of Shares | |||
Beginning balance (in shares) | 520,700 | ||
Granted (in shares) | 0 | 725,900 | 276,000 |
Vested (in shares) | (103,700) | ||
Forfeited (in shares) | (91,600) | ||
Ending balance (in shares) | 325,400 | 520,700 | |
Weighted Average Fair Value Per Share | |||
Beginning balance (usd per share) | $ 32.90 | ||
Vested (usd per share) | 36.09 | ||
Forfeited (usd per share) | 27.70 | ||
Ending balance (usd per share) | $ 28.35 | $ 32.90 | |
Windstream Holdings, Inc. | Restricted Stock and Restricted Stock Units | |||
(Thousands) Underlying Number of Shares | |||
Granted (in shares) | 150,700 | ||
Weighted Average Fair Value Per Share | |||
Granted (usd per share) | $ 7.30 | ||
Windstream Holdings, Inc. | Restricted Stock Units (RSUs) | |||
(Thousands) Underlying Number of Shares | |||
Granted (in shares) | 0 | ||
Weighted Average Fair Value Per Share | |||
Granted (usd per share) | $ 0 |
Share-Based Compensation Plan_7
Share-Based Compensation Plans: - Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Share-based Compensation Expense [Line Items] | |||
Employee savings plan (See Note 9) | $ 0 | $ 22.9 | $ 21.1 |
Management incentive compensation plans | 0 | 0 | 0.6 |
Share-based compensation expense | 11.3 | 55.4 | 41.6 |
Common Stock and Additional Paid-In Capital | Restricted Stock and Restricted Stock Units | |||
Schedule of Share-based Compensation Expense [Line Items] | |||
Restricted stock and restricted units and stock options | $ 11.3 | $ 32.5 | $ 19.9 |
Share-Based Compensation Plan_8
Share-Based Compensation Plans: - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 7.2 | ||
Weighted average vesting period | 2 years 2 months | ||
Fair value of shares vested | $ 22.7 | $ 40 | $ 22.9 |
Share-based compensation expense | 13.3 | 35.8 | 21.8 |
Common Stock and Additional Paid-In Capital | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 13.3 | 35.8 | 21.8 |
Restricted Stock and Restricted Stock Units | Common Stock and Additional Paid-In Capital | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 11.3 | $ 32.5 | $ 19.9 |
Equity Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average vesting period | 8 months |
Merger, Integration and Other_3
Merger, Integration and Other Costs and Restructuring Charges - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Sep. 30, 2017employee | Jun. 30, 2017employee | Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($)employee | Dec. 31, 2018USD ($)position | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||||
Reversal of accrued liabilities | $ 0 | $ 0 | $ 2 | ||||
Restructuring, number of positions eliminated | 700 | 375 | 725 | 800 | |||
Merger, integration and restructuring costs incurred, net of tax | 56.4 | 113.6 | 21 | ||||
Severance and Benefit Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Costs incurred | 24.6 | $ 24.6 | $ 24.6 | 35 | $ 18.7 | ||
Lease Termination Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Costs incurred | 20.4 | $ 20.4 | $ 20.4 | ||||
EarthLink | Severance and Benefit Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 6.9 | 39 | |||||
EarthLink | Lease Termination Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 4.9 | 22.5 | |||||
EarthLink | Investment Banking, Legal and Other Consulting Services | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 24 | ||||||
EarthLink | Other Miscellaneous Expense | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 3.7 | 3.2 | |||||
EarthLink | Compensation Expense | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 10.1 | ||||||
EarthLink | Rebranding and Marketing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 5.3 | ||||||
Broadview | Severance and Benefit Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 1.8 | 4.7 | |||||
Broadview | Lease Termination Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ 2.3 | 3.7 | |||||
Broadview | Investment Banking, Legal and Other Consulting Services | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ 4.5 |
Merger, Integration and Other_4
Merger, Integration and Other Costs and Restructuring Charges - Summary of Merger, Integration and Other Costs and Restructuring Charges (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Information technology conversion costs | $ 1.1 | $ 3 | $ 0.3 |
Legal fees related to Uniti spin-off litigation (see Note 17) | 7.2 | 7.5 | 0 |
Costs related to sale of data center business | 0 | 0 | 0.9 |
Network optimization and contract termination costs | 0 | 8.5 | 11.9 |
Consulting and other costs | 1.5 | 0 | 0 |
Reversal of lease termination costs | 0 | 0 | (2) |
Total merger, integration and other costs | 31.9 | 137.4 | 13.8 |
Restructuring charges | 45 | 43 | 20.3 |
Total merger, integration and other costs and restructuring charges | 76.9 | 180.4 | 34.1 |
EarthLink | |||
Restructuring Cost and Reserve [Line Items] | |||
Costs related to acquisitions and mergers | 15.5 | 104.1 | 2.7 |
Broadview | |||
Restructuring Cost and Reserve [Line Items] | |||
Costs related to acquisitions and mergers | 4.1 | 14.3 | 0 |
MASS and ATC | |||
Restructuring Cost and Reserve [Line Items] | |||
Costs related to acquisitions and mergers | $ 2.5 | $ 0 | $ 0 |
Merger, Integration and Other_5
Merger, Integration and Other Costs and Restructuring Charges - Summary of Activities Related to Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Reserve [Roll Forward] | ||||
Expenses incurred in period | $ 45 | $ 43 | $ 20.3 | |
Merger, Integration and Other Charges | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance, beginning of period | 10.3 | 1.5 | ||
Expenses incurred in period | 31.9 | 137.4 | ||
Cash outlays during the period | (38.2) | (128.6) | ||
Balance, ending of period | 4 | 10.3 | 1.5 | |
Severance and Benefit Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance, beginning of period | 5 | 4.3 | ||
Expenses incurred in period | $ 22.8 | 24.6 | 35 | |
Cash outlays during the period | (17) | (34.3) | ||
Balance, ending of period | 12.6 | 5 | 4.3 | |
Lease Termination Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance, beginning of period | 4.2 | 0 | ||
Expenses incurred in period | 20.4 | 8 | ||
Cash outlays during the period | (9.3) | (3.8) | ||
Balance, ending of period | 15.3 | 4.2 | 0 | |
Total | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance, beginning of period | 19.5 | 5.8 | ||
Expenses incurred in period | 76.9 | 180.4 | ||
Cash outlays during the period | (64.5) | (166.7) | ||
Balance, ending of period | $ 31.9 | $ 19.5 | $ 5.8 |
Gain on Sale of Consumer CLEC_2
Gain on Sale of Consumer CLEC Business (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from sale of Consumer CLEC business | $ 320.9 | $ 0 | $ 0 |
Gain on sale of Consumer CLEC business | 145.4 | 0 | $ 0 |
Consumer CLEC | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from sale of Consumer CLEC business | 320.9 | ||
Gain on sale of Consumer CLEC business | 145.4 | ||
Revenue from disposal | $ 92.5 | $ 87.3 | |
Sales Revenue, Net | Consumer CLEC | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Concentration percentage | 3.00% | ||
Assets, Total | Consumer CLEC | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Concentration percentage | 2.00% |
Other-Than-Temporary Impairme_2
Other-Than-Temporary Impairment Loss on Investment in Uniti Common Stock (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2016USD ($)exchange | Mar. 31, 2016USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Other-than-temporary impairment loss on investment in Uniti common stock | $ 181.9 | $ 0 | $ 0 | $ 181.9 | ||
