Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 02, 2018 | |
Entity [Abstract] | ||
Entity Registrant Name | ADT Inc. | |
Entity Central Index Key | 1,703,056 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 756,562,453 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 344,288 | $ 122,899 |
Restricted cash and cash equivalents | 753,883 | 3,883 |
Accounts receivable trade, less allowance for doubtful accounts of $36,059 and $34,042, respectively | 148,882 | 148,822 |
Inventories | 78,134 | 85,672 |
Work-in-progress | 30,194 | 21,252 |
Prepaid expenses and other current assets | 95,491 | 73,358 |
Total current assets | 1,450,872 | 455,886 |
Property and equipment, net | 318,827 | 332,445 |
Subscriber system assets, net | 2,894,096 | 2,892,683 |
Intangible assets, net | 7,568,606 | 7,856,775 |
Goodwill | 5,075,681 | 5,070,586 |
Deferred subscriber acquisition costs, net | 371,700 | 282,478 |
Other assets | 135,850 | 123,967 |
Total Assets | 17,815,632 | 17,014,820 |
Current Liabilities: | ||
Current maturities of long-term debt | 48,319 | 48,060 |
Current maturities of mandatorily redeemable preferred securities | 735,661 | 0 |
Accounts payable | 196,920 | 187,695 |
Deferred revenue | 316,249 | 309,157 |
Accrued expenses and other current liabilities | 374,130 | 351,340 |
Total current liabilities | 1,671,279 | 896,252 |
Long-term debt | 9,522,457 | 10,121,126 |
Mandatorily redeemable preferred securities—authorized 1,000,000 shares Series A of $0.01 par value; issued and outstanding 750,000 shares as of June 30, 2018 and December 31, 2017 | 0 | 682,449 |
Deferred subscriber acquisition revenue | 460,307 | 368,669 |
Deferred tax liabilities | 1,374,455 | 1,376,708 |
Other liabilities | 125,292 | 136,504 |
Total Liabilities | 13,153,790 | 13,581,708 |
Commitments and contingencies (See Note 8) | ||
Stockholders' Equity: | ||
Common stock—authorized 3,999,000,000 shares of $0.01 par value; issued and outstanding shares of 766,795,086 and 641,118,571 as of June 30, 2018 and December 31, 2017, respectively | 1,052 | 2 |
Additional paid-in capital | 5,935,377 | 4,435,329 |
Accumulated deficit | (1,241,639) | (998,212) |
Accumulated other comprehensive loss | (32,948) | (4,007) |
Total Stockholders' Equity | 4,661,842 | 3,433,112 |
Total Liabilities and Stockholders' Equity | $ 17,815,632 | $ 17,014,820 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (parenthetical) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable, current | $ 36,059 | $ 34,042 |
Mandatorily redeemable preferred securities authorized (in shares) | 1,000,000 | 1,000,000 |
Mandatorily redeemable preferred securities par value (in dollars per share) | $ 0.01 | $ 0.01 |
Mandatorily redeemable preferred securities issued (in shares) | 750,000 | 750,000 |
Mandatorily redeemable preferred securities outstanding (in shares) | 750,000 | 750,000 |
Common stock authorized (in shares) | 3,999,000,000 | 3,999,000,000 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock issued (in shares) | 766,795,086 | 641,118,571 |
Common stock outstanding (in shares) | 766,795,086 | 641,118,571 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | May 09, 2018 | Mar. 15, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Revenue | $ 1,131,459 | $ 1,067,780 | $ 2,247,907 | $ 2,127,008 | ||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 246,225 | 215,250 | 494,619 | 433,955 | ||
Selling, general and administrative expenses | 322,538 | 285,656 | 627,508 | 638,911 | ||
Depreciation and intangible asset amortization | 488,320 | 458,387 | 971,996 | 919,316 | ||
Merger, restructuring, integration, and other costs | 455 | 18,860 | 8,478 | 39,665 | ||
Operating income | 73,921 | 89,627 | 145,306 | 95,161 | ||
Interest expense, net | (174,479) | (188,099) | (348,812) | (369,160) | ||
Loss on extinguishment of debt | 0 | (3,431) | (61,597) | (4,331) | ||
Other income | 29,282 | 9,018 | 28,822 | 13,005 | ||
Loss before income taxes | (71,276) | (92,885) | (236,281) | (265,325) | ||
Income tax benefit | 4,571 | 229 | 12,139 | 31,794 | ||
Net loss | $ (66,705) | $ (92,656) | $ (224,142) | $ (233,531) | ||
Net loss per share: | ||||||
Basic and diluted (in dollars per share) | $ (0.09) | $ (0.14) | $ (0.30) | $ (0.36) | ||
Weighted-average number of shares: | ||||||
Basic and diluted (in shares) | 750,009 | 641,048 | 739,354 | 641,048 | ||
Cash dividends declared per common share (in dollars per share) | $ 0.035 | $ 0.035 | $ 0.035 | $ 0.312 | $ 0.070 | $ 1.170 |
Monitoring and Related Services | ||||||
Revenue | $ 1,023,126 | $ 1,007,086 | $ 2,040,418 | $ 2,004,734 | ||
Installation and Other | ||||||
Revenue | $ 108,333 | $ 60,694 | $ 207,489 | $ 122,274 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (66,705) | $ (92,656) | $ (224,142) | $ (233,531) |
Other comprehensive (loss) income, net of tax: | ||||
Change in unrealized loss on cash flow hedges | (2,289) | 0 | (2,289) | 0 |
Foreign currency translation and other | (10,925) | 10,219 | (26,652) | 13,588 |
Total other comprehensive (loss) income, net of tax | (13,214) | 10,219 | (28,941) | 13,588 |
Comprehensive loss | $ (79,919) | $ (82,437) | $ (253,083) | $ (219,943) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Adoption of accounting standard, net of tax | $ 34,430 | $ 34,430 | |||
Beginning balance (in shares) at Dec. 31, 2017 | 641,118,571 | 641,119,000 | |||
Beginning balance at Dec. 31, 2017 | $ 3,433,112 | $ 2 | $ 4,435,329 | (998,212) | $ (4,007) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common stock issued for initial public offering proceeds, net of related fees (in shares) | 105,000,000 | ||||
Common stock issued for initial public offering proceeds, net of related fees | 1,406,019 | $ 1,050 | 1,404,969 | ||
Other comprehensive loss, net of tax | (28,941) | (28,941) | |||
Net loss | (224,142) | (224,142) | |||
Dividends | (53,715) | (53,715) | |||
Share-based compensation expense (in shares) | 20,676,000 | ||||
Share-based compensation expense | 95,102 | 95,102 | |||
Other | $ (23) | (23) | |||
Ending balance (in shares) at Jun. 30, 2018 | 766,795,086 | 766,795,000 | |||
Ending balance at Jun. 30, 2018 | $ 4,661,842 | $ 1,052 | $ 5,935,377 | $ (1,241,639) | $ (32,948) |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (224,142) | $ (233,531) |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | ||
Depreciation and intangible asset amortization | 971,996 | 919,316 |
Amortization of deferred subscriber acquisition costs | 27,152 | 21,608 |
Amortization of deferred subscriber acquisition revenue | (35,555) | (18,646) |
Share-based compensation expense | 95,102 | 4,889 |
Deferred income taxes | (9,778) | (39,042) |
Provision for losses on accounts receivable and inventory | 27,531 | 28,616 |
Loss on extinguishment of debt | 61,597 | 4,331 |
Other non-cash items, net | 2,427 | 24,624 |
Changes in operating assets and liabilities, net of the effects of acquisitions: | ||
Deferred subscriber acquisition costs | (88,810) | (81,814) |
Deferred subscriber acquisition revenue | 127,973 | 123,387 |
Other, net | 7,269 | (10,326) |
Net cash provided by operating activities | 962,762 | 743,412 |
Cash Flows from Investing Activities: | ||
Dealer generated customer accounts and bulk account purchases | (327,553) | (306,304) |
Subscriber system assets | (280,720) | (298,923) |
Capital expenditures | (65,212) | (69,435) |
Acquisition of businesses, net of cash acquired | (36,214) | 0 |
Other investing | 13,552 | 25,464 |
Net cash used in investing activities | (696,147) | (649,198) |
Cash Flows from Financing Activities: | ||
Proceeds from initial public offering, net of fees | 1,406,019 | 0 |
Proceeds from long-term borrowings | 0 | 1,344,126 |
Repayment of long-term borrowings, including call premiums | (673,928) | (700,306) |
Dividends on common stock | (26,265) | (749,999) |
Other financing | (416) | (1,048) |
Net cash provided by (used in) financing activities | 705,410 | (107,227) |
Effect of currency translation on cash | (636) | 42 |
Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents | 971,389 | (12,971) |
Cash and cash equivalents and restricted cash and cash equivalents at beginning of period | 126,782 | 90,893 |
Cash and cash equivalents and restricted cash and cash equivalents at end of period | $ 1,098,171 | $ 77,922 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Nature of Business —ADT Inc. (“ADT Inc.”), a company incorporated in the state of Delaware, and its wholly owned subsidiaries (collectively, the “Company”), are principally engaged in the sale, installation, servicing, and monitoring of electronic home and business security and automation systems in the United States (or “U.S.”) and Canada. Prior to September 2017, ADT Inc. was named Prime Security Services Parent Inc. ADT Inc. is majority-owned by Prime Security Services TopCo Parent, L.P. (“Ultimate Parent”). Ultimate Parent is owned by Apollo Investment Fund VIII, L.P. and related funds that are directly or indirectly managed by Apollo Global Management, LLC, its subsidiaries, and its affiliates (“Apollo” or the “Sponsor”), and management investors. Basis of Presentation —The condensed consolidated financial statements include the accounts of ADT Inc. and its wholly owned subsidiaries, and have been prepared in U.S. dollars in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements included herein are unaudited, but in the opinion of management, such financial statements include all adjustments, consisting of normal recurring adjustments, necessary to summarize fairly the Company’s financial position, results of operations, and cash flows for the interim periods presented. The interim results reported in these condensed consolidated financial statements should not be taken as indicative of results that may be expected for future interim periods or the full year. For a more comprehensive understanding of the Company and its condensed consolidated financial statements, these interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2017 , which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 15, 2018. The Condensed Consolidated Balance Sheet as of December 31, 2017 included herein was derived from the audited consolidated financial statements as of that date, but does not include all the footnote disclosures from the annual financial statements. The Company conducts business through its operating entities and reports financial and operating information in one segment. All intercompany transactions have been eliminated. The results of companies acquired are included in the condensed consolidated financial statements from the effective dates of the acquisitions. Reclassifications— Certain prior period amounts have been reclassified to conform with the current period presentation. Use of Estimates —The preparation of financial statements in accordance with GAAP requires management to make estimates and judgments that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of revenue and expenses. Significant estimates and judgments inherent in the preparation of the condensed consolidated financial statements include, but are not limited to, estimates of future cash flows and valuation related assumptions associated with asset impairment testing and the valuation of certain intangible and tangible assets and liabilities in connection with the acquisition of businesses, useful lives and methods for depreciation and amortization, loss contingencies, and income taxes and tax valuation allowances. Actual results could differ materially from these estimates. Stock Split —On January 4, 2018 , the board of directors of the Company declared a 1.681 -for-1 stock split (the “Stock Split”) of the Company’s common stock issued and outstanding as of January 4, 2018 . Unless otherwise noted, all share and per-share data included in these condensed consolidated financial statements have been adjusted to give effect to the Stock Split. In addition, the number of shares subject to, and the exercise price of, the Company’s outstanding options were adjusted to reflect the Stock Split. Initial Public Offering —In January 2018, the Company completed its initial public offering (“IPO”) in which the Company issued and sold 105,000,000 shares of common stock at an initial public offering price of $14.00 per share. The Company’s common stock began trading on the New York Stock Exchange under the symbol “ADT.” The Company received net proceeds of $1,406 million , after deducting underwriting discounts, commissions, and offering expenses, from the sale of its shares in the IPO. The Company deposited $750 million of the net proceeds from the IPO into a segregated account (“Segregated Account”), which the Company used along with cash on hand for the purpose of redeeming the 750,000 shares of Series A $0.01 par value preferred securities (“Koch Preferred Securities”) on July 2, 2018 (the “Koch Redemption”). Refer to Note 6 “ Mandatorily Redeemable Preferred Securities ” and Note 14 “ Subsequent Events ” for further discussion. On February 21, 2018, the Company used approximately $649 million of the net proceeds from the IPO to voluntarily redeem $594 million aggregate principal amount of 9.250% Second-Priority Senior Secured Notes due 2023 (“Prime Notes”) and pay the related call premium. The aggregate principal amount of Prime Notes outstanding after the repayment was $2,546 million . Refer to Note 5 “ Debt ” for further discussion. Merger, Restructuring, Integration, and Other Costs —Included in merger, restructuring, integration, and other costs in the Condensed Consolidated Statements of Operations are certain direct and incremental costs resulting from acquisitions made by the Company, certain related integration efforts as a result of those acquisitions, costs related to the Company’s restructuring efforts, as well as impairment charges related to the Company’s strategic investments. Other Income —For the quarter and six months ended June 30, 2018 , other income primarily includes approximately $22 million of licensing fees, as well as gains of $7.5 million from equity in a third party that the Company received as part of a settlement, as described below. For the quarter and six months ended June 30, 2017 , other income primarily includes foreign currency gains and losses from the translation of monetary assets and liabilities that are denominated in Canadian dollars related to intercompany loans. During the first quarter of 2018, the Company designated certain of these intercompany loans to be of a long-term-investment nature, and began reflecting the related foreign currency gains and losses in accumulated other comprehensive loss in the Condensed Consolidated Balance Sheet. Subscriber System Assets, Net —Capitalized equipment and installation costs incurred in connection with transactions in which the Company retains ownership of the security systems are reflected as subscriber system assets, net in the Condensed Consolidated Balance Sheets. Depreciation expense relating to subscriber system assets is included in depreciation and intangible asset amortization in the Condensed Consolidated Statements of Operations. The following tables set forth the gross carrying amounts, accumulated depreciation, and depreciation expense relating to subscriber system assets for the periods presented. (in thousands) June 30, December 31, Gross carrying amount $ 4,023,821 $ 3,762,905 Accumulated depreciation (1,129,725 ) (870,222 ) Subscriber system assets, net $ 2,894,096 $ 2,892,683 For the Quarters Ended For the Six Months Ended (in thousands) June 30, June 30, June 30, June 30, Subscriber system assets depreciation expense $ 136,618 $ 133,622 $ 272,748 $ 266,220 Accrued Expenses and Other Current Liabilities —Accrued expenses and other current liabilities as of June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, December 31, Accrued interest $ 85,472 $ 91,592 Payroll-related accruals 74,993 94,501 Other accrued liabilities 213,665 165,247 Total accrued expenses and other current liabilities $ 374,130 $ 351,340 Financial Instruments —The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, accounts payable, debt, preferred securities, and derivative financial instruments. Due to their short-term and/or liquid nature, the fair values of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, and accounts payable approximated their respective carrying values as of June 30, 2018 and December 31, 2017 . Cash Equivalents —Included in cash and cash equivalents are investments in money market mutual funds, which were $238 million and $51 million as of June 30, 2018 and December 31, 2017 , respectively. These investments are classified as Level 1 for purposes of fair value measurement. Restricted Cash and Cash Equivalents —Restricted cash and cash equivalents are restricted for a specific purpose and cannot be