Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 27, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | SHENANDOAH TELECOMMUNICATIONS CO/VA/ | |
Entity Central Index Key | 354,963 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 49,125,226 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current Assets | ||
Cash and cash equivalents | $ 59,774 | $ 36,193 |
Accounts receivable, net of allowance of $436 and $449, respectively | 65,797 | 69,789 |
Income taxes receivable | 1,739 | 0 |
Inventory, net | 13,994 | 39,043 |
Prepaid expenses and other | 16,765 | 16,440 |
Total current assets | 158,069 | 161,465 |
Investments, including $3,137 and $2,907 carried at fair value | 10,849 | 10,276 |
Property, plant and equipment, net | 679,463 | 698,122 |
Other Assets | ||
Intangible assets, net | 436,656 | 454,532 |
Goodwill | 146,497 | 145,256 |
Deferred charges and other assets, net | 11,465 | 14,756 |
Total assets | 1,442,999 | 1,484,407 |
Current Liabilities | ||
Current maturities of long-term debt, net of unamortized loan fees | 44,247 | 32,041 |
Accounts payable | 22,433 | 72,810 |
Advanced billings and customer deposits | 20,883 | 20,427 |
Accrued compensation | 7,100 | 9,465 |
Income taxes payable | 0 | 435 |
Accrued liabilities and other | 17,552 | 29,085 |
Total current liabilities | 112,215 | 164,263 |
Long-term debt, less current maturities, net of unamortized loan fees | 799,782 | 797,224 |
Other Long-Term Liabilities | ||
Deferred income taxes | 143,197 | 151,837 |
Deferred lease payable | 20,303 | 18,042 |
Asset retirement obligations | 18,367 | 15,666 |
Retirement plan obligations | 17,973 | 17,738 |
Other liabilities | 32,499 | 23,743 |
Total other long-term liabilities | 232,339 | 227,026 |
Commitments and Contingencies | ||
Shareholders’ Equity | ||
Common stock | 46,766 | 45,482 |
Retained earnings | 245,885 | 243,624 |
Accumulated other comprehensive income, net of taxes | 6,012 | 6,788 |
Total shareholders’ equity | 298,663 | 295,894 |
Total liabilities and shareholders’ equity | $ 1,442,999 | $ 1,484,407 |
UNAUDITED CONDENSED CONSOLIDAT3
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current Assets | ||
Allowance for doubtful accounts | $ 436 | $ 449 |
Investments carried at fair value | $ 3,137 | $ 2,907 |
UNAUDITED CONDENSED CONSOLIDAT4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Operating revenues | $ 153,258 | $ 130,309 | $ 307,138 | $ 222,880 |
Operating expenses: | ||||
Cost of goods and services, exclusive of depreciation and amortization shown separately below | 53,381 | 50,296 | 107,142 | 82,057 |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | 43,022 | 33,694 | 83,175 | 55,120 |
Integration and acquisition expenses | 3,678 | 20,054 | 8,167 | 20,386 |
Depreciation and amortization | 44,925 | 32,415 | 89,729 | 50,154 |
Total operating expenses | 145,006 | 136,459 | 288,213 | 207,717 |
Operating income (loss) | 8,252 | (6,150) | 18,925 | 15,163 |
Other income (expense): | ||||
Interest expense | (9,389) | (5,904) | (18,489) | (7,524) |
Gain on investments, net | 73 | 21 | 193 | 109 |
Non-operating income, net | 1,224 | 146 | 2,479 | 614 |
Income (loss) before income taxes | 160 | (11,887) | 3,108 | 8,362 |
Income tax expense (benefit) | 240 | (4,892) | 847 | 1,477 |
Net income (loss) | (80) | (6,995) | 2,261 | 6,885 |
Other comprehensive income (loss): | ||||
Unrealized loss on interest rate hedge, net of tax | (1,375) | (3,238) | (776) | (4,285) |
Comprehensive income (loss) | $ (1,455) | $ (10,233) | $ 1,485 | $ 2,600 |
Earnings (loss) per share: | ||||
Basic (in dollars per share) | $ 0 | $ (0.14) | $ 0.05 | $ 0.14 |
Diluted (in dollars per share) | $ 0 | $ (0.14) | $ 0.05 | $ 0.14 |
Weighted average shares outstanding, basic (in shares) | 49,115 | 48,830 | 49,083 | 48,696 |
Weighted average shares outstanding, diluted (in shares) | 49,115 | 48,830 | 49,850 | 49,415 |
UNAUDITED CONDENSED CONSOLIDAT5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income, net of tax |
Beginning balance (in shares) at Dec. 31, 2015 | 48,475 | |||
Beginning balance at Dec. 31, 2015 | $ 289,938 | $ 32,776 | $ 256,747 | $ 415 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (895) | (895) | ||
Other comprehensive gain (loss), net of tax | 6,373 | 6,373 | ||
Dividends declared ($0.25 per share) | (12,228) | (12,228) | ||
Dividends reinvested in common stock (in shares) | 19 | |||
Dividends reinvested in common stock | 524 | $ 524 | ||
Stock based compensation | 3,506 | $ 3,506 | ||
Stock options exercised (in shares) | 371 | |||
Stock options exercised | 3,359 | $ 3,359 | ||
Common stock issued for share awards (in shares) | 190 | |||
Common stock issued for share awards | 0 | |||
Common stock issued (in shares) | 2 | |||
Common stock issued | 14 | $ 14 | ||
Common stock issued to acquire non-controlling interests of nTelos (in shares) | 76 | |||
Common stock issued to acquire non-controlling interests of nTelos | 10,400 | $ 10,400 | ||
