Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 31, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-36713 | |
Entity Registrant Name | LIBERTY BROADBAND CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-1211994 | |
Entity Address, Address Line One | 12300 Liberty Boulevard | |
Entity Address, City or Town | Englewood | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80112 | |
City Area Code | 720 | |
Local Phone Number | 875-5700 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001611983 | |
Amendment Flag | false | |
Series A common stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series A common stock | |
Trading Symbol | LBRDA | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 25,104,383 | |
Series B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 2,544,548 | |
Series C | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series C common stock | |
Trading Symbol | LBRDK | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 148,931,338 | |
Series A Cumulative Redeemable Preferred Stock. | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series A Cumulative Redeemable preferred stock | |
Trading Symbol | LBRDP | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 319,415 | $ 1,417,802 |
Trade and other receivables, net of allowance for doubtful accounts of $2,265 and $10, respectively | 245,562 | 349,256 |
Other current assets | 177,470 | 79,453 |
Total current assets | 742,447 | 1,846,511 |
Property and equipment, net | 1,043,831 | 1,098,512 |
Intangible assets not subject to amortization | ||
Goodwill | 762,084 | 745,577 |
Intangible assets subject to amortization, net (note 6) | 589,227 | 674,049 |
Tax sharing receivable | 110,836 | 94,549 |
Other assets, net | 217,456 | 151,487 |
Total assets | 18,439,712 | 21,371,124 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 228,230 | 97,933 |
Deferred revenue | 28,028 | 24,926 |
Current portion of debt, including $30,105 and $26,350 measured at fair value, respectively (note 7) | 34,797 | 31,026 |
Indemnification obligation (note 4) | 393,578 | 344,643 |
Other current liabilities | 82,490 | 113,234 |
Total current liabilities | 767,123 | 611,762 |
Long-term debt, net, including $1,448,354 and $1,445,775 measured at fair value, respectively (note 7) | 4,006,855 | 4,785,207 |
Obligations under finance leases and tower obligations, excluding current portion | 89,648 | 92,840 |
Long-term deferred revenue | 35,649 | 39,649 |
Deferred income tax liabilities | 2,008,399 | 1,977,643 |
Preferred stock (note 8) | 202,417 | 202,917 |
Other liabilities | 198,234 | 146,687 |
Total liabilities | 7,308,325 | 7,856,705 |
Equity | ||
Additional paid-in capital | 7,593,816 | 10,319,754 |
Accumulated other comprehensive earnings, net of taxes | 13,298 | 15,436 |
Retained earnings | 3,510,849 | 3,165,504 |
Total stockholders' equity | 11,119,751 | 13,502,659 |
Non-controlling interests | 11,636 | 11,760 |
Total equity | 11,131,387 | 13,514,419 |
Commitments and contingencies (note 10) | ||
Total liabilities and equity | 18,439,712 | 21,371,124 |
Cable certificates | ||
Intangible assets not subject to amortization | ||
Indefinite-lived intangibles | 550,000 | 560,000 |
Other amortizable intangibles | ||
Intangible assets not subject to amortization | ||
Indefinite-lived intangibles | 37,112 | 21,500 |
Series A common stock | ||
Equity | ||
Common stock | 258 | 265 |
Series B common stock | ||
Equity | ||
Common stock | 25 | 25 |
Series C | ||
Equity | ||
Common stock | 1,505 | 1,675 |
Charter. | ||
Current assets: | ||
Total current assets | 3,498,000 | 3,909,000 |
Investment in Charter, accounted for using the equity method (note 5) | 14,386,719 | 16,178,939 |
Property and equipment, net | 34,179,000 | 34,357,000 |
Intangible assets not subject to amortization | ||
Goodwill | 29,554,000 | 29,554,000 |
Other assets, net | 3,523,000 | 3,449,000 |
Total assets | 142,495,000 | 144,206,000 |
Current liabilities: | ||
Total current liabilities | 12,237,000 | 9,875,000 |
Deferred income tax liabilities | 18,980,000 | 18,108,000 |
Other liabilities | 4,376,000 | 4,198,000 |
Equity | ||
Total stockholders' equity | 21,526,000 | 30,281,000 |
Total liabilities and equity | $ 142,495,000 | $ 144,206,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Allowance for Doubtful Accounts Receivable | $ 2,265 | $ 10 |
Short-term debt, measured at fair value | 30,105 | 26,350 |
Long-term debt, measured at fair value | $ 1,448,354 | $ 1,445,775 |
Series A common stock | ||
Common stock par value | $ 0.01 | $ 0.01 |
Common stock shares authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares, Issued | 25,785,742 | 26,495,249 |
Common Stock, Shares, Outstanding | 25,785,742 | 26,495,249 |
Series B common stock | ||
Common stock par value | $ 0.01 | $ 0.01 |
Common stock shares authorized | 18,750,000 | 18,750,000 |
Common Stock, Shares, Issued | 2,544,548 | 2,549,470 |
Common Stock, Shares, Outstanding | 2,544,548 | 2,549,470 |
Series C | ||
Common stock par value | $ 0.01 | $ 0.01 |
Common stock shares authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares, Issued | 150,469,139 | 167,480,926 |
Common Stock, Shares, Outstanding | 150,469,139 | 167,480,926 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue: | ||||
Revenue | $ 250,220 | $ 4,219 | $ 739,038 | $ 12,437 |
Revenue, Product and Service [Extensible List] | us-gaap:ServiceMember | us-gaap:ServiceMember | us-gaap:ServiceMember | us-gaap:ServiceMember |
Operating costs and expenses | ||||
Operating, including stock-based compensation (note 9) | $ 70,308 | $ 2,523 | $ 206,590 | $ 7,515 |
Selling, general and administrative, including stock-based compensation and transaction costs (note 9) | 110,065 | 17,968 | 324,936 | 37,316 |
Depreciation and amortization | 68,130 | 56 | 198,766 | 1,041 |
Litigation settlement, net of recoveries (note 10) | (23,520) | 86,480 | ||
Total operating costs and expenses | 224,983 | 20,547 | 816,772 | 45,872 |
Operating income (loss) | 25,237 | (16,328) | (77,734) | (33,435) |
Other income (expense): | ||||
Interest expense (including amortization of deferred loan fees) | (28,155) | (3,719) | (90,032) | (14,711) |
Share of earnings (losses) of affiliates (note 5) | 314,563 | 188,586 | 752,390 | 408,396 |
Gain (loss) on dilution of investment in affiliate (note 5) | (1,693) | (35,284) | (98,446) | (140,610) |
Realized and unrealized gains (losses) on financial instruments, net (note 4) | (26,839) | (39,324) | (52,555) | (39,324) |
Other, net | 14,788 | 8 | 29,382 | 199 |
Earnings (loss) before income taxes | 297,901 | 93,939 | 463,005 | 180,515 |
Income tax (expense) benefit | (61,073) | (24,979) | (117,784) | (47,183) |
Net earnings (loss) | 236,828 | 68,960 | 345,221 | 133,332 |
Less net earnings (loss) attributable to the non-controlling interests | (41) | (124) | ||
Net earnings (loss) attributable to Liberty Broadband shareholders | $ 236,869 | $ 68,960 | $ 345,345 | $ 133,332 |
Basic net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share (note 2) | $ 1.31 | $ 0.38 | $ 1.84 | $ 0.73 |
Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share (note 2) | $ 1.29 | $ 0.38 | $ 1.82 | $ 0.73 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Earnings (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated Statements of Comprehensive Earnings (Loss) | ||||
Net earnings (loss) | $ 236,828 | $ 68,960 | $ 345,221 | $ 133,332 |
Other comprehensive earnings (loss), net of taxes: | ||||
Comprehensive earnings (loss) attributable to debt credit risk adjustments | 1,428 | (11,552) | (2,138) | (11,552) |
Other comprehensive earnings (loss), net of taxes | 1,428 | (11,552) | (2,138) | (11,552) |
Comprehensive earnings (loss) | 238,256 | 57,408 | 343,083 | 121,780 |
Less comprehensive earnings (loss) attributable to the non-controlling interests | (41) | (124) | ||
Comprehensive earnings (loss) attributable to Liberty Broadband shareholders | $ 238,297 | $ 57,408 | $ 343,207 | $ 121,780 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net earnings (loss) | $ 345,221 | $ 133,332 |
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 198,766 | 1,041 |
Stock-based compensation | 31,016 | 5,736 |
Litigation settlement, net of recoveries | 86,480 | |
Share of (earnings) losses of affiliate, net | (752,390) | (408,396) |
(Gain) loss on dilution of investment in affiliate | 98,446 | 140,610 |
Realized and unrealized (gains) losses on financial instruments, net | 52,555 | 39,324 |
Deferred income tax expense (benefit) | (10,613) | 47,183 |
Other, net | (14,415) | 1,070 |
Changes in operating assets and liabilities: | ||
Current and other assets | 158,035 | 244 |
Payables and other liabilities | (57,133) | 3,044 |
Net cash provided by (used in) operating activities | 135,968 | (36,812) |
Cash flows from investing activities: | ||
Capital expenditures | (91,219) | (42) |
Exercise of preemptive right to purchase Charter shares | (14,910) | |
Cash received for Charter shares repurchased by Charter | 2,642,797 | |
Other investing activities, net | 17,312 | |
Net cash provided by (used in) investing activities | 2,568,890 | (14,952) |
Cash flows from financing activities: | ||
Borrowings of debt | 1,066,684 | 700,000 |
Repayments of debt, finance leases and tower obligations | (1,848,212) | |
Repurchases of Liberty Broadband common stock | (2,910,587) | (285,722) |
Other financing activities, net | (1,115) | (11,970) |
Net cash provided by (used in) financing activities | (3,693,230) | 402,308 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (988,372) | 350,544 |
Cash, cash equivalents and restricted cash, beginning of period | 1,433,292 | 49,724 |
Cash, cash equivalents and restricted cash, end of period | $ 444,920 | $ 400,268 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Consolidated Statements of Cash Flows | ||
Cash and cash equivalents | $ 319,415 | $ 1,417,802 |
Restricted cash included in other current assets | $ 125,505 | $ 15,490 |
Restricted Cash and Cash Equivalents, Current, Asset, Statement of Financial Position [Extensible List] | Other Assets, Current | Other Assets, Current |
Total cash and cash equivalents and restricted cash at end of period | $ 444,920 | $ 1,433,292 |
Condensed Consolidated Statem_5
Condensed Consolidated Statement of Equity - USD ($) $ in Thousands | Series A common stockCommon stock | Series B common stockCommon stock | Series CCommon stock | Additional paid-in capital | Accumulated other comprehensive earnings | Retained earnings (accumulated) deficit | Noncontrolling interest in equity of subsidiaries | Total |
Balance at Dec. 31, 2019 | $ 265 | $ 25 | $ 1,529 | $ 7,890,084 | $ 8,158 | $ 2,767,885 | $ 10,667,946 | |
Increase (Decrease) in Stockholders' Equity | ||||||||
Net earnings (loss) | 133,332 | 133,332 | ||||||
Other comprehensive earnings (loss) | (11,552) | (11,552) | ||||||
Stock-based compensation | 5,684 | 5,684 | ||||||
Issuance of common stock upon exercise of stock options | 1 | 25 | 26 | |||||
Withholding taxes on net share settlements of stock-based compensation | (2,121) | (2,121) | ||||||
Liberty Broadband stock repurchases | (20) | (285,702) | (285,722) | |||||
Noncontrolling interest activity at Charter and other | (20,343) | (20,343) | ||||||
Balance at Sep. 30, 2020 | 265 | 25 | 1,510 | 7,587,627 | (3,394) | 2,901,217 | 10,487,250 | |
Balance at Jun. 30, 2020 | 265 | 25 | 1,530 | 7,878,499 | 8,158 | 2,832,257 | 10,720,734 | |
Increase (Decrease) in Stockholders' Equity | ||||||||
Net earnings (loss) | 68,960 | 68,960 | ||||||
Other comprehensive earnings (loss) | (11,552) | (11,552) | ||||||
Stock-based compensation | 1,979 | 1,979 | ||||||
Liberty Broadband stock repurchases | (20) | (285,702) | (285,722) | |||||
Noncontrolling interest activity at Charter and other | (7,149) | (7,149) | ||||||
Balance at Sep. 30, 2020 | 265 | 25 | 1,510 | 7,587,627 | (3,394) | 2,901,217 | 10,487,250 | |
Balance at Dec. 31, 2020 | 265 | 25 | 1,675 | 10,319,754 | 15,436 | 3,165,504 | $ 11,760 | 13,514,419 |
Increase (Decrease) in Stockholders' Equity | ||||||||
Net earnings (loss) | 345,345 | (124) | 345,221 | |||||
Other comprehensive earnings (loss) | (2,138) | (2,138) | ||||||
Stock-based compensation | 30,779 | 30,779 | ||||||
Issuance of common stock upon exercise of stock options | 2,351 | 2,351 | ||||||
Withholding taxes on net share settlements of stock-based compensation | (3,466) | (3,466) | ||||||
Liberty Broadband stock repurchases | (7) | (170) | (2,910,410) | (2,910,587) | ||||
Noncontrolling interest activity at Charter and other | 154,808 | 154,808 | ||||||
Balance at Sep. 30, 2021 | 258 | 25 | 1,505 | 7,593,816 | 13,298 | 3,510,849 | 11,636 | 11,131,387 |
Balance at Jun. 30, 2021 | 265 | 25 | 1,551 | 8,530,684 | 11,870 | 3,273,980 | 11,677 | 11,830,052 |
Increase (Decrease) in Stockholders' Equity | ||||||||
Net earnings (loss) | 236,869 | (41) | 236,828 | |||||
Other comprehensive earnings (loss) | 1,428 | 1,428 | ||||||
Stock-based compensation | 10,508 | 10,508 | ||||||
Issuance of common stock upon exercise of stock options | 1,427 | 1,427 | ||||||
Withholding taxes on net share settlements of stock-based compensation | (600) | (600) | ||||||
Liberty Broadband stock repurchases | (7) | (46) | (953,504) | (953,557) | ||||
Noncontrolling interest activity at Charter and other | 5,301 | 5,301 | ||||||
Balance at Sep. 30, 2021 | $ 258 | $ 25 | $ 1,505 | $ 7,593,816 | $ 13,298 | $ 3,510,849 | $ 11,636 | $ 11,131,387 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2021 | |
Basis of Presentation | |