included in the general cash account. The Company’s restricted cash and cash equivalents primarily relate to funds held in the Segregated Account for the purpose of redeeming the Koch Preferred Securities, as described above, and amounts held in escrow by a third-party trustee to cover potential adjustments to the purchase price associated with certain acquisitions. Restricted cash and cash equivalents consist of highly liquid investments with original maturities when purchased of three months or less. These investments are classified as Level 1 for purposes of fair value measurement. Long-Term Debt Instruments and Koch Preferred Securities —The fair values of the Company’s long-term debt instruments were determined using broker-quoted market prices, which are considered Level 2 inputs. The carrying amount of debt outstanding, if any, under the Company’s revolving credit facilities approximates fair value as interest rates on these borrowings approximate current market rates, and are considered Level 2 inputs. The fair value of the Koch Preferred Securities at June 30, 2018 was estimated based on the price a market participant would receive upon the imminent redemption of the Koch Preferred Securities, which is considered a Level 3 input. Since the Company redeemed all of the outstanding Koch Preferred Securities on July 2, 2018, the fair value of the Koch Preferred Securities at June 30, 2018 was estimated as being equal to the contractual redemption price on July 2, 2018. The fair value of the Koch Preferred Securities at December 31, 2017 was estimated using a discounted cash-flow approach in conjunction with a binomial lattice interest rate model to incorporate the contractual dividends and the Company’s ability to redeem the Koch Preferred Securities. Key input assumptions to the valuation analysis are the credit spread, yield volatility, and expected time to redemption, which are considered Level 3 inputs. The credit spread was estimated using the credit spread at issuance of the Koch Preferred Securities and adjusted for the change in observed publicly traded debt of the Company between the issuance date and the measurement date. The yield volatility estimate was based on the historical yield volatility observed from comparable public high yield debt. The expected time to redemption was based on the Company’s expectations. The carrying values and fair values of the Company’s long-term debt instruments and Koch Preferred Securities that are subject to fair value disclosures as of June 30, 2018 and December 31, 2017 were as follows: June 30, 2018 December 31, 2017 (in thousands) Carrying Fair Carrying Fair Debt instruments, excluding capital lease obligations $ 9,535,185 $ 9,754,374 $ 10,128,020 $ 10,868,626 Koch Preferred Securities $ 735,661 $ 948,900 $ 682,449 $ 924,700 Derivative Financial Instruments —All derivative financial instruments are reported at fair value as either assets or liabilities in the Condensed Consolidated Balance Sheets. For derivative instruments that qualify for hedge accounting, changes in fair values are recognized in accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets. For derivative instruments for which the Company does not apply hedge accounting, changes in fair values are reflected in the Condensed Consolidated Statements of Operations according to the nature of the hedged item. During the quarters and six months ended June 30, 2018 and 2017 , changes in fair values of the Company’s derivative instruments were not material. Refer to Note 9 “ Derivative Financial Instruments ” for further discussion. Guarantees —In the normal course of business, the Company is liable for contract completion and product performance. The Company does not believe such obligations will significantly affect its financial position, results of operations, or cash flows. As of June 30, 2018 and December 31, 2017 , the Company had no material guarantees other than $55 million and $54 million , respectively, primarily in standby letters of credit related to its insurance programs. Settlements —In January 2018, the Company received $10 million in connection with a litigation settlement, which is reflected as a benefit to selling, general and administrative expenses in the Condensed Consolidated Statement of Operations for the six months ended June 30, 2018 . In February 2018, the Company entered into a settlement agreement (the “February 2018 Settlement Agreement”), the terms of which entitled the Company to receive $7.5 million of non-cash compensation in the form of an equity interest in the counterparty to the agreement (the “Counterparty”), which the Company reflected as a benefit to selling, general and administrative expenses during the first quarter of 2018. Additionally, the February 2018 Settlement Agreement entitled the Company to receive $24 million in licensing fees over a forty-eight -month period. In the second quarter of 2018, the Counterparty was acquired by a third party. The terms of the acquisition entitled the Company to approximately $15 million in exchange for the Company’s equity interest in the Counterparty. Additionally, as a result of the Counterparty’s acquisition, the Company concluded that amounts due under the license arrangement were probable to be collected. The Company received approximately $12 million in cash associated with its equity interest during the second quarter of 2018, and recorded a gain on investment of $7.5 million , which is reflected in other income in the Condensed Consolidated Statements of Operations. The Company also recorded a benefit of $22 million associated with the license arrangement, which is discounted to reflect a significant financing component, and reflected this amount in other income in the Condensed Consolidated Statement of Operations. Hurricanes —In the second half of 2017, there were three hurricanes impacting areas in which the Company operates that resulted in power outages and service disruptions to certain customers of the Company. The financial impact from these hurricanes as of and for the quarter and six months ended June 30, 2018 was not material. The Company will continue to evaluate any potential financial and business impacts these hurricanes may have on future periods. Recently Adopted Accounting Pronouncements —In May 2014, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance that sets forth a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The Company adopted this new standard and its related amendments effective on January 1, 2018 using the modified retrospective transition method, whereby the cumulative effect of initially applying the new standard is recognized as an adjustment to the opening balance of stockholders’ equity. Results for reporting periods beginning on or after January 1, 2018 are presented under this new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. The largest impact from the new standard relates to the timing of recognition of certain incremental selling costs associated with acquiring new customers. Under the new standard, certain costs previously amortized over the initial contract term will now be amortized in pools based on the expected life of a customer relationship using an accelerated method over 15 years. To a lesser extent, the adoption of the new standard impacted the identification of performance obligations and the allocation of transaction price to those performance obligations for certain sales of security systems sold outright to customers. As of January 1, 2018, due to the cumulative impact of adopting this new standard, the Company recorded a net increase to the opening balance of stockholders’ equity of $34 million , which is net of tax of $12 million . The impact to the line items in the Condensed Consolidated Balance Sheet was as follows: Balance at December 31, 2017 Revenue Standard Adoption Adjustment Balance at January 1, 2018 (in thousands) Assets Prepaid expenses and other current assets $ 73,358 $ 6,615 $ 79,973 Deferred subscriber acquisition costs, net 282,478 33,380 315,858 Other assets 123,967 6,321 130,288 Liabilities Deferred tax liabilities 1,376,708 11,886 1,388,594 Stockholders' Equity Accumulated deficit (998,212 ) 34,430 (963,782 ) Refer to Note 2 “ Revenue ” for further discussion related to the impact of adopting this standard. In January 2016, the FASB issued authoritative guidance related to the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. Under the new guidance, equity investments with readily determinable fair values, except those accounted for under the equity method, will be measured at fair value with changes in fair value recognized in earnings. In addition, this update clarifies the guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from the unrealized losses on certain debt securities. The Company adopted this guidance effective on January 1, 2018. There was no material impact to the condensed consolidated financial statements as a result of the adoption. In November 2016, the FASB issued authoritative guidance amending the presentation of restricted cash within the statement of cash flows. The new guidance requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this guidance effective on January 1, 2018 using the retrospective transition method for all periods presented in the Condensed Consolidated Statements of Cash Flows. The following table provides a reconciliation of the amount of cash and cash equivalents and restricted cash and cash equivalents reported within the Condensed Consolidated Balance Sheets to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows: (in thousands) June 30, 2018 December 31, 2017 Cash and cash equivalents $ 344,288 $ 122,899 Restricted cash and cash equivalents 753,883 3,883 Total cash and cash equivalents and restricted cash and cash equivalents at end of period $ 1,098,171 $ 126,782 In May 2017, the FASB issued authoritative guidance that addresses changes to the terms or conditions of a share-based payment award, specifically regarding which changes to the terms or conditions of a share-based payment award would require modification accounting. This guidance does not change the accounting for modifications, but clarifies that an entity should apply modification accounting except when the fair value, vesting conditions, and classification of the modified award are the same as the original award immediately before the modification. The Company adopted this guidance effective on January 1, 2018, and applied the guidance prospectively to share-based payment award modifications subsequent to the date of adoption. The adoption of this guidance did not have a material impact to the condensed consolidated financial statements. Refer to Note 10 “ Share-based Compensation ” for further discussion. In August 2017, the FASB issued authoritative guidance which simplifies the application of hedge accounting standards to better portray the economic results of risk management activities in the financial statements. The guidance aligns the recognition and presentation of the effects of hedging instruments with the hedged items in the financial statements, and includes certain targeted improvements to ease the application of current guidance related to the assessment of hedge effectiveness at inception and on an ongoing basis. The guidance also eliminates the requirement to measure and disclose the ineffective portion of the change in fair value of cash flow hedges. The Company elected to early adopt this guidance in the second quarter of 2018, and applied the guidance to qualified hedging instruments entered into subsequent to the date of adoption. The Company did not have any derivative instruments classified as hedging instruments prior to the date of adoption. The impact to the condensed consolidated financial statements as a result of the adoption was not material. Refer to Note 9 “ Derivative Financial Instruments ” for further discussion. Recently Issued Accounting Pronouncements —In February 2016, the FASB issued authoritative guidance on accounting for leases. This new guidance, and related amendments, requires lessees to recognize a right-to-use asset and a lease liability for substantially all leases, and to disclose key information about leasing arrangements. The recognition, measurement, and presentation of expenses and cash flows for lessees will remain significantly unchanged from current guidance. This guidance is effective for all public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. This guidance will be effective for the Company in the first quarter of 2019. The guidance requires that a company adopt the standard using a modified retrospective approach, however, recent amendments allow for an alternative adoption method whereby a company can apply this new guidance at the adoption date and recognize the cumulative effect of adoption as an adjustment to the opening balance of stockholders’ equity. The Company is currently evaluating the transition method, use of practical expedients, and impact of this guidance. In January 2017, the FASB issued authoritative guidance to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. This guidance will be effective for the Company for annual or any interim goodwill impairment tests beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The Company generates revenue primarily through contractual monthly recurring fees received for monitoring and related services provided to customers. In transactions in which the Company provides monitoring and related services but maintains ownership of the security systems, the Company’s performance obligations primarily include monitoring, related services (such as maintenance agreements), and a material right associated with the non-refundable fees received in connection with the initiation of a monitoring contract (referred to as deferred subscriber acquisition revenue) that the customer will not need to pay upon a renewal of the contract. The portion of the transaction price associated with monitoring and related services revenue is recognized when the services are provided to the customer, and is reflected in monitoring and related services revenue in the Condensed Consolidated Statements of Operations. Deferred subscriber acquisition revenue is deferred and recorded as deferred subscriber acquisition revenue in the Condensed Consolidated Balance Sheets upon initiation of a monitoring contract. Deferred subscriber acquisition revenue is amortized into installation and other revenue in the Condensed Consolidated Statements of Operations over the estimated life of the customer relationship using an accelerated method. Amortization of deferred subscriber acquisition revenue was $19 million and $36 million for the quarter and six months ended June 30, 2018 , respectively. In transactions involving security systems that are sold outright to the customer, the Company’s performance obligations include monitoring, related services, and the sale and installation of the security systems. For such arrangements, the Company allocates a portion of the transaction price to each performance obligation based on a relative standalone selling price. Revenue associated with the sale and installation of security systems is recognized once installation is complete, and is reflected in installation and other revenue in the Condensed Consolidated Statements of Operations. Revenue associated with monitoring and related services is recognized as those services are provided, and is reflected in monitoring and related services revenue in the Condensed Consolidated Statements of Operations. Early termination of the contract by the customer results in a termination charge in accordance with the contract terms. Contract termination charges are recognized in revenue when collectability is probable, and are reflected in monitoring and related services revenue in the Condensed Consolidated Statements of Operations. Amounts collected from customers for sales and other taxes are reported net of the related amounts remitted. The Company incurs certain incremental contract costs (referred to as deferred subscriber acquisition costs) including selling expenses (primarily commissions) related to acquiring customers. Deferred subscriber acquisition costs, net are presented in the Condensed Consolidated Balance Sheets. Commissions paid in connection with acquiring customers are determined based on the value of the contractual fees. Amortization expense relating to deferred subscriber acquisition costs was $14 million and $27 million for the quarter and six months ended June 30, 2018 , respectively. Contract assets associated with outright sales are not material. Customer billings for services not yet rendered are deferred and recognized as revenue as services are provided. These fees are recorded as current deferred