Common stock repurchased (in shares) | (198) | |||
Common stock repurchased | (5,097) | $ (5,097) | ||
Ending balance (in shares) at Dec. 31, 2016 | 48,935 | |||
Ending balance at Dec. 31, 2016 | 295,894 | $ 45,482 | 243,624 | 6,788 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | 2,261 | 2,261 | ||
Other comprehensive gain (loss), net of tax | (776) | (776) | ||
Stock based compensation | 2,805 | $ 2,805 | ||
Stock options exercised (in shares) | 15 | |||
Stock options exercised | 108 | $ 108 | ||
Common stock issued for share awards (in shares) | 153 | |||
Common stock issued (in shares) | 1 | |||
Common stock issued | 10 | $ 10 | ||
Common stock issued to acquire non-controlling interests of nTelos (in shares) | 76 | |||
Common stock issued to acquire non-controlling interests of nTelos | 0 | $ 0 | ||
Common stock repurchased (in shares) | (55) | |||
Common stock repurchased | (1,639) | $ (1,639) | ||
Ending balance (in shares) at Jun. 30, 2017 | 49,125 | |||
Ending balance at Jun. 30, 2017 | $ 298,663 | $ 46,766 | $ 245,885 | $ 6,012 |
UNAUDITED CONDENSED CONSOLIDAT6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) | 12 Months Ended |
Dec. 31, 2016$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends declared per share (in dollars per share) | $ 0.25 |
UNAUDITED CONDENSED CONSOLIDAT7
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash Flows From Operating Activities | ||
Net income | $ 2,261 | $ 6,885 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 76,779 | 42,753 |
Amortization reflected as operating expense | 12,950 | 7,401 |
Amortization reflected as contra revenue | 10,321 | 3,290 |
Amortization reflected as rent expense | 593 | 0 |
Provision for bad debt | 886 | 752 |
Straight line adjustment to management fee revenue | 8,640 | 3,406 |
Stock based compensation expense | 2,418 | 1,957 |
Deferred income taxes | (11,954) | (53,238) |
Net (gain) loss on disposal of equipment | (84) | 12 |
Unrealized (gain) on investments | (187) | (83) |
Net (gains) from patronage and equity investments | (1,447) | (315) |
Amortization of debt issuance costs | 2,385 | 1,205 |
Other | 0 | 2,120 |
(Increase) decrease in: | ||
Accounts receivable | 5,196 | (4,332) |
Inventory, net | 25,049 | (11,424) |
Income taxes receivable | (1,908) | 7,694 |
Other assets | (126) | 2,066 |
Increase (decrease) in: | ||
Accounts payable | (40,558) | 5,529 |
Income taxes payable | (435) | 34,195 |
Deferred lease payable | 2,493 | 1,228 |
Other deferrals and accruals | (6,478) | (708) |
Net cash provided by operating activities | 86,794 | 50,393 |
Cash Flows From Investing Activities | ||
Acquisition of property, plant and equipment | (68,766) | (60,123) |
Proceeds from sale of equipment | 269 | 185 |
Cash distributions from investments | 22 | 53 |
Additional contributions to investments | (15) | 0 |
Cash disbursed for acquisition, net of cash acquired | 0 | (644,432) |
Acquisition of Expansion Area | (6,000) | 0 |
Net cash used in investing activities | (74,490) | (704,317) |
Cash Flows From Financing Activities | ||
Principal payments on long-term debt | (12,125) | (201,257) |
Amounts borrowed under debt agreements | 25,000 | 835,000 |
Cash paid for debt issuance costs | 0 | (14,825) |
Repurchases of common stock | (1,598) | (4,183) |
Proceeds from issuance of common stock | 0 | 2,948 |
Net cash provided by/(used in) financing activities | 11,277 | 617,683 |
Net increase (decrease) in cash and cash equivalents | 23,581 | (36,241) |
Cash and cash equivalents: | ||
Beginning | 36,193 | 76,812 |
Ending | 59,774 | 40,571 |
Cash payments for: | ||
Interest, net of capitalized interest of $1,035 and $454, respectively | 17,085 | 6,659 |
Income taxes paid, net of refunds received | $ 15,150 | $ 12,796 |
UNAUDITED CONDENSED CONSOLIDAT8
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | |
Other cash flow information: | ||
Interest paid, capitalized | $ 1,035 | $ 454 |
Capital expenditures | 4,600 | 5,200 |
Increase in interest rate swaps | 1,300 | |
Increase in deferred tax liability | 400 | |
Decrease in accumulated other comprehensive income | 776 | 4,285 |
Common stock issued to acquire non-controlling interests of nTelos | 0 | $ 10,400 |
Reclassification of unamortized loan fees from deferred charges and other assets | 11,465 | |
Reclassification of unamortized loan fees to long term debt | 799,782 | |
Accounting Standards Update 2015-15 | ||
Other cash flow information: | ||
Reclassification of unamortized loan fees from deferred charges and other assets | (4,300) | |