Basis of Presentation | (1) Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of Liberty Broadband Corporation and its controlled subsidiaries (collectively, "Liberty Broadband," the "Company," “us,” “we,” or “our” unless the context otherwise requires). Liberty Broadband Corporation is primarily comprised of a wholly owned subsidiary, GCI Holdings, LLC (“GCI Holdings”) (as of December 18, 2020) and an equity method investment in Charter Communications, Inc. (“Charter”). On December 18, 2020, pursuant to the Agreement and Plan of Merger, dated as of August 6, 2020, entered into by GCI Liberty, Inc. (“GCI Liberty”), Liberty Broadband, Grizzly Merger Sub 1, LLC, a wholly owned subsidiary of Liberty Broadband (“Merger LLC”), and Grizzly Merger Sub 2, Inc., a wholly owned subsidiary of Merger LLC (“Merger Sub”), Merger Sub merged with and into GCI Liberty (the “First Merger”), with GCI Liberty surviving the First Merger as an indirect wholly owned subsidiary of Liberty Broadband (the “Surviving Corporation”), and immediately following the First Merger, GCI Liberty (as the Surviving Corporation in the First Merger) merged with and into Merger LLC (the “Upstream Merger”, and together with the First Merger, the “Combination”), with Merger LLC surviving the Upstream Merger as a wholly owned subsidiary of Liberty Broadband. As a result of the Combination, each holder of a share of Series A common stock and Series B common stock of GCI Liberty received 0.58 of a share of Series C common stock and Series B common stock, respectively, of Liberty Broadband. Additionally, each holder of a share of Series A Cumulative Redeemable Preferred Stock of GCI Liberty (“GCI Liberty Preferred Stock”) received one share of newly issued Liberty Broadband Series A Cumulative Redeemable Preferred Stock (“Liberty Broadband Preferred Stock”), which has substantially identical terms to GCI Liberty’s former Series A Cumulative Redeemable Preferred Stock, including a mandatory redemption date of March 9, 2039. Cash was paid in lieu of issuing fractional shares of Liberty Broadband stock in the Combination. No shares of Liberty Broadband stock were issued with respect to shares of GCI Liberty capital stock held by (i) GCI Liberty as treasury stock, (ii) any of GCI Liberty’s wholly owned subsidiaries or (iii) Liberty Broadband or its wholly owned subsidiaries. The accompanying (a) condensed consolidated balance sheet as of December 31, 2020, which has been derived from audited financial statements, and (b) interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for such periods have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. Additionally, certain prior period amounts have been reclassified for comparability with current period presentation. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in Liberty Broadband's Annual Report on Form 10-K for the year ended December 31, 2020. All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company considers (i) the application of the equity method of accounting for its affiliates, (ii) non-recurring fair value measurements of non-financial instruments and (iii) accounting for income taxes to be its most significant estimates . In December 2019, Chinese officials reported a novel coronavirus outbreak (“COVID-19”). COVID-19 has since spread through China and internationally. On March 11, 2020, the World Health Organization assessed COVID-19 as a global pandemic, causing many countries throughout the world to take aggressive actions, including imposing travel restrictions and stay-at-home orders, closing public attractions and restaurants, and mandating social distancing practices, which has caused a significant disruption to most sectors of the economy. We are not presently aware of any events or circumstances arising from the COVID-19 pandemic that would require us to update our estimates or judgments or revise the carrying value of our assets or liabilities. Our estimates may change, however, as new events occur and additional information is obtained, and any such changes will be recognized in the condensed consolidated financial statements. Actual results could differ from estimates, and any such differences may be material to our financial statements. Through a number of prior years’ transactions, including the Combination, Liberty Broadband has acquired an interest in Charter. Liberty Broadband holds an investment in Charter that is accounted for using the equity method. Liberty Broadband does not control the decision making process or business management practices of this affiliate. Accordingly, Liberty Broadband relies on the management of this affiliate to provide it with accurate financial information prepared in accordance with GAAP that the Company uses in the application of the equity method. In addition, Liberty Broadband relies on audit reports that are provided by the affiliate's independent auditor on the financial statements of such affiliate. The Company is not aware, however, of any errors in or possible misstatements of the financial information provided by its equity affiliate that would have a material effect on Liberty Broadband's condensed consolidated financial statements. As described in note 5, we are currently participating in Charter’s share buyback program in order to maintain our fully diluted ownership percentage of 26% . The primary use of those proceeds has been to repurchase Liberty Broadband Series A and Series C common stock pursuant to our authorized share repurchase programs. Spin-Off Arrangements During May 2014, the board of directors of Liberty Media Corporation and its subsidiaries (“Liberty”) authorized management to pursue a plan to spin-off to its stockholders common stock of a wholly owned subsidiary, Liberty Broadband, and to distribute subscription rights to acquire shares of Liberty Broadband’s common stock (the “Broadband Spin-Off”). In connection with the Broadband Spin-Off, Liberty (for accounting purposes a related party of the Company) and Liberty Broadband entered into certain agreements in order to govern certain of the ongoing relationships between the two companies and to provide for an orderly transition, including a services agreement and a facilities sharing agreement. Under the facilities sharing agreement, Liberty Broadband shares office space with Liberty and related amenities at Liberty’s corporate headquarters. Liberty Broadband will reimburse Liberty for direct, out-of-pocket expenses incurred by Liberty in providing these services which will be negotiated semi-annually. Pursuant to the services agreement, Liberty provides Liberty Broadband with general and administrative services including legal, tax, accounting, treasury and investor relations support. In December 2019, the Company entered into an amendment to the services agreement with Liberty in connection with Liberty’s entry into a new employment arrangement with Gregory B. Maffei, the Company’s President and Chief Executive Officer. Under the amended services agreement, components of his compensation would either be paid directly to him by each of the Company, Liberty TripAdvisor Holdings, Inc., GCI Liberty, and Qurate Retail, Inc. (“Qurate Retail”) (collectively, the “Service Companies”) or reimbursed to Liberty, in each case, based on allocations among Liberty and the Service Companies set forth in the amended services agreement, currently set at 18% for the Company but subject to adjustment on an annual basis upon the occurrence of certain events. Following the Combination, GCI Liberty no longer participates in the services agreement arrangement. Additionally, in connection with a prior transaction, GCI Liberty and Qurate Retail (for accounting purposes a related party of the Company) entered into a tax sharing agreement, which was assumed by Liberty Broadband as a result of the Combination. The tax sharing agreement provides for the allocation and indemnification of tax liabilities and benefits between Qurate Retail and Liberty Broadband and other agreements related to tax matters. Under these various agreements, amounts reimbursable to Liberty were approximately $3.5 million and $1.0 million for the three months ended September 30, 2021 and 2020, respectively, and $10.1 million and $3.2 million for the nine months ended September 30, 2021 and 2020, respectively. Liberty Broadband had a tax sharing receivable with Qurate Retail of $110.8 million and $119.0 million as of September 30, 2021 and December 31, 2020, respectively, of which zero and $24.4 million was in Other current assets as of September 30, 2021 and December 31, 2020, respectively. |
Earnings Attributable to Libert
Earnings Attributable to Liberty Broadband Stockholders Per Common Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Attributable to Liberty Broadband Stockholders Per Common Share | |
Earnings Attributable to Liberty Broadband Stockholders Per Common Share | (2) Earnings Attributable to Liberty Broadband Stockholders Per Common Share Basic earnings (loss) per common share (“EPS”) is computed by dividing net earnings (loss) attributable to Liberty Broadband shareholders by the weighted average number of common shares outstanding (“WASO”) for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented. Excluded from diluted EPS for the three months ended September 30, 2021 and 2020 are zero and 14 thousand potential common shares, respectively, because their inclusion would have been antidilutive. Excluded from diluted EPS for the nine months ended September 30, 2021 and 2020 are zero and 14 thousand potential common shares, respectively, because their inclusion would have been antidilutive. Liberty Broadband Common Stock Three months Three months Nine months Nine months ended ended ended ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 (numbers of shares in thousands) Basic WASO 181,039 181,472 187,743 181,765 Potentially dilutive shares (1) 1,962 1,031 1,802 953 Diluted WASO 183,001 182,503 189,545 182,718 (1) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2021 | |
Acquisition | |
Acquisition | (3) Acquisition On December 18, 2020, the Company completed the Combination with GCI Liberty. The Company accounted for the Combination using the acquisition method of accounting. The following details the acquisition consideration as of December 18, 2020 (amounts in thousands), which is primarily based on level 1 inputs: Fair value of newly issued Liberty Broadband Series C and B common stock 1 $ 9,695,184 Fair value of newly issued Liberty Broadband Preferred Stock 2 202,944 Fair value of share-based payment replacement awards 3 104,683 Total fair value of consideration 10,002,811 Less: Fair value of Liberty Broadband shares attributable to share repurchase 4 (6,738,609) Total fair value of consideration attributable to business combination 3,264,202 Less: Fair value of newly issued Liberty Broadband Preferred Stock 2 (202,944) Less: Fair value of share-based payment replacement awards accounted for as liability awards (1,309) Total fair value of acquisition consideration to be allocated $ 3,059,949 (1) The fair value of newly issued Series C and B Liberty Broadband common stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Series A and B common stock as of December 18, 2020, (ii) the exchange ratio of 0.580 and (iii) the closing share price of Liberty Broadband Series C and B common stock on December 18, 2020. Liberty Broadband issued 61.3 million shares of Series C common stock and 98 thousand shares of Series B common stock. (2) The fair value of the newly issued Liberty Broadband Preferred Stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Preferred Stock as of December 18, 2020 and (ii) the closing share price of GCI Liberty Preferred Stock on December 18, 2020. The GCI Liberty Preferred Stock was converted on a one to one ratio into Liberty Broadband Preferred Stock. (3) This amount represents the fair value of share-based payment replacement awards. (4) GCI Liberty owned approximately 42.7 million shares of Liberty Broadband Series C common stock. The acquisition of Liberty Broadband Series C common stock is accounted for as a share repurchase by Liberty Broadband. This amount was calculated by multiplying (i) the number of shares of Liberty Broadband Series C common stock owned by GCI Liberty as of December 18, 2020 and (ii) the closing share price of Liberty Broadband Series C common stock on December 18, 2020. The application of the acquisition method resulted in the assignment of purchase price to the GCI Liberty assets acquired and liabilities assumed based on preliminary estimates of their acquisition date fair values (primarily level 3). The determination of the fair values of the acquired assets and liabilities (and the determination of estimated lives of depreciable tangible and identifiable intangible assets) requires significant judgment. Cash and cash equivalents including restricted cash $ 592,240 Receivables 339,061 Property and equipment 1,108,588 Goodwill 755,587 Investment in Charter 3,493,677 Intangible assets not subject to amortization 586,500 Intangible assets subject to amortization 638,855 Other assets 302,569 Deferred revenue (60,292) Debt, including obligations under tower and finance leases (2,772,147) Indemnification liability (336,141) Deferred income tax liabilities (1,026,596) Preferred stock (202,944) Non-controlling interest (11,771) Other liabilities (347,237) $ 3,059,949 Goodwill is calculated as the excess of the consideration transferred over the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce, value associated with future customers, continued innovation and non-contractual relationships. Amortizable intangible assets of $638.9 million were acquired and are comprised of customer relationships with a weighted average useful life of approximately 14 years and right-to-use assets with a weighted average useful life of approximately 12 years. Approximately $134.3 million of the acquired goodwill will be deductible for income tax purposes. As of September 30, 2021, the valuation related to the acquisition of GCI Liberty is not final, and the acquisition price allocation is preliminary and subject to revision. The primary areas of our acquisition price allocation that changed from the initial allocation relate to an increase to property and equipment of $3.5 million, an increase to goodwill of $16.5 million, an increase to intangible assets not subject to amortization of $5.0 million, a decrease to intangible assets subject to amortization of $35.0 million and an increase to other liabilities of $10.2 million. The primary areas of the acquisition price allocation that are not yet finalized are related to property and equipment, intangible assets, liabilities, deferred income tax liabilities, and discount rates used to determine the fair value of intangible assets. The unaudited pro forma revenue, net earnings and basic and diluted net earnings per common share of Liberty Broadband, prepared utilizing the historical financial statements of Liberty Broadband, giving effect to acquisition accounting related adjustments made at the time of acquisition, as if the acquisition discussed above occurred on January 1, 2019, are as follows: Three months ended Nine months ended September 30, 2020 September 30, 2020 amounts in thousands, except per share amounts Revenue $ 249,567 715,330 Net earnings (loss) $ (107,934) (102,994) Net earnings (loss) attributable to Liberty Broadband shareholders $ (107,908) (102,917) Basic net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share $ (0.54) (0.51) Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share $ (0.54) (0.51) The pro forma results include adjustments directly attributable to the business combination including adjustments related to the amortization of acquired tangible and intangible assets, revenue, interest expense, stock-based compensation, and the exclusion of transaction related costs. The pro forma information is not representative of the Company’s future results of operations nor does it reflect what the Company’s results of operations would have been if the acquisition had occurred previously and the Company consolidated the results of GCI Liberty during the period presented. |