revenue in the Condensed Consolidated Balance Sheets as the Company expects to satisfy any remaining performance obligations, as well as recognize the related revenue, within the next twelve months. Accordingly, the Company has applied the practical expedient regarding deferred revenue to exclude the value of remaining performance obligations if (i) the contract has an original expected term of one year or less or (ii) the Company recognizes revenue in proportion to the amount it has the right to invoice for services performed. The impact from the adoption of the new revenue standard on the Company’s condensed consolidated financial statements as of and for the quarter and six months ended June 30, 2018 was as follows: For the Quarter Ended June 30, 2018 For the Six Months Ended June 30, 2018 Balances without Adoption of Standard Effect of Adoption Balances without Adoption of Standard Effect of Adoption Statements of Operations (in thousands) As Reported As Reported Monitoring and related services $ 1,023,126 $ 1,024,604 $ (1,478 ) $ 2,040,418 $ 2,043,254 $ (2,836 ) Installation and other 108,333 106,070 2,263 207,489 203,347 4,142 Total revenue 1,131,459 1,130,674 785 2,247,907 2,246,601 1,306 Cost of revenue (exclusive of depreciation and amortization shown separately below) 246,225 246,225 — 494,619 494,619 — Selling, general and administrative expenses (1) 322,538 329,760 (7,222 ) 627,508 640,971 (13,463 ) Depreciation and intangible asset amortization 488,320 488,320 — 971,996 971,996 — Merger, restructuring, integration, and other costs 455 455 — 8,478 8,478 — Operating income 73,921 65,914 8,007 145,306 130,537 14,769 Interest expense, net (174,479 ) (174,479 ) — (348,812 ) (348,812 ) — Loss on extinguishment of debt — — — (61,597 ) (61,597 ) — Other income 29,282 29,282 — 28,822 28,822 — Loss before income taxes (71,276 ) (79,283 ) 8,007 (236,281 ) (251,050 ) 14,769 Income tax benefit 4,571 6,355 (1,784 ) 12,139 15,580 (3,441 ) Net loss $ (66,705 ) $ (72,928 ) $ 6,223 $ (224,142 ) $ (235,470 ) $ 11,328 _________________ (1) For the quarter and six months ended June 30, 2018 , the effect of adoption includes approximately $5 million and $10 million , respectively, associated with non-cash amortization expense of deferred subscriber acquisition costs. As Reported Balances without Effect of Adoption Balance Sheet (in thousands) Assets Prepaid expenses and other current assets $ 95,491 $ 87,536 $ 7,955 Deferred subscriber acquisition costs, net 371,700 324,078 47,622 Other assets 135,850 130,342 5,508 Liabilities Deferred tax liabilities 1,374,455 1,359,128 15,327 Stockholders' Equity Accumulated deficit (1,241,639 ) (1,287,397 ) 45,758 Disaggregated Revenue The following table sets forth the Company’s revenues disaggregated by source: (in thousands) For the Quarter Ended June 30, 2018 For the Six Months Ended June 30, 2018 Monitoring and related services $ 1,023,126 $ 2,040,418 Installation and other 108,333 207,489 Total revenue $ 1,131,459 $ 2,247,907 |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions From time to time, the Company may pursue acquisitions of companies that either strategically fit with the Company’s existing core business or expand the Company’s security and monitoring solutions in new and attractive adjacent markets. The Company acquired two businesses during the six months ended June 30, 2018 , and paid $36 million , net of cash acquired. In addition, the Company recorded preliminary amounts of approximately $16 million of goodwill and approximately $13 million of customer relationships in the Condensed Consolidated Balance Sheet related to these acquisitions. Dealer Generated Customer Accounts and Bulk Account Purchases The Company paid $328 million and $306 million for customer contracts for electronic security services generated through the Company’s network of authorized dealers (the “ADT Authorized Dealer Program”) and bulk account purchases during the six months ended June 30, 2018 and 2017 , respectively. These contracts are reflected in the Condensed Consolidated Balance Sheets as definite-lived intangible assets, and are recorded at their contractually determined purchase price. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill There were no material changes in the carrying amount of goodwill during the six months ended June 30, 2018 . Other Intangible Assets The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s other intangible assets as of June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 (in thousands) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Definite-lived intangible assets: Contracts and related customer relationships $ 7,070,540 $ (2,271,994 ) $ 6,748,355 $ (1,749,327 ) Dealer relationships 1,602,142 (188,505 ) 1,605,910 (146,299 ) Other 196,738 (173,315 ) 195,363 (130,227 ) Total amortizable intangible assets 8,869,420 (2,633,814 ) 8,549,628 (2,025,853 ) Indefinite-lived intangible assets: Trade name 1,333,000 — 1,333,000 — Total intangible assets $ 10,202,420 $ (2,633,814 ) $ 9,882,628 $ (2,025,853 ) For the six months ended June 30, 2018 , the changes in the net carrying amount of customer contracts acquired and customer relationships were as follows: (in thousands) Balance as of December 31, 2017 $ 4,999,028 Acquisition of customer relationships 13,394 Customer contract additions, net of dealer charge-backs 328,503 Amortization (526,976 ) Currency translation and other (15,403 ) Balance as of June 30, 2018 $ 4,798,546 During the six months ended June 30, 2018 , the weighted-average amortization period for customer contract additions primarily purchased through the ADT Authorized Dealer Program was 15 years . Amortization expense for definite-lived intangible assets for the periods presented was as follows: For the Quarters Ended For the Six Months Ended (in thousands) June 30, June 30, June 30, June 30, Definite-lived intangible asset amortization expense $ 308,721 $ 284,602 $ 612,698 $ 572,895 The estimated aggregate amortization expense for definite-lived intangible assets is expected to be as follows: (in thousands) Remainder of 2018 $ 575,558 2019 1,107,676 2020 1,060,102 2021 962,984 2022 620,325 2023 268,608 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt First Lien Credit Agreement Amendment On March 16, 2018 , the Company entered into an Incremental Assumption and Amendment Agreement No. 6 (the “2018 First Lien Credit Agreement Amendment”), which further amended and restated the First Lien Credit Agreement (the First Lien Credit Agreement, as amended, restated, supplemented, or otherwise waived prior to the effective date of the 2018 First Lien Credit Agreement Amendment (the “Existing Credit Agreement”) and, as amended by the 2018 First Lien Credit Agreement Amendment (the “Amended and Restated Credit Agreement”)). Prior to the effectiveness of the 2018 First Lien Credit Agreement Amendment, the Existing Credit Agreement included a revolving credit facility of $255 million maturing on May 2, 2021, and a revolving credit facility of $95 million maturing on July 1, 2020. In connection with the 2018 First Lien Credit Agreement Amendment, the existing revolving credit facilities were replaced with a first lien revolving credit facility with an aggregate commitment of up to $350 million maturing on March 16, 2023 , subject to the repayment, extension, or refinancing with longer maturity debt of certain of the Company’s other indebtedness (the “2023 Revolving Credit Facility”). Borrowings under the 2023 Revolving Credit Facility will bear interest at a rate equal to, at the Company’s option, either (a) a London Interbank Offered Rate (“LIBOR”) determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, or (b) a base rate determined by reference to the highest of (i) the federal funds rate plus 0.50% per annum, (ii) the prime rate of Barclays Bank PLC, and (iii) one-month adjusted LIBOR plus 1.00% per annum, in each case, plus the applicable margin of 2.75% for LIBOR loans and 1.75% for base rate loans. The applicable margin for borrowings under the 2023 Revolving Credit Facility is subject to one step-down based on a certain specified net first lien leverage ratio. In addition, the Amended and Restated Credit Agreement requires the Company to pay a commitment fee between 0.375% and 0.50% (determined based on a net first lien leverage ratio) in respect of the unused commitments under the 2023 Revolving Credit Facility. The term loan facilities under the Amended and Restated Credit Agreement continue to have the same terms as provided under the Existing Credit Agreement. Additionally, the parties to the Amended and Restated Credit Agreement continue to have the same obligations set forth in the Existing Credit Agreement. The impact to the condensed consolidated financial statements as a result of the 2018 First Lien Credit Agreement Amendment was not material. As of June 30, 2018 , the Company had $350 million in available borrowing capacity under its 2023 Revolving Credit Facility. Prime Notes On February 21, 2018 , the Company used approximately $649 million of the net proceeds from the IPO to voluntarily redeem $594 million aggregate principal amount of the Prime Notes, and incurred a loss on extinguishment of debt of approximately $62 million related to the payment of the call premium and the write-off of a portion of the unamortized debt issuance costs. The aggregate principal amount of Prime Notes outstanding after the repayment was $2,546 million . See Note 1 “ Basis of Presentation and Summary of Significant Accounting Policies ” for further discussion on the fair value of the Company’s debt. |
Mandatorily Redeemable Preferre
Mandatorily Redeemable Preferred Securities | 6 Months Ended |
Jun. 30, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Mandatorily Redeemable Preferred Securities | Mandatorily Redeemable Preferred Securities In connection with the acquisition of The ADT Security Corporation (formerly named The ADT Corporation) (“The ADT Corporation”), the Company issued 750,000 shares of the Koch Preferred Securities. In January 2018, in connection with the IPO, the Company deposited $750 million of the net proceeds from the IPO into the Segregated Account for the purpose of redeeming the Koch Preferred Securities at a future date. Funds held in the Segregated Account are reported as restricted cash and cash equivalents on the Condensed Consolidated Balance Sheet as of June 30, 2018 . As discussed below, the Company redeemed the Koch Preferred Securities on July 2, 2018 . The Koch Preferred Securities accrue and accumulate preferential cumulative dividends in arrears on the then current stated value of the Koch Preferred Securities. Dividends are payable quarterly, in cash, at a rate equal to the daily five-year treasury rate plus 9.00% per annum. In the event that dividends for any quarter are not paid in cash, dividends for such quarter will accrue and accumulate at a rate equal to the daily five-year treasury rate plus 9.75% per annum, and will be added to the then current stated value of the Koch Preferred Securities at the end of such quarter. The quarterly dividend obligation associated with the Koch Preferred Securities is reflected in interest expense, net in the Condensed Consolidated Statements of Operations. For the quarter and six months ended June 30, 2018 , the dividend obligation on the Koch Preferred Securities was $26 million and $51 million , respectively. In lieu of declaring and paying the dividend obligation on the Koch Preferred Securities, the Company elected to increase the accumulated stated value of such securities, which increased the reported balance of mandatorily redeemable preferred securities on the Condensed Consolidated Balance Sheet. For the quarter and six months ended June 30, 2017 , the dividend obligation on the Koch Preferred Securities was $20 million and $41 million , respectively, which the Company paid in cash to an affiliate of Koch Industries, Inc. (the “Koch Investor”). Refer to Note 1 “ Basis of Presentation and Summary of Significant Accounting Policies ” for information on the fair value of the Koch Preferred Securities. Koch Agreement and Consent While the certificate of designation of the Koch Preferred Securities restricted the Company from paying dividends on its common stock, the Koch Investor consented in January 2018 to a one-time distribution on or before June 30, 2018, not to exceed $50 million , which the Company used to declare a dividend on its common stock on March 15, 2018. In May 2018, the Company entered into a written consent with the Koch Investor, whereby the Company agreed to redeem all of the outstanding Koch Preferred Securities on July 2, 2018. Further, the Koch Investor consented to an additional one-time distribution in an aggregate amount not to exceed $27 million , which the Company used to declare a dividend on its common stock on May 9, 2018. On July 2, 2018 , the Company redeemed the original stated value of $750 million of the Koch Preferred Securities for total consideration of approximately $950 million , which included approximately $200 million related to the payment of the redemption premium, accumulated dividends, and tax reimbursements, using the funds in the Segregated Account as well as cash on hand immediately prior to the Koch Redemption. Refer to Note 14 “ Subsequent Events ” for information on the redemption of the Koch Preferred Securities. Investor Rights Agreement Prior to the consummation of the IPO, the Company, Prime Security Services TopCo Parent GP, LLC, as the general partner of Ultimate Parent, Ultimate Parent, and the Koch Investor entered into an Amended and Restated Series A Investor Rights Agreement, which was amended and restated by the Second Amended and Restated Series A Investor Rights Agreement (the “Investor Rights Agreement”), which contained certain designations, rights, preferences, powers, restrictions, and limitations that could require the Company to redeem all or a portion of the Koch Preferred Securities or require that the Company obtain the consent of the holders of a majority of the Koch Preferred Securities before taking certain actions or entering into certain transactions. Following the Koch Redemption, the Investor Rights Agreement was automatically terminated in accordance with its terms. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Unrecognized Tax Benefits The Company did not have a significant change to its unrecognized tax benefits during the six months ended June 30, 2018 . The Company’s uncertain tax positions relate to tax years that remain subject to audit by the taxing authorities in the U.S. federal, state and local, and foreign jurisdictions. Based on the current status of its income tax audits, the Company does not believe that a significant portion of its unrecognized tax benefits will be resolved in the next twelve months. Effective Tax Rate The Company’s income tax benefit for the quarter and six months ended June 30, 2018 was $5 million and $12 million , respectively, resulting in an effective tax rate of 6.4% and 5.1% , respectively. The effective tax rates for the quarter and six months ended June 30, 2018 reflect the reduced federal income tax rate of 21.0% as a result of the Tax Cuts and Jobs Act (“Tax Reform”). The effective tax rate for the quarter ended June 30, 2018 also reflects a 14.6% unfavorable impact of permanent non-deductible expenses primarily associated with the Koch Preferred Securities, a 7.4% unfavorable impact from state legislative changes, and a 4.1% favorable impact from a change in the Company’s valuation allowance. The effective tax rate for the six months ended June 30, 2018 also reflects a 16.4% unfavorable impact of future non-deductible share-based compensation, a 12.1% unfavorable impact of permanent non-deductible expenses primarily associated with the Koch Preferred Securities, offset by an 11.4% favorable impact from tax adjustments related to prior year state returns filed in the first quarter of 2018. The Company’s income tax benefit for the quarter and six months ended June 30, 2017 was $229 thousand and $32 million , respectively, resulting in an effective tax rate of 0.2% and 12.0% , respectively. The effective tax rate for the quarter and six months ended June 30, 2017 primarily reflects the impact of an increase in the Company’s unrecognized tax benefits, as well as permanent non-deductible expenses. The effective tax rates reflect the tax impact of permanent items, state tax expense, changes in tax laws, and non-U.S. net earnings. The effective tax rate can vary from period to period due to permanent tax adjustments, discrete items such as the settlement of income tax audits and changes in tax laws, as well as recurring factors such as changes in the overall effective state tax rate. Tax Reform In connection with Tax Reform, the SEC issued Staff Accounting Bulletin No. 118 that allows companies to record provisional estimates of the effects of the legislative change and a one-year measurement period to finalize the accounting of those effects. During the quarter and six months ended June 30, 2018 , the Company did not record any significant measurement period adjustments to the provisional amounts recorded in the 2017 consolidated financial statements. The Company expects to complete the accounting for the impact of Tax Reform by the end of 2018. Further, in accounting for the impacts of tax on ‘global intangible low taxed income’ (“GILTI”), the Company elected to treat the impact of GILTI as a period cost in each year incurred. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Obligations As of June 30, 2018 , there have been no material changes to the Company’s purchase obligations outside the ordinary course of business as compared to December 31, 2017 . Legal Proceedings The Company is subject to various claims and lawsuits in the ordinary course of business, including from time to time, contractual disputes, employment matters, product and general liability claims, claims that the Company has infringed on the intellectual property rights of others, claims related to alleged security system failures, and consumer and employment class actions. In the ordinary course of business, the Company is also subject to regulatory and governmental examinations, information requests and subpoenas, inquiries, investigations, and threatened legal actions and proceedings. In connection with such formal and informal inquiries, the Company receives numerous requests, subpoenas, and orders for documents, testimony, and information in connection with various aspects of its activities. The Company has recorded accruals for losses that it believes are probable to occur and are reasonably estimable. While the ultimate outcome of these matters cannot be predicted with certainty, the Company believes that the resolution of any such proceedings (other than matters specifically identified below), will not have a material adverse effect on its financial position, results of operations, or cash flows. Environmental Matters On October 25, 2013, ADT was notified by subpoena that the Office of the Attorney General of California, in conjunction with the Alameda County District Attorney, is investigating whether certain of ADT’s electronic waste disposal policies, procedures, and practices are in violation of the California Business and Professions Code and the California Health and Safety Code. During 2016, Protection One was also notified by the same parties that it was subject to a similar investigation. Both the Protection One and ADT investigations are ongoing and the Company is attempting to coordinate joint handling of both investigations and is cooperating fully with the respective authorities. Wireless Encryption Litigation The Company is subject to five class action claims regarding wireless encryption in certain ADT security systems. Jurisdictionally, three of the five cases are in Federal Court (in districts within Illinois, Arizona, and California), and both of the remaining two cases are in Florida State Court (both in Palm Beach County Circuit Court). Each of the five plaintiffs brought a claim under the respective state’s consumer fraud statute alleging that The ADT Corporation and each of its consolidated subsidiaries prior to the consummation of the ADT Acquisition) made misrepresentations and material omissions in its advertising regarding the unencrypted wireless signal pathways in certain security systems monitored by The ADT Corporation. The complaints in all five cases further allege that certain security systems monitored by The ADT Corporation are not secure because the wireless signal pathways are unencrypted, and can be easily hacked. On January 10, 2017, the parties agreed to settle all five class action lawsuits. On October 16, 2017, the U.S. District Court for the Northern District of California entered an order granting preliminary approval of the settlement. Notice to class members was issued November 16, 2017, and the settlement is currently in the administration process. A fairness hearing regarding the settlement was conducted on February 1, 2018. The Court took the matter under advisement and subsequently stayed the settlement proceedings pending an appellate ruling on a related legal issue. The deadline for filing claims expired on February 26, 2018. The settlement administrator will not pay any claims until the Court enters an order granting final approval of the settlement. TCPA Class Action relating to 2G-3G Radio Conversion Project In August 2016, the Company was served with a class action complaint pending in the United States District Court for the Northern District of Georgia filed by a customer alleging that The ADT Corporation violated the Telephone Consumer Protection Act of 1991 (“TCPA”) by calling his cell phone, which was the only telephone number he provided to The ADT Corporation for his customer account, as part of The ADT Corporation’s efforts to communicate with customers affected by the Federal Communications Commission order allowing wireless carriers to sunset 2G wireless networks. Plaintiff seeks to represent a nationwide class of all The ADT Corporation customers who received such calls to their cell phones from 2013 to present. The premise of the plaintiff’s claim is that The ADT Corporation’s calls were telemarketing calls, which require a higher level of consent, and not transactional/business relationship calls because The ADT Corporation used the 2G transactional calls in an attempt to sell additional products and services. Plaintiff filed a motion for class certification. The ADT Corporation filed its opposition to class certification and further filed a motion for summary judgment in September 2017. The case settled for a nominal value in May 2018 prior to the Court ruling on the motions. Shareholder Litigation Five substantially similar shareholder class action lawsuits related to the January 2018 IPO of ADT Inc. common stock were filed in the Circuit Court of the Fifteenth Judicial Circuit in and for Palm Beach County, Florida in March, April, and May 2018. The actions are entitled Goldstrand Investments Inc. v. ADT Inc ., Krebsbach v. ADT Inc ., Katz v. ADT Inc ., Sweet v. ADT Inc., and Lowinger v. ADT Inc . Plaintiffs in each case allege the purchase of ADT Inc. common stock in or traceable to the IPO, assert claims for alleged violations of the Securities Act of 1933 (the “Securities Act”), and seek to represent a class of similarly situated shareholders. Plaintiffs in each case name ADT Inc. and various ADT Inc. officers, directors, and IPO underwriters, including Apollo Global Securities, LLC, as defendants. Plaintiffs allege that the defendants violated the Securities Act because the registration statement and prospectus used to effectuate the IPO were false and misleading in that they allegedly misled investors with respect to financial and operational metrics, litigation involving ADT Inc., ADT Inc.’s efforts to protect its intellectual property, competitive pressures ADT Inc. faced, and ADT Inc.’s customer acquisition costs. Additionally, two plaintiffs allege that the defendants misled investors with respect to false alarm pressures. On July 10, 2018, the Court entered an order consolidating the cases under the caption In re ADT Inc. Shareholder Litigation. On May 21, 2018, a similar shareholder class action lawsuit also related to the January 2018 IPO was filed in the United States District Court for the Southern District of Florida. The action is entitled Perdomo v. ADT Inc. On July 20, 2018, several purported ADT Inc. shareholders filed competing motions to be named lead plaintiff in that action. Those motions are pending. California Independent Contractor Litigation In August 2017, Jabra Shuheiber filed civil litigation in Marin County Superior Court on behalf of himself and two other individuals asserting wage and hour violations against the Company. The action is entitled Jabra Shuheiber v. ADT, LLC (Case Number CV 1702912, Superior Court, Marin County). Shuheiber was the owner/operator of a sub-contractor, Maximum Protection, Inc. (“MPI”), who employed the other two plaintiffs in the litigation. In August 2018, in response to the California Supreme Court’s decision in Dynamex Operations West, Inc. v. Superior Court of Los Angeles County , counsel for Mr. Shuheiber provided the Company with a proposed amended complaint that modified the wage and hour claims such that they were brought on a class basis. The proposed class is not clearly defined, but appears to be two groups of individuals: 1) individual owners of sub-contractors who performed services for the sub-contractor; and 2) individuals with no ownership interest in a sub-contractor who were employed by the sub-contractor and provided services pursuant to a contract between the sub-contractor and the Company. The Company has not been served with the proposed amended complaint and is currently reviewing the allegations. Income Tax Matters On September 28, 2012, Johnson Controls International plc (as successor to Tyco International Ltd., “Tyco”) distributed to its public stockholders The ADT Corporation’s common stock (the “Separation from Tyco”), and The ADT Corporation became an independent public company. In connection with the Separation from Tyco in September 2012, The ADT Corporation entered into the 2012 Tax Sharing Agreement that governs the rights and obligations of The ADT Corporation, Tyco, and Pentair Ltd. for certain pre-Separation from Tyco tax liabilities, including Tyco’s obligations under the 2007 Tax Sharing Agreement among Tyco, Covidien, now operating as a subsidiary of Medtronic, and TE Connectivity. The ADT Corporation is responsible for all of its own taxes that are not shared pursuant to the 2012 Tax Sharing Agreement’s sharing formulae. Tyco and Pentair Ltd. are likewise responsible for their tax liabilities that are not subject to the 2012 Tax Sharing Agreement’s sharing formulae. Tyco has the right to administer, control, and settle all U.S. income tax audits for the periods prior to and including the Separation from Tyco. All tax years through 2009 have been audited and resolved with the IRS. The IRS is currently auditing the 2010-2012 tax years, and should the IRS successfully challenge any tax positions taken in those years, the Company’s share of the collective liability, if any, would be determined pursuant to the 2012 Tax Sharing Agreement. In accordance with the 2012 Tax Sharing Agreement, Tyco is responsible for the first $500 million of tax, interest, and penalties assessed against pre-2013 tax years including its 27% share of the tax, interest, and penalties assessed for periods prior to Tyco’s 2007 spin-off transaction. In addition to the Company’s share of cash taxes pursuant to the 2012 Tax Sharing Agreement, the Company’s net operating loss (“NOL”) and credit carryforwards may be significantly reduced or eliminated by audit adjustments to pre-2013 tax periods. NOL and credit carryforwards may be reduced prior to incurring any cash tax liability, and will not be compensated for under the tax sharing agreement. The Company believes that its income tax reserves and the liabilities recorded for the 2012 Tax Sharing Agreement continue to be appropriate. However, the ultimate resolution of these matters is uncertain, and if the IRS were to prevail, it could have a material adverse impact on the Company’s financial position, results of operations, and cash flows, potentially including a significant reduction in or the elimination of the Company’s available NOL and credit carryforwards generated in pre-Separation from Tyco periods. Further, to the extent The ADT Corporation is responsible for any liability under the 2012 Tax Sharing Agreement, there could be a material impact on its financial position, results of operations, cash flows, or its effective tax rate in future reporting periods. During the third quarter of 2017, the Company was notified by the IRS of its intent to disallow amortization deductions claimed on the Company’s $987 million trademark (value as of 2012) and the Notice of Proposed Adjustment was received from the IRS in April 2018. There was no change in the Company’s previous assessment of this item. The Company intends to challenge this decision before the Appeals Division of the IRS. If the Company were to lose the dispute, it would result in minimal cash tax liabilities to ADT, no impact to the Company’s statement of operations, but a material loss to the Company’s NOL deferred tax assets. The Company strongly disagrees with the IRS’s position and maintains that the deductions claimed are appropriate. The Company intends to vigorously defend its originally filed tax return position. Other liabilities in the Company’s Condensed Consolidated Balance Sheets related to The ADT Corporation’s obligations under certain tax related agreements entered into in conjunction with the Separation from Tyco were not material as of June 30, 2018 and December 31, 2017 . The maximum amount of potential future payments is not determinable as such payments relate to unknown conditions and future events that cannot be predicted. |
Derivative Financial Instrument
Derivative Financial Instruments Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company holds interest rate swap contracts with the objective of managing exposure to variability in interest rates on the Company’s debt. As of June 30, 2018 , the Company had interest rate swap contracts outstanding with aggregate notional amounts of $2.5 billion , which consist of notional amounts of $1.5 billion entered into in June 2018 that mature in April 2022, and are designated as cash flow hedges (the “2018 Derivatives”), and notional amounts of $1.0 billion entered into in April 2017 that mature in April 2020, and are not designated as hedging instruments (the “2017 Derivatives”). As discussed above, the 2018 Derivatives consist of a series of LIBOR-based interest rate swap contracts with an aggregate notional amount of $1.5 billion . Changes in fair value of the 2018 Derivatives will be recorded in accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets, and will be reclassified into interest expense in the same period in which the related interest on the debt obligations affects earnings. As of June 30, 2018 , the 2018 Derivatives were highly effective. The impact to the condensed consolidated financial statements as a result of the 2018 Derivatives was not material. Further, the amount of loss expected to be reclassified from accumulated other comprehensive loss into interest expense during the next twelve months is not material. As discussed above, the Company does not apply hedge accounting to the 2017 Derivatives. Changes in fair value of the 2017 Derivatives are reflected in interest expense, net in the Condensed Consolidated Statements of Operations, and were not material for the quarters and six months ended June 30, 2018 and 2017 . |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation | Share-based Compensation 2016 Equity Incentive Plan Awards In 2016, the Company approved the 2016 Equity Incentive Plan, which provides for the issuance of non-qualified stock options to various employees of the Company. The Company records share-based compensation expense on options subject to time-based vesting, and subsequent to the consummation of the IPO, on options subject to vesting based on the achievement of certain investment return thresholds by Apollo. The Company does not expect to issue additional share-based compensation awards under the 2016 Equity Incentive Plan. For the quarters and six months ended June 30, 2018 and 2017 , share-based compensation expense for awards under the 2016 Equity Incentive Plan was not material. Class B Unit Redemption The Company records share-based compensation expense on certain Class B Unit awards granted to employees by Ultimate Parent (“Class B Units”). The Class B Units have two separate tranches, one of which is subject to time-based vesting over a five -year period (“Class B Unit Service Tranche”), and the other subject to vesting based upon the achievement of certain investment return thresholds by Apollo (“Class B Unit Performance Tranche”). Prior to the IPO, the Company recorded share-based compensation expense on the Class B Unit Service Tranche, whereas no share-based compensation expense was recorded on the Class B Unit Performance Tranche as the vesting of these awards was not deemed probable. During the first quarter of 2018 and in connection with the IPO, each holder of Class B Units in Ultimate Parent had his or her