Reclassification of unamortized loan fees to long term debt | $ 4,300 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The interim condensed consolidated financial statements of Shenandoah Telecommunications Company and Subsidiaries (collectively, the “Company”) are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of the interim results have been reflected therein. All such adjustments were of a normal and recurring nature. Prior year amounts have been reclassified in some cases to conform to the current year presentation. These financial statements should be read in conjunction with the audited consolidated financial statements and related notes in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . The accompanying balance sheet information at December 31, 2016 was derived from the audited December 31, 2016 consolidated balance sheet. Operating revenues and income (loss) from operations for any interim period are not necessarily indicative of results that may be expected for the entire year. Management has made an immaterial error correction to the accompanying prior period unaudited condensed consolidated statement of cash flows for the six months ended June 30, 2016 to decrease both the amount of net cash provided by operating activities and the amount of net cash used in investing activities by approximately $10.4 million to properly reflect the common stock issued (non-cash) by the Company to acquire non-controlling interests in a subsidiary of nTelos held by third parties in conjunction with the nTelos acquisition. This immaterial error correction had no effect on the net increase (decrease) in cash and cash equivalents for the period or the beginning or ending balance of cash and cash equivalents for the period. Recently Issued Accounting Standards There have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company's consolidated financial statements and note disclosures, from those disclosed in the Company's 2016 Annual Report on Form 10-K, that would be expected to impact the Company except for the following: In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, “Revenue from Contracts with Customers”, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU No. 2015-14, delaying the effective date of ASU 2014-09. Three other amendments have been issued during 2016 modifying the original ASU. As amended, the new standard is effective for the Company on January 1, 2018, using either a retrospective basis or a modified retrospective basis with early adoption permitted. The Company plans to adopt the standard effective January 1, 2018. The Company plans to adopt this standard using the modified retrospective transition approach. The Company is continuing to assess all potential impacts of the standard, including the impact to the pattern with which revenue is recognized, the impact of the standard on current accounting policies, practices and system of internal controls, in order to identify material differences, if any that would result from applying the new requirements. In 2016, the Company identified a project team and commenced an initial impact assessment process for ASU 2014-09. The Company is continuing its work toward establishing new policies and processes, and is implementing necessary changes to data and procedures necessary to comply with the new requirements. Based on the results of the project team’s assessment to date, the Company anticipates this standard will have an impact, which could be significant, to the consolidated financial statements. While continuing to assess all potential impacts of the standard, the Company believes the most significant impact relates to additional disclosures required for qualitative and quantitative information concerning the nature, amount, timing, and any uncertainty of revenue and cash flows from contracts with customers, the capitalization of costs of commissions, upfront contract costs, the pattern with which revenue is recognized, and other contract acquisition-based and contract fulfillment costs. In February 2016, the FASB issued ASU No. 2016-02, “Leases”, which requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous generally accepted accounting principles. This change will result in an increase to recorded assets and liabilities on lessees’ financial statements, as well as changes in the categorization of rental costs, from rent expense to interest and depreciation expense. Other effects may occur depending on the types of leases and the specific terms of them utilized by particular lessees. The ASU is effective for us on January 1, 2019, and early application is permitted. Modified retrospective application is required. The Company is currently evaluating the ASU and expects that it will have a material impact on our consolidated financial statements. During the first quarter of 2017, the Company adopted: ASU No. 2015-11, "Inventory: Simplifying the Measurement of Inventory". This ASU changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value. The ASU also eliminates the requirement for entities to consider replacement cost or net realizable value less an approximate normal profit margin when measuring inventory. The adoption of this ASU did not have a significant impact on our financial statements. In March 2017, the FASB issued ASU No. 2017-07, "Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost". The update requires employers to present the service cost component of the net periodic benefit cost in the same income statement line item as other employee compensation costs arising from services rendered during the period. The other components of net benefit cost, including interest cost, expected return on plan assets, amortization of prior service cost/credit and actuarial gain/loss, and settlement and curtailment effects, are to be presented outside of any subtotal of operating income. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement . ASU 2017-07 is effective for fiscal years and interim periods beginning after December 15, 2017, and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements. The Company does not expect the adoption of ASU 2017-07 to have a material impact on its consolidated financial statements, nor does the Company expect to early adopt ASU 2017-07. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of NTELOS Holdings Corp. and Exchange with Sprint On May 6, 2016, (the "acquisition date"), the Company completed its acquisition of NTELOS Holdings Corp. (nTelos). nTelos, was a leading regional provider of wireless telecommunications solutions and was acquired to expand the Company's wireless service area and subscriber base, thus strengthening the Company's relationship with Sprint Corporation (Sprint). Pursuant to the terms of the Agreement and Plan of Merger between the Company and nTelos (the "Merger Agreement"), nTelos became a direct wholly owned subsidiary of the Company. Pursuant to the terms of the Merger Agreement, the Company acquired all of the issued and outstanding capital stock of nTelos for an aggregate purchase price of $667.8 million . The purchase price was financed by a credit facility arranged by CoBank, ACB, Royal Bank of Canada, Fifth Third Bank, Bank of America, N.A., Capital One, National Association, Citizens Bank N.A., and Toronto Dominion (Texas) LLC. Transaction costs in connection with the acquisition were expensed as incurred and are included in integration and acquisition expenses in the condensed consolidated statement of operations. The results of operations related to nTelos are included in our consolidated statements of operations beginning from the date of acquisition. The Company accounted for the acquisition of nTelos under the acquisition method of accounting, in accordance with FASB's Accounting Standards Codification (“ASC”) 805, “Business Combinations”, and has accounted for measurement period adjustments under ASU 2015-16, “Simplifying the Accounting for Measurement Period Adjustments”. Estimates of fair value included in the consolidated financial statements, in conformity with ASC 820, "Fair Value Measurements and Disclosures", represent the Company's best estimates and valuations. In accordance with ASC 805, "Business Combinations", the allocation of the consideration value was subject to adjustment until the Company completed its analysis, in a period of time, but not to exceed one year after the date of acquisition, or May 6, 2017, in order to provide the Company with the time to complete the valuation of its assets and liabilities. As of May 6, 2017, the Company has completed and finalized its analysis and allocation of the consideration value to assets acquired and liabilities assumed. The following table summarizes the final purchase price allocation to assets acquired and liabilities assumed, including measurement period adjustments: Initial Estimate Measurement Period Adjustments Purchase Price Allocation Accounts receivable $ 48,476 $ (1,242 ) 47,234 Inventory 3,810 762 4,572 Restricted cash 2,167 — 2,167 Investments 1,501 — 1,501 Prepaid expenses and other assets 14,835 — 14,835 Building held for sale 4,950 — 4,950 Property, plant and equipment 223,900 3,347 227,247 Spectrum licenses (1), (2) 198,200 — 198,200 Acquired subscribers - wireless (1), (2) 198,200 7,746 205,946 Favorable lease intangible assets (2) 11,000 6,029 17,029 Goodwill (3) 151,627 (5,244 ) 146,383 Other long term assets 10,288 555 10,843 Total assets acquired $ 868,954 $ 11,953 $ 880,907 Accounts payable 8,648 (105 ) 8,543 Advanced billings and customer deposits 12,477 — 12,477 Accrued expenses 25,230 (2,089 ) 23,141 Capital lease liability 418 — 418 Deferred tax liabilities 124,964 4,327 129,291 Retirement benefits 19,461 (263 ) 19,198 Other long-term liabilities 14,056 6,029 20,085 Total liabilities assumed $ 205,254 $ 7,899 $ 213,153 Net assets acquired $ 663,700 $ 4,054 $ 667,754 (1) Concurrently with acquiring nTelos, the Company completed its previously announced transaction with SprintCom, Inc., a subsidiary of Sprint. Pursuant to this transaction, among other things, the Company exchanged spectrum licenses, valued at $198.2 million and acquired subscribers - wireless, valued