Assets and Liabilities Measured
Assets and Liabilities Measured at Fair Value | 9 Months Ended |
Sep. 30, 2021 | |
Assets and Liabilities Measured at Fair Value | |
Assets and Liabilities Measured at Fair Value | (4) Assets and Liabilities Measured at Fair Value For assets and liabilities required to be reported at fair value, GAAP provides a hierarchy that prioritizes inputs to valuation techniques used to measure fair value into three broad levels. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. The Company does not have any recurring assets or liabilities measured at fair value that would be considered Level 3. The Company’s assets and (liabilities) measured at fair value are as follows: September 30, 2021 December 31, 2020 Quoted prices Significant Quoted prices Significant in active other in active other markets for observable markets for observable identical assets inputs identical assets inputs Description Total (Level 1) (Level 2) Total (Level 1) (Level 2) amounts in thousands Cash equivalents $ 262,813 262,813 — 1,368,176 1,368,176 — Indemnification obligation $ 393,578 — 393,578 344,643 — 344,643 Exchangeable senior debentures $ 1,478,459 — 1,478,459 1,472,125 — 1,472,125 Other Financial Instruments Other financial instruments not measured at fair value on a recurring basis include trade receivables, trade payables, accrued and other current liabilities, current portion of debt (with the exception of the 1.75% Debentures (defined in note 7)) and long-term debt (with the exception of the 1.25% Debentures and the 2.75% Debentures (defined in note 7)). With the exception of long-term debt, the carrying amount approximates fair value due to the short maturity of these instruments as reported on our condensed consolidated balance sheets. The carrying value of our long-term debt bears interest at a variable rate and therefore is also considered to approximate fair value. Realized and Unrealized Gains (Losses) on Financial Instruments Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 amounts in thousands Indemnification obligation $ (8,366) — (48,935) — Exchangeable senior debentures (1) (18,473) (39,324) (3,620) (39,324) $ (26,839) (39,324) (52,555) (39,324) (1) The Company has elected to account for its exchangeable senior debentures using the fair value option. Changes in the fair value of the exchangeable senior debentures recognized in the condensed consolidated statements of operations are primarily due to market factors driven by changes in the fair value of the underlying shares into which debt is exchangeable. The Company isolates the portion of the unrealized gain (loss) attributable to the change in the instrument specific credit risk and recognizes such amount in other comprehensive income. The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk before tax was a gain of $1.8 million and a loss of $15.3 million for the three months ended September 30, 2021 and 2020, respectively, and losses of $2.7 million and $15.3 million for the nine months ended September 30, 2021 and 2020, respectively . The cumulative change was a gain of $5.9 million as of September 30, 2021 . |
Investment in Charter Accounted
Investment in Charter Accounted for Using the Equity Method | 9 Months Ended |
Sep. 30, 2021 | |
Investment in Charter Accounted for Using the Equity Method | |
Investment in Charter Accounted for Using the Equity Method | (5) Investment in Charter Accounted for Using the Equity Method Through a number of prior years’ transactions and the Combination, Liberty Broadband has acquired an interest in Charter. The investment in Charter is accounted for as an equity method affiliate based on our voting and ownership interest and the board seats held by individuals appointed by Liberty Broadband. As of September 30, 2021, the carrying and market value of Liberty Broadband’s ownership in Charter was approximately $14,387 million and $40,382 million, respectively. We own an approximate 31.0% economic ownership interest in Charter, based on shares of Charter’s Class A common stock issued and outstanding as of September 30, 2021. Upon the closing of the Time Warner Cable merger, the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, by and among Charter, Liberty Broadband and Advance/Newhouse Partnership, as amended (the “Stockholders Agreement”), became fully effective. Pursuant to the Stockholders Agreement, Liberty Broadband’s equity ownership in Charter (on a fully diluted basis) is capped at the greater of 26% or the voting cap (“Equity Cap”). As of September 30, 2021, due to Liberty Broadband’s voting interest exceeding the current voting cap of 25.01%, our voting control of the aggregate voting power of Charter is 25.01%. Under the Stockholders Agreement, Liberty Broadband has agreed to vote (subject to certain exceptions) all voting securities beneficially owned by it, or over which it has voting discretion or control that are in excess of the voting cap in the same proportion as all other votes cast by public stockholders of Charter with respect to the applicable matter. In February 2021, Liberty Broadband was notified that its ownership interest, on a fully diluted basis, had exceeded the Equity Cap set forth in the Stockholders Agreement. On February 23, 2021, Charter and Liberty Broadband entered into a letter agreement Equity Cap . Pursuant to this letter agreement, following any month during which Charter purchases, redeems or buys back shares of its Class A common stock, and prior to certain meetings of Charter’s stockholders, Liberty Broadband will be obligated to sell to Charter, and Charter will be obligated to purchase, such number of shares of Class A common stock as is necessary (if any) to reduce Liberty Broadband’s percentage equity interest, on a fully diluted basis, to the Equity Cap (such transaction, a “Charter Repurchase”). The per share sale price for each share of Charter will be equal to the volume weighted average price paid by Charter in its repurchases, redemptions and buybacks of its common stock (subject to certain exceptions) during the month prior to the Charter Repurchase (or, if applicable, during the relevant period prior to the relevant meeting of Charter stockholders). Under the terms of the letter agreement, Liberty Broadband sold 3,962,155 shares of Charter Class A common stock to Charter for $2,642.8 million during the nine months ended September 30, 2021 to maintain our fully diluted ownership percentage at 26% . Subsequent to September 30, 2021, Liberty Broadband sold 724,555 shares of Charter Class A common stock to Charter for $560.8 million in October 2021. During the three months ended March 31, 2020, Liberty Broadband exercised its preemptive right to purchase an aggregate of approximately 35 thousand shares of Charter’s Class A common stock for an aggregate purchase price of $14.9 million. Investment in Charter The excess basis in our investment in Charter of $9,115 million as of September 30, 2021 is allocated within memo accounts used for equity method accounting purposes as follows (amounts in millions): September 30, December 31, 2021 2020 Property and equipment $ 709 733 Customer relationships 2,638 2,726 Franchise fees 3,867 3,693 Trademarks 29 29 Goodwill 4,113 3,934 Debt (578) (602) Deferred income tax liability (1,663) (1,641) $ 9,115 8,872 Property and equipment and customer relationships have weighted average remaining useful lives of approximately 6 years and 9 years, respectively, and franchise fees, trademarks and goodwill have indefinite lives. The excess basis of outstanding debt is amortized over the contractual period using the straight-line method. The increase in excess basis for the nine months ended September 30, 2021 was primarily due to Charter’s share buyback program, partially offset by Liberty Broadband’s participation in Charter’s share buyback program. The Company’s share of earnings (losses) of affiliates line item in the accompanying condensed consolidated statements of operations includes expenses of $58.4 million and $25.5 million, net of related taxes, for the three months ended September 30, 2021 and 2020, respectively, and expenses of $180.8 million and $107.3 million, net of related taxes, for the nine months ended September 30, 2021 and 2020, respectively, due to the amortization of the excess basis related to assets with identifiable useful lives and debt. The Company had dilution losses of $1.7 million and $35.3 million during the three months ended September 30, 2021 and 2020, respectively, and dilution losses of $98.4 million and $140.6 million during the nine months ended September 30, 2021 and 2020, respectively. The dilution losses for the periods presented were attributable to stock option exercises by employees and other third parties at prices below Liberty Broadband’s book basis per share, partially offset by a gain on dilution related to Charter’s repurchase of Liberty Broadband’s Charter shares during the three and nine months ended September 30, 2021. Summarized unaudited financial information for Charter is as follows (amounts in millions): Charter condensed consolidated balance sheets September 30, 2021 December 31, 2020 Current assets $ 3,498 3,909 Property and equipment, net 34,179 34,357 Goodwill 29,554 29,554 Intangible assets, net 71,741 72,937 Other assets 3,523 3,449 Total assets $ 142,495 144,206 Current liabilities $ 12,237 9,875 Deferred income taxes 18,980 18,108 Long-term debt 85,376 81,744 Other liabilities 4,376 4,198 Equity 21,526 30,281 Total liabilities and shareholders’ equity $ 142,495 144,206 Charter condensed consolidated statements of operations Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 Revenue $ 13,146 12,039 38,470 35,473 Cost and expenses: Operating costs and expenses (excluding depreciation and amortization) 7,958 7,483 23,551 22,212 Depreciation and amortization 2,270 2,370 7,065 7,295 Other operating expenses, net (9) 14 284 23 10,219 9,867 30,900 29,530 Operating income 2,927 2,172 7,570 5,943 Interest expense, net (1,016) (946) (3,003) (2,883) Other income (expense), net (157) (117) (237) (413) Income tax (expense) benefit (347) (177) (844) (372) Net income (loss) 1,407 932 3,486 2,275 Less: Net income attributable to noncontrolling interests (190) (118) (442) (299) Net income (loss) attributable to Charter shareholders $ 1,217 814 3,044 1,976 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Intangible Assets | |
Intangible Assets | (6 Intangible Assets Intangible Assets Subject to Amortization, net September 30, 2021 December 31, 2020 Gross Net Gross Net carrying Accumulated carrying carrying Accumulated carrying amount amortization amount amount amortization amount amounts in thousands Customer relationships $ 515,000 (37,725) 477,275 560,212 (13,687) 546,525 Other amortizable intangibles 135,435 (23,483) 111,952 137,315 (9,791) 127,524 Total $ 650,435 (61,208) 589,227 697,527 (23,478) 674,049 Remainder of 2021 $ 18,468 2022 $ 64,759 2023 $ 58,340 2024 $ 52,159 2025 $ 50,565 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt | |
Debt | (7) Debt Outstanding principal Carrying value September 30, September 30, December 31, 2021 2021 2020 amounts in thousands Margin Loan Facility $ 1,500,000 1,500,000 2,000,000 2.75% Exchangeable Senior Debentures due 2050 575,000 607,976 608,804 1.25% Exchangeable Senior Debentures due 2050 825,000 840,378 836,971 1.75% Exchangeable Senior Debentures due 2046 14,536 30,105 26,350 Senior notes 600,000 632,696 635,683 Senior credit facility 426,000 426,000 704,000 Wells Fargo note payable 5,934 5,934 6,442 Deferred financing costs — (1,437) (2,017) Total debt $ 3,946,470 4,041,652 4,816,233 Debt classified as current (34,797) (31,026) Total long-term debt $ 4,006,855 4,785,207 Margin Loan Facility On May 12, 2021, a bankruptcy remote wholly owned subsidiary of the Company (“ ”) entered into Amendment No. 4 to Margin Loan Agreement and Amendment No. 4 to Collateral Account Control Agreement (the “ ”), which amends SPV’s margin loan agreement, dated as of August 31, 2017 (as amended by Amendment No. 1 to Margin Loan Agreement, dated as of August 24, 2018, as further amended by Amendment No. 2 to Margin Loan Agreement and Amendment No. 1 to Collateral Account Control Agreement, dated August 19, 2019, and as further amended by Amendment No. 3 to Margin Loan Agreement and Amendment No. 2 to Collateral Account Control Agreement, dated August 12, 2020, and as otherwise amended, supplemented or modified from time to time, the “ ”; the Existing Margin Loan Agreement, as amended by the Fourth Amendment, the “ ”), with BNP Paribas, New York Branch (as successor to the Prior Administrative Agent (as defined in the Margin Loan Agreement)), as the administrative agent, BNP Paribas (as successor to the Original Calculation Agent (as defined in the Margin Loan Agreement)), as the calculation agent, the lenders party thereto and, for the limited purposes set forth therein, U.S. Bank National Association, as securities intermediary. Upon the effectiveness of the Fourth Amendment (the date on which such effectiveness occurred, the “ ”), the Margin Loan Agreement provided for (x) a term loan credit facility in an aggregate principal amount of $1.15 billion (the “ ” and proceeds of such facility, the “ ”), (y) a revolving credit facility in an aggregate principal amount of $1.15 billion (the “ ” and proceeds of such facility, the “ ”; the Revolving Loans, collectively with the Term Loans, the “ ”) and (z) an uncommitted incremental term loan facility in an aggregate principal amount of up to $200 million (collectively, the “Margin Loan Facility”). No additional borrowings under the Margin Loan Agreement were made on the Fourth Amendment Effective Date and, after giving effect to the transactions occurring on such date, there were (i) $1.15 billion in Term Loans outstanding under the Term Loan Facility