Number of debt-for-equity exchanges | exchange | 2 | |||||
Other income (expense), net | $ 0 | $ 0 | $ 15.2 | |||
Spin off | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Ownership percentage by noncontrolling owners | 19.60% | |||||
Line of Credit | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Repayments of lines of credit | $ 672 |
Other Expense, Net (Details)
Other Expense, Net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Income and Expenses [Abstract] | |||
(Loss) gain on disposal of data center operations | $ (7.9) | $ 0.6 | $ (10) |
Non-operating pension income (expense) | 4.5 | (2) | (50.4) |
Non-operating OPEB (expense) income | (0.7) | (0.9) | 4.8 |
Dividend income on Uniti common stock | 0 | 0 | 17.6 |
Net gain on disposal of investment in Uniti common stock | 0 | 0 | 15.2 |
Other, net | (0.8) | 0 | (1.2) |
Other expense, net | $ (4.9) | $ (2.3) | $ (24) |
Other Expense, Net - Additional
Other Expense, Net - Additional Information (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Nov. 30, 2016USD ($) | Jun. 30, 2016USD ($)exchange | Jun. 30, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | |||||||
Number of debt-for-equity exchanges | exchange | 2 | ||||||
Other income (expense), net | $ 0 | $ 0 | $ 15.2 | ||||
Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of lines of credit | $ 672 | ||||||
TierPoint LLC | Indemnification Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Indemnification liability | $ 10 | ||||||
Damages sought | $ 10 | ||||||
Loss related to indemnification claim | $ 10 | ||||||
Cash payment for settlement | $ 9.4 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income - AOCI Balances (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pension and postretirement plans | $ 7.7 | $ 4 | $ (1.2) |
Unrealized holding gains (losses) on interest rate swaps | |||
Accumulated other comprehensive income | 35.6 | 21.4 | 5.9 |
Interest Rate Swap | |||
Unrealized holding gains (losses) on interest rate swaps | |||
Designated portion | 29.7 | 20.7 | 13.7 |
De-designated portion | $ (1.8) | $ (3.3) | $ (6.6) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income - AOCI Roll-Forward (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Pension and Postretirement Plans | ||
Accumulated other comprehensive income [Roll Forward] | ||
Beginning Balance | $ 4 | |
Prior service credit arising during the period | 2 | |
Other comprehensive income before reclassifications | 5.5 | |
Amounts reclassified from accumulated comprehensive income | (3.6) | |
Ending Balance | 7.7 | |
Total | ||
Accumulated other comprehensive income [Roll Forward] | ||
Beginning Balance | 21.4 | |
Prior service credit arising during the period | 2 | |
Other comprehensive income before reclassifications | 8.3 | |
Amounts reclassified from accumulated comprehensive income | (1.3) | |
Ending Balance | 35.6 | |
Interest Rate Swap | Net (Gains) Losses on Interest Rate Swaps | ||
Accumulated other comprehensive income [Roll Forward] | ||
Beginning Balance | 17.4 | |
Prior service credit arising during the period | 0 | |
Other comprehensive income before reclassifications | 2.8 | |
Amounts reclassified from accumulated comprehensive income | 2.3 | |
Ending Balance | $ 27.9 | |
Cumulative effect of adoption of ASU 2017-12 | Pension and Postretirement Plans | ||
Accumulated other comprehensive income [Roll Forward] | ||
Cumulative effect of adoption | $ 0 | |
Cumulative effect of adoption of ASU 2017-12 | Total | ||
Accumulated other comprehensive income [Roll Forward] | ||
Cumulative effect of adoption | 1.7 | |
Cumulative effect of adoption of ASU 2017-12 | Interest Rate Swap | Net (Gains) Losses on Interest Rate Swaps | ||
Accumulated other comprehensive income [Roll Forward] | ||
Cumulative effect of adoption | 1.7 | |
Cumulative effect of adoption of ASU 2018-02 | Pension and Postretirement Plans | ||
Accumulated other comprehensive income [Roll Forward] | ||
Cumulative effect of adoption | (0.2) | |
Cumulative effect of adoption of ASU 2018-02 | Total | ||
Accumulated other comprehensive income [Roll Forward] | ||
Cumulative effect of adoption | 3.5 | |
Cumulative effect of adoption of ASU 2018-02 | Interest Rate Swap | Net (Gains) Losses on Interest Rate Swaps | ||
Accumulated other comprehensive income [Roll Forward] | ||
Cumulative effect of adoption | $ 3.7 |
Accumulated Other Comprehensi_5
Accumulated Other Comprehensive Income - AOCI Reclassifications (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other expense, net | $ (4.9) | $ (2.3) | $ (24) | |
Other-than-temporary impairment loss on investment in Uniti common stock | $ 181.9 | 0 | 0 | 181.9 |
Income tax benefit | 449.1 | (408.1) | (140) | |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Net loss | (1.3) | 2.8 | 129.4 | |
Reclassification out of Accumulated Other Comprehensive Income | Available-for-sale securities | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other expense, net | 0 | 0 | (51.5) | |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | 181.9 | |
Net loss | 0 | 0 | 130.4 | |
Reclassification out of Accumulated Other Comprehensive Income | Losses on interest rate swaps | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Loss before income taxes | 3 | 5.3 | 4.8 | |
Income tax benefit | (0.7) | (2) | (1.9) | |
Net loss | 2.3 | 3.3 | 2.9 | |
Reclassification out of Accumulated Other Comprehensive Income | Pension and postretirement plans: | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Loss before income taxes | (4.9) | (0.6) | (6.4) | |
Income tax benefit | 1.3 | 0.1 | 2.5 | |
Net loss | (3.6) | (0.5) | (3.9) | |
Reclassification out of Accumulated Other Comprehensive Income | Plan curtailments | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other expense, net | 0 | 0 | (5.5) | |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of net actuarial loss | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other expense, net | 0.2 | 0.1 | 0.2 | |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of prior service credits | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other expense, net | (5.1) | (0.7) | (1.1) | |
Reclassification out of Accumulated Other Comprehensive Income | Interest Rate Swap | Losses on interest rate swaps | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Interest expense | $ 3 | $ 5.3 | $ 4.8 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
Federal | $ 0.3 | $ (0.3) | $ (2.7) |
State | 7.6 | 4.9 | 1 |
Current Income Tax Expense (Benefit), Total | 7.9 | 4.6 | (1.7) |
Deferred: | |||
Federal | 356.1 | (328) | (130.2) |
State | 85.1 | (84.7) | (8.1) |
Deferred income taxes | 441.2 | (412.7) | (138.3) |
Income tax expense (benefit) | $ 449.1 | $ (408.1) | $ (140) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Taxes (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 21.00% | 35.00% | 35.00% |
Increase (decrease) | |||
State income taxes, net of federal benefit | 3.90% | 3.60% | 3.70% |
Adjust deferred taxes for state net operating loss carryforward | 0.10% | 0.00% | (0.60%) |
Transaction costs | 0.00% | (0.10%) | (0.20%) |
Valuation allowance | (183.10%) | (0.10%) | 0.00% |
Income tax reserves | 0.00% | 0.00% | 0.10% |
Research and development credit | (1.00%) | 0.10% | 0.80% |
Disallowed loss | 0.00% | 0.00% | (12.10%) |
Share-based compensation | (1.00%) | (0.10%) | 0.00% |
Debt exchange | 6.80% | (6.10%) | 0.00% |