at $206.0 million , acquired from nTelos with Sprint, and received an expansion of its affiliate service territory to include most of the service area served by nTelos, valued at $283.3 million , as well as additional acquired subscribers - wireless, valued at $120.9 million , relating to nTelos’ and Sprint’s legacy customers in the Company’s affiliate service territory. These exchanges were accounted for in accordance with ASC 845, “Nonmonetary Transactions”. The transfer of spectrum to Sprint resulted in a taxable gain to the Company which will be recognized as the Company recognizes the cash benefit of the waived management fees over the remaining approximately five years. (2) Identifiable intangible assets were measured using a combination of an income approach and a market approach. (3) Goodwill is the excess of the consideration transferred over the net assets recognized and represents the future economic benefits, primarily as a result of other assets acquired that could not be individually identified and separately recognized. The Company has recorded goodwill in its Wireless segment as a result of the nTelos acquisition. Goodwill is not amortized. The goodwill that arose from the acquisition of nTelos is not deductible for tax purposes. In addition to the changes in the balances reflected above, the Company revised provisional estimated useful lives of certain assets and recorded an adjustment to amortization expense of $0.1 million during the three and six months ended June 30, 2017, and recorded an adjustment during 2016 of $4.6 million to depreciation expense relating to the three and six months ended June 30, 2016. Acquisition-related costs primarily related to legal services, professional services, and severance accruals, were expensed as incurred. For the three and six months ended June 30, 2016, the Company incurred acquisition-related costs of $14.8 million and $15.1 million , respectively. The amounts of operating revenue and income or loss before income taxes related to the former nTelos entity are not readily determinable due to intercompany transactions, allocations and integration activities that have occurred in connection with the operations of the combined company. The following table presents pro forma information, based on estimates and assumptions that the Company believes to be reasonable, for the Company as if the acquisition of nTelos had occurred at the beginning of 2016: (in millions) Three Months Ended Six Months Ended Operating revenues $ 161.1 $ 334.4 Income (loss) before income taxes $ (7.5 ) $ 9.4 The pro forma information provided in the table above is not necessarily indicative of the consolidated results of operations for future periods or the results that actually would have been realized had the acquisition been completed at the beginning of the periods presented. The pro forma information provided in the table above is based upon estimated valuations of the assets acquired and liabilities assumed as well as estimates of depreciation and amortization charges thereon. Other estimated pro forma adjustments include the following: • changes in nTelos' reported revenues from cancelling nTelos' wholesale contract with Sprint; • the incorporation of the Sprint-homed customers formerly serviced under the wholesale agreement into the Company’s affiliate service territory under the Company’s affiliate agreement with Sprint; • the effect of other changes to revenues and expenses due to various provisions of the affiliate agreement, including fees charged under the affiliate agreement on revenues from former nTelos customers, a reduction of the net service fee charged by Sprint, the straight-line impact of the waived management fee, and the amortization of the affiliate agreement expansion intangible asset; and the elimination of non-recurring transaction related expenses incurred by the Company and nTelos; • the elimination of certain nTelos operating costs associated with billing and care that are covered under the fees charged by Sprint under the affiliate agreement; • historical depreciation expense was reduced for the fair value adjustment decreasing the basis of property, plant and equipment; this decrease was offset by a shorter estimated useful life to conform to the Company’s standard policy and the acceleration of depreciation on certain equipment; and • incremental amortization due to the Acquired subscribers - wireless intangible asset. In connection with the acquisition of nTelos, the Company incurs costs which include the nTelos back office staff and support functions until the nTelos legacy customers are migrated to the Sprint billing platform; costs of the handsets to be provided to nTelos legacy customers as they migrate to the Sprint billing platform; severance costs for back office and other former nTelos employees who will not be retained permanently; and costs to shut down certain cell sites