and (ii) $0.00 of Revolving Loans outstanding. SPV’s obligations under the Margin Loan Facility are secured by first priority liens on the shares of Charter owned by SPV. The Fourth Amendment amends the Existing Margin Loan Agreement to provide for, among other things, (i) the extension of the scheduled maturity date for the Margin Loan Agreement to May 12, 2024 (the “Maturity Date”), (ii) the reclassification of the existing loans and commitments into the Term Loan Facility and the Revolving Loan Facility, as applicable, (iii) the availability of the Revolving Loan Facility from the Fourth Amendment Effective Date to but excluding the earlier of (x) the date that is five business days prior to the Maturity Date and (y) the date of termination of all of the Revolving Loan Facility commitments, (iv) customary LIBOR replacement provisions, (v) a decrease in the Base Spread (as defined below) applicable to all loans funded under the Margin Loan Agreement as set forth therein, (vi) the establishment of Revolving Loan Facility commitment fees applicable to any undrawn Revolving Loan Facility commitments and (vii) certain conforming changes related to the foregoing. On the Fourth Amendment Effective Date, substantially simultaneously but after the effectiveness of the Fourth Amendment, the Borrower repaid $850 million of outstanding Revolving Loans. In the third quarter of 2021, SPV drew down an additional $350 million on the Revolving Loans. The borrowings under the Revolving Loan Facility are subject to certain customary conditions precedent. The Loans will accrue interest at a rate equal to the 3-month LIBOR rate plus a per annum spread (the “Base Spread”) (unless and until the replacement of such rate as provided for under the Margin Loan Agreement). In the third quarter of 2020, SPV drew down an additional $125 million on the existing margin loan facilities in place at the time. Upon the completion of the Combination on December 18, 2020, SPV borrowed an additional $1.3 billion on the Margin Loan Facility in order to repay an existing margin loan at GCI Liberty. Outstanding borrowings under the Margin Loan Facility were $1.5 billion and $2.0 billion at September 30, 2021 and December 31, 2020, respectively. As of September 30, 2021, SPV was permitted to borrow an additional $800.0 million, subject to certain funding conditions, which may be drawn until five The Margin Loan Agreement contains various affirmative and negative covenants that restrict the activities of the SPV (and, in some cases, the Company and its subsidiaries with respect to shares of Charter owned by the Company and its subsidiaries). The Margin Loan Agreement does not include any financial covenants. The Margin Loan Agreement also contains restrictions related to additional indebtedness and events of default customary for margin loans of this type. SPV’s obligations under the Margin Loan Agreement are secured by first priority liens on a portion of the Company’s ownership interest in Charter, sufficient for SPV to meet the loan to value requirements under the Margin Loan Agreement. The Margin Loan Agreement indicates that no lender party shall have any voting rights with respect to the shares transferred, except to the extent that a lender party buys any shares in a sale or other disposition made pursuant to the terms of the loan agreements. Exchangeable Senior Debentures The Company has elected to account for all of its exchangeable senior debentures at fair value in its condensed consolidated financial statements. Accordingly, changes in the fair value of these instruments are recognized in unrealized gains (losses) in the accompanying condensed consolidated statements of operations. See note 4 for information related to unrealized gains (losses) on debt measured at fair value. As of September 30, 2021, a holder of the Company’s 2.75% Exchangeable Senior Debentures due 2050 (the “ 2.75% Debentures”) or a holder of the Company’s 1.25% Exchangeable Senior Debentures due 2050 (the “ 1.25% Debentures) does not have the ability to exchange and, accordingly, the 2.75% Debentures and 1.25% Debentures are classified as long-term debt in the condensed consolidated balance sheets. As of September 30, 2021, the holders of the 1.75% exchangeable senior debentures due 2046 (the “ 1.75% Debentures), which were issued by GCI Liberty and assumed in connection with the closing of the Combination, will have the ability to exchange their debentures for the period from October 1, 2021 through December 31, 2021 given that the trading value of the reference shares exceeded 130% of the par value for twenty of the last thirty trading days in the third quarter of 2021. Given the holders’ ability to exchange the debentures within a one-year period from the balance sheet date and the Company’s option to settle any exchange in cash, shares of Charter Class A common stock, or a combination of cash and shares of Charter Class A common stock, the 1.75% Debentures have been classified as current within the condensed consolidated balance sheets as of September 30, 2021. The Company reviews the terms of all the debentures on a quarterly basis to determine whether an event has occurred to require current classification on the condensed consolidated balance sheets. Senior Notes In connection with the closing of the Combination on December 18, 2020, GCI, LLC became an indirect wholly owned subsidiary of the Company. GCI, LLC is the issuer of $600.0 million 4.75% senior notes due 2028 (the “Senior Notes”). The Senior Notes were issued by GCI, LLC on October 7, 2020 and are unsecured. Interest on the Senior Notes is payable semi-annually in arrears. The Senior Notes are redeemable at the Company’s option, in whole or in part, at a redemption price defined in the respective indentures, plus accrued and unpaid interest (if any) to the date of redemption. The Senior Notes are stated net of an aggregate unamortized premium of $32.7 million at September 30, 2021. Such premium is being amortized to interest expense in the accompanying condensed consolidated statements of operations. Senior Credit Facility In connection with the closing of the Combination on December 18, 2020, GCI, LLC became an indirect wholly owned subsidiary of the Company. GCI, LLC is the borrower under the Senior Credit Facility (as defined below). On October 15, 2020, GCI, LLC entered into a Seventh Amended and Restated Credit Agreement (the “Senior Credit Facility”), which included a $550.0 million revolving credit facility, with a $25 million sub-limit for standby letters of credit, and a $400.0 million Term Loan B prior to the amendment on October 15, 2021 discussed below. The borrowings under the Senior Credit Facility bore interest at either the alternate base rate or LIBOR (based on an interest period selected by GCI, LLC of one month, two months, three months or six months) at the election of GCI, LLC in each case plus a margin. The revolving credit facility borrowings that were alternate base rate loans bore interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50% and 1.75% depending on GCI, LLC’s total leverage ratio. The revolving credit facility borrowings that were LIBOR loans bore interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.75% depending on GCI, LLC’s total leverage ratio. Term Loan B borrowings that were alternate base rate loans bore interest at a per annum rate equal to the alternate base rate plus a margin of 1.75% . Term Loan B borrowings that were LIBOR loans bore interest at a per annum rate equal to the applicable LIBOR plus a margin of 2.75% with a LIBOR floor of 0.75% . Prior to the amendment on October 15, 2021, the borrowings under the revolving credit facility and the Term Loan B were scheduled to mature on October 15, 2025; provided that, if the Term Loan B was not refinanced or repaid in full prior to April 15, 2025, then the borrowings under the revolving credit facility would mature on April 15, 2025. Principal payments are due quarterly on the Term Loan B equal to 0.25% of the original principal amount. The loans are subject to customary mandatory prepayment provisions. Each loan could be prepaid at any time and from time to time without penalty other than customary breakage costs and, in the case of the Term Loan B, subject to a customary six month “soft call.” Any amounts prepaid on the revolving credit facility may be reborrowed. The Senior Credit Facility contained a financial covenant that prohibited GCI, LLC from having a First Lien Leverage Ratio (as defined in the Senior Credit Facility) in excess of 4.00 to 1.00. The terms of the Senior Credit Facility include customary representations and warranties, customary affirmative and negative covenants and customary events of default. At any time after the occurrence of an event of default under the Senior Credit Facility, the lenders may, among other options, declare any amounts outstanding under the Senior Credit Facility immediately due and payable and terminate any commitment to make further loans under the Senior Credit Facility. The obligations under the Senior Credit Facility are secured by a security interest on substantially all of the assets of GCI, LLC and the subsidiary guarantors, as defined in the Senior Credit Facility, and on the stock of GCI Holdings. As of September 30, 2021, there was $396.0 million outstanding under the Term Loan B, $30.0 million outstanding under the revolving portion of the Senior Credit Facility and $3.1 million in letters of credit under the Senior Credit Facility, leaving $516.9 million available for borrowing. During the nine months ended September 30, 2021, GCI, LLC repaid $275 million on its revolving credit facility and completed an internal restructuring whereby GCI, LLC transferred the subsidiary that holds the Charter shares formerly beneficially owned by GCI Liberty to Liberty Broadband parent. On October 15, 2021, GCI, LLC amended the Senior Credit Facility to, among other things, extend the maturity date of the borrowings and commitments under the $550.0 million revolving credit facility to October 15, 2026 and obtain a $250.0 million Term Loan A with a maturity date of October 15, 2027. Additionally, the Term Loan B was repaid in full using the proceeds from the new Term Loan A together with $150.0 million in borrowings under the revolving credit facility. Wells Fargo Note Payable In connection with the closing of the Combination on December 18, 2020, the Company assumed GCI Holdings’ outstanding $6.4 million under its Wells Fargo Note Payable (as defined below). GCI Holdings issued a note to Wells Fargo that matures on July 15, 2029 and is payable in monthly installments of principal and interest (the "Wells Fargo Note Payable"). The interest rate is variable at one month LIBOR plus 2.25%. The note is subject to similar affirmative and negative covenants as the Senior Credit Facility. The obligations under the note are secured by a security interest and lien on the building purchased with the note. Debt Covenants GCI, LLC is subject to covenants and restrictions under its Senior Notes and Senior Credit Facility. The Company and GCI, LLC are in compliance with all debt maintenance covenants as of September 30, 2021. Fair Value of Debt The fair value of the Senior Notes was $630.8 million at September 30, 2021. Due to the variable rate nature of the Margin Loan, Senior Credit Facility and Wells Fargo Note Payable, the Company believes that the carrying amount approximates fair value at September 30, 2021. |
Preferred Stock
Preferred Stock | 9 Months Ended |
Sep. 30, 2021 | |
Preferred Stock. | |
Preferred Stock | (8) Preferred Stock Liberty Broadband's preferred stock is issuable, from time to time, with such designations, preferences and relative participating, optional or other rights, qualifications, limitations or restrictions thereof, as shall be stated and expressed in a resolution or resolutions providing for the issue of such preferred stock adopted by Liberty Broadband's board of directors. Liberty Broadband Preferred Stock was issued as a result of the Combination on December 18, 2020. Each share of GCI Liberty Preferred Stock outstanding immediately prior to the closing of the Combination was converted into one share of newly issued Liberty Broadband Preferred Stock. The Company is required to redeem all outstanding shares of Liberty Broadband Preferred Stock out of funds legally available, at the liquidation price plus all unpaid dividends (whether or not declared) accrued from the most recent dividend payment date through the redemption date, on the first business day following March 8, 2039. There were 7,300,000 shares of Liberty Broadband Preferred Stock authorized and 7,192,017 shares issued and outstanding The liquidation price is measured per share and shall mean the sum of (i) $25, plus (ii) an amount equal to all unpaid dividends (whether or not declared) accrued with respect to such share have been added to and then remain part of the liquidation price as of such date. The holders of shares of Liberty Broadband Preferred Stock are entitled to receive, when and as declared by the Liberty Broadband Board of Directors, out of legally available funds, preferential dividends that accrue and cumulate as provided in the certificate of designations for the Liberty Broadband Preferred Stock. Dividends on each share of Liberty Broadband Preferred Stock accrue on a daily basis at a rate of 7.00% per annum of the liquidation price. Accrued dividends are payable quarterly on each dividend payment date, which is January 15, April 15, July 15, and October 15 of each year, commencing January 15, 2021. If Liberty Broadband fails to pay cash dividends on the Liberty Broadband Preferred Stock in full for any four consecutive or non-consecutive dividend periods then the dividend rate shall increase by 2.00% per annum of the liquidation price until cured. On August 19, 2021, the Company announced that its board of directors had declared a quarterly cash dividend of approximately $0.44 per share of Liberty Broadband Preferred Stock which was paid on October 15, 2021 to shareholders of record of the Liberty Broadband Preferred Stock at the close of business on September 30, 2021. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Stock-Based Compensation | |