2017 federal tax reform | 0 | (0.076) | 0 |
Goodwill impairment | 0.00% | (8.40%) | 0.00% |
Sale of Consumer CLEC business | (0.093) | 0 | 0 |
Other items, net | (1.40%) | (0.10%) | 0.00% |
Effective income tax rate | (164.00%) | 16.20% | 26.70% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | |||
Deferred tax asset, decrease due to 2017 Tax Reform | $ 192.2 | ||
Valuation allowance, deferred tax asset, amount of increase | $ 505.4 | ||
Valuation allowance | 685 | 179.6 | |
Unrecognized tax benefits that would impact effective tax rate | 7.6 | 8.3 | $ 8.6 |
Interest and penalties accrued on unrecognized tax benefits | 0.1 | 0.2 | 0.1 |
Interest and penalties recognized on unrecognized tax benefits | 0.3 | 0.3 | $ 0.1 |
Internal Revenue Service (IRS) | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | 1,920.2 | 1,796.6 | |
Tax credit carryforwards | 21.8 | 44.2 | |
State and Local Jurisdiction | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | 2,456.6 | 2,805.4 | |
Tax credit carryforwards | $ 17.7 | 19.9 | |
Federal And State Loss Carryover | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | 173 | ||
State Tax Member Carryforward | State and Local Jurisdiction | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | $ 6.6 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Property, plant and equipment | $ 825.5 | $ 876.3 |
Goodwill and other intangible assets | 477.7 | 532.5 |
Operating loss and credit carryforward | (576.8) | (595.6) |
Postretirement and other employee benefits | (79.6) | (85.6) |
Unrealized holding loss and interest rate swaps | 7.2 | 4.5 |
Deferred compensation | (2.3) | (2.8) |
Bad debt | (15.1) | (14.5) |
Long-term lease obligations | (1,170.9) | (1,226.3) |
Deferred debt costs | (19.2) | (2) |
Share-based compensation | (6.8) | (7.9) |
Other, net | (20.4) | (29) |
Deferred tax liability (asset), gross | (580.7) | (550.4) |
Valuation allowance | 685 | 179.6 |
Deferred tax assets, net | (370.8) | |
Deferred tax assets | (1,954) | (2,000.7) |
Deferred tax liabilities | 2,058.3 | $ 1,629.9 |
Deferred tax liabilities, net | $ 104.3 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 8.7 | $ 8.8 | $ 10.1 |
Additions based on EarthLink acquisition | 0 | 2.5 | 0 |
Additions based on tax positions related to current year | 0 | 0.7 | 0.7 |
Reductions for tax positions of prior years | (0.7) | (1.2) | (1.6) |
Settlements | 0 | (2.1) | (0.4) |
Ending balance | $ 8 | $ 8.7 | $ 8.8 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Rental Commitments for All Non-Cancelable Operating Leases (Details) $ in Millions | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 159 |
2020 | 108.8 |
2021 | 87.3 |
2022 | 66.3 |
2023 | 51.2 |
Thereafter | 182.6 |
Total | $ 655.2 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) | Feb. 15, 2019USD ($) | Feb. 28, 2017lawsuit | Dec. 31, 2018USD ($)customers | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 5,728,100,000 | $ 5,843,900,000 | |||
Rental expense | $ 162,000,000 | $ 161,600,000 | $ 115,500,000 | ||
Number of shareholders filing class action complaints | lawsuit | 2 | ||||
Number of derivative lawsuits filed | lawsuit | 2 | ||||
Number of claims filed | lawsuit | 4 | ||||
Number of business customers with communication service agreements | customers | 1 | ||||
USAC accrued funding | $ 16,600,000 | ||||
USAC funding previously remitted | $ 6,000,000 | ||||
Senior Notes Due August 2023 | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate, percentage | 6.375% | ||||
Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Litigation settlement, amount awarded to other party | $ 310,459,959.10 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2018segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Revenues to Consolidated Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and sales: | $ 1,393.8 | $ 1,420.6 | $ 1,444.4 | $ 1,454.3 | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 5,713.1 | $ 5,852.9 | $ 5,387 |
Costs and expenses | 5,416.5 | 7,443.5 | 4,826 | ||||||||
Segment income | $ 63.7 | $ 75.6 | $ 88.3 | $ 69 | $ (1,778.4) | $ 41.2 | $ 102.5 | $ 44.1 | 296.6 | (1,590.6) | 561 |
Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and sales: | 5,713.1 | 5,852.9 | 5,387 | ||||||||
Costs and expenses | 3,386.6 | 3,527.1 | 3,154 | ||||||||
Segment income | 2,326.5 | 2,325.8 | 2,233 | ||||||||
Consumer & Small Business | Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and sales: | 1,877 | 1,978.3 | 2,063.3 | ||||||||
Costs and expenses | 787.4 | 848.5 | 870.7 | ||||||||
Segment income | 1,089.6 | 1,129.8 | 1,192.6 | ||||||||
Enterprise | Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and sales: | 2,931.9 | 2,942.1 | 2,587.9 | ||||||||
Costs and expenses | 2,303.7 | 2,364.9 | 2,075.7 | ||||||||
Segment income | 628.2 | 577.2 | 512.2 | ||||||||
Wholesale | Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and sales: | 723.1 | 756.6 | 720.8 | ||||||||
Costs and expenses | 216.5 | 226.8 | 194.5 | ||||||||
Segment income | 506.6 | 529.8 | 526.3 | ||||||||
Consumer CLEC | Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and sales: | 181.1 | 175.9 | 15 | ||||||||
Costs and expenses | 79 | 86.9 | 13.1 | ||||||||
Segment income | $ 102.1 | $ 89 | $ 1.9 |
Segment Information - Reconci_2
Segment Information - Reconciliation of Segment Income to Consolidated Net Income (Details) - USD ($) | Nov. 01, 2018 | Aug. 02, 2018 | Nov. 01, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||||||
Segment income | $ 63,700,000 | $ 75,600,000 | $ 88,300,000 | $ 69,000,000 | $ (1,778,400,000) | $ 41,200,000 | $ 102,500,000 | $ 44,100,000 | $ 296,600,000 | $ (1,590,600,000) | $ 561,000,000 | |||||
Depreciation and amortization | (1,526,700,000) | (1,470,000,000) | (1,263,500,000) | |||||||||||||
Goodwill impairment | $ 0 | $ 0 | (1,840,800,000) | 0 | (1,840,800,000) | 0 | ||||||||||
Merger, integration and other costs | (31,900,000) | (137,400,000) | (13,800,000) | |||||||||||||
Restructuring charges | (45,000,000) | (43,000,000) | (20,300,000) | |||||||||||||
Costs and expenses | (5,416,500,000) | (7,443,500,000) | (4,826,000,000) | |||||||||||||
Other expense, net | (4,900,000) | (2,300,000) | (24,000,000) | |||||||||||||
Gain on sale of Consumer CLEC business | 145,400,000 | 0 | 0 | |||||||||||||
Net gain (loss) on early extinguishment of debt | $ 190,300,000 | 190,300,000 | (56,400,000) | (18,000,000) | ||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | $ (181,900,000) | 0 | 0 | (181,900,000) | ||||||||||||
Interest expense | $ (13,800,000) | (901,300,000) | (875,400,000) | (860,600,000) | ||||||||||||
Income tax (expense) benefit | (449,100,000) | 408,100,000 | 140,000,000 | |||||||||||||
Net loss | $ (549,200,000) | $ 41,300,000 | $ (93,700,000) | $ (121,400,000) | $ (1,835,700,000) | $ (101,500,000) | $ (68,100,000) | $ (111,300,000) | (723,000,000) | (2,116,600,000) | (383,500,000) | |||||
Corporate, Non-Segment | ||||||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||||||
Costs and expenses | (426,300,000) | (425,200,000) | (374,400,000) | |||||||||||||
Operating Segments | ||||||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||||||
Segment income | 2,326,500,000 | 2,325,800,000 | 2,233,000,000 | |||||||||||||
Costs and expenses | $ (3,386,600,000) | $ (3,527,100,000) | $ (3,154,000,000) |
Supplemental Guarantor Inform_3
Supplemental Guarantor Information - Additional Information (Details) - Senior Notes | Dec. 31, 2018 |