and related backhaul contracts. The Company has incurred these costs as follows: Three Months Ended Six Months Ended Statement of Operations location: 2017 2016 2017 2016 Cost of goods and services 0.4 0.3 1.2 0.3 Selling, general and administrative 1.3 2.0 3.1 2.0 Integration and acquisition 3.7 20.1 8.2 20.4 Total 5.4 22.4 12.5 22.7 The value of the affiliate agreement expansion discussed above is based on changes to the amended affiliate agreement that include: • an increase in the price to be paid by Sprint from 80% to 90% of the entire business value if the affiliate agreement is not renewed; • extension of the affiliate agreement with Sprint by five years to 2029; • expanded territory in the nTelos service area; • rights to serve all future Sprint customers in the affiliate service territory; • the Company's commitment to upgrade certain coverage and capacity in its newly acquired service area; and • a reduction of the management fee charged by Sprint under the amended affiliate agreement; not to exceed $4.2 million in an individual month until the total waived fee equals $251.8 million , as well as an additional waiver of the management fee charged with respect to the former nTelos customers until the earlier of migration to the Sprint back-office billing and related systems or six months following the acquisition; not to exceed $5.0 million . Intangible assets resulting from the acquisition of nTelos and the Sprint exchange, both described above, are noted below (in thousands): Useful Life Basis Affiliate contract expansion 14 years $ 283,302 Acquired subscribers - wireless 4-10 years $ 120,855 Favorable lease intangible assets 3-19 years $ 17,029 The affiliate contract expansion intangible asset is amortized on a straight-line basis and recorded as a contra-revenue over the remaining 14 year initial contract term. The Acquired subscribers rights - wireless intangible is amortized over the life of the customers, gradually decreasing over the expected life of this asset, and recorded through amortization expense. The favorable lease intangible assets are amortized on a straight-line basis and recorded through rent expense. The value of these intangible assets includes measurement period adjustments. Acquisition of Expansion Area On April 6, 2017, the Company expanded its affiliate service territory, under its agreements with Sprint, to include certain areas in North Carolina, Kentucky, Maryland, Ohio and West Virginia. The expanded territory includes the Parkersburg, WV, Huntington, WV, and Cumberland, MD, basic trading areas. Approximately 25,000 Sprint retail and former nTelos postpaid and prepaid subscribers in the new basic trading areas will become Sprint-branded affiliate customers managed by the Company. The Company plans to upgrade and expand the existing wireless network coverage in those regions. Once the expansion is complete, the Company plans to open multiple Sprint-branded retail locations in the new area. The following table summarizes the preliminary allocation of the fair values of the assets acquired: Estimated Useful Life April 6, 2017 Affiliate contract expansion 13 $ 3,843 Acquired subscribers - wireless 2 - 7 years 2,157 Total $ 6,000 Identifiable intangible assets were measured using a combination of an income approach and a market approach. The fair values of the assets acquired were based on management's preliminary estimates or assumptions. While substantially complete, the allocation of value among the intangible assets is not yet final. If the final allocation of value among the intangible assets differs significantly from the Company's estimate provided above, then changes concerning amortization expense could result. Amortization expense of $0.2 million was recorded for the three-month period ended June 30, 2017. |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment consisted of the following (in thousands): June 30, December 31, Plant in service $ 1,145,594 $ 1,085,318 Plant under construction 68,707 73,759 1,214,301 1,159,077 Less accumulated amortization and depreciation 534,838 460,955 Net property, plant and equipment $ 679,463 $ 698,122 |
Earnings (loss) per share (EPS)