Stock-Based Compensation | (9) Stock-Based Compensation Liberty Broadband grants, to certain of its directors, employees and employees of its subsidiaries, restricted stock units and stock options to purchase shares of its common stock (collectively, "Awards"). The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the grant-date fair value (“GDFV”) of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award). The Company measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and remeasures the fair value of the Award at each reporting date. Included in the accompanying condensed consolidated statements of operations are the following amounts of stock-based compensation for the three and nine months ended September 30, 2021 and 2020 (amounts in thousands): Three months Nine months ended ended September 30, September 30, 2021 2020 2021 2020 Operating expense $ 6 10 16 23 Selling, general and administrative 10,575 1,992 31,000 5,713 $ 10,581 2,002 31,016 5,736 Liberty Broadband – Grants of Awards During the nine months ended September 30, 2021, Liberty Broadband granted 167 thousand options to purchase shares of Series C Liberty Broadband common stock to our CEO in connection with his employment agreement. Such options had a GDFV of $40.05 per share and vest on December 31, 2021. There were no options to purchase shares of Series A or Series B The Company has calculated the GDFV for all of its equity classified awards and any subsequent remeasurement of its liability classified awards using the Black-Scholes Model. The Company estimates the expected term of the Awards based on historical exercise and forfeiture data. The volatility used in the calculation for Awards is based on the historical volatility of Liberty Broadband common stock. The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options. Liberty Broadband – Outstanding Awards The following table presents the number and weighted average exercise price (“WAEP”) of Awards to purchase Liberty Broadband common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the Awards. Weighted average remaining Aggregate contractual intrinsic Series C WAEP life value (in thousands) (in years) (in millions) Outstanding at January 1, 2021 3,327 $ 92.35 Granted 199 $ 152.25 Exercised (63) $ 72.01 Forfeited/cancelled — $ — Outstanding at September 30, 2021 3,463 $ 96.15 4.4 $ 265 Exercisable at September 30, 2021 1,994 $ 59.03 3.4 $ 227 As of September 30, 2021, Liberty Broadband also had 1 thousand Series A options and 722 thousand Series B options outstanding and exercisable at a WAEP of $35.81 and $96.79, respectively, and a weighted average remaining contractual life of 1.2 years and 1.3 years, respectively. As of September 30, 2021, the total unrecognized compensation cost related to unvested Awards was approximately $49.3 million. Such amount will be recognized in the Company's condensed consolidated statements of operations over a weighted average period of approximately 2.3 years. As of September 30, 2021, Liberty Broadband reserved 4.2 million shares of Series A, Series B and Series C common stock for issuance under exercise privileges of outstanding stock Awards. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | (10) Commitments and Contingencies General Litigation The Company has contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. Although it is reasonably possible the Company may incur losses upon conclusion of such matters, an estimate of any loss or range of loss cannot be made. In the opinion of management, it is expected that amounts, if any, which may be required to satisfy such contingencies will not be material in relation to the accompanying condensed consolidated financial statements. Hollywood Firefighters’ Pension Fund, et al. v. GCI Liberty, Inc., et al. Hollywood Firefighters’ Pension Fund, et al. v. GCI Liberty, Inc., et al. The complaint sought certification of a class action, declarations that Messrs. Maffei and Malone and the other directors of GCI Liberty breached their fiduciary duties and the recovery of damages and other relief. On December 23, 2020, the plaintiffs filed a Second Amended Complaint, which, among other things, included a new count of breach of fiduciary duty against Mr. Maffei and Mr. Gregg Engles, the other former member of the GCI Liberty special committee, and new allegations that the price of GCI Liberty was depressed as a result of statements and omissions by Mr. Maffei in November of 2019. During the first quarter of 2021, the parties were conducting discovery with the trial scheduled for November 2021. We believed the lawsuit was without merit. During March 2021 and in advance of the expenditure of significant time and costs to conduct the depositions proposed to have been taken in this action, the parties began negotiations for a potential settlement of this action. On May 5, 2021, the plaintiffs (on behalf of themselves and other members of a proposed settlement class) and defendants entered into an agreement in principle to settle the litigation pursuant to which the parties agreed that the plaintiffs will dismiss their claims with prejudice, with customary releases, in return for a settlement payment of $110 million, which has been accrued as a current liability in the condensed consolidated balance sheet and recorded as a litigation settlement expense within operating income in the condensed consolidated statements of operations. During the third quarter of 2021, the Company made a payment of $110 million to an escrow account in accordance with the settlement agreement, which has been recorded as restricted cash in other current assets in the condensed consolidated balance sheet. On June 17, 2021, the parties filed a Stipulation and Agreement of Settlement, Compromise, and Release. On June 30, 2021, the Court preliminarily certified, solely for purposes of effectuating the proposed settlement, the action as a non-opt out class action on behalf of a settlement class consisting of all holders of GCI Liberty Series A common stock as of December 18, 2020. The Court set a settlement hearing for October 5, 2021, to determine whether to permanently certify the class, whether the proposed settlement is fair, reasonable, and adequate to the settlement class, and whether to enter a judgment dismissing the action with prejudice, among other things. On October 18, 2021, subsequent to that hearing, the Court issued a final order permanently certifying the Class and approving the settlement. The Court also awarded Plaintiffs’ Counsel $22 million in attorneys’ fees, which shall be paid out of the settlement fund. Plaintiffs have also requested that the Court issue an additional fee award of $22 million, not to be paid out of the settlement fund, in connection with a certain claim that was mooted earlier in the case. Defendants have opposed that motion, and the Court has not yet ruled on the amount of any additional fee award. In addition, during the three months ended September 30, 2021, the Company agreed to final settlement amounts with all five of its insurance carriers for insurance recoveries of $24.5 million, which is recorded net of the litigation settlement expense on the condensed consolidated statement of operations. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Information | |
Segment Information | (11) Segment Information Liberty Broadband identifies its reportable segments as (A) those consolidated companies that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets and (B) those equity method affiliates whose share of earnings or losses represent 10% or more of Liberty Broadband’s annual pre-tax earnings (losses). During the first quarter of 2021, as a result of the closing of the Combination on December 18, 2020, Skyhook Holding, Inc., a wholly owned subsidiary of the Company, is no longer significant to the Company and has been included in Corporate and other for presentation purposes. The revised segment reporting structure includes the following reportable segments: (1) GCI Holdings and (2) Charter. All prior period segment disclosure information has been reclassified to conform to the current reporting structure. These reclassifications had no effect on our condensed consolidated financial statements in any period. Liberty Broadband evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as revenue and Adjusted OIBDA. In addition, Liberty Broadband reviews nonfinancial measures such as subscriber growth. For the nine months ended September 30, 2021, Liberty Broadband has identified the following consolidated company and equity method investment as its reportable segments: ● GCI Holdings – a wholly owned subsidiary of the Company that provides a full range of wireless, data, video, voice, and managed services to residential, businesses, governmental entities, and educational and medical institutions primarily in Alaska. ● Charter—an equity method investment that is one of the largest providers of cable services in the United States, offering a variety of entertainment, information and communications solutions to residential and commercial customers. Liberty Broadband’s operating segments are strategic business units that offer different products and services. They are managed separately because each segment requires different technologies, distribution channels and marketing strategies. The accounting policies of the segment that is also a consolidated company are the same as those described in the Company’s summary of significant accounting policies in the Company’s annual financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2020. We have included amounts attributable to Charter in the tables below. Although Liberty Broadband owns less than 100% of the outstanding shares of Charter, 100% of the Charter amounts are included in the tables below and subsequently eliminated in order to reconcile the account totals to the Liberty Broadband condensed consolidated financial statements. Performance Measures Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 amounts in thousands GCI Holdings Consumer Revenue Wireless $ 33,485 — 97,799 — Data 53,608 — 158,494 — Video 18,273 — 55,906 — Voice 3,873 — 11,108 — Business Revenue Wireless 18,695 — 56,006 — Data 91,792 — 267,826 — Video 904 — 2,586 — Voice 5,748 — 17,904 — Lease, grant, and revenue from subsidies 19,310 — 58,131 — Total GCI Holdings 245,688 — 725,760 — Corporate and other 4,532 4,219 13,278 12,437 Total $ 250,220 4,219 739,038 12,437 are recorded as deferred revenue. The deferred revenue is recognized as revenue in the accompanying condensed consolidated statements of operations as the services are provided. Changes in the contract liability balance for the Company during the three and nine months ended September 30, 2021 were not materially impacted by other factors. The Company expects to recognize revenue in the future related to performance obligations that are unsatisfied (or partially unsatisfied) of approximately $90.0 million in the remainder of 2021 2022 2023 2024 2025 For segment reporting purposes, Liberty Broadband defines Adjusted OIBDA as revenue less operating expenses and selling, general and administrative expenses (excluding stock-based compensation and transaction costs). Liberty Broadband believes this measure is an important indicator of the operational strength and performance of its businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. This measure of performance excludes depreciation and amortization, stock-based compensation, transaction costs, separately reported litigation settlements and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net earnings, cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP. Liberty Broadband generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices. Three months ended September 30, Nine months ended September 30, 2021 2020 2021 2020 amounts in thousands GCI Holdings $ 88,800 — 273,515 — Charter 5,295,000 4,625,000 14,967,000 13,501,000 Corporate and other (8,372) (14,270) (34,987) (26,658) 5,375,428 4,610,730 15,205,528 13,474,342 Eliminate equity method affiliate (5,295,000) (4,625,000) (14,967,000) (13,501,000) Consolidated Liberty Broadband $ 80,428 (14,270) 238,528 (26,658) Other Information September 30, 2021 Total Investments Capital assets in affiliates expenditures amounts in thousands GCI Holdings $ 3,517,437 397 91,198 Charter 142,495,000 — 5,563,000 Corporate and other 14,922,275 14,387,017 21 160,934,712 14,387,414 5,654,219 Eliminate equity method affiliate (142,495,000) — (5,563,000) Consolidated Liberty Broadband $ 18,439,712 14,387,414 91,219 Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 amounts in thousands Adjusted OIBDA $ 80,428 (14,270) 238,528 (26,658) Stock-based compensation (10,581) (2,002) (31,016) (5,736) Depreciation and amortization (68,130) (56) (198,766) (1,041) Litigation settlement, net of recoveries 23,520 — (86,480) — Operating income (loss) 25,237 (16,328) (77,734) (33,435) Interest expense (28,155) (3,719) (90,032) (14,711) Share of earnings (loss) of affiliates, net 314,563 188,586 752,390 408,396 Gain (loss) on dilution of investment in affiliate (1,693) (35,284) (98,446) (140,610) Realized and unrealized gains (losses) on financial instruments, net (26,839) (39,324) (52,555) (39,324) Other, net 14,788 8 29,382 199 Earnings (loss) before income taxes $ 297,901 93,939 463,005 180,515 |
Earnings Attributable to Libe_2
Earnings Attributable to Liberty Broadband Stockholders Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Attributable to Liberty Broadband Stockholders Per Common Share | |
Schedule of weighted average number of shares | Liberty Broadband Common Stock Three months Three months Nine months Nine months ended ended ended ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 (numbers of shares in thousands) Basic WASO 181,039 181,472 187,743 181,765 Potentially dilutive shares (1) 1,962 1,031 1,802 953 Diluted WASO 183,001 182,503 189,545 182,718 (1) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Acquisition | |