Senior Notes Due October 2020 | |
Debt Instrument [Line Items] | |
Interest rate, percentage | 7.75% |
Senior Notes Due October 2021 | |
Debt Instrument [Line Items] | |
Interest rate, percentage | 7.75% |
Senior Notes Due June 2022 | |
Debt Instrument [Line Items] | |
Interest rate, percentage | 7.50% |
Senior Notes Due April 2023 | |
Debt Instrument [Line Items] | |
Interest rate, percentage | 7.50% |
Senior Notes Due August 2023 | |
Debt Instrument [Line Items] | |
Interest rate, percentage | 6.375% |
Supplemental Guarantor Inform_4
Supplemental Guarantor Information - Statement of Comprehensive Income (Loss) (Details) - USD ($) | Nov. 01, 2018 | Aug. 02, 2018 | Nov. 01, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Revenues and sales: | ||||||||||||||||
Total revenues and sales | $ 1,393,800,000 | $ 1,420,600,000 | $ 1,444,400,000 | $ 1,454,300,000 | $ 1,497,900,000 | $ 1,497,700,000 | $ 1,491,600,000 | $ 1,365,700,000 | $ 5,713,100,000 | $ 5,852,900,000 | $ 5,387,000,000 | |||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | 889,000,000 | 896,100,000 | 782,700,000 | |||||||||||||
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 | |||||||||||||
Goodwill impairment | $ 0 | $ 0 | 1,840,800,000 | 0 | 1,840,800,000 | 0 | ||||||||||
Merger, integration and other costs | 31,900,000 | 137,400,000 | 13,800,000 | |||||||||||||
Restructuring charges | 45,000,000 | 43,000,000 | 20,300,000 | |||||||||||||
Total costs and expenses | 5,416,500,000 | 7,443,500,000 | 4,826,000,000 | |||||||||||||
Operating income (loss) | 63,700,000 | 75,600,000 | 88,300,000 | 69,000,000 | (1,778,400,000) | 41,200,000 | 102,500,000 | 44,100,000 | 296,600,000 | (1,590,600,000) | 561,000,000 | |||||
Other-than-temporary impairment loss on investment in Uniti common stock | $ (181,900,000) | 0 | 0 | (181,900,000) | ||||||||||||
Other income (expense), net | (4,900,000) | (2,300,000) | (24,000,000) | |||||||||||||
Gain on sale of Consumer CLEC business | (7,900,000) | 600,000 | (10,000,000) | |||||||||||||
Net gain (loss) on early extinguishment of debt | $ 190,300,000 | 190,300,000 | (56,400,000) | (18,000,000) | ||||||||||||
Interest expense | $ (13,800,000) | (901,300,000) | (875,400,000) | (860,600,000) | ||||||||||||
Loss before income taxes | (273,900,000) | (2,524,700,000) | (523,500,000) | |||||||||||||
Income tax expense (benefit) | 449,100,000 | (408,100,000) | (140,000,000) | |||||||||||||
Net loss | $ (549,200,000) | $ 41,300,000 | $ (93,700,000) | $ (121,400,000) | $ (1,835,700,000) | $ (101,500,000) | $ (68,100,000) | $ (111,300,000) | (723,000,000) | (2,116,600,000) | (383,500,000) | |||||
Comprehensive loss | (714,200,000) | (2,101,100,000) | (93,200,000) | |||||||||||||
Eliminations | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | (105,200,000) | (99,300,000) | (36,000,000) | |||||||||||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | (400,000) | (2,100,000) | (2,800,000) | |||||||||||||
Depreciation and amortization | 0 | 0 | 0 | |||||||||||||
Goodwill impairment | 0 | |||||||||||||||
Merger, integration and other costs | 0 | 0 | 0 | |||||||||||||
Restructuring charges | 0 | 0 | 0 | |||||||||||||
Total costs and expenses | (105,200,000) | (99,300,000) | (36,000,000) | |||||||||||||
Operating income (loss) | 0 | 0 | 0 | |||||||||||||
Losses from consolidated subsidiaries | 818,200,000 | 1,202,700,000 | 145,900,000 | |||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | |||||||||||||||
Other income (expense), net | 0 | 0 | 0 | |||||||||||||
Gain on sale of Consumer CLEC business | 0 | |||||||||||||||
Net gain (loss) on early extinguishment of debt | 0 | 0 | 0 | |||||||||||||
Intercompany interest income (expense) | 0 | 0 | 0 | |||||||||||||
Interest expense | 0 | 0 | 0 | |||||||||||||
Loss before income taxes | 818,200,000 | 1,202,700,000 | 145,900,000 | |||||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | |||||||||||||
Net loss | 818,200,000 | 1,202,700,000 | 145,900,000 | |||||||||||||
Comprehensive loss | 818,200,000 | 1,202,700,000 | 145,900,000 | |||||||||||||
Consolidated | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 5,713,100,000 | 5,852,900,000 | 5,387,000,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | 887,200,000 | 894,100,000 | 781,000,000 | |||||||||||||
Depreciation and amortization | 1,526,700,000 | 1,470,000,000 | 1,263,500,000 | |||||||||||||
Goodwill impairment | 0 | 1,840,800,000 | 0 | |||||||||||||
Merger, integration and other costs | 31,900,000 | 137,400,000 | 13,800,000 | |||||||||||||
Restructuring charges | 45,000,000 | 43,000,000 | 20,300,000 | |||||||||||||
Total costs and expenses | 5,414,700,000 | 7,441,500,000 | 4,824,300,000 | |||||||||||||
Operating income (loss) | 298,400,000 | (1,588,600,000) | 562,700,000 | |||||||||||||
Losses from consolidated subsidiaries | 0 | 0 | 0 | |||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 0 | (181,900,000) | |||||||||||||
Other income (expense), net | (4,900,000) | (2,300,000) | (24,000,000) | |||||||||||||
Gain on sale of Consumer CLEC business | 145,400,000 | |||||||||||||||
Net gain (loss) on early extinguishment of debt | 190,300,000 | (56,400,000) | (18,000,000) | |||||||||||||
Intercompany interest income (expense) | 0 | 0 | 0 | |||||||||||||
Interest expense | (901,300,000) | (875,400,000) | (860,600,000) | |||||||||||||
Loss before income taxes | (272,100,000) | (2,522,700,000) | (521,800,000) | |||||||||||||
Income tax expense (benefit) | 449,500,000 | (407,300,000) | (139,300,000) | |||||||||||||
Net loss | (721,600,000) | (2,115,400,000) | (382,500,000) | |||||||||||||
Comprehensive loss | (712,800,000) | (2,099,900,000) | (92,200,000) | |||||||||||||
Service revenues | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 5,637,200,000 | 5,759,700,000 | 5,279,900,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 2,854,800,000 | 2,962,700,000 | 2,647,200,000 | |||||||||||||
Service revenues | Eliminations | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | (105,200,000) | (99,300,000) | (36,000,000) | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | (104,800,000) | (97,200,000) | (33,200,000) | |||||||||||||
Service revenues | Consolidated | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 5,637,200,000 | 5,759,700,000 | 5,279,900,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 2,854,800,000 | 2,962,700,000 | 2,647,200,000 | |||||||||||||
Product sales | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 75,900,000 | 93,200,000 | 107,100,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 69,100,000 | 93,500,000 | 98,500,000 | |||||||||||||
Product sales | Eliminations | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 0 | 0 | 0 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 0 | 0 | 0 | |||||||||||||
Product sales | Consolidated | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 75,900,000 | 93,200,000 | 107,100,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 69,100,000 | 93,500,000 | 98,500,000 | |||||||||||||
Windstream Services | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 0 | 0 | 0 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | 0 | 0 | 0 | |||||||||||||
Depreciation and amortization | 5,700,000 | 9,300,000 | 13,800,000 | |||||||||||||
Goodwill impairment | 979,400,000 | |||||||||||||||
Merger, integration and other costs | 0 | 0 | 0 | |||||||||||||
Restructuring charges | 0 | 0 | 0 | |||||||||||||
Total costs and expenses | 5,700,000 | 988,700,000 | 13,800,000 | |||||||||||||