entire Class B interest in Ultimate Parent redeemed for the number of shares of the Company’s common stock (“Distributed Shares”) that would have been distributed to such holder under the terms of Ultimate Parent’s operating agreement in a hypothetical liquidation on the date of the IPO at the initial public offering price (“Class B Unit Redemption”). All vesting conditions for the Distributed Shares remain the same as the vesting conditions that existed under the terms of the Class B Units. The Distributed Shares also have certain other restrictions pursuant to the terms and conditions of the Company’s Amended and Restated Management Investor Rights Agreement (the “MIRA”). Furthermore, as part of the Class B Unit Redemption, each holder received both vested and unvested Distributed Shares in the same proportion as the holder’s vested and unvested Class B Units held immediately prior to the IPO. As a result of the Class B Unit Redemption, holders of Class B Units received a total of 20.6 million shares of the Company’s common stock ( 17.8 million of which were unvested at the time of redemption). Of the Distributed Shares issued upon the Class B Unit Redemption, 50% were subject to the vesting conditions that existed for the Class B Unit Service Tranche (“Distributed Shares Service Tranche”) and 50% were subject to the vesting conditions that existed for the Class B Unit Performance Tranche (“Distributed Shares Performance Tranche”). As of June 30, 2018 , there were 6.1 million and 10.2 million unvested and outstanding shares in the Distributed Shares Service Tranche and Performance Tranche, respectively. As discussed below, all remaining unvested shares in the Distributed Shares Service Tranche became fully vested in July 2018. The Class B Unit Redemption resulted in a modification of the Class B Units. In connection with the modification, the Company utilized a Monte Carlo simulation to estimate the fair value of the Distributed Shares, as well as the derived service period for the Distributed Shares Performance Tranche. Significant assumptions included in the simulation were the risk-free interest rate and the expected volatility of the Company’s stock price. The Company selected a risk-free interest rate of 2.43% , which was based on a five-year U.S. Treasury with a zero-coupon rate. The Company also selected a stock price volatility of 30% , which was implied based upon an average of historical volatilities of publicly traded companies in industries similar to the Company, as the Company did not have sufficient history to use as a basis for actual stock price volatility. Additionally, because holders of unvested Distributed Shares are entitled to receive previously declared accrued dividends once the shares vest, a dividend yield assumption was not included in the simulation. The Class B Unit Redemption resulted in weighted-average fair values of $14.00 and $12.97 for the Distributed Shares Service Tranche and Performance Tranche, respectively. The fair values also incorporate the estimated impact of post-vesting selling restrictions pursuant to the MIRA. During the first quarter of 2018, the Company began recording share-based compensation expense on the Distributed Shares Performance Tranche on a straight-line basis over the derived service period of approximately three years from the IPO date, as the vesting conditions were deemed probable following the consummation of the IPO. For the Distributed Shares Service Tranche, incremental compensation expense to be recorded as a result of the modification was not material. Additionally, the IPO triggered an acceleration of vesting of the unvested shares in the Distributed Shares Service Tranche, causing such Distributed Shares to become fully vested six months from the date of the IPO, which occurred in July 2018. Share-based compensation expense associated with the Distributed Shares Service Tranche was $13 million and $25 million for the quarter and six months ended June 30, 2018 , respectively. Share-based compensation expense associated with the Distributed Shares Performance Tranche was $13 million and $23 million for the quarter and six months ended June 30, 2018 , respectively. Top-up Options In January 2018, the Company approved its 2018 Omnibus Incentive Plan (the “2018 Omnibus Incentive Plan”), which became effective upon consummation of the IPO. Under the 2018 Omnibus Incentive Plan, and in connection with the Class B Unit Redemption, the Company granted 12.7 million options to holders of Class B Units (“Top-up Options”). The Top-up Options have an exercise price equal to the initial public offering price per share of the Company’s common stock and a contractual term of ten years from the grant date. Similar to the vesting conditions outlined above for the Distributed Shares, the Top-up Options contain a tranche subject to time-based vesting (“Top-up Options Service Tranche”) and a tranche subject to vesting based upon the achievement of certain investment return thresholds by Apollo (“Top-up Options Performance Tranche”). These vesting conditions are the same vesting conditions as those attributable to the Distributed Shares, including the condition that accelerates vesting of the unvested options in the Top-up Options Service Tranche, causing such options to become fully vested six months from the date of the IPO, which occurred in July 2018. Additionally, recipients of the Top-up Options received both vested and unvested Top-up Options in the same proportion as the vested and unvested Class B Units held immediately prior to the IPO and Class B Unit Redemption. Any shares of the Company’s common stock acquired upon exercise of the Top-up Options will be subject to the terms of the MIRA. The Company used a Monte Carlo simulation to estimate the fair value of the Top-up Options, as well as the derived service period for the Top-up Options Performance Tranche. Significant assumptions included in the simulation were the risk-free interest rate, the expected volatility, and the expected dividend yield. The Company selected a risk-free interest rate of 2.43% , which was based on a five-year U.S. Treasury with a zero-coupon rate. The Company selected a stock price volatility of 30% , which was implied based upon an average of historical volatilities of publicly traded companies in industries similar to the Company, as the Company did not have sufficient history to use as a basis for actual stock price volatility. The Company also assumed a 1% dividend yield. The expected average exercise term was derived based on an average of the outcomes of various scenarios performed under the Monte Carlo simulation. For the six months ended June 30, 2018 , the weighted-average grant date fair values of the Top-up Options Service Tranche and Top-up Options Performance Tranche were $5.02 and $5.04 , respectively. The fair values also incorporate the estimated impact of post-vesting selling restrictions pursuant to the MIRA. As of June 30, 2018 , there were 3.8 million and 6.4 million unvested and outstanding options in the Top-up Options Service Tranche and Performance Tranche, respectively. In July 2018, the remaining 3.8 million unvested options in the Top-up Options Service Tranche became fully vested. The Company records share-based compensation expense associated with the Top-up Options Service Tranche on a straight-line basis over the requisite service period of six months from the IPO date. The Company records share-based compensation expense associated with the Top-up Options Performance Tranche on a straight-line basis over the derived service period of approximately three years from the IPO date. Share-based compensation expense associated with the Top-up Options Service Tranche was $12 million and $30 million for the quarter and six months ended June 30, 2018 , respectively. Share-based compensation expense associated with the Top-up Options Performance Tranche was $3 million and $5 million for the quarter and six months ended June 30, 2018 , respectively. Other 2018 Share-Based Compensation Awards During the six months ended June 30, 2018 , the Company granted 4.0 million options (“2018 Options”) and 1.1 million restricted stock units (“2018 RSUs”) under the 2018 Omnibus Incentive Plan, both of which will cliff vest over a three -year period. For the 2018 Options, the contractual term is ten years. The Company used a Black-Scholes pricing model to estimate the fair value of the 2018 Options granted in the first quarter of 2018. Significant assumptions included in the model were the risk-free interest rate, the expected volatility, the expected dividend yield, and the expected exercise term. The Company selected a risk-free interest rate of 2.52% , which was based on a six-year U.S. Treasury with a zero-coupon rate. The Company selected a stock price volatility of 30% , which was implied based upon an average of historical volatilities of publicly traded companies in industries similar to the Company, as the Company did not have sufficient history to use as a basis for actual stock price volatility. The Company also assumed a 1% dividend yield. The expected average exercise term of 6.5 years was calculated using the simplified method, as the Company did not have sufficient historical exercise data to provide a reasonable basis to estimate future exercise patterns. For the six months ended June 30, 2018 , the grant date fair values of the 2018 Options and 2018 RSUs were $4.35 and $14.00 , respectively. The Company records share-based compensation expense associated with the 2018 Options and 2018 RSUs on a straight-line basis over the requisite service period. For the quarter and six months ended June 30, 2018 , share-based compensation expense associated with the 2018 Options and 2018 RSUs was not material. As of June 30, 2018 , the number of 2018 Options and 2018 RSUs that were unvested and outstanding were 4.0 million and 1.1 million , respectively. For all share-based compensation awards, the Company recognizes forfeitures as they occur. Share-based compensation expense is included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. For the quarter and six months ended June 30, 2018 , share-based compensation expense on all awards was $46 million and $95 million , respectively. For the quarter and six months ended June 30, 2017 , share-based compensation expense on all awards was $2 million and $5 million , respectively. |
Equity
Equity | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Equity | Equity Stock Split and Initial Public Offering Refer to Note 1 “ Basis of Presentation and Summary of Significant Accounting Policies ” for a discussion regarding the Stock Split and the Company’s completion of an IPO in January 2018. Common Stock Dividends During the six months ended June 30, 2018 , the Company’s board of directors declared the following cash dividends on common stock: Declared Date Dividend per Share Record Date Payment Date March 15, 2018 $0.035 March 26, 2018 April 5, 2018 May 9, 2018 $0.035 June 25, 2018 July 10, 2018 During the six months ended June 30, 2017 , the Company paid dividends of $750 million to the Company’s equity holders and Ultimate Parent, which primarily included distributions to the Company’s Sponsor (“Special Dividend”). Accumulated Other Comprehensive Loss During the six months ended June 30, 2018 , the Company did not record any material reclassifications out of accumulated other comprehensive loss. Other As discussed in Note 1 “ Basis of Presentation and Summary of Significant Accounting Policies ,” the opening balance of stockholders’ equity for the six months ended June 30, 2018 includes $34 million , net of tax, attributable to the cumulative effect of the adoption of the new revenue recognition standard. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted net loss per share is calculated by dividing net loss available to common stockholders by the diluted weighted average number of common shares outstanding for the period. Diluted net loss per share would reflect the potential dilutive effect of common stock equivalents outstanding for the period determined using the treasury-stock method. For purposes of the diluted net loss per share calculation, all awards that potentially could be dilutive were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive, therefore, basic net loss per share is equal to diluted net loss per share for each period presented. The following table includes the computations of basic and diluted net loss per share for the periods presented. For the Quarters Ended For the Six Months Ended (in thousands, except per share amounts) June 30, June 30, June 30, June 30, Numerator: Net loss $ (66,705 ) $ (92,656 ) $ (224,142 ) $ (233,531 ) Denominator: Weighted-average number of shares outstanding, 750,009 641,048 739,354 641,048 Net loss per share: Basic and diluted $ (0.09 ) $ (0.14 ) $ (0.30 ) $ (0.36 ) |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Management Consulting Agreement In May 2016, in connection with the acquisition of The ADT Corporation, Apollo Management Holdings, L.P., an affiliate of the Company’s Sponsor (the “Management Service Provider”) entered into a management consulting agreement with the Company (the “Management Consulting Agreement”) relating to the provision of certain management consulting and advisory services to the Company following this acquisition. The Management Consulting Agreement terminated in accordance with its terms in January 2018 upon consummation of the IPO. Prior to the termination of the Management Consulting Agreement, the Company paid approximately $1 million to the Management Service Provider during the six months ended June 30, 2018 . During the quarter and six months ended June 30, 2017 , fees under the Management Consulting Agreement were $5 million and $10 million , respectively. These costs are included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. Koch Preferred Securities The dividend obligation associated with the Koch Preferred Securities is reflected in interest expense, net in the Condensed Consolidated Statements of Operations. For the quarter and six months ended June 30, 2018 , the dividend obligation on the Koch Preferred Securities was $26 million and $51 million , respectively. In lieu of declaring and paying the dividend obligation on the Koch Preferred Securities, the Company elected to increase the accumulated stated value of such securities, which increased the reported balance of mandatorily redeemable preferred securities on the Condensed Consolidated Balance Sheet. For the quarter and six months ended June 30, 2017 , the dividend obligation on the Koch Preferred Securities was $20 million and $41 million , respectively, which the Company paid in cash to the Koch Investor. During the six months ended June 30, 2017 , the Company paid $45 million of structuring fees to the Koch Investor in connection with the Special Dividend, which is included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. Additionally, on July 2, 2018 , the Company redeemed the original stated value of $750 million of the Koch Preferred Securities for total consideration of approximately $950 million , which included approximately $200 million related to the payment of the redemption premium, accumulated dividends, and tax reimbursements. Refer to Note 6 “ Mandatorily Redeemable Preferred Securities ” and Note 14 “ Subsequent Events ” for further discussion. Apollo Global Securities, LLC An affiliate of Apollo, Apollo Global Securities, LLC (“AGS”), served as an underwriter in the Company’s IPO. As part of the IPO, AGS agreed to purchase, and the Company agreed to sell, 4,200,000 shares of common stock. The Company paid $2 million in commissions to AGS in connection with its role as an underwriter in the IPO. The net amount of this transaction is reflected in the Condensed Consolidated Statement of Stockholders’ Equity as of June 30, 2018 . During the six months ended June 30, 2017 , the Company paid approximately $1 million to AGS related to amendments and restatements to the Company’s first lien credit facilities. These expenses are reflected in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. Other Transactions During the six months ended June 30, 2017 , the Company paid $750 million of the Special Dividend to the Company’s equity holders and Ultimate Parent, which primarily included distributions to its Sponsor. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Koch Redemption On July 2, 2018 , the Company redeemed the original stated value of $750 million of the Koch Preferred Securities for total consideration of approximately $950 million , which included approximately $200 million related to the payment of the redemption premium, accumulated dividends, and tax reimbursements, using the funds in the Segregated Account as well as cash on hand immediately prior to redemption. Common Stock Dividend On August 8, 2018 , the Company’s board of directors declared a cash dividend of $0.035 per share to common stockholders of record as of September 18, 2018 . This dividend will be paid on October 2, 2018 . |