Earnings (loss) per share (EPS) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings (loss) per share (EPS) | Earnings (loss) per share ("EPS") Basic net income (loss) per share was computed by dividing net income or loss by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per share was computed under the treasury stock method, assuming the conversion as of the beginning of the period, for all dilutive stock options. Diluted EPS was computed by dividing net income by the sum of the weighted average number of shares of common stock outstanding and potentially dilutive securities outstanding during the period under the treasury stock method. Potentially dilutive securities include stock options and restricted stock units and shares that the Company is contractually obligated to issue in the future. Three Months Ended Six Months Ended (in thousands, except per share amounts) 2017 2016 2017 2016 Basic income (loss) per share Net income (loss) $ (80 ) $ (6,995 ) $ 2,261 $ 6,885 Basic weighted average shares outstanding 49,115 48,830 49,083 48,696 Basic income (loss) per share $ — $ (0.14 ) $ 0.05 $ 0.14 Effect of stock options and awards outstanding: Basic weighted average shares outstanding 49,115 48,830 49,083 48,696 Effect from dilutive shares and options outstanding — — 767 719 Diluted weighted average shares 49,115 48,830 49,850 49,415 Diluted income (loss) per share $0.00 $ (0.14 ) $ 0.05 $ 0.14 Due to the net loss for the three months ended June 30, 2017 and 2016, no adjustment was made to basic shares, as such an adjustment would have been anti-dilutive. The computation of diluted EPS does not include certain unvested awards, on a weighted average basis, for the three months ended June 30, 2017 and 2016, respectively, because their inclusion would have an anti-dilutive effect on EPS. The awards excluded because of their anti-dilutive effect are as follows: Three Months Ended Six Months Ended (in thousands) 2017 2016 2017 2016 Awards excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive 786 703 87 22 |
Investments
Investments | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Investments | Investments Investments include $3.1 million and $2.9 million of investments carried at fair value as of June 30, 2017 and December 31, 2016 , respectively, consisting of equity, bond and money market mutual funds. Investments carried at fair value were acquired under a rabbi trust arrangement related to the Company’s nonqualified Supplemental Executive Retirement Plan (the “SERP”). The Company purchases investments in the trust to mirror the investment elections of participants in the SERP; gains and losses on the investments in the trust are reflected as increases or decreases in the liability owed to the participants. During the six months ended June 30, 2017 , the Company recognized $45 thousand in dividend and interest income from investments, and recorded net unrealized gains of $187 thousand on these investments. Fair values for these investments held under the rabbi trust were determined by Level 1 quoted market prices for the underlying mutual funds. Changes in carrying value of investments are recorded within gain on investments, net on the Statement of Operations and Comprehensive Income (Loss). At June 30, 2017 and December 31, 2016 , other investments, comprised of equity securities which do not have readily determinable fair values, consist of the following (in thousands): June 30, December 31, Cost method: CoBank $ 6,470 $ 6,177 Other – Equity in other telecommunications partners 738 742 7,208 6,919 Equity method: Other 504 450 Total other investments $ 7,712 $ 7,369 |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2017 | |
Investments, All Other Investments [Abstract] | |
Financial Instruments | Financial Instruments Financial instruments on the condensed consolidated balance sheets that approximate fair value include: cash and cash equivalents, receivables, investments carried at fair value, payables, accrued liabilities, interest rate swaps and variable rate long-term debt. The Company has certain non-marketable long-term investments for which it is not practicable to estimate fair value with a total carrying value of $7.7 million and $7.4 million as of June 30, 2017 and December 31, 2016, respectively, of which $6.5 million and $6.2 million , respectively, represents the Company’s investment in CoBank. This investment is primarily related to patronage distributions of restricted equity and is a required investment related to the portion of the Credit Facility held by CoBank. This investment is carried under the cost method. |
Derivative Instruments, Hedging
Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income (Loss) | Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income The Company’s objectives in using interest rate derivatives are to add stability to cash flows and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps (both those designated as cash flow hedges as well as those not designated as cash flow hedges) involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company entered into a pay-fixed, receive-variable interest rate swap of $174.6 million of notional principal in September 2012. This interest rate swap was designated as a cash flow hedge. The outstanding notional amount of this cash flow hedge was $126.6 million as of June 30, 2017 . The outstanding notional amount decreases based upon scheduled principal payments on the 2012 debt. In May 2016, the Company entered into a pay-fixed, receive-variable interest rate swap of $256.6 million of notional principal with three counterparties. This interest rate swap was