Operating income (loss) | (5,700,000) | (988,700,000) | (13,800,000) | |||||||||||||
Losses from consolidated subsidiaries | (786,900,000) | (1,018,800,000) | (65,100,000) | |||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | (181,900,000) | |||||||||||||||
Other income (expense), net | 500,000 | 200,000 | 34,600,000 | |||||||||||||
Gain on sale of Consumer CLEC business | 0 | |||||||||||||||
Net gain (loss) on early extinguishment of debt | 190,300,000 | (54,600,000) | (18,000,000) | |||||||||||||
Intercompany interest income (expense) | 54,700,000 | 84,500,000 | 116,600,000 | |||||||||||||
Interest expense | (418,900,000) | (375,800,000) | (355,100,000) | |||||||||||||
Loss before income taxes | (966,000,000) | (2,353,200,000) | (482,700,000) | |||||||||||||
Income tax expense (benefit) | (244,400,000) | (237,800,000) | (100,200,000) | |||||||||||||
Net loss | (721,600,000) | (2,115,400,000) | (382,500,000) | |||||||||||||
Comprehensive loss | (712,800,000) | (2,099,900,000) | (92,200,000) | |||||||||||||
Windstream Services | Service revenues | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 0 | 0 | 0 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 0 | 0 | 0 | |||||||||||||
Windstream Services | Product sales | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 0 | 0 | 0 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 0 | 0 | 0 | |||||||||||||
Guarantors | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 1,221,400,000 | 1,274,100,000 | 1,107,400,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | 149,000,000 | 162,400,000 | 150,700,000 | |||||||||||||
Depreciation and amortization | 441,700,000 | 365,000,000 | 301,400,000 | |||||||||||||
Goodwill impairment | 0 | |||||||||||||||
Merger, integration and other costs | 200,000 | 1,600,000 | 0 | |||||||||||||
Restructuring charges | 3,800,000 | 8,500,000 | 2,900,000 | |||||||||||||
Total costs and expenses | 1,156,400,000 | 1,180,100,000 | 958,700,000 | |||||||||||||
Operating income (loss) | 65,000,000 | 94,000,000 | 148,700,000 | |||||||||||||
Losses from consolidated subsidiaries | (80,600,000) | (195,500,000) | (65,700,000) | |||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | |||||||||||||||
Other income (expense), net | (300,000) | 200,000 | (800,000) | |||||||||||||
Gain on sale of Consumer CLEC business | 145,400,000 | |||||||||||||||
Net gain (loss) on early extinguishment of debt | 0 | (2,000,000) | 0 | |||||||||||||
Intercompany interest income (expense) | (45,100,000) | (39,600,000) | (44,600,000) | |||||||||||||
Interest expense | (141,900,000) | (149,000,000) | (149,500,000) | |||||||||||||
Loss before income taxes | (57,500,000) | (291,900,000) | (111,900,000) | |||||||||||||
Income tax expense (benefit) | 519,600,000 | (39,000,000) | (16,300,000) | |||||||||||||
Net loss | (577,100,000) | (252,900,000) | (95,600,000) | |||||||||||||
Comprehensive loss | (577,100,000) | (252,900,000) | (95,600,000) | |||||||||||||
Guarantors | Service revenues | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 1,150,300,000 | 1,190,500,000 | 1,011,000,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 500,200,000 | 565,400,000 | 417,000,000 | |||||||||||||
Guarantors | Product sales | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 71,100,000 | 83,600,000 | 96,400,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 61,500,000 | 77,200,000 | 86,700,000 | |||||||||||||
Non- Guarantors | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 4,596,900,000 | 4,678,100,000 | 4,315,600,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Selling, general and administrative | 738,600,000 | 733,800,000 | 633,100,000 | |||||||||||||
Depreciation and amortization | 1,079,300,000 | 1,095,700,000 | 948,300,000 | |||||||||||||
Goodwill impairment | 861,400,000 | |||||||||||||||
Merger, integration and other costs | 31,700,000 | 135,800,000 | 13,800,000 | |||||||||||||
Restructuring charges | 41,200,000 | 34,500,000 | 17,400,000 | |||||||||||||
Total costs and expenses | 4,357,800,000 | 5,372,000,000 | 3,887,800,000 | |||||||||||||
Operating income (loss) | 239,100,000 | (693,900,000) | 427,800,000 | |||||||||||||
Losses from consolidated subsidiaries | 49,300,000 | 11,600,000 | (15,100,000) | |||||||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | |||||||||||||||
Other income (expense), net | (5,100,000) | (2,700,000) | (57,800,000) | |||||||||||||
Gain on sale of Consumer CLEC business | 0 | |||||||||||||||
Net gain (loss) on early extinguishment of debt | 0 | 200,000 | 0 | |||||||||||||
Intercompany interest income (expense) | (9,600,000) | (44,900,000) | (72,000,000) | |||||||||||||
Interest expense | (340,500,000) | (350,600,000) | (356,000,000) | |||||||||||||
Loss before income taxes | (66,800,000) | (1,080,300,000) | (73,100,000) | |||||||||||||
Income tax expense (benefit) | 174,300,000 | (130,500,000) | (22,800,000) | |||||||||||||
Net loss | (241,100,000) | (949,800,000) | (50,300,000) | |||||||||||||
Comprehensive loss | (241,100,000) | (949,800,000) | (50,300,000) | |||||||||||||
Non- Guarantors | Service revenues | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 4,592,100,000 | 4,668,500,000 | 4,304,900,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | 2,459,400,000 | 2,494,500,000 | 2,263,400,000 | |||||||||||||
Non- Guarantors | Product sales | ||||||||||||||||
Revenues and sales: | ||||||||||||||||
Total revenues and sales | 4,800,000 | 9,600,000 | 10,700,000 | |||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of services and products sold | $ 7,600,000 | $ 16,300,000 | $ 11,800,000 |
Supplemental Guarantor Inform_5
Supplemental Guarantor Information - Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets: | |||||
Cash and cash equivalents | $ 361 | $ 43.4 | $ 59.1 | $ 31.3 | |
Accounts receivable, net | 653.1 | $ 643 | 643 | ||
Inventories | 82.4 | 93 | |||
Prepaid expenses and other | 159.7 | 180.3 | 154.3 | ||
Total current assets | 1,256.2 | 933.7 | |||
Goodwill | 2,773.7 | 2,842.4 | 4,213.6 | ||
Other intangibles, net | 1,213.1 | 1,454.4 | |||
Net property, plant and equipment | 4,920.9 | 5,391.8 | |||
Deferred income taxes | 370.8 | ||||
Other assets | 94 | 112.1 | 91.2 | ||
Total Assets | 10,257.9 | 11,084.3 | |||
Current Liabilities: | |||||
Current portion of long-term debt | 5,728.1 | 169.3 | |||
Current portion of long-term lease obligations | 4,570.3 | 188.6 | |||
Accounts payable | 503.6 | 494 | |||
Advance payments and customer deposits | 180.6 | 207.3 | |||
Accrued taxes | 87.4 | 89.5 | |||
Accrued interest | 43.5 | 52.6 | |||
Other current liabilities | 344.2 | 341.8 | 342.1 | ||
Total current liabilities | 11,457.7 | 1,543.4 | |||
Long-term debt | 0 | 5,674.6 | |||
Long-term lease obligations | 72.8 | 4,643.3 | |||
Deferred income taxes | 104.3 | 0 | |||
Other liabilities | 542.4 | 522.3 | 521.9 | ||
Total liabilities | 12,177.2 | 12,383.2 | |||
Commitments and Contingencies (See Note 17) | |||||
Member Deficit: | |||||
Common stock | 0 | 0 | |||
Additional paid-in capital | 1,250.4 | 1,191.9 | |||
Accumulated other comprehensive income | 35.6 | 21.4 | 5.9 | ||
(Accumulated deficit) retained earnings | (3,205.3) | $ (2,476.9) | (2,512.2) | ||
Total (deficit) equity | (1,919.3) | (1,298.9) | 170 | 306.4 | |
Total Liabilities and Shareholders’ Deficit | 10,257.9 | 11,084.3 | |||
Consolidated | |||||
Current Assets: | |||||
Cash and cash equivalents | 355.7 | 43.4 | |||
Restricted cash | 5.3 | ||||