Basis of Presentation and Sum22
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation —The condensed consolidated financial statements include the accounts of ADT Inc. and its wholly owned subsidiaries, and have been prepared in U.S. dollars in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The condensed consolidated financial statements included herein are unaudited, but in the opinion of management, such financial statements include all adjustments, consisting of normal recurring adjustments, necessary to summarize fairly the Company’s financial position, results of operations, and cash flows for the interim periods presented. The interim results reported in these condensed consolidated financial statements should not be taken as indicative of results that may be expected for future interim periods or the full year. For a more comprehensive understanding of the Company and its condensed consolidated financial statements, these interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2017 , which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 15, 2018. The Condensed Consolidated Balance Sheet as of December 31, 2017 included herein was derived from the audited consolidated financial statements as of that date, but does not include all the footnote disclosures from the annual financial statements. The Company conducts business through its operating entities and reports financial and operating information in one segment. All intercompany transactions have been eliminated. The results of companies acquired are included in the condensed consolidated financial statements from the effective dates of the acquisitions. |
Reclassifications | Reclassifications— Certain prior period amounts have been reclassified to conform with the current period presentation. |
Use of Estimates | Use of Estimates —The preparation of financial statements in accordance with GAAP requires management to make estimates and judgments that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of revenue and expenses. Significant estimates and judgments inherent in the preparation of the condensed consolidated financial statements include, but are not limited to, estimates of future cash flows and valuation related assumptions associated with asset impairment testing and the valuation of certain intangible and tangible assets and liabilities in connection with the acquisition of businesses, useful lives and methods for depreciation and amortization, loss contingencies, and income taxes and tax valuation allowances. Actual results could differ materially from these estimates. |
Financial Instruments | Financial Instruments —The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, accounts payable, debt, preferred securities, and derivative financial instruments. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents | Cash Equivalents —Included in cash and cash equivalents are investments in money market mutual funds, which were $238 million and $51 million as of June 30, 2018 and December 31, 2017 , respectively. These investments are classified as Level 1 for purposes of fair value measurement. Restricted Cash and Cash Equivalents —Restricted cash and cash equivalents are restricted for a specific purpose and cannot be included in the general cash account. The Company’s restricted cash and cash equivalents primarily relate to funds held in the Segregated Account for the purpose of redeeming the Koch Preferred Securities, as described above, and amounts held in escrow by a third-party trustee to cover potential adjustments to the purchase price associated with certain acquisitions. Restricted cash and cash equivalents consist of highly liquid investments with original maturities when purchased of three months or less. These investments are classified as Level 1 for purposes of fair value measurement. |
Long-Term Debt Instruments and Preferred Securities | Long-Term Debt Instruments and Koch Preferred Securities —The fair values of the Company’s long-term debt instruments were determined using broker-quoted market prices, which are considered Level 2 inputs. The carrying amount of debt outstanding, if any, under the Company’s revolving credit facilities approximates fair value as interest rates on these borrowings approximate current market rates, and are considered Level 2 inputs. The fair value of the Koch Preferred Securities at June 30, 2018 was estimated based on the price a market participant would receive upon the imminent redemption of the Koch Preferred Securities, which is considered a Level 3 input. Since the Company redeemed all of the outstanding Koch Preferred Securities on July 2, 2018, the fair value of the Koch Preferred Securities at June 30, 2018 was estimated as being equal to the contractual redemption price on July 2, 2018. The fair value of the Koch Preferred Securities at December 31, 2017 was estimated using a discounted cash-flow approach in conjunction with a binomial lattice interest rate model to incorporate the contractual dividends and the Company’s ability to redeem the Koch Preferred Securities. Key input assumptions to the valuation analysis are the credit spread, yield volatility, and expected time to redemption, which are considered Level 3 inputs. The credit spread was estimated using the credit spread at issuance of the Koch Preferred Securities and adjusted for the change in observed publicly traded debt of the Company between the issuance date and the measurement date. The yield volatility estimate was based on the historical yield volatility observed from comparable public high yield debt. The expected time to redemption was based on the Company’s expectations. |
Derivative Financial Instruments | Derivative Financial Instruments —All derivative financial instruments are reported at fair value as either assets or liabilities in the Condensed Consolidated Balance Sheets. For derivative instruments that qualify for hedge accounting, changes in fair values are recognized in accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets. For derivative instruments for which the Company does not apply hedge accounting, changes in fair values are reflected in the Condensed Consolidated Statements of Operations according to the nature of the hedged item. |
Guarantees | Guarantees —In the normal course of business, the Company is liable for contract completion and product performance. The Company does not believe such obligations will significantly affect its financial position, results of operations, or cash flows. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements —In May 2014, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance that sets forth a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The Company adopted this new standard and its related amendments effective on January 1, 2018 using the modified retrospective transition method, whereby the cumulative effect of initially applying the new standard is recognized as an adjustment to the opening balance of stockholders’ equity. Results for reporting periods beginning on or after January 1, 2018 are presented under this new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. The largest impact from the new standard relates to the timing of recognition of certain incremental selling costs associated with acquiring new customers. Under the new standard, certain costs previously amortized over the initial contract term will now be amortized in pools based on the expected life of a customer relationship using an accelerated method over 15 years. To a lesser extent, the adoption of the new standard impacted the identification of performance obligations and the allocation of transaction price to those performance obligations for certain sales of security systems sold outright to customers. As of January 1, 2018, due to the cumulative impact of adopting this new standard, the Company recorded a net increase to the opening balance of stockholders’ equity of $34 million , which is net of tax of $12 million . The impact to the line items in the Condensed Consolidated Balance Sheet was as follows: Balance at December 31, 2017 Revenue Standard Adoption Adjustment Balance at January 1, 2018 (in thousands) Assets Prepaid expenses and other current assets $ 73,358 $ 6,615 $ 79,973 Deferred subscriber acquisition costs, net 282,478 33,380 315,858 Other assets 123,967 6,321 130,288 Liabilities Deferred tax liabilities 1,376,708 11,886 1,388,594 Stockholders' Equity Accumulated deficit (998,212 ) 34,430 (963,782 ) Refer to Note 2 “ Revenue ” for further discussion related to the impact of adopting this standard. In January 2016, the FASB issued authoritative guidance related to the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. Under the new guidance, equity investments with readily determinable fair values, except those accounted for under the equity method, will be measured at fair value with changes in fair value recognized in earnings. In addition, this update clarifies the guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from the unrealized losses on certain debt securities. The Company adopted this guidance effective on January 1, 2018. There was no material impact to the condensed consolidated financial statements as a result of the adoption. In November 2016, the FASB issued authoritative guidance amending the presentation of restricted cash within the statement of cash flows. The new guidance requires companies to include amounts generally described as restricted cash and restricted cash equivalents in cash and cash equivalents when reconciling beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this guidance effective on January 1, 2018 using the retrospective transition method for all periods presented in the Condensed Consolidated Statements of Cash Flows. The following table provides a reconciliation of the amount of cash and cash equivalents and restricted cash and cash equivalents reported within the Condensed Consolidated Balance Sheets to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows: (in thousands) June 30, 2018 December 31, 2017 Cash and cash equivalents $ 344,288 $ 122,899 Restricted cash and cash equivalents 753,883 3,883 Total cash and cash equivalents and restricted cash and cash equivalents at end of period $ 1,098,171 $ 126,782 In May 2017, the FASB issued authoritative guidance that addresses changes to the terms or conditions of a share-based payment award, specifically regarding which changes to the terms or conditions of a share-based payment award would require modification accounting. This guidance does not change the accounting for modifications, but clarifies that an entity should apply modification accounting except when the fair value, vesting conditions, and classification of the modified award are the same as the original award immediately before the modification. The Company adopted this guidance effective on January 1, 2018, and applied the guidance prospectively to share-based payment award modifications subsequent to the date of adoption. The adoption of this guidance did not have a material impact to the condensed consolidated financial statements. Refer to Note 10 “ Share-based Compensation ” for further discussion. In August 2017, the FASB issued authoritative guidance which simplifies the application of hedge accounting standards to better portray the economic results of risk management activities in the financial statements. The guidance aligns the recognition and presentation of the effects of hedging instruments with the hedged items in the financial statements, and includes certain targeted improvements to ease the application of current guidance related to the assessment of hedge effectiveness at inception and on an ongoing basis. The guidance also eliminates the requirement to measure and disclose the ineffective portion of the change in fair value of cash flow hedges. The Company elected to early adopt this guidance in the second quarter of 2018, and applied the guidance to qualified hedging instruments entered into subsequent to the date of adoption. The Company did not have any derivative instruments classified as hedging instruments prior to the date of adoption. The impact to the condensed consolidated financial statements as a result of the adoption was not material. Refer to Note 9 “ Derivative Financial Instruments ” for further discussion. Recently Issued Accounting Pronouncements —In February 2016, the FASB issued authoritative guidance on accounting for leases. This new guidance, and related amendments, requires lessees to recognize a right-to-use asset and a lease liability for substantially all leases, and to disclose key information about leasing arrangements. The recognition, measurement, and presentation of expenses and cash flows for lessees will remain significantly unchanged from current guidance. This guidance is effective for all public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. This guidance will be effective for the Company in the first quarter of 2019. The guidance requires that a company adopt the standard using a modified retrospective approach, however, recent amendments allow for an alternative adoption method whereby a company can apply this new guidance at the adoption date and recognize the cumulative effect of adoption as an adjustment to the opening balance of stockholders’ equity. The Company is currently evaluating the transition method, use of practical expedients, and impact of this guidance. In January 2017, the FASB issued authoritative guidance to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. This guidance will be effective for the Company for annual or any interim goodwill impairment tests beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests. |
Basis of Presentation and Sum23
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Components of System Assets | The following tables set forth the gross carrying amounts, accumulated depreciation, and depreciation expense relating to subscriber system assets for the periods presented. (in thousands) June 30, December 31, Gross carrying amount $ 4,023,821 $ 3,762,905 Accumulated depreciation (1,129,725 ) (870,222 ) Subscriber system assets, net $ 2,894,096 $ 2,892,683 For the Quarters Ended For the Six Months Ended (in thousands) June 30, June 30, June 30, June 30, Subscriber system assets depreciation expense $ 136,618 $ 133,622 $ 272,748 $ 266,220 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities as of June 30, 2018 and December 31, 2017 consisted of the following: (in thousands) June 30, December 31, Accrued interest $ 85,472 $ 91,592 Payroll-related accruals 74,993 94,501 Other accrued liabilities 213,665 165,247 Total accrued expenses and other current liabilities $ 374,130 $ 351,340 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments and Securities | The carrying values and fair values of the Company’s long-term debt instruments and Koch Preferred Securities that are subject to fair value disclosures as of June 30, 2018 and December 31, 2017 were as follows: June 30, 2018 December 31, 2017 (in thousands) Carrying Fair Carrying Fair Debt instruments, excluding capital lease obligations $ 9,535,185 $ 9,754,374 $ 10,128,020 $ 10,868,626 Koch Preferred Securities $ 735,661 $ 948,900 $ 682,449 $ 924,700 |