Acquisition consideration | The following details the acquisition consideration as of December 18, 2020 (amounts in thousands), which is primarily based on level 1 inputs: Fair value of newly issued Liberty Broadband Series C and B common stock 1 $ 9,695,184 Fair value of newly issued Liberty Broadband Preferred Stock 2 202,944 Fair value of share-based payment replacement awards 3 104,683 Total fair value of consideration 10,002,811 Less: Fair value of Liberty Broadband shares attributable to share repurchase 4 (6,738,609) Total fair value of consideration attributable to business combination 3,264,202 Less: Fair value of newly issued Liberty Broadband Preferred Stock 2 (202,944) Less: Fair value of share-based payment replacement awards accounted for as liability awards (1,309) Total fair value of acquisition consideration to be allocated $ 3,059,949 (1) The fair value of newly issued Series C and B Liberty Broadband common stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Series A and B common stock as of December 18, 2020, (ii) the exchange ratio of 0.580 and (iii) the closing share price of Liberty Broadband Series C and B common stock on December 18, 2020. Liberty Broadband issued 61.3 million shares of Series C common stock and 98 thousand shares of Series B common stock. (2) The fair value of the newly issued Liberty Broadband Preferred Stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Preferred Stock as of December 18, 2020 and (ii) the closing share price of GCI Liberty Preferred Stock on December 18, 2020. The GCI Liberty Preferred Stock was converted on a one to one ratio into Liberty Broadband Preferred Stock. (3) This amount represents the fair value of share-based payment replacement awards. (4) GCI Liberty owned approximately 42.7 million shares of Liberty Broadband Series C common stock. The acquisition of Liberty Broadband Series C common stock is accounted for as a share repurchase by Liberty Broadband. This amount was calculated by multiplying (i) the number of shares of Liberty Broadband Series C common stock owned by GCI Liberty as of December 18, 2020 and (ii) the closing share price of Liberty Broadband Series C common stock on December 18, 2020. |
Preliminary acquisition price allocation | Cash and cash equivalents including restricted cash $ 592,240 Receivables 339,061 Property and equipment 1,108,588 Goodwill 755,587 Investment in Charter 3,493,677 Intangible assets not subject to amortization 586,500 Intangible assets subject to amortization 638,855 Other assets 302,569 Deferred revenue (60,292) Debt, including obligations under tower and finance leases (2,772,147) Indemnification liability (336,141) Deferred income tax liabilities (1,026,596) Preferred stock (202,944) Non-controlling interest (11,771) Other liabilities (347,237) $ 3,059,949 |
Pro forma revenue and net earnings | Three months ended Nine months ended September 30, 2020 September 30, 2020 amounts in thousands, except per share amounts Revenue $ 249,567 715,330 Net earnings (loss) $ (107,934) (102,994) Net earnings (loss) attributable to Liberty Broadband shareholders $ (107,908) (102,917) Basic net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share $ (0.54) (0.51) Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share $ (0.54) (0.51) |
Assets and Liabilities Measur_2
Assets and Liabilities Measured at Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Assets and Liabilities Measured at Fair Value | |
Schedule of assets and liabilities measured at fair value | September 30, 2021 December 31, 2020 Quoted prices Significant Quoted prices Significant in active other in active other markets for observable markets for observable identical assets inputs identical assets inputs Description Total (Level 1) (Level 2) Total (Level 1) (Level 2) amounts in thousands Cash equivalents $ 262,813 262,813 — 1,368,176 1,368,176 — Indemnification obligation $ 393,578 — 393,578 344,643 — 344,643 Exchangeable senior debentures $ 1,478,459 — 1,478,459 1,472,125 — 1,472,125 |
Schedule of realized and unrealized gains (losses) on financial instruments | Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 amounts in thousands Indemnification obligation $ (8,366) — (48,935) — Exchangeable senior debentures (1) (18,473) (39,324) (3,620) (39,324) $ (26,839) (39,324) (52,555) (39,324) (1) The Company has elected to account for its exchangeable senior debentures using the fair value option. Changes in the fair value of the exchangeable senior debentures recognized in the condensed consolidated statements of operations are primarily due to market factors driven by changes in the fair value of the underlying shares into which debt is exchangeable. The Company isolates the portion of the unrealized gain (loss) attributable to the change in the instrument specific credit risk and recognizes such amount in other comprehensive income. The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk before tax was a gain of $1.8 million and a loss of $15.3 million for the three months ended September 30, 2021 and 2020, respectively, and losses of $2.7 million and $15.3 million for the nine months ended September 30, 2021 and 2020, respectively . The cumulative change was a gain of $5.9 million as of September 30, 2021 . |
Investment in Charter Account_2
Investment in Charter Accounted for Using the Equity Method (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Investment in Charter Accounted for Using the Equity Method | |
Schedule of allocation of excess basis within memo accounts used for equity accounting purposes | The excess basis in our investment in Charter of $9,115 million as of September 30, 2021 is allocated within memo accounts used for equity method accounting purposes as follows (amounts in millions): September 30, December 31, 2021 2020 Property and equipment $ 709 733 Customer relationships 2,638 2,726 Franchise fees 3,867 3,693 Trademarks 29 29 Goodwill 4,113 3,934 Debt (578) (602) Deferred income tax liability (1,663) (1,641) $ 9,115 8,872 |
Summary of financial information for Charter | Summarized unaudited financial information for Charter is as follows (amounts in millions): Charter condensed consolidated balance sheets September 30, 2021 December 31, 2020 Current assets $ 3,498 3,909 Property and equipment, net 34,179 34,357 Goodwill 29,554 29,554 Intangible assets, net 71,741 72,937 Other assets 3,523 3,449 Total assets $ 142,495 144,206 Current liabilities $ 12,237 9,875 Deferred income taxes 18,980 18,108 Long-term debt 85,376 81,744 Other liabilities 4,376 4,198 Equity 21,526 30,281 Total liabilities and shareholders’ equity $ 142,495 144,206 Charter condensed consolidated statements of operations Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 Revenue $ 13,146 12,039 38,470 35,473 Cost and expenses: Operating costs and expenses (excluding depreciation and amortization) 7,958 7,483 23,551 22,212 Depreciation and amortization 2,270 2,370 7,065 7,295 Other operating expenses, net (9) 14 284 23 10,219 9,867 30,900 29,530 Operating income 2,927 2,172 7,570 5,943 Interest expense, net (1,016) (946) (3,003) (2,883) Other income (expense), net (157) (117) (237) (413) Income tax (expense) benefit (347) (177) (844) (372) Net income (loss) 1,407 932 3,486 2,275 Less: Net income attributable to noncontrolling interests (190) (118) (442) (299) Net income (loss) attributable to Charter shareholders $ 1,217 814 3,044 1,976 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Intangible Assets | |
Schedule of Intangible Assets Subject to Amortization, net | September 30, 2021 December 31, 2020 Gross Net Gross Net carrying Accumulated carrying carrying Accumulated carrying amount amortization amount amount amortization amount amounts in thousands Customer relationships $ 515,000 (37,725) 477,275 560,212 (13,687) 546,525 Other amortizable intangibles 135,435 (23,483) 111,952 137,315 (9,791) 127,524 Total $ 650,435 (61,208) 589,227 697,527 (23,478) 674,049 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Amortization expense for amortizable intangible assets for each of the five succeeding fiscal years is estimated to be (amounts in thousands): Remainder of 2021 $ 18,468 2022 $ 64,759 2023 $ 58,340 2024 $ 52,159 2025 $ 50,565 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt | |
Schedule of debt | Outstanding principal Carrying value September 30, September 30, December 31, 2021 2021 2020 amounts in thousands Margin Loan Facility $ 1,500,000 1,500,000 2,000,000 2.75% Exchangeable Senior Debentures due 2050 575,000 607,976 608,804 1.25% Exchangeable Senior Debentures due 2050 825,000 840,378 836,971 1.75% Exchangeable Senior Debentures due 2046 14,536 30,105 26,350 Senior notes 600,000 632,696 635,683 Senior credit facility 426,000 426,000 704,000 Wells Fargo note payable 5,934 5,934 6,442 Deferred financing costs — (1,437) (2,017) Total debt $ 3,946,470 4,041,652 4,816,233 Debt classified as current (34,797) (31,026) Total long-term debt $ 4,006,855 4,785,207 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock-based compensation expense | Included in the accompanying condensed consolidated statements of operations are the following amounts of stock-based compensation for the three and nine months ended September 30, 2021 and 2020 (amounts in thousands): Three months Nine months ended ended September 30, September 30, 2021 2020 2021 2020 Operating expense $ 6 10 16 23 Selling, general and administrative 10,575 1,992 31,000 5,713 $ 10,581 2,002 31,016 5,736 |
Series C | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock awards activity | Weighted average remaining Aggregate contractual intrinsic Series C WAEP life value (in thousands) (in years) (in millions) Outstanding at January 1, 2021 3,327 $ 92.35 Granted 199 $ 152.25 Exercised (63) $ 72.01 Forfeited/cancelled — $ — Outstanding at September 30, 2021 3,463 $ 96.15 4.4 $ 265 Exercisable at September 30, 2021 1,994 $ 59.03 3.4 $ 227 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Information | |
Schedule of performance measures | Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 amounts in thousands GCI Holdings Consumer Revenue Wireless $ 33,485 — 97,799 — Data 53,608 — 158,494 — Video 18,273 — 55,906 — Voice 3,873 — 11,108 — Business Revenue Wireless 18,695 — 56,006 — Data 91,792 — 267,826 — Video 904 — 2,586 — Voice 5,748 — 17,904 — Lease, grant, and revenue from subsidies 19,310 — 58,131 — Total GCI Holdings 245,688 — 725,760 — Corporate and other 4,532 4,219 13,278 12,437 Total $ 250,220 4,219 739,038 12,437 |
Schedule of segment reporting information | Three months ended September 30, Nine months ended September 30, 2021 2020 2021 2020 amounts in thousands GCI Holdings $ 88,800 — 273,515 — Charter 5,295,000 4,625,000 14,967,000 13,501,000 Corporate and other (8,372) (14,270) (34,987) (26,658) 5,375,428 4,610,730 15,205,528 13,474,342 Eliminate equity method affiliate (5,295,000) (4,625,000) (14,967,000) (13,501,000) Consolidated Liberty Broadband $ 80,428 (14,270) 238,528 (26,658) September 30, 2021 Total Investments Capital assets in affiliates expenditures amounts in thousands GCI Holdings $ 3,517,437 397 91,198 Charter 142,495,000 — 5,563,000 Corporate and other 14,922,275 14,387,017 21 160,934,712 14,387,414 5,654,219 Eliminate equity method affiliate (142,495,000) — (5,563,000) Consolidated Liberty Broadband $ 18,439,712 14,387,414 91,219 |
Schedule of reconciliation of segment Adjusted OIBDA to earnings (loss) before income taxes | Three months ended Nine months ended September 30, September 30, 2021 2020 2021 2020 amounts in thousands Adjusted OIBDA $ 80,428 (14,270) 238,528 (26,658) Stock-based compensation (10,581) (2,002) (31,016) (5,736) Depreciation and amortization (68,130) (56) (198,766) (1,041) Litigation settlement, net of recoveries 23,520 — (86,480) — Operating income (loss) 25,237 (16,328) (77,734) (33,435) Interest expense (28,155) (3,719) (90,032) (14,711) Share of earnings (loss) of affiliates, net 314,563 188,586 752,390 408,396 Gain (loss) on dilution of investment in affiliate (1,693) (35,284) (98,446) (140,610) Realized and unrealized gains (losses) on financial instruments, net (26,839) (39,324) (52,555) (39,324) Other, net 14,788 8 29,382 199 Earnings (loss) before income taxes $ 297,901 93,939 463,005 180,515 |
Basis of Presentation (Details)
Basis of Presentation (Details) $ in Millions | Dec. 31, 2020USD ($) | Dec. 18, 2020shares | May 23, 2015 | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($)shares | Aug. 05, 2021USD ($) | Feb. 23, 2021USD ($) |
Liberty | |||||||||
Reimbursable amount | $ 3.5 | $ 1 | $ 10.1 | $ 3.2 | |||||
Qurate Retail | |||||||||
Tax sharing receivable | $ 119 | 110.8 | 110.8 | ||||||
Qurate Retail | Other current assets | |||||||||
Tax sharing receivable | $ 24.4 | 0 | $ 0 | ||||||
CEO | Liberty | |||||||||
CEO compensation allocation percentage | 18.00% | ||||||||
Charter. | |||||||||
Fully diluted ownership percentage | 26.00% | 26.00% | |||||||
Series A and C Common Stock | |||||||||
Stock Repurchase Program, Authorized Amount | $ 2,230 | ||||||||
Stock repurchase program, additional authorized amount | $ 2,105 | ||||||||
Number of shares repurchased | shares | 17,800,000 | ||||||||
Value of stock repurchased | $ 2,900 | ||||||||
Remaining authorized repurchase amount | $ 2,030 | $ 2,030 | |||||||
Series C | |||||||||
Number of shares repurchased | shares | 2,000,000 | ||||||||
Value of stock repurchased | $ 285.7 | ||||||||
Series A Cumulative Redeemable Preferred Stock | |||||||||
Number of shares received | shares | 1 | ||||||||
GCI Liberty Inc | |||||||||
Business combination shares issued ratio | 0.580 |
Earnings Attributable to Libe_3
Earnings Attributable to Liberty Broadband Stockholders Per Common Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Attributable to Liberty Broadband Stockholders Per Common Share | ||||
Antidilutive shares | 0 | 14 | 0 | 14 |
Basic WASO | 181,039 | 181,472 | 187,743 | 181,765 |
Potentially dilutive shares | 1,962 | 1,031 | 1,802 | 953 |
Diluted WASO | 183,001 | 182,503 | 189,545 | 182,718 |
Acquisition - Acquisition Consi
Acquisition - Acquisition Consideration (Details) shares in Thousands, $ in Thousands | Dec. 18, 2020USD ($)shares | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) |
Business Acquisition [Line Items] | |||||
Less: Fair value of Liberty Broadband shares attributable to share repurchase | $ (953,557) | $ (285,722) | $ (2,910,587) | $ (285,722) | |
Series C | GCI Liberty Inc | Liberty Broadband Corporation | |||||
Business Acquisition [Line Items] | |||||
Shares owned | shares | 42,700 | ||||
Series C | Common stock | |||||
Business Acquisition [Line Items] | |||||
Less: Fair value of Liberty Broadband shares attributable to share repurchase | $ (46) | $ (20) | $ (170) | $ (20) | |
GCI Liberty Inc | |||||
Business Acquisition [Line Items] | |||||
Total fair value of consideration | $ 10,002,811 | ||||
Less: Fair value of Liberty Broadband shares attributable to share repurchase | (6,738,609) | ||||
Total fair value of consideration attributable to business combination | 3,264,202 | ||||
Less: Fair value of share-based payment replacement awards accounted for as liability awards | (1,309) | ||||
Total fair value of acquisition consideration to be allocated | $ 3,059,949 | ||||