Cash and cash equivalents | 361 | 43.4 | 59.1 | 31.3 | |
Accounts receivable, net | 653.1 | 643 | |||
Notes receivable - affiliate | 0 | 0 | |||
Affiliates receivable, net | 0 | 0 | |||
Inventories | 82.4 | 93 | |||
Prepaid expenses and other | 159.7 | 154.3 | |||
Total current assets | 1,256.2 | 933.7 | |||
Investments in consolidated subsidiaries | 0 | 0 | |||
Notes receivable - affiliate | 0 | 0 | |||
Goodwill | 2,773.7 | 2,842.4 | |||
Other intangibles, net | 1,213.1 | 1,454.4 | |||
Net property, plant and equipment | 4,920.9 | 5,391.8 | |||
Deferred income taxes | 370.8 | ||||
Other assets | 94 | 91.2 | |||
Total Assets | 10,257.9 | 11,084.3 | |||
Current Liabilities: | |||||
Current portion of long-term debt | 5,728.1 | 169.3 | |||
Current portion of long-term lease obligations | 4,570.3 | 188.6 | |||
Accounts payable | 503.6 | 494 | |||
Affiliates payable, net | 0 | 0 | |||
Notes payable - affiliate | 0 | 0 | |||
Advance payments and customer deposits | 180.6 | 207.3 | |||
Accrued taxes | 87.4 | 89.5 | |||
Accrued interest | 43.5 | 52.6 | |||
Other current liabilities | 344.2 | 342.1 | |||
Total current liabilities | 11,457.7 | 1,543.4 | |||
Long-term debt | 0 | 5,674.6 | |||
Long-term lease obligations | 72.8 | 4,643.3 | |||
Notes payable - affiliate | 0 | 0 | |||
Deferred income taxes | 104.3 | 0 | |||
Other liabilities | 542.4 | 521.9 | |||
Total liabilities | 12,177.2 | 12,383.2 | |||
Commitments and Contingencies (See Note 17) | |||||
Member Deficit: | |||||
Common stock | 0 | 0 | |||
Additional paid-in capital | 1,244.2 | 1,187.1 | |||
Accumulated other comprehensive income | 35.6 | 21.4 | |||
(Accumulated deficit) retained earnings | (3,199.1) | (2,507.4) | |||
Total (deficit) equity | (1,919.3) | (1,298.9) | 170 | 306.4 | |
Total Liabilities and Shareholders’ Deficit | 10,257.9 | 11,084.3 | |||
Windstream Services | |||||
Current Assets: | |||||
Cash and cash equivalents | 328.2 | ||||
Restricted cash | 5.3 | ||||
Cash and cash equivalents | 333.5 | 0 | 0 | 0 | |
Accounts receivable, net | 0 | 0 | |||
Notes receivable - affiliate | 0 | 0 | |||
Affiliates receivable, net | 0 | 0 | |||
Inventories | 0 | 0 | |||
Prepaid expenses and other | 80.3 | 26.8 | |||
Total current assets | 413.8 | 26.8 | |||
Investments in consolidated subsidiaries | 4,737.8 | 5,603.7 | |||
Notes receivable - affiliate | 0 | 0 | |||
Goodwill | 657.2 | 657.2 | |||
Other intangibles, net | 449.9 | 479.8 | |||
Net property, plant and equipment | 0.5 | 5.8 | |||
Deferred income taxes | 0 | ||||
Other assets | 22.8 | 24.5 | |||
Total Assets | 6,282 | 6,797.8 | |||
Current Liabilities: | |||||
Current portion of long-term debt | 5,628.5 | 169.3 | |||
Current portion of long-term lease obligations | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Affiliates payable, net | 2,380 | 1,968.1 | |||
Notes payable - affiliate | 0 | 0 | |||
Advance payments and customer deposits | 0 | 0 | |||
Accrued taxes | 0 | 0 | |||
Accrued interest | 41.4 | 50.2 | |||
Other current liabilities | 37.8 | 15.6 | |||
Total current liabilities | 8,087.7 | 2,203.2 | |||
Long-term debt | 5,575 | ||||
Long-term lease obligations | 0 | 0 | |||
Notes payable - affiliate | 0 | 0 | |||
Deferred income taxes | 104.3 | 295.1 | |||
Other liabilities | 9.3 | 23.4 | |||
Total liabilities | 8,201.3 | 8,096.7 | |||
Commitments and Contingencies (See Note 17) | |||||
Member Deficit: | |||||
Common stock | 0 | 0 | |||
Additional paid-in capital | 1,244.2 | 1,187.1 | |||
Accumulated other comprehensive income | 35.6 | 21.4 | |||
(Accumulated deficit) retained earnings | (3,199.1) | (2,507.4) | |||
Total (deficit) equity | (1,919.3) | (1,298.9) | |||
Total Liabilities and Shareholders’ Deficit | 6,282 | 6,797.8 | |||
Guarantors | |||||
Current Assets: | |||||
Cash and cash equivalents | 0 | ||||
Restricted cash | 0 | ||||
Cash and cash equivalents | 0 | 2.5 | 2.2 | 1.1 | |
Accounts receivable, net | 115.3 | 185.2 | |||
Notes receivable - affiliate | 5 | 5 | |||
Affiliates receivable, net | 537.9 | 18.3 | |||
Inventories | 66.6 | 76.9 | |||
Prepaid expenses and other | 33.9 | 44.3 | |||
Total current assets | 758.7 | 332.2 | |||
Investments in consolidated subsidiaries | 526.9 | 575.9 | |||
Notes receivable - affiliate | 303.3 | 306.9 | |||
Goodwill | 1,609.6 | 1,712.8 | |||
Other intangibles, net | 335.3 | 461.7 | |||
Net property, plant and equipment | 1,125.1 | 1,318.3 | |||
Deferred income taxes | 460.7 | ||||
Other assets | 17.8 | 15.5 | |||
Total Assets | 4,676.7 | 5,184 | |||
Current Liabilities: | |||||
Current portion of long-term debt | 99.6 | 0 | |||
Current portion of long-term lease obligations | 1,334.5 | 55.2 | |||
Accounts payable | 226.4 | 123.4 | |||
Affiliates payable, net | 0 | 0 | |||
Notes payable - affiliate | 0 | 0 | |||
Advance payments and customer deposits | 31.3 | 40.7 | |||
Accrued taxes | 87.7 | 23.8 | |||
Accrued interest | 1.7 | 1.8 | |||
Other current liabilities | 77.7 | 102.7 | |||
Total current liabilities | 1,858.9 | 347.6 | |||
Long-term debt | 99.6 | ||||
Long-term lease obligations | 15.6 | 1,350.1 | |||
Notes payable - affiliate | 0 | 0 | |||
Deferred income taxes | 0 | 0 | |||
Other liabilities | 55.5 | 77.1 | |||
Total liabilities | 1,930 | 1,874.4 | |||
Commitments and Contingencies (See Note 17) | |||||
Member Deficit: | |||||
Common stock | 39.4 | 39.4 | |||
Additional paid-in capital | 3,956.7 | 3,958.6 | |||
Accumulated other comprehensive income | 0 | 0 | |||
(Accumulated deficit) retained earnings | (1,249.4) | (688.4) | |||
Total (deficit) equity | 2,746.7 | 3,309.6 | |||
Total Liabilities and Shareholders’ Deficit | 4,676.7 | 5,184 | |||
Non- Guarantors | |||||
Current Assets: | |||||
Cash and cash equivalents | 27.5 | ||||
Restricted cash | 0 | ||||
Cash and cash equivalents | 27.5 | 40.9 | 56.9 | 33.5 | |
Accounts receivable, net | 541.1 | 461.1 | |||
Notes receivable - affiliate | 0 | 0 | |||
Affiliates receivable, net | 1,842.1 | 1,949.8 | |||
Inventories | 15.8 | 16.1 | |||
Prepaid expenses and other | 93.8 | 83.2 | |||
Total current assets | 2,520.3 | 2,551.1 | |||
Investments in consolidated subsidiaries | 573.6 | 401 | |||
Notes receivable - affiliate | 0 | 0 | |||
Goodwill | 506.9 | 472.4 | |||
Other intangibles, net | 427.9 | 512.9 | |||
Net property, plant and equipment | 3,795.3 | 4,067.7 | |||
Deferred income taxes | 205.2 | ||||
Other assets | 53.4 | 51.2 | |||
Total Assets | 7,877.4 | 8,261.5 | |||
Current Liabilities: | |||||
Current portion of long-term debt | 0 | 0 | |||
Current portion of long-term lease obligations | 3,235.8 | 133.4 | |||
Accounts payable | 277.2 | 370.6 | |||
Affiliates payable, net | 0 | 0 | |||
Notes payable - affiliate | 5 | 5 | |||
Advance payments and customer deposits | 152.6 | 169.9 | |||
Accrued taxes | 48 | 65.7 | |||
Accrued interest | 0.4 | 0.6 | |||
Other current liabilities | 228.7 | 223.8 | |||
Total current liabilities | 3,947.7 | 969 | |||
Long-term debt | 0 | ||||
Long-term lease obligations | 57.2 | 3,293.2 | |||
Notes payable - affiliate | 303.3 | 306.9 | |||
Deferred income taxes | 0 | 0 | |||
Other liabilities | 477.6 | 421.4 | |||
Total liabilities | 4,785.8 | 4,990.5 | |||
Commitments and Contingencies (See Note 17) | |||||
Member Deficit: | |||||
Common stock | 81.9 | 81.9 | |||
Additional paid-in capital | 1,404.9 | 1,358.1 | |||
Accumulated other comprehensive income | 7.7 | 4 | |||
(Accumulated deficit) retained earnings | 1,597.1 | 1,827 | |||
Total (deficit) equity | 3,091.6 | 3,271 | |||