Impact of New Accounting Pronouncements on Financial Statements | The impact to the line items in the Condensed Consolidated Balance Sheet was as follows: Balance at December 31, 2017 Revenue Standard Adoption Adjustment Balance at January 1, 2018 (in thousands) Assets Prepaid expenses and other current assets $ 73,358 $ 6,615 $ 79,973 Deferred subscriber acquisition costs, net 282,478 33,380 315,858 Other assets 123,967 6,321 130,288 Liabilities Deferred tax liabilities 1,376,708 11,886 1,388,594 Stockholders' Equity Accumulated deficit (998,212 ) 34,430 (963,782 ) The impact from the adoption of the new revenue standard on the Company’s condensed consolidated financial statements as of and for the quarter and six months ended June 30, 2018 was as follows: For the Quarter Ended June 30, 2018 For the Six Months Ended June 30, 2018 Balances without Adoption of Standard Effect of Adoption Balances without Adoption of Standard Effect of Adoption Statements of Operations (in thousands) As Reported As Reported Monitoring and related services $ 1,023,126 $ 1,024,604 $ (1,478 ) $ 2,040,418 $ 2,043,254 $ (2,836 ) Installation and other 108,333 106,070 2,263 207,489 203,347 4,142 Total revenue 1,131,459 1,130,674 785 2,247,907 2,246,601 1,306 Cost of revenue (exclusive of depreciation and amortization shown separately below) 246,225 246,225 — 494,619 494,619 — Selling, general and administrative expenses (1) 322,538 329,760 (7,222 ) 627,508 640,971 (13,463 ) Depreciation and intangible asset amortization 488,320 488,320 — 971,996 971,996 — Merger, restructuring, integration, and other costs 455 455 — 8,478 8,478 — Operating income 73,921 65,914 8,007 145,306 130,537 14,769 Interest expense, net (174,479 ) (174,479 ) — (348,812 ) (348,812 ) — Loss on extinguishment of debt — — — (61,597 ) (61,597 ) — Other income 29,282 29,282 — 28,822 28,822 — Loss before income taxes (71,276 ) (79,283 ) 8,007 (236,281 ) (251,050 ) 14,769 Income tax benefit 4,571 6,355 (1,784 ) 12,139 15,580 (3,441 ) Net loss $ (66,705 ) $ (72,928 ) $ 6,223 $ (224,142 ) $ (235,470 ) $ 11,328 _________________ (1) For the quarter and six months ended June 30, 2018 , the effect of adoption includes approximately $5 million and $10 million , respectively, associated with non-cash amortization expense of deferred subscriber acquisition costs. As Reported Balances without Effect of Adoption Balance Sheet (in thousands) Assets Prepaid expenses and other current assets $ 95,491 $ 87,536 $ 7,955 Deferred subscriber acquisition costs, net 371,700 324,078 47,622 Other assets 135,850 130,342 5,508 Liabilities Deferred tax liabilities 1,374,455 1,359,128 15,327 Stockholders' Equity Accumulated deficit (1,241,639 ) (1,287,397 ) 45,758 |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of the amount of cash and cash equivalents and restricted cash and cash equivalents reported within the Condensed Consolidated Balance Sheets to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows: (in thousands) June 30, 2018 December 31, 2017 Cash and cash equivalents $ 344,288 $ 122,899 Restricted cash and cash equivalents 753,883 3,883 Total cash and cash equivalents and restricted cash and cash equivalents at end of period $ 1,098,171 $ 126,782 |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Impact of New Accounting Pronouncements on Financial Statements | The impact to the line items in the Condensed Consolidated Balance Sheet was as follows: Balance at December 31, 2017 Revenue Standard Adoption Adjustment Balance at January 1, 2018 (in thousands) Assets Prepaid expenses and other current assets $ 73,358 $ 6,615 $ 79,973 Deferred subscriber acquisition costs, net 282,478 33,380 315,858 Other assets 123,967 6,321 130,288 Liabilities Deferred tax liabilities 1,376,708 11,886 1,388,594 Stockholders' Equity Accumulated deficit (998,212 ) 34,430 (963,782 ) The impact from the adoption of the new revenue standard on the Company’s condensed consolidated financial statements as of and for the quarter and six months ended June 30, 2018 was as follows: For the Quarter Ended June 30, 2018 For the Six Months Ended June 30, 2018 Balances without Adoption of Standard Effect of Adoption Balances without Adoption of Standard Effect of Adoption Statements of Operations (in thousands) As Reported As Reported Monitoring and related services $ 1,023,126 $ 1,024,604 $ (1,478 ) $ 2,040,418 $ 2,043,254 $ (2,836 ) Installation and other 108,333 106,070 2,263 207,489 203,347 4,142 Total revenue 1,131,459 1,130,674 785 2,247,907 2,246,601 1,306 Cost of revenue (exclusive of depreciation and amortization shown separately below) 246,225 246,225 — 494,619 494,619 — Selling, general and administrative expenses (1) 322,538 329,760 (7,222 ) 627,508 640,971 (13,463 ) Depreciation and intangible asset amortization 488,320 488,320 — 971,996 971,996 — Merger, restructuring, integration, and other costs 455 455 — 8,478 8,478 — Operating income 73,921 65,914 8,007 145,306 130,537 14,769 Interest expense, net (174,479 ) (174,479 ) — (348,812 ) (348,812 ) — Loss on extinguishment of debt — — — (61,597 ) (61,597 ) — Other income 29,282 29,282 — 28,822 28,822 — Loss before income taxes (71,276 ) (79,283 ) 8,007 (236,281 ) (251,050 ) 14,769 Income tax benefit 4,571 6,355 (1,784 ) 12,139 15,580 (3,441 ) Net loss $ (66,705 ) $ (72,928 ) $ 6,223 $ (224,142 ) $ (235,470 ) $ 11,328 _________________ (1) For the quarter and six months ended June 30, 2018 , the effect of adoption includes approximately $5 million and $10 million , respectively, associated with non-cash amortization expense of deferred subscriber acquisition costs. As Reported Balances without Effect of Adoption Balance Sheet (in thousands) Assets Prepaid expenses and other current assets $ 95,491 $ 87,536 $ 7,955 Deferred subscriber acquisition costs, net 371,700 324,078 47,622 Other assets 135,850 130,342 5,508 Liabilities Deferred tax liabilities 1,374,455 1,359,128 15,327 Stockholders' Equity Accumulated deficit (1,241,639 ) (1,287,397 ) 45,758 |
Disaggregation of Revenue | The following table sets forth the Company’s revenues disaggregated by source: (in thousands) For the Quarter Ended June 30, 2018 For the Six Months Ended June 30, 2018 Monitoring and related services $ 1,023,126 $ 2,040,418 Installation and other 108,333 207,489 Total revenue $ 1,131,459 $ 2,247,907 |
Goodwill and Other Intangible25
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s other intangible assets as of June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 (in thousands) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Definite-lived intangible assets: Contracts and related customer relationships $ 7,070,540 $ (2,271,994 ) $ 6,748,355 $ (1,749,327 ) Dealer relationships 1,602,142 (188,505 ) 1,605,910 (146,299 ) Other 196,738 (173,315 ) 195,363 (130,227 ) Total amortizable intangible assets 8,869,420 (2,633,814 ) 8,549,628 (2,025,853 ) Indefinite-lived intangible assets: Trade name 1,333,000 — 1,333,000 — Total intangible assets $ 10,202,420 $ (2,633,814 ) $ 9,882,628 $ (2,025,853 ) |
Schedule of Finite-Lived Intangible Assets | The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s other intangible assets as of June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 (in thousands) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Definite-lived intangible assets: Contracts and related customer relationships $ 7,070,540 $ (2,271,994 ) $ 6,748,355 $ (1,749,327 ) Dealer relationships 1,602,142 (188,505 ) 1,605,910 (146,299 ) Other 196,738 (173,315 ) 195,363 (130,227 ) Total amortizable intangible assets 8,869,420 (2,633,814 ) 8,549,628 (2,025,853 ) Indefinite-lived intangible assets: Trade name 1,333,000 — 1,333,000 — Total intangible assets $ 10,202,420 $ (2,633,814 ) $ 9,882,628 $ (2,025,853 ) For the six months ended June 30, 2018 , the changes in the net carrying amount of customer contracts acquired and customer relationships were as follows: (in thousands) Balance as of December 31, 2017 $ 4,999,028 Acquisition of customer relationships 13,394 Customer contract additions, net of dealer charge-backs 328,503 Amortization (526,976 ) Currency translation and other (15,403 ) Balance as of June 30, 2018 $ 4,798,546 |
Finite-lived Intangible Assets Amortization Expense | Amortization expense for definite-lived intangible assets for the periods presented was as follows: For the Quarters Ended For the Six Months Ended (in thousands) June 30, June 30, June 30, June 30, Definite-lived intangible asset amortization expense $ 308,721 $ 284,602 $ 612,698 $ 572,895 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated aggregate amortization expense for definite-lived intangible assets is expected to be as follows: (in thousands) Remainder of 2018 $ 575,558 2019 1,107,676 2020 1,060,102 2021 962,984 2022 620,325 2023 268,608 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Dividends Declared | During the six months ended June 30, 2018 , the Company’s board of directors declared the following cash dividends on common stock: Declared Date Dividend per Share Record Date Payment Date March 15, 2018 $0.035 March 26, 2018 April 5, 2018 May 9, 2018 $0.035 June 25, 2018 July 10, 2018 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table includes the computations of basic and diluted net loss per share for the periods presented. For the Quarters Ended For the Six Months Ended (in thousands, except per share amounts) June 30, June 30, June 30, June 30, Numerator: Net loss $ (66,705 ) $ (92,656 ) $ (224,142 ) $ (233,531 ) Denominator: Weighted-average number of shares outstanding, 750,009 641,048 739,354 641,048 Net loss per share: Basic and diluted $ (0.09 ) $ (0.14 ) $ (0.30 ) $ (0.36 ) |
Basis of Presentation and Sum28
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) $ / shares in Units, $ in Thousands | Feb. 21, 2018USD ($) | Jan. 23, 2018USD ($)$ / sharesshares | Jan. 04, 2018 | Feb. 28, 2018USD ($) | Jan. 31, 2018USD ($) | Jun. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2018USD ($)segment$ / sharesshares | Feb. 22, 2018USD ($) | Jan. 01, 2018USD ($) | Dec. 31, 2017USD ($)$ / sharesshares | May 31, 2016shares |
Debt Instrument [Line Items] | |||||||||||
Number of operating segments | segment | 1 | ||||||||||
Stock split, conversion ratio | 1.681 | ||||||||||
Noncurrent restricted cash and cash equivalents | $ 750,000 | $ 750,000 | |||||||||
Mandatorily redeemable preferred securities outstanding (in shares) | shares | 750,000 | 750,000 | 750,000 | ||||||||
Mandatorily redeemable preferred securities par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Licensing fees | $ 22,000 | $ 22,000 | |||||||||
Gain (loss) related to litigation settlement | 7,500 | 7,500 | |||||||||
Money market funds | 238,000 | 238,000 | $ 51,000 | ||||||||
Guarantor obligations, current carrying value | 55,000 | $ 55,000 | 54,000 | ||||||||
Amount awarded from other party | $ 7,500 | $ 10,000 | |||||||||
Settlement cash amount | $ 24,000 | ||||||||||
Payment term | 48 months | ||||||||||
Amount expected from sale | 15,000 | ||||||||||
Proceeds from sale of equity method investments | 12,000 | ||||||||||
Term of customer relationship | 15 years | ||||||||||
Retained earnings (accumulated deficit) | (1,241,639) | $ (1,241,639) | $ (963,782) | (998,212) | |||||||
Deferred tax liabilities | 1,374,455 | 1,374,455 | 1,388,594 | $ 1,376,708 | |||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Retained earnings (accumulated deficit) | 45,758 | 45,758 | 34,430 | ||||||||
Deferred tax liabilities | $ 15,327 | $ 15,327 | $ 11,886 | ||||||||
Senior Notes | Prime Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of senior debt | $ 649,000 | ||||||||||
Repurchased face amount | $ 594,000 | ||||||||||
Interest rate | 9.25% | ||||||||||
Long-term debt, gross | $ 2,546,000 | ||||||||||
IPO | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Shares issued in public offering (in shares) | shares | 105,000,000 | ||||||||||
Shares issued, price per share (in dollars per share) | $ / shares | $ 14 | ||||||||||
Proceeds from initial public offering | $ 1,406,000 | ||||||||||
Mandatorily Redeemable Preferred Stock | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Mandatorily redeemable preferred securities outstanding (in shares) | shares | 750,000 | 750,000 | 750,000 |
Basis of Presentation and Sum29
Basis of Presentation and Summary of Significant Accounting Policies - Subscriber System Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Gross carrying amount | $ 4,023,821 | $ 3,762,905 |
Accumulated depreciation | (1,129,725) | (870,222) |
Subscriber system assets, net | $ 2,894,096 | $ 2,892,683 |
Basis of Presentation and Sum30
Basis of Presentation and Summary of Significant Accounting Policies - Subscriber System Depreciation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Subscriber system assets, depreciation expense | $ 136,618 | $ 133,622 | $ 272,748 | $ 266,220 |
Basis of Presentation and Sum31
Basis of Presentation and Summary of Significant Accounting Policies - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued interest | $ 85,472 | $ 91,592 |
Payroll-related accruals | 74,993 | 94,501 |
Other accrued liabilities | 213,665 | 165,247 |
Total accrued expenses and other current liabilities | $ 374,130 | $ 351,340 |
Basis of Presentation and Sum32
Basis of Presentation and Summary of Significant Accounting Policies - Carrying Values and Fair Values of Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Reported Value Measurement | ||
Debt Instrument [Line Items] | ||
Debt instruments, excluding capital lease obligations | $ 9,535,185 | $ 10,128,020 |
Koch Preferred Securities | 735,661 | 682,449 |
Estimate of Fair Value Measurement | ||
Debt Instrument [Line Items] | ||
Debt instruments, excluding capital lease obligations | 9,754,374 | 10,868,626 |
Koch Preferred Securities | $ 948,900 | $ 924,700 |
Basis of Presentation and Sum33
Basis of Presentation and Summary of Significant Accounting Policies - Impact of New Accounting Standard on Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | $ 95,491 | $ 79,973 | $ 73,358 |
Deferred subscriber acquisition costs, net | 315,858 | ||
Other assets | 135,850 | 130,288 | 123,967 |
Deferred tax liabilities | 1,374,455 | 1,388,594 | 1,376,708 |
Accumulated deficit | (1,241,639) | (963,782) | (998,212) |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 87,536 | 73,358 | |
Deferred subscriber acquisition costs, net | 282,478 | ||
Other assets | 130,342 | 123,967 | |
Deferred tax liabilities | 1,359,128 | 1,376,708 | |
Accumulated deficit | (1,287,397) | $ (998,212) | |
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 7,955 | 6,615 | |
Deferred subscriber acquisition costs, net | 33,380 | ||
Other assets | 5,508 | 6,321 | |
Deferred tax liabilities | 15,327 | 11,886 | |
Accumulated deficit | $ 45,758 | $ 34,430 |
Basis of Presentation and Sum34
Basis of Presentation and Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 344,288 | $ 122,899 | ||
Restricted cash and cash equivalents | 753,883 | 3,883 | ||
Total cash and cash equivalents and restricted cash and cash equivalents at end of period | $ 1,098,171 | $ 126,782 | $ 77,922 | $ 90,893 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue from Contract with Customer [Abstract] | |||
Amortization of deferred subscriber acquisition revenue | $ 19,000 | $ 35,555 | $ 18,646 |
Amortization of deferred subscriber acquisition costs | $ 14,000 | $ 27,152 | $ 21,608 |
Revenue - Impact of New Account
Revenue - Impact of New Accounting Pronouncement on Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | $ 1,131,459 | $ 1,067,780 | $ 2,247,907 | $ 2,127,008 |
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 246,225 | 215,250 | 494,619 | 433,955 |
Selling, general and administrative expenses | 322,538 | 285,656 | 627,508 | 638,911 |
Depreciation and intangible asset amortization | 488,320 | 458,387 | 971,996 | 919,316 |
Merger, restructuring, integration, and other costs | 455 | 18,860 | 8,478 | 39,665 |
Operating income | 73,921 | 89,627 | 145,306 | 95,161 |
Interest expense, net | (174,479) | (188,099) | (348,812) | (369,160) |
Loss on extinguishment of debt | 0 | (3,431) | (61,597) | (4,331) |
Other income | 29,282 | 9,018 | 28,822 | 13,005 |
Loss before income taxes | (71,276) | (92,885) | (236,281) | (265,325) |
Income tax benefit | 4,571 | 229 | 12,139 | 31,794 |
Net loss | (66,705) | (92,656) | (224,142) | (233,531) |
Amortization of deferred subscriber acquisition costs | 14,000 | 27,152 | 21,608 | |
Calculated under Revenue Guidance in Effect before Topic 606 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 1,130,674 | 2,246,601 | ||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 246,225 | 494,619 | ||
Selling, general and administrative expenses | 329,760 | 640,971 | ||
Depreciation and intangible asset amortization | 488,320 | 971,996 | ||
Merger, restructuring, integration, and other costs | 455 | 8,478 | ||
Operating income | 65,914 | 130,537 | ||
Interest expense, net | (174,479) | (348,812) | ||
Loss on extinguishment of debt | 0 | (61,597) | ||
Other income | 29,282 | 28,822 | ||
Loss before income taxes | (79,283) | (251,050) | ||
Income tax benefit | 6,355 | 15,580 | ||
Net loss | (72,928) | (235,470) | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 785 | 1,306 | ||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 0 | 0 | ||
Selling, general and administrative expenses | (7,222) | (13,463) | ||
Depreciation and intangible asset amortization | 0 | 0 | ||
Merger, restructuring, integration, and other costs | 0 | 0 | ||
Operating income | 8,007 | 14,769 | ||
Interest expense, net | 0 | 0 | ||
Loss on extinguishment of debt | 0 | 0 | ||
Other income | 0 | 0 | ||
Loss before income taxes | 8,007 | 14,769 | ||
Income tax benefit | (1,784) | (3,441) | ||
Net loss | 6,223 | 11,328 | ||
Amortization of deferred subscriber acquisition costs | 5,000 | 10,000 | ||
Monitoring and Related Services | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 1,023,126 | 1,007,086 | 2,040,418 | 2,004,734 |