Business combination shares issued ratio | 0.580 | ||||
Conversion ratio | 1 | ||||
GCI Liberty Inc | Share based payments awards | |||||
Business Acquisition [Line Items] | |||||
Total fair value of consideration | $ 104,683 | ||||
GCI Liberty Inc | Preferred Stock | |||||
Business Acquisition [Line Items] | |||||
Total fair value of consideration | 202,944 | ||||
GCI Liberty Inc | Series C and B Common Stock | Common stock | |||||
Business Acquisition [Line Items] | |||||
Total fair value of consideration | $ 9,695,184 | ||||
GCI Liberty Inc | Series C | |||||
Business Acquisition [Line Items] | |||||
Number of shares issued | shares | 61,300 | ||||
GCI Liberty Inc | Series B common stock | |||||
Business Acquisition [Line Items] | |||||
Number of shares issued | shares | 98 |
Acquisition - Preliminary Purch
Acquisition - Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 18, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 762,084 | $ 745,577 | |
GCI Liberty Inc | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents including restricted cash | $ 592,240 | ||
Receivables | 339,061 | ||
Property and equipment | 1,108,588 | ||
Goodwill | 755,587 | ||
Investment in Charter | 3,493,677 | ||
Intangible assets not subject to amortization | 586,500 | ||
Intangible assets subject to amortization | 638,855 | ||
Other assets | 302,569 | ||
Deferred revenue | (60,292) | ||
Debt, including obligations under tower and finance leases | (2,772,147) | ||
Indemnification liability | (336,141) | ||
Deferred income tax liabilities | (1,026,596) | ||
Preferred stock | (202,944) | ||
Non-controlling interest | (11,771) | ||
Other liabilities | (347,237) | ||
Net assets acquired including goodwill, less noncontrolling interest | $ 3,059,949 |
Acquisition - Additional Acquis
Acquisition - Additional Acquisition Information (Details) - GCI Liberty Inc - USD ($) $ in Thousands | Dec. 18, 2020 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||
Intangible assets subject to amortization | $ 638,855 | |
Acquired goodwill deductible for income tax purposes | $ 134,300 | |
Increase to property and equipment | $ 3,500 | |
Increase to goodwill | 16,500 | |
Increase to intangible assets not subject to amortization | 5,000 | |
Decrease to intangible assets subject to amortization | 35,000 | |
Increase to other liabilities | $ 10,200 | |
Customer relationships | ||
Business Acquisition [Line Items] | ||
Useful life | 14 years | |
Right-to-use | ||
Business Acquisition [Line Items] | ||
Useful life | 12 years |
Acquisition - Pro Forma Revenue
Acquisition - Pro Forma Revenue and Net Earnings (Details) - GCI Liberty Inc - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2020 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||
Revenue | $ 249,567 | $ 715,330 |
Net earnings (loss) | (107,934) | (102,994) |
Net earnings (loss) attributable to Liberty Broadband shareholders | $ (107,908) | $ (102,917) |
Basic net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share (in dollars per share) | $ (0.54) | $ (0.51) |
Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share (in dollars per share) | $ (0.54) | $ (0.51) |
Assets and Liabilities Measur_3
Assets and Liabilities Measured at Fair Value - Schedule of Assets and Liabilities (Details) - Recurring - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 262,813 | $ 1,368,176 |
Indemnification obligation | 393,578 | 344,643 |
Exchangeable senior debentures | 1,478,459 | 1,472,125 |
Quoted prices in active markets for identical assets (Level 1) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 262,813 | 1,368,176 |
Significant other observable inputs (Level 2) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Indemnification obligation | 393,578 | 344,643 |
Exchangeable senior debentures | $ 1,478,459 | $ 1,472,125 |
Assets and Liabilities Measur_4
Assets and Liabilities Measured at Fair Value - Schedule of Realized and Unrealized Gains (Losses) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized and unrealized gains (losses) on financial instruments, net (note 4) | $ (26,839) | $ (39,324) | $ (52,555) | $ (39,324) |
Indemnification Obligation | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized and unrealized gains (losses) on financial instruments, net (note 4) | (8,366) | (48,935) | ||
Exchangeable senior debentures | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized and unrealized gains (losses) on financial instruments, net (note 4) | $ (18,473) | $ (39,324) | $ (3,620) | $ (39,324) |
Assets and Liabilities Measur_5
Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 18, 2020 | |
1.75% Exchangeable Senior Debentures due 2046 | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||
Interest rate (as a percent) | 1.75% | 1.75% | 1.75% | |||
1.25% Exchangeable Senior Debentures due 2050 | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||
Interest rate (as a percent) | 1.25% | 1.25% | 1.25% | |||
2.75% Exchangeable Senior Debentures due 2050 | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||
Interest rate (as a percent) | 2.75% | 2.75% | 2.75% | |||
Exchangeable senior debentures | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||
Change in fair value | $ 1.8 | $ (15.3) | $ (2.7) | $ (15.3) | ||
Cumulative change | $ 5.9 | |||||
Exchangeable senior debentures | 1.75% Exchangeable Senior Debentures due 2046 | Indemnification obligation | LI LLC | ||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||
Interest rate (as a percent) | 1.75% | 1.75% | ||||
Indemnity obligation recorded | $ 336.1 |
Investment in Charter Account_3
Investment in Charter Accounted for Using the Equity Method (Details) - Charter. - USD ($) $ in Thousands | May 23, 2015 | Oct. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Investments in affiliates accounted for using the Equity Method | ||||
Carrying value of equity method investment | $ 14,386,719 | $ 16,178,939 | ||
Market value of equity method investment | $ 40,382,000 | |||
Ownership capped percentage | 25.01% | |||
Fully diluted ownership percentage | 26.00% | 26.00% | ||
Ownership percentage | 31.00% | |||
Voting interest cap | 25.01% | |||
Series A common stock | ||||
Investments in affiliates accounted for using the Equity Method | ||||
Equity investment shares sold | 3,962,155 | |||
Proceeds from sale of equity method investments | $ 2,642,800 | |||
Series A common stock | Subsequent event | ||||
Investments in affiliates accounted for using the Equity Method | ||||
Equity investment shares sold | 724,555 | |||
Proceeds from sale of equity method investments | $ 560,800 |
Investments in Charter Accounte
Investments in Charter Accounted for Using the Equity Method (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Excess basis allocation within memo accounts | ||||||
Loss on dilution of investment in affiliate | $ (1,693) | $ (35,284) | $ (98,446) | $ (140,610) | ||
Charter. | ||||||
Excess basis allocation within memo accounts | ||||||
Property and equipment | 709,000 | 709,000 | $ 733,000 | |||
Customer relationships | 2,638,000 | 2,638,000 | 2,726,000 | |||
Franchise fees | 3,867,000 | 3,867,000 | 3,693,000 | |||
Trademarks | 29,000 | 29,000 | 29,000 | |||
Goodwill | 4,113,000 | 4,113,000 | 3,934,000 | |||
Debt | (578,000) | (578,000) | (602,000) | |||
Deferred income tax liability | (1,663,000) | (1,663,000) | (1,641,000) | |||
Total | 9,115,000 | 9,115,000 | $ 8,872,000 | |||
Amortization of Deferred Charges | 58,400 | 25,500 | 180,800 | 107,300 | ||
Loss on dilution of investment in affiliate | $ (1,700) | $ (35,300) | $ (98,400) | $ (140,600) | ||
Charter. | Customer relationships | ||||||
Excess basis allocation within memo accounts | ||||||
Remaining useful lives of customer relationships | 9 years | |||||
Charter. | Property, Plant and Equipment | ||||||
Excess basis allocation within memo accounts | ||||||
Remaining useful lives of property and equipment | 6 years | |||||
Charter. | Series A common stock | ||||||
Investments in affiliates accounted for using the Equity Method | ||||||
Exercise of preemptive right to purchase Charter shares | 35 | |||||
Exercise of preemptive right to purchase Charter shares | $ 14,900 |
Investment in Charter Account_4
Investment in Charter Accounted for Using the Equity Method -Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Investments in affiliates accounted for using the Equity Method | |||||
Current assets | $ 742,447 | $ 742,447 | $ 1,846,511 | ||
Property and equipment, net | 1,043,831 | 1,043,831 | 1,098,512 | ||
Goodwill | 762,084 | 762,084 | 745,577 | ||
Other assets | 217,456 | 217,456 | 151,487 | ||
Total assets | 18,439,712 | 18,439,712 | 21,371,124 | ||
Current liabilities | 767,123 | 767,123 | 611,762 | ||
Deferred income taxes | 2,008,399 | 2,008,399 | 1,977,643 | ||
Long-term debt | 4,041,652 | 4,041,652 | 4,816,233 | ||
Other liabilities | 198,234 | 198,234 | 146,687 | ||
Equity | 11,119,751 | 11,119,751 | 13,502,659 | ||
Total liabilities and equity | 18,439,712 | 18,439,712 | 21,371,124 | ||
Operating costs and expenses (excluding depreciation and amortization) | 70,308 | $ 2,523 | 206,590 | $ 7,515 | |
Depreciation and amortization | 68,130 | 56 | 198,766 | 1,041 | |
Total operating costs and expenses | 224,983 | 20,547 | 816,772 | 45,872 | |
Operating income (loss) | 25,237 | (16,328) | (77,734) | (33,435) | |
Interest expense, net | (28,155) | (3,719) | (90,032) | (14,711) | |
Other income (expense), net | 14,788 | 8 | 29,382 | 199 | |
Income tax (expense) benefit | (61,073) | (24,979) | (117,784) | (47,183) | |
Net earnings (loss) | 236,828 | 68,960 | 345,221 | 133,332 | |
Less: Net income attributable to noncontrolling interests | 41 | 124 | |||
Net earnings (loss) attributable to Liberty Broadband shareholders | 236,869 | 68,960 | 345,345 | 133,332 | |
Charter. | |||||
Investments in affiliates accounted for using the Equity Method | |||||
Current assets | 3,498,000 | 3,498,000 | 3,909,000 | ||
Property and equipment, net | 34,179,000 | 34,179,000 | 34,357,000 | ||
Goodwill | 29,554,000 | 29,554,000 | 29,554,000 | ||
Intangible assets, net | 71,741,000 | 71,741,000 | 72,937,000 | ||
Other assets | 3,523,000 | 3,523,000 | 3,449,000 | ||
Total assets | 142,495,000 | 142,495,000 | 144,206,000 | ||
Current liabilities | 12,237,000 | 12,237,000 | 9,875,000 | ||
Deferred income taxes | 18,980,000 | 18,980,000 | 18,108,000 | ||
Long-term debt | 85,376,000 | 85,376,000 | 81,744,000 | ||
Other liabilities | 4,376,000 | 4,376,000 | 4,198,000 | ||
Equity | 21,526,000 | 21,526,000 | 30,281,000 | ||
Total liabilities and equity | 142,495,000 | 142,495,000 | $ 144,206,000 | ||
Revenue | 13,146,000 | 12,039,000 | 38,470,000 | 35,473,000 | |
Operating costs and expenses (excluding depreciation and amortization) | 7,958,000 | 7,483,000 | 23,551,000 | 22,212,000 | |
Depreciation and amortization | 2,270,000 | 2,370,000 | 7,065,000 | 7,295,000 | |
Other operating expenses, net | (9,000) | 14,000 | 284,000 | 23,000 | |
Total operating costs and expenses | 10,219,000 | 9,867,000 | 30,900,000 | 29,530,000 | |
Operating income (loss) | 2,927,000 | 2,172,000 | 7,570,000 | 5,943,000 | |
Interest expense, net | (1,016,000) | (946,000) | (3,003,000) | (2,883,000) | |
Other income (expense), net | (157,000) | (117,000) | (237,000) | (413,000) | |
Income tax (expense) benefit | (347,000) | (177,000) | (844,000) | (372,000) | |
Net earnings (loss) | 1,407,000 | 932,000 | 3,486,000 | 2,275,000 | |
Less: Net income attributable to noncontrolling interests | (190,000) | (118,000) | (442,000) | (299,000) | |
Net earnings (loss) attributable to Liberty Broadband shareholders | $ 1,217,000 | $ 814,000 | $ 3,044,000 | $ 1,976,000 |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 650,435 | $ 697,527 |
Accumulated Amortization | (61,208) | (23,478) |
Net carrying amount | 589,227 | 674,049 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 515,000 | 560,212 |
Accumulated Amortization | (37,725) | (13,687) |
Net carrying amount | 477,275 | 546,525 |
Other amortizable intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 135,435 | 137,315 |
Accumulated Amortization | (23,483) | (9,791) |
Net carrying amount | $ 111,952 | $ 127,524 |
Intangible Assets - Future Amor
Intangible Assets - Future Amortization Expense (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Intangible Assets | ||||
Amortization expense | $ 18,700,000 | $ 2,900 | $ 55,900,000 | $ 877,700 |
Years ending December 31, | ||||
Remainder of 2021 | 18,468,000 | 18,468,000 | ||
2022 | 64,759,000 | 64,759,000 | ||
2023 | 58,340,000 | 58,340,000 | ||
2024 | 52,159,000 | 52,159,000 | ||
2025 | $ 50,565,000 | $ 50,565,000 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Outstanding principal | $ 3,946,470 | |
Deferred financing costs | (1,437) | $ (2,017) |
Total | 4,041,652 | 4,816,233 |
Debt classified as current | (34,797) | (31,026) |
Total long-term debt | 4,006,855 | 4,785,207 |
2.75% Exchangeable Senior Debentures due 2050 | ||
Debt Instrument [Line Items] | ||
Outstanding principal | 575,000 | |
Carrying value | $ 607,976 | $ 608,804 |
Interest rate (as a percent) | 2.75% | 2.75% |
1.25% Exchangeable Senior Debentures due 2050 | ||
Debt Instrument [Line Items] | ||
Outstanding principal | $ 825,000 | |
Carrying value | $ 840,378 | $ 836,971 |
Interest rate (as a percent) | 1.25% | 1.25% |
1.75% Exchangeable Senior Debentures due 2046 | ||
Debt Instrument [Line Items] | ||
Outstanding principal | $ 14,536 | |
Carrying value | $ 30,105 | $ 26,350 |
Interest rate (as a percent) | 1.75% | 1.75% |
Senior notes | ||
Debt Instrument [Line Items] | ||
Outstanding principal | $ 600,000 | |
Carrying value | 632,696 | $ 635,683 |
Line of credit | ||
Debt Instrument [Line Items] | ||
Outstanding principal | 426,000 | |
Carrying value | 426,000 | 704,000 |
Wells Fargo note payable | ||
Debt Instrument [Line Items] | ||
Outstanding principal | 5,934 | |
Carrying value | 5,934 | 6,442 |
SPV | Margin Loan Facility | ||
Debt Instrument [Line Items] | ||
Outstanding principal | 1,500,000 | |
Carrying value | $ 1,500,000 | $ 2,000,000 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands, shares in Millions | May 12, 2021 | Dec. 18, 2020 | Aug. 12, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Dec. 31, 2020 |
2.75% Exchangeable Senior Debentures due 2050 | |||||||
Debt disclosures | |||||||
Carrying value | $ 607,976 | $ 607,976 | $ 608,804 | ||||
Interest rate (as a percent) | 2.75% | 2.75% | 2.75% | ||||
1.25% Exchangeable Senior Debentures due 2050 | |||||||
Debt disclosures | |||||||