Total Liabilities and Shareholders’ Deficit | 7,877.4 | 8,261.5 | |||
Eliminations | |||||
Current Assets: | |||||
Cash and cash equivalents | 0 | ||||
Restricted cash | 0 | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ (3.3) | |
Accounts receivable, net | (3.3) | (3.3) | |||
Notes receivable - affiliate | (5) | (5) | |||
Affiliates receivable, net | (2,380) | (1,968.1) | |||
Inventories | 0 | 0 | |||
Prepaid expenses and other | (48.3) | 0 | |||
Total current assets | (2,436.6) | (1,976.4) | |||
Investments in consolidated subsidiaries | (5,838.3) | (6,580.6) | |||
Notes receivable - affiliate | (303.3) | (306.9) | |||
Goodwill | 0 | 0 | |||
Other intangibles, net | 0 | 0 | |||
Net property, plant and equipment | 0 | 0 | |||
Deferred income taxes | (295.1) | ||||
Other assets | 0 | 0 | |||
Total Assets | (8,578.2) | (9,159) | |||
Current Liabilities: | |||||
Current portion of long-term debt | 0 | 0 | |||
Current portion of long-term lease obligations | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Affiliates payable, net | (2,380) | (1,968.1) | |||
Notes payable - affiliate | (5) | (5) | |||
Advance payments and customer deposits | (3.3) | (3.3) | |||
Accrued taxes | (48.3) | 0 | |||
Accrued interest | 0 | 0 | |||
Other current liabilities | 0 | 0 | |||
Total current liabilities | (2,436.6) | (1,976.4) | |||
Long-term debt | 0 | ||||
Long-term lease obligations | 0 | 0 | |||
Notes payable - affiliate | (303.3) | (306.9) | |||
Deferred income taxes | 0 | (295.1) | |||
Other liabilities | 0 | 0 | |||
Total liabilities | (2,739.9) | (2,578.4) | |||
Commitments and Contingencies (See Note 17) | |||||
Member Deficit: | |||||
Common stock | (121.3) | (121.3) | |||
Additional paid-in capital | (5,361.6) | (5,316.7) | |||
Accumulated other comprehensive income | (7.7) | (4) | |||
(Accumulated deficit) retained earnings | (347.7) | (1,138.6) | |||
Total (deficit) equity | (5,838.3) | (6,580.6) | |||
Total Liabilities and Shareholders’ Deficit | $ (8,578.2) | $ (9,159) |
Supplemental Guarantor Inform_6
Supplemental Guarantor Information - Statement of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operating activities | $ 1,013.1 | $ 974.6 | $ 1,007.8 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (820.2) | (908.6) | (989.8) |
Proceeds from the sale of property | 0 | 0 | 6.3 |
Cash acquired from EarthLink | 0 | 5 | 0 |
Proceeds from sale of Consumer CLEC business | 320.9 | 0 | 0 |
Other, net | (8) | (16.3) | (6.5) |
Net cash used in investing activities | (554.2) | (983.2) | (990) |
Cash Flows from Financing Activities: | |||
Repayments of debt and swaps | (747.2) | (2,301.8) | (3,347.1) |
Proceeds of debt issuance | 816 | 2,614.6 | 3,674.5 |
Debt issuance costs | (23.5) | (27.1) | (12.4) |
Proceeds from fiber transaction | 45.8 | 0 | 0 |
Payments under long-term lease obligations | (188.8) | (168.7) | (152.8) |
Payments under capital lease obligations | (53.6) | (39) | (57.7) |
Other, net | (2.2) | (11.3) | (7) |
Net cash (used in) provided from financing activities | (141.3) | (7.1) | 10 |
Increase (decrease) in cash, cash equivalents and restricted cash | 317.6 | (15.7) | 27.8 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 43.4 | 59.1 | 31.3 |
End of period | 361 | 43.4 | 59.1 |
Consolidated | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operating activities | 1,014.7 | 974.9 | 1,008.8 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (820.2) | (908.6) | (989.8) |
Proceeds from the sale of property | 0 | 0 | 6.3 |
Acquisition of MASS and ATC, net of cash acquired | (63.3) | ||
Cash acquired from EarthLink | 0 | 5 | 0 |
Proceeds from sale of Consumer CLEC business | 320.9 | 0 | 0 |
Other, net | (8) | (16.3) | (6.5) |
Net cash used in investing activities | (554.2) | (983.2) | (990) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | (1.6) | (83.7) | (88.5) |
Contribution from Windstream Holdings, Inc. | 12.2 | 9.6 | 0 |
Repayments of debt and swaps | (747.2) | (2,301.8) | (3,347.1) |
Proceeds of debt issuance | 816 | 2,614.6 | 3,674.5 |
Debt issuance costs | (23.5) | (27.1) | (12.4) |
Intercompany transactions, net | 0 | 0 | 0 |
Proceeds from fiber transaction | 45.8 | 0 | 0 |
Payments under long-term lease obligations | (188.8) | (168.7) | (152.8) |
Payments under capital lease obligations | (53.6) | (39) | (57.7) |
Other, net | (2.2) | (11.3) | (7) |
Net cash (used in) provided from financing activities | (142.9) | (7.4) | 9 |
Increase (decrease) in cash, cash equivalents and restricted cash | 317.6 | (15.7) | 27.8 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 43.4 | 59.1 | 31.3 |
End of period | 361 | 43.4 | 59.1 |
Windstream Services | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operating activities | (330.5) | (337.1) | (59.8) |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | 0 | (0.5) | (0.6) |
Proceeds from the sale of property | 0 | ||
Acquisition of MASS and ATC, net of cash acquired | (46.9) | (63.3) | |
Cash acquired from EarthLink | 0 | ||
Proceeds from sale of Consumer CLEC business | 320.9 | ||
Other, net | 1.2 | 0 | (4.1) |
Net cash used in investing activities | 275.2 | (63.8) | (4.7) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | (1.6) | (83.7) | (88.5) |
Contribution from Windstream Holdings, Inc. | 12.2 | 9.6 | |
Repayments of debt and swaps | (747.2) | (1,688.2) | (3,347.1) |
Proceeds of debt issuance | 816 | 2,614.6 | 3,674.5 |
Debt issuance costs | (23.5) | (27.1) | (12.4) |
Intercompany transactions, net | 334.9 | (413) | (155) |
Proceeds from fiber transaction | 0 | ||
Payments under long-term lease obligations | 0 | 0 | 0 |
Payments under capital lease obligations | 0 | 0 | 0 |
Other, net | (2) | (11.3) | (7) |
Net cash (used in) provided from financing activities | 388.8 | 400.9 | 64.5 |
Increase (decrease) in cash, cash equivalents and restricted cash | 333.5 | 0 | 0 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 0 | 0 | 0 |
End of period | 333.5 | 0 | 0 |
Guarantors | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operating activities | 509.3 | 319.9 | 363.2 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (235.7) | (120.4) | (177.6) |
Proceeds from the sale of property | 1 | ||
Acquisition of MASS and ATC, net of cash acquired | 0 | 0 | |
Cash acquired from EarthLink | 0.7 | ||
Proceeds from sale of Consumer CLEC business | 0 | ||
Other, net | 0 | (5) | 0 |
Net cash used in investing activities | (235.7) | (124.7) | (176.6) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | 0 | 0 | 0 |
Contribution from Windstream Holdings, Inc. | 0 | 0 | |
Repayments of debt and swaps | 0 | (453.6) | 0 |
Proceeds of debt issuance | 0 | 0 | 0 |
Debt issuance costs | 0 | 0 | 0 |
Intercompany transactions, net | (174.7) | 338.7 | (142.5) |
Proceeds from fiber transaction | 0 | ||
Payments under long-term lease obligations | (55.3) | (49.5) | (44.9) |
Payments under capital lease obligations | (49.5) | (34) | (1.7) |
Other, net | 3.4 | 3.5 | 3.6 |
Net cash (used in) provided from financing activities | (276.1) | (194.9) | (185.5) |
Increase (decrease) in cash, cash equivalents and restricted cash | (2.5) | 0.3 | 1.1 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 2.5 | 2.2 | 1.1 |
End of period | 0 | 2.5 | 2.2 |
Non- Guarantors | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operating activities | 835.9 | 992.1 | 705.4 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (584.5) | (787.7) | (811.6) |
Proceeds from the sale of property | 5.3 | ||