Monitoring and Related Services | Calculated under Revenue Guidance in Effect before Topic 606 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 1,024,604 | 2,043,254 | ||
Monitoring and Related Services | Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | (1,478) | (2,836) | ||
Installation and Other | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 108,333 | $ 60,694 | 207,489 | $ 122,274 |
Installation and Other | Calculated under Revenue Guidance in Effect before Topic 606 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 106,070 | 203,347 | ||
Installation and Other | Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | $ 2,263 | $ 4,142 |
Revenue - Effect of New Account
Revenue - Effect of New Accounting Pronouncement on Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | $ 95,491 | $ 79,973 | $ 73,358 |
Deferred subscriber acquisition costs, net | 371,700 | 282,478 | |
Other assets | 135,850 | 130,288 | 123,967 |
Deferred tax liabilities | 1,374,455 | 1,388,594 | 1,376,708 |
Accumulated deficit | (1,241,639) | (963,782) | (998,212) |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 87,536 | 73,358 | |
Deferred subscriber acquisition costs, net | 324,078 | ||
Other assets | 130,342 | 123,967 | |
Deferred tax liabilities | 1,359,128 | 1,376,708 | |
Accumulated deficit | (1,287,397) | $ (998,212) | |
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 7,955 | 6,615 | |
Deferred subscriber acquisition costs, net | 47,622 | ||
Other assets | 5,508 | 6,321 | |
Deferred tax liabilities | 15,327 | 11,886 | |
Accumulated deficit | $ 45,758 | $ 34,430 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | $ 1,131,459 | $ 1,067,780 | $ 2,247,907 | $ 2,127,008 |
Monitoring and Related Services | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | 1,023,126 | 1,007,086 | 2,040,418 | 2,004,734 |
Installation and Other | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenue | $ 108,333 | $ 60,694 | $ 207,489 | $ 122,274 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018USD ($)business | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Business Acquisition [Line Items] | |||
Acquisition of businesses, net of cash acquired | $ 36,214 | $ 0 | |
Goodwill | 5,075,681 | $ 5,070,586 | |
Dealer generated customer accounts and bulk account purchases | $ 327,553 | $ 306,304 | |
Series of Individually Immaterial Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Number of businesses acquired | business | 2 | ||
Acquisition of businesses, net of cash acquired | $ 36,000 | ||
Goodwill | 16,000 | ||
Series of Individually Immaterial Business Acquisitions | Customer Relationships | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets acquired | $ 13,000 |
Goodwill and Other Intangible40
Goodwill and Other Intangible Assets - Gross Carrying Amounts and Accumulated Amortization of Other Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 8,869,420 | $ 8,549,628 |
Accumulated Amortization | (2,633,814) | (2,025,853) |
Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 10,202,420 | 9,882,628 |
Trade name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,333,000 | 1,333,000 |
Customer-Related Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 7,070,540 | 6,748,355 |
Accumulated Amortization | (2,271,994) | (1,749,327) |
Dealer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,602,142 | 1,605,910 |
Accumulated Amortization | (188,505) | (146,299) |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 196,738 | 195,363 |
Accumulated Amortization | $ (173,315) | $ (130,227) |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Customer-Related Intangible Assets | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 15 years |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets - Changes in Net Carrying Amount of Contracts and Related Customer Relationships (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Finite-lived Intangible Assets [Roll Forward] | ||||
Amortization | $ (308,721) | $ (284,602) | $ (612,698) | $ (572,895) |
Customer-Related Intangible Assets | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Balance as of beginning of period | 4,999,028 | |||
Amortization | (526,976) | |||
Currency translation and other | (15,403) | |||
Balance as of end of period | $ 4,798,546 | 4,798,546 | ||
Customer Relationships | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Customer contract additions, net of dealer charge-backs | 13,394 | |||
Contract-Based Intangible Assets | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Customer contract additions, net of dealer charge-backs | $ 328,503 |
Goodwill and Other Intangible43
Goodwill and Other Intangible Assets - Finite-lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Definite-lived intangible asset amortization expense | $ 308,721 | $ 284,602 | $ 612,698 | $ 572,895 |
Goodwill and Other Intangible44
Goodwill and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2018 | $ 575,558 |
2,019 | 1,107,676 |
2,020 | 1,060,102 |
2,021 | 962,984 |
2,022 | 620,325 |
2,023 | $ 268,608 |
Debt (Details)
Debt (Details) - USD ($) | Feb. 21, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Mar. 15, 2018 | Feb. 22, 2018 |
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ 0 | $ 3,431,000 | $ 61,597,000 | $ 4,331,000 | |||
2021 Revolving Credit Facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 255,000,000 | ||||||
2020 Revolving Credit Facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 95,000,000 | ||||||
2023 Revolving Credit Facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 350,000,000 | 350,000,000 | |||||
Remaining borrowing capacity | $ 350,000,000 | $ 350,000,000 | |||||
2023 Revolving Credit Facility | Revolving Credit Facility | Federal Funds Effective Swap Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate on which basis spread is calculated | 0.50% | ||||||
2023 Revolving Credit Facility | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate on which basis spread is calculated | 1.00% | ||||||
Basis spread on variable rate | 2.75% | ||||||
2023 Revolving Credit Facility | Revolving Credit Facility | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.75% | ||||||
2023 Revolving Credit Facility | Revolving Credit Facility | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage | 0.375% | ||||||
2023 Revolving Credit Facility | Revolving Credit Facility | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage | 0.50% | ||||||
Prime Notes | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of senior debt | $ 649,000,000 | ||||||
Repurchased face amount | 594,000,000 | ||||||
Loss on extinguishment of debt | $ 62,000,000 | ||||||
Long-term debt, gross | $ 2,546,000,000 |
Mandatorily Redeemable Prefer46
Mandatorily Redeemable Preferred Securities (Details) - USD ($) | Jul. 02, 2018 | May 08, 2018 | Jan. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | May 31, 2016 |
Related Party Transaction [Line Items] | |||||||||
Financial instruments subject to mandatory redemption shares outstanding (in shares) | 750,000 | 750,000 | 750,000 | ||||||
Mandatorily Redeemable Preferred Stock | |||||||||
Related Party Transaction [Line Items] | |||||||||
Financial instruments subject to mandatory redemption shares outstanding (in shares) | 750,000 | 750,000 | 750,000 | ||||||
Increase (decrease) in restricted cash | $ 750,000,000 | ||||||||
Dividend rate plus 5-year treasury rate | 9.00% | ||||||||
Dividend rate plus 5-year treasury rate if dividend is not paid | 9.75% | ||||||||
Mandatorily Redeemable Preferred Stock | Koch | |||||||||
Related Party Transaction [Line Items] | |||||||||
Maximum distribution amount in event of common stock dividend | $ 27,000,000 | $ 50,000,000 | |||||||
Face amount | $ 750,000,000 | $ 750,000,000 | |||||||
Mandatorily Redeemable Preferred Stock | Koch | Subsequent Event | |||||||||
Related Party Transaction [Line Items] | |||||||||
Payments for repurchase of trust preferred securities | $ 950,000,000 | ||||||||
Payment for repurchase of trust preferred securities, premiums, dividends, and tax | $ 200,000,000 | ||||||||
Mandatorily Redeemable Preferred Stock | Koch | Affiliated Entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Financial instruments subject to mandatory redemption, increase during period | $ 26,000,000 | $ 51,000,000 | |||||||
Payments of dividends | $ 20,000,000 | $ 41,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Income tax benefit | $ 4,571 | $ 229 | $ 12,139 | $ 31,794 |
Effective tax rate | 6.40% | 0.20% | 5.10% | 12.00% |
Preferred securities, unfavorable tax impact | 14.60% | 12.10% | ||
State and local income taxes, unfavorable tax impact | 7.40% | |||
Change in valuation allowance, favorable tax impact | 4.10% | |||
Share-based compensation cost, unfavorable tax impact | 16.40% | |||
Prior year taxes, favorable tax impact | 11.40% |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 6 Months Ended | ||
Jun. 30, 2018USD ($)claim | Jan. 19, 2018claim | Sep. 30, 2017USD ($) | |
Loss Contingencies [Line Items] | |||
Indefinite-lived trademarks | $ | $ 987,000,000 | ||
Wireless Encryption Litigation | |||
Loss Contingencies [Line Items] | |||
Number of claims | 5 | ||
Wireless Encryption Litigation, Federal | |||
Loss Contingencies [Line Items] | |||
Number of claims | 3 | ||
Wireless Encryption Litigation, State | |||
Loss Contingencies [Line Items] | |||
Number of claims | 2 | ||
Shareholder Litigation | |||
Loss Contingencies [Line Items] | |||
Number of claims | 5 | ||
Tyco International | |||
Loss Contingencies [Line Items] | |||
Liability threshold | $ | $ 500,000,000 | ||
Tax liability sharing percent | 27.00% |
Derivative Financial Instrume49
Derivative Financial Instruments Derivative Financial Instruments (Details) $ in Billions | Jun. 30, 2018USD ($) |
Derivative [Line Items] | |
Derivative, notional amount | $ 2.5 |
Designated as Hedging Instrument | |
Derivative [Line Items] | |
Derivative, notional amount | 1.5 |
Not Designated as Hedging Instrument | |
Derivative [Line Items] | |
Derivative, notional amount | $ 1 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2018shares | Jun. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)tranche$ / sharesshares | Jun. 30, 2017USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 46,000 | $ 2,000 | $ 95,102 | $ 4,889 | |
Common Class B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of tranches | tranche | 2 | ||||
Shares issued (in shares) | 20,600,000 | ||||
Number of nonvested shares (in shares) | 17,800,000 | 17,800,000 | |||
Percent with service award vesting conditions | 50.00% | ||||
Percent with performance award vesting conditions | 50.00% | ||||
Risk free interest rate | 2.43% | ||||
Expected volatility rate | 30.00% | ||||
2016 Equity Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 0 | 0 | $ 0 | 0 | |
Initial Public Offering, Performance Tranche | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of nonvested shares (in shares) | 10,200,000 | 10,200,000 | |||
Grant date fair value (in dollars per share) | $ / shares | $ 12.97 | $ 12.97 | |||
Service period | 3 years | ||||
Share-based compensation expense | $ | $ 13,000 | $ 23,000 | |||
Initial Public Offering, Performance Tranche | Common Class B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 5 years | ||||
Top-up Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Risk free interest rate | 2.43% | ||||
Expected volatility rate | 30.00% | ||||
Service period | 3 years | ||||
Options, granted in period (in shares) | 12,700,000 | ||||
Expected dividend yield | 1.00% | ||||
Initial Public Offering, Service Tranche | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of nonvested shares (in shares) | 6,100,000 | 6,100,000 | |||
Grant date fair value (in dollars per share) | $ / shares | $ 14 | $ 14 | |||
Share-based compensation expense | $ | $ 13,000 | $ 25,000 | |||
Top-up Options, Service-based | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 12,000 | $ 30,000 | |||
Weighted average fair value (in dollars per share) | $ / shares | $ 5.02 | ||||
Nonvested options outstanding (in shares) | 3,800,000 | 3,800,000 | |||
Top-up Options, Performance-based | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 3,000 | $ 5,000 | |||
Weighted average fair value (in dollars per share) | $ / shares | $ 5.04 | ||||
Nonvested options outstanding (in shares) | 6,400,000 | 6,400,000 | |||
2018 Omnibus Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Service period | 10 years | ||||
Share-based compensation expense | $ | $ 0 | $ 0 | $ 0 | $ 0 | |
2018 Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Risk free interest rate | 2.52% | ||||
Expected volatility rate | 30.00% | ||||
Options, granted in period (in shares) | 4,000,000 | ||||
Expected dividend yield | 1.00% | ||||
Weighted average fair value (in dollars per share) | $ / shares | $ 4.35 | ||||
Nonvested options outstanding (in shares) | 4,000,000 | 4,000,000 | |||
Expected average exercise term | 6 years 6 months | ||||
2018 RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of nonvested shares (in shares) | 1,081,995 | 1,081,995 | |||
Grant date fair value (in dollars per share) | $ / shares | $ 14 | $ 14 | |||
RSUs granted in period (in shares) | 1,100,000 |
Equity - Schedule of Dividends
Equity - Schedule of Dividends Declared (Details) - $ / shares | May 09, 2018 | Mar. 15, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Equity [Abstract] | ||||||
Cash dividends declared per common share (in dollars per share) | $ 0.035 | $ 0.035 | $ 0.035 | $ 0.312 | $ 0.070 | $ 1.170 |
Equity - Additional Information
Equity - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jan. 01, 2018 | Dec. 31, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Payments of dividends | $ 26,265 | $ 749,999 | ||
Accumulated deficit | (1,241,639) | $ (963,782) | $ (998,212) | |
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accumulated deficit | $ 45,758 | $ 34,430 |
Net Loss per Share - Computatio
Net Loss per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator: | ||||
Net loss | $ (66,705) | $ (92,656) | $ (224,142) | $ (233,531) |
Denominator: | ||||
Weighted-average number of shares outstanding, basic and diluted (in shares) | 750,009 | 641,048 | 739,354 | 641,048 |
Net loss per share, basic and diluted (in dollars per share) | $ (0.09) | $ (0.14) | $ (0.30) | $ (0.36) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Jul. 02, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Related Party Transaction [Line Items] | |||||
Payments of dividends | $ 26,265,000 | $ 749,999,000 | |||
Koch | Mandatorily Redeemable Preferred Stock | |||||
Related Party Transaction [Line Items] | |||||
Face amount | $ 750,000,000 | 750,000,000 | |||
Koch | Mandatorily Redeemable Preferred Stock | Subsequent Event | |||||
Related Party Transaction [Line Items] | |||||
Payments for repurchase of trust preferred securities | $ 950,000,000 | ||||
Payment for repurchase of trust preferred securities, premiums, dividends, and tax | $ 200,000,000 | ||||
Management | Apollo Management Holdings, L.P. | |||||
Related Party Transaction [Line Items] | |||||
Management fee expense | $ 5,000,000 | 1,000,000 | 10,000,000 | ||
Affiliated Entity | Koch | Structuring Fees | |||||
Related Party Transaction [Line Items] | |||||
Amounts of transaction | 45,000,000 | ||||
Affiliated Entity | Koch | Mandatorily Redeemable Preferred Stock | |||||
Related Party Transaction [Line Items] | |||||
Financial instruments subject to mandatory redemption, increase during period | $ 26,000,000 | 51,000,000 | |||
Payments of dividends | $ 20,000,000 | 41,000,000 | |||
Affiliated Entity | Apollo Global Securities, LLC | |||||
Related Party Transaction [Line Items] | |||||
Amounts of transaction | $ 1,000,000 | ||||
Payments of stock issuance costs | $ 2,000,000 | ||||
Affiliated Entity | Apollo Global Securities, LLC | Over-Allotment Option | |||||
Related Party Transaction [Line Items] | |||||
Shares issued in public offering (in shares) | 4,200,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Aug. 08, 2018 | Jul. 02, 2018 | May 09, 2018 | Mar. 15, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Subsequent Event [Line Items] | ||||||||
Cash dividends declared per common share (in dollars per share) | $ 0.035 | $ 0.035 | $ 0.035 | $ 0.312 | $ 0.070 | $ 1.170 | ||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Cash dividends declared per common share (in dollars per share) | $ 0.035 | |||||||
Koch | Mandatorily Redeemable Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Face amount | $ 750,000,000 | $ 750,000,000 | ||||||
Koch | Mandatorily Redeemable Preferred Stock | Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Payments for repurchase of trust preferred securities | $ 950,000,000 | |||||||
Payment for repurchase of trust preferred securities, premiums, dividends, and tax | $ 200,000,000 |