Carrying value | $ 840,378 | $ 840,378 | $ 836,971 | ||||
Interest rate (as a percent) | 1.25% | 1.25% | 1.25% | ||||
1.75% Exchangeable Senior Debentures due 2046 | |||||||
Debt disclosures | |||||||
Carrying value | $ 30,105 | $ 30,105 | $ 26,350 | ||||
Interest rate (as a percent) | 1.75% | 1.75% | 1.75% | ||||
Exchange of debentures based on share price exceeds on par value | 130.00% | ||||||
Minimum number of days share price exceeds par value | 20 days | ||||||
Number of trading days | 30 days | ||||||
Exchange period | 1 year | ||||||
Line of credit | |||||||
Debt disclosures | |||||||
Carrying value | $ 426,000 | $ 426,000 | $ 704,000 | ||||
SPV | Margin Loan Facility | |||||||
Debt disclosures | |||||||
Borrowings | $ 1,300,000 | 350,000 | $ 125,000 | ||||
Carrying value | 1,500,000 | $ 1,500,000 | $ 2,000,000 | ||||
Number of business days prior to the maturity date | 5 days | 5 days | |||||
Repayment of debt | $ 850,000 | ||||||
Remaining borrowing capacity | 800,000 | $ 800,000 | |||||
SPV | Margin Loan Facility | Charter. | |||||||
Debt disclosures | |||||||
Number of common shares pledged as collateral | 12.3 | ||||||
Value of pledged collateral | $ 8,900,000 | $ 8,900,000 | |||||
SPV | Margin Loan Facility | Three-month LIBOR | |||||||
Debt disclosures | |||||||
Interest rate basis | 3-month LIBOR | three-month LIBOR | |||||
Basis spread on variable rate | 1.50% | 1.85% | 1.50% | ||||
SPV | Term loan | |||||||
Debt disclosures | |||||||
Carrying value | $ 1,150,000 | ||||||
SPV | Revolving Credit Facility | |||||||
Debt disclosures | |||||||
Maximum borrowing capacity | 1,150,000 | ||||||
Amount outstanding | 0 | ||||||
SPV | Uncommitted Incremental Term Loan Facility | |||||||
Debt disclosures | |||||||
Maximum borrowing capacity | $ 200,000 |
Debt - Senior Notes and Senior
Debt - Senior Notes and Senior Credit Facility (Details) $ in Thousands | Oct. 15, 2021USD ($) | Dec. 18, 2020USD ($) | Oct. 15, 2020USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |||||
Outstanding principal | $ 3,946,470 | ||||
Fair value of debt | 1,448,354 | $ 1,445,775 | |||
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Fair value of debt | 630,800 | ||||
Senior Notes | GCI Liberty Inc | |||||
Debt Instrument [Line Items] | |||||
Outstanding principal | $ 600,000 | ||||
Interest rate (as a percent) | 4.75% | ||||
Aggregate unamortized premium | 32,700 | ||||
Line of credit | |||||
Debt Instrument [Line Items] | |||||
Outstanding principal | 426,000 | ||||
Line of credit | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Amount available for borrowing | 516,900 | ||||
Line of credit | Revolving Credit Facility | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Outstanding principal | 30,000 | ||||
Principal amount | $ 550,000 | ||||
Repayment of debt | 275,000 | ||||
Line of credit | Revolving Credit Facility | LIBOR | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Interest rate basis | LIBOR | ||||
Line of credit | Revolving Credit Facility | LIBOR | Minimum | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Line of credit | Revolving Credit Facility | LIBOR | Maximum | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.75% | ||||
Line of credit | Revolving Credit Facility | Alternate base rate | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Interest rate basis | alternate base rate | ||||
Line of credit | Revolving Credit Facility | Alternate base rate | Minimum | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.50% | ||||
Line of credit | Revolving Credit Facility | Alternate base rate | Maximum | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.75% | ||||
Line of credit | Standby Letters of Credit | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Outstanding principal | 3,100 | ||||
Principal amount | $ 25,000 | ||||
Line of credit | Term Loan B | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Outstanding principal | $ 396,000 | ||||
Principal amount | $ 400,000 | ||||
Percentage of principle amount of debt | 0.25% | ||||
Repayment of debt | $ 150,000 | ||||
Line of credit | Term Loan B | LIBOR | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Interest rate basis | LIBOR | ||||
Basis spread on variable rate | 2.75% | ||||
Line of credit | Term Loan B | LIBOR | Minimum | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 0.75% | ||||
Line of credit | Term Loan B | Alternate base rate | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Interest rate basis | alternate base rate | ||||
Basis spread on variable rate | 1.75% | ||||
Amended Line Of Credit Facility | Revolving Credit Facility | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 550,000 | ||||
Amended Line Of Credit Facility | Term Loan A | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 250,000 | ||||
Senior Credit Facility | GCI, LLC | |||||
Debt Instrument [Line Items] | |||||
First lien leverage ratio | 4 | ||||
Wells Fargo Notes Payable | GCI Liberty Inc | |||||
Debt Instrument [Line Items] | |||||
Outstanding principal | $ 6,400 | ||||
Wells Fargo Notes Payable | LIBOR | GCI Liberty Inc | |||||
Debt Instrument [Line Items] | |||||
Interest rate basis | LIBOR | ||||
Basis spread on variable rate | 2.25% |
Preferred Stock (Details)
Preferred Stock (Details) | Oct. 15, 2021$ / shares | Dec. 18, 2020period$ / shares | Sep. 30, 2021shares |
Preferred stock, additional shares authorized | 42,700,000 | ||
Liquidation price per share | $ / shares | $ 25 | ||
Dividend rate | 7.00% | ||
Failure to pay cash dividends, number of periods | period | 4 | ||
Potential increase in dividend rate, over four dividend periods | 2.00% | ||
Subsequent event | |||
Preferred stock, dividends paid per share | $ / shares | $ 0.44 | ||
Series A Cumulative Redeemable Preferred Stock. | |||
Preferred stock, shares authorized | 7,300,000 | ||
Preferred shares, shares issued | 7,192,017 | ||
Preferred shares, shares outstanding | 7,192,017 | ||
GCI Liberty Inc | |||
Preferred stock distribution ratio | 1 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Compensation expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Stock Based Compensation | ||||
Stock-based compensation | $ 10,581 | $ 2,002 | $ 31,016 | $ 5,736 |
Operating expense | ||||
Stock Based Compensation | ||||
Stock-based compensation | 6 | 10 | 16 | 23 |
Selling, general and administrative | ||||
Stock Based Compensation | ||||
Stock-based compensation | $ 10,575 | $ 1,992 | $ 31,000 | $ 5,713 |
Stock-Based Compensation - Ince
Stock-Based Compensation - Incentive Plans and Grants of Stock Awards (Details) | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Fair value assumptions | |
Dividend rate | 0.00% |
Options | Series A common stock | |
Stock Based Compensation | |
Options granted (in shares) | 0 |
Options | Series B common stock | |
Stock Based Compensation | |
Options granted (in shares) | 0 |
Options | Series C | |
Stock Based Compensation | |
Options granted (in shares) | 199,000 |
Options | CEO | Series C | |
Stock Based Compensation | |
Options granted (in shares) | 167,000 |
Options grant date fair value | $ / shares | $ 40.05 |
Stock-Based Compensation - Outs
Stock-Based Compensation - Outstanding Awards and Exercises (Details) $ / shares in Units, $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($)$ / sharesshares | |
Awards | Common Class A, Class B And Class C | |
Compensation cost not yet recognized | |
Shares reserved for future issuance upon exercise of stock options | 4,200,000 |
Awards | Series A common stock | |
Options | |
Outstanding ending balance (in shares) | 1,000 |
WAEP | |
WAEP Outstanding ending balance (in dollars per share) | $ / shares | $ 35.81 |
Options additional disclosures | |
Weighted average remaining contractual life outstanding | 1 year 2 months 12 days |
Awards | Series B common stock | |
Options | |
Outstanding ending balance (in shares) | 722,000 |
WAEP | |
WAEP Outstanding ending balance (in dollars per share) | $ / shares | $ 96.79 |
Options additional disclosures | |
Weighted average remaining contractual life outstanding | 1 year 3 months 18 days |
Options | |
Compensation cost not yet recognized | |
Unrecognized compensation cost options | $ | $ 49.3 |
Period over which unrecognized compensation cost will be recognized | 2 years 3 months 18 days |
Options | Series A common stock | |
Options | |
Options granted (in shares) | 0 |
Options | Series B common stock | |
Options | |
Options granted (in shares) | 0 |
Options | Series C | |
Options | |
Outstanding beginning balance (in shares) | 3,327,000 |
Options granted (in shares) | 199,000 |
Exercised (in shares) | (63,000) |
Outstanding ending balance (in shares) | 3,463,000 |
Number of awards exercisable (in shares) | 1,994,000 |
WAEP | |
WAEP Outstanding beginning balance (in dollars per share) | $ / shares | $ 92.35 |
WAEP Options granted (in dollars per share) | $ / shares | 152.25 |
WAEP options exercised (in dollars per share) | $ / shares | 72.01 |
WAEP Outstanding ending balance (in dollars per share) | $ / shares | 96.15 |
WAEP options exercisable (in dollars per share) | $ / shares | $ 59.03 |
Options additional disclosures | |
Weighted average remaining contractual life outstanding | 4 years 4 months 24 days |
Weighted average remaining contractual life exercisable | 3 years 4 months 24 days |
Aggregate intrinsic value outstanding | $ | $ 265 |
Aggregate intrinsic value exercisable | $ | $ 227 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Oct. 18, 2021USD ($) | Oct. 09, 2020plaintiff | Mar. 31, 2021USD ($) | Sep. 30, 2021USD ($)item | Sep. 30, 2021USD ($)item |
General Litigation | |||||
Litigation settlement expense | $ (23,520) | $ 86,480 | |||
Hollywood Firefighters' Pension Fund et al Versus GCI Liberty, Inc. et al | |||||
General Litigation | |||||
Number of plaintiffs | plaintiff | 2 | ||||
Litigation settlement expense | $ 22,000 | $ 110,000 | |||
Potential additional litigation expense | $ 22,000 | ||||
Insurance recoveries | $ 24,500 | ||||
Number of insurance carriers | item | 5 | 5 | |||
Payments for Legal Settlements | $ 110,000 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Segment information | |||||
Gross receivables | $ 237,500 | $ 237,500 | |||
Deferred revenue | 35,600 | 35,600 | |||
Revenue | 250,220 | $ 4,219 | 739,038 | $ 12,437 | |
Adjusted OIBDA | 80,428 | (14,270) | 238,528 | (26,658) | |
Total assets | 18,439,712 | 18,439,712 | $ 21,371,124 | ||
Investments in affiliates | 14,387,414 | 14,387,414 | |||
Capital expenditures | $ 91,219 | ||||
Charter | |||||
Segment information | |||||
Financial results included in the disclosure (as a percent) | 100.00% | 100.00% | |||
Operating segments | |||||
Segment information | |||||
Revenue | 245,688 | $ 725,760 | |||
Operating segments | Lease, grant, and revenue from subsidies | |||||
Segment information | |||||
Revenue | 19,310 | 58,131 | |||
Operating segments | Consumer Revenue | Wireless | |||||
Segment information | |||||
Revenue | 33,485 | 97,799 | |||
Operating segments | Consumer Revenue | Data | |||||
Segment information | |||||
Revenue | 53,608 | 158,494 | |||
Operating segments | Consumer Revenue | Video | |||||
Segment information | |||||
Revenue | 18,273 | 55,906 | |||
Operating segments | Consumer Revenue | Voice | |||||
Segment information | |||||
Revenue | 3,873 | 11,108 | |||
Operating segments | Business Revenue | Wireless | |||||
Segment information | |||||
Revenue | 18,695 | 56,006 | |||
Operating segments | Business Revenue | Data | |||||
Segment information | |||||
Revenue | 91,792 | 267,826 | |||
Operating segments | Business Revenue | Video | |||||
Segment information | |||||
Revenue | 904 | 2,586 | |||
Operating segments | Business Revenue | Voice | |||||
Segment information | |||||
Revenue | 5,748 | 17,904 | |||
Operating segments | GCI Holdings | |||||
Segment information | |||||
Adjusted OIBDA | 88,800 | 273,515 | |||
Total assets | 3,517,437 | 3,517,437 | |||
Investments in affiliates | 397 | 397 | |||
Capital expenditures | 91,198 | ||||
Operating segments | Charter | |||||
Segment information | |||||
Revenue | 13,146,000 | 12,039,000 | 38,470,000 | 35,473,000 | |
Adjusted OIBDA | 5,295,000 | 4,625,000 | 14,967,000 | 13,501,000 | |
Total assets | 142,495,000 | 142,495,000 | |||
Capital expenditures | 5,563,000 | ||||
Corporate and other | |||||
Segment information | |||||
Revenue | 4,532 | 4,219 | 13,278 | 12,437 | |
Adjusted OIBDA | (8,372) | (14,270) | (34,987) | (26,658) | |
Total assets | 14,922,275 | 14,922,275 | |||
Investments in affiliates | 14,387,017 | 14,387,017 | |||
Capital expenditures | 21 | ||||
Operating Segments and Corporate and Other | |||||
Segment information | |||||
Adjusted OIBDA | 5,375,428 | 4,610,730 | 15,205,528 | 13,474,342 | |
Total assets | 160,934,712 | 160,934,712 | |||
Investments in affiliates | 14,387,414 | 14,387,414 | |||
Capital expenditures | 5,654,219 | ||||
Eliminate equity method affiliate | |||||
Segment information | |||||
Adjusted OIBDA | (5,295,000) | $ (4,625,000) | (14,967,000) | $ (13,501,000) | |
Total assets | $ (142,495,000) | (142,495,000) | |||
Capital expenditures | $ (5,563,000) |
Segment Information - Narrative
Segment Information - Narratives (Details) $ in Millions | Sep. 30, 2021USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 90 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 248.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 118.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 67.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 83.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Segment Information (Details)_2
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Reconciliation of consolidated segment Adjusted OIBDA to earnings (loss) before income taxes | ||||
Adjusted OIBDA | $ 80,428 | $ (14,270) | $ 238,528 | $ (26,658) |
Stock-based compensation | (10,581) | (2,002) | (31,016) | (5,736) |
Depreciation and amortization | (68,130) | (56) | (198,766) | (1,041) |
Litigation settlement, net of recoveries | 23,520 | (86,480) | ||
Operating income (loss) | 25,237 | (16,328) | (77,734) | (33,435) |
Interest expense, net | (28,155) | (3,719) | (90,032) | (14,711) |
Share of earnings (loss) of affiliates, net | 314,563 | 188,586 | 752,390 | 408,396 |
Gain (loss) on dilution of investment in affiliate | (1,693) | (35,284) | (98,446) | (140,610) |
Realized and unrealized gains (losses) on financial instruments, net | (26,839) | (39,324) | (52,555) | (39,324) |
Other, net | 14,788 | 8 | 29,382 | 199 |
Earnings (loss) before income taxes | $ 297,901 | $ 93,939 | $ 463,005 | $ 180,515 |