Acquisition of MASS and ATC, net of cash acquired | 0 | 0 | |
Cash acquired from EarthLink | 4.3 | ||
Proceeds from sale of Consumer CLEC business | 0 | ||
Other, net | (9.2) | (11.3) | (2.4) |
Net cash used in investing activities | (593.7) | (794.7) | (808.7) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | 0 | 0 | 0 |
Contribution from Windstream Holdings, Inc. | 0 | 0 | |
Repayments of debt and swaps | 0 | (160) | 0 |
Proceeds of debt issuance | 0 | 0 | 0 |
Debt issuance costs | 0 | 0 | 0 |
Intercompany transactions, net | (160.2) | 74.3 | 294.2 |
Proceeds from fiber transaction | 45.8 | ||
Payments under long-term lease obligations | (133.5) | (119.2) | (107.9) |
Payments under capital lease obligations | (4.1) | (5) | (56) |
Other, net | (3.6) | (3.5) | (3.6) |
Net cash (used in) provided from financing activities | (255.6) | (213.4) | 126.7 |
Increase (decrease) in cash, cash equivalents and restricted cash | (13.4) | (16) | 23.4 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 40.9 | 56.9 | 33.5 |
End of period | 27.5 | 40.9 | 56.9 |
Eliminations | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operating activities | 0 | 0 | 0 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | 0 | 0 | 0 |
Proceeds from the sale of property | 0 | ||
Acquisition of MASS and ATC, net of cash acquired | 0 | 0 | |
Cash acquired from EarthLink | 0 | ||
Proceeds from sale of Consumer CLEC business | 0 | ||
Other, net | 0 | 0 | 0 |
Net cash used in investing activities | 0 | 0 | 0 |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | 0 | 0 | 0 |
Contribution from Windstream Holdings, Inc. | 0 | 0 | |
Repayments of debt and swaps | 0 | 0 | 0 |
Proceeds of debt issuance | 0 | 0 | 0 |
Debt issuance costs | 0 | 0 | 0 |
Intercompany transactions, net | 0 | 0 | 3.3 |
Proceeds from fiber transaction | 0 | ||
Payments under long-term lease obligations | 0 | 0 | 0 |
Payments under capital lease obligations | 0 | 0 | 0 |
Other, net | 0 | 0 | 0 |
Net cash (used in) provided from financing activities | 0 | 0 | 3.3 |
Increase (decrease) in cash, cash equivalents and restricted cash | 0 | 0 | 3.3 |
Cash, Cash Equivalents and Restricted Cash: | |||
Beginning of period | 0 | 0 | (3.3) |
End of period | 0 | 0 | 0 |
MASS and ATC | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | (46.9) | 0 | 0 |
MASS and ATC | Consolidated | |||
Cash Flows from Investing Activities: | |||
Acquisition of MASS and ATC, net of cash acquired | $ (46.9) | $ 0 | $ 0 |
Quarterly Financial Informati_3
Quarterly Financial Information – (Unaudited) - Quarterly Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues and sales: | $ 1,393.8 | $ 1,420.6 | $ 1,444.4 | $ 1,454.3 | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 5,713.1 | $ 5,852.9 | $ 5,387 |
Operating (loss) income | 63.7 | 75.6 | 88.3 | 69 | (1,778.4) | 41.2 | 102.5 | 44.1 | 296.6 | (1,590.6) | 561 |
Net (loss) income | $ (549.2) | $ 41.3 | $ (93.7) | $ (121.4) | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (723) | $ (2,116.6) | $ (383.5) |
Basic and diluted (loss) earnings per share: (a) | |||||||||||
Net (loss) income (in dollars per share) | $ (12.92) | $ 0.97 | $ (2.30) | $ (3.25) | $ (51.32) | $ (2.76) | $ (1.83) | $ 4.44 | $ (17.72) | $ (62.66) | $ (20.53) |
Quarterly Financial Informati_4
Quarterly Financial Information – (Unaudited) - Additional Information (Details) | Nov. 01, 2018USD ($) | Aug. 02, 2018USD ($) | Nov. 01, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($)employee | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016 | Jun. 30, 2017employee | Sep. 30, 2016 | Dec. 31, 2018USD ($) | Dec. 31, 2018employee | Dec. 31, 2018position | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||||
Net gain (loss) on early extinguishment of debt | $ 190,300,000 | $ 190,300,000 | $ (56,400,000) | $ (18,000,000) | ||||||||||||||||
Merger, integration and other costs | 31,900,000 | 137,400,000 | 13,800,000 | |||||||||||||||||
Goodwill impairment | $ 0 | $ 0 | $ 1,840,800,000 | 0 | 1,840,800,000 | 0 | ||||||||||||||
Restructuring, number of positions eliminated | 700 | 375 | 725 | 800 | ||||||||||||||||
Restructuring charges | 45,000,000 | 43,000,000 | 20,300,000 | |||||||||||||||||
Gain on sale of Consumer CLEC business | 145,400,000 | 0 | 0 | |||||||||||||||||
Pension Benefits | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Net actuarial gain (loss) | (10,500,000) | (14,900,000) | (10,500,000) | (60,700,000) | ||||||||||||||||
Exchanges of 2021, 2022, April 2023, August 2023 and 2024 Notes | Unsecured Debt | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Net gain (loss) on early extinguishment of debt | $ (55,500,000) | 190,300,000 | $ 63,400,000 | |||||||||||||||||
Service Life | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Estimated useful life (in years) | 25 years | 20 years | ||||||||||||||||||
Broadview and EarthLink | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Merger, integration and other costs | $ 28,500,000 | $ 24,700,000 | $ 2,300,000 | $ 50,000,000 | $ 20,400,000 | $ 31,500,000 | $ 13,400,000 | $ 53,100,000 | ||||||||||||
Severance and Employee Benefits | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Restructuring charges | $ 22,800,000 | $ 24,600,000 | $ 35,000,000 | |||||||||||||||||
Consumer CLEC | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Gain on sale of Consumer CLEC business | $ 145,400,000 |
Uncategorized Items - win-20181
Label | Element | Value |
Accounting Standards Update 2017-12 [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |
Accounting Standards Update 2017-12 [Member] | Common Stock Including Additional Paid in Capital [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Accounting Standards Update 2017-12 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (1,700,000) |
Accounting Standards Update 2017-12 [Member] | Retained Earnings [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (1,700,000) |
Accounting Standards Update 2017-12 [Member] | AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 1,700,000 |
Accounting Standards Update 2017-12 [Member] | AOCI Attributable to Parent [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 1,700,000 |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 35,300,000 |
Accounting Standards Update 2014-09 [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 35,300,000 |
Accounting Standards Update 2014-09 [Member] | Common Stock Including Additional Paid in Capital [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 35,300,000 |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 35,300,000 |
Accounting Standards Update 2014-09 [Member] | AOCI Attributable to Parent [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Accounting Standards Update 2018-02 [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Accounting Standards Update 2018-02 [Member] | Common Stock Including Additional Paid in Capital [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Accounting Standards Update 2018-02 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (3,700,000) |
Accounting Standards Update 2018-02 [Member] | Retained Earnings [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (3,700,000) |
Accounting Standards Update 2018-02 [Member] | AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 3,700,000 |
Accounting Standards Update 2018-02 [Member] | AOCI Attributable to Parent [Member] | Windstream Services, LLC [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 3,700,000 |