designated as a cash flow hedge. The outstanding notional amount of this cash flow hedge was $302.4 million as of June 30, 2017 . The outstanding notional amount increases based upon draws expected to be made under a portion of the Company's Term Loan A-2 debt and as the 2012 interest rate swap's notional principal decreases, and the outstanding notional amount will decrease as the Company makes scheduled principal payments on the 2016 debt. In combination with the swap entered into in 2012 described above, the Company is hedging approximately 50% of the expected outstanding debt. The effective portion of changes in the fair value of interest rate swaps designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The Company uses its derivatives to hedge the variable cash flows associated with existing variable-rate debt. The ineffective portion of the change in fair value of the derivative is recognized directly in earnings through interest expense. No hedge ineffectiveness was recognized during any of the periods presented. Amounts reported in accumulated other comprehensive income related to the interest rate swaps designated and qualified as a cash flow hedge, are reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. As of June 30, 2017 , the Company estimates that $783 thousand will be reclassified as a reduction of interest expense during the next twelve months. The table below presents the fair value of the Company’s derivative financial instrument as well as its classification on the condensed consolidated balance sheet (in thousands): June 30, December 31, Balance Sheet Location: Prepaid expenses and other $ 783 $ — Deferred charges and other assets, net 9,180 12,118 Accrued liabilities and other — (895 ) Total derivatives designated as hedging instruments $ 9,963 $ 11,223 The fair value of interest rate swaps is determined using a pricing model with inputs that are observable in the market (level 2 fair value inputs). The table below presents change in accumulated other comprehensive income by component for the six months ended June 30, 2017 (in thousands): Gains on Cash Flow Hedges Income Tax Expense Accumulated Other Comprehensive Income, net of taxes Balance as of December 31, 2016 $ 11,223 $ (4,435 ) $ 6,788 Net change in unrealized losses (1,867 ) 717 (1,150 ) Amounts reclassified from accumulated other comprehensive income to interest expense 607 (233 ) 374 Net current period accumulated other comprehensive income (loss) (1,260 ) 484 (776 ) Balance as of June 30, 2017 $ 9,963 $ (3,951 ) $ 6,012 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill during the six months ended June 30, 2017 are shown below (in thousands): December 31, Measurement Period Adjustments June 30, Goodwill - Wireline segment $ 10 $ — $ 10 Goodwill - Cable segment 104 — 104 Goodwill - Wireless segment 145,142 1,241 146,383 Goodwill as of June 30, 2017 $ 145,256 $ 1,241 $ 146,497 Intangible assets consist of the following at June 30, 2017 and December 31, 2016 : June 30, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Non-amortizing intangibles: Cable franchise rights $ 64,334 $ — $ 64,334 $ 64,334 $ — $ 64,334 Railroad crossing rights 97 — 97 97 — 97 64,431 — 64,431 64,431 — 64,431 Finite-lived intangibles: Affiliate contract expansion 287,102 (24,351 ) 262,751 284,102 (14,030 ) 270,072 Acquired subscribers – wireless 123,055 (31,258 ) 91,797 120,855 (18,738 ) 102,117 Favorable leases - wireless 16,950 (1,955 ) 14,995 16,950 (1,130 ) 15,820 Acquired subscribers – cable 25,265 (24,974 ) 291 25,265 (24,631 ) 634 Other intangibles 3,229 (838 ) 2,391 2,212 (754 ) 1,458 Total finite-lived intangibles 455,601 (83,376 ) 372,225 449,384 (59,283 ) 390,101 Total intangible assets $ 520,032 $ (83,376 ) $ 436,656 $ 513,815 $ (59,283 ) $ 454,532 |
Accrued and Other Liabilities
Accrued and Other Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Accrued and Other Liabilities | Accrued and Other liabilities Accrued liabilities and other include the following (in thousands): June 30, 2017 December 31, 2016 Sales and property taxes payable $ 4,735 $ 6,628 Severance accrual, current portion 2,491 4,267 Asset retirement obligations, current portion 1,621 5,841 Accrued programming costs 2,942 2,939 Other current liabilities 5,763 9,410 Accrued liabilities and other $ 17,552 $ 29,085 Other liabilities include the following (in thousands): June 30, 2017 December 31, 2016 Non-current portion of deferred revenues $ 10,531 $ 8,933 Straight-line management fee waiver 20,614 11,974 Other 1,354 2,836 Other liabilities $ 32,499 $ 23,743 |
Long-Term Debt and Revolving Li
Long-Term Debt and Revolving Lines of Credit | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Revolving Lines of Credit | Long-Term Debt and Revolving Lines of Credit Total debt at June 30, 2017 and December 31, 2016 consists of the following: (In thousands) June 30, 2017 December 31, 2016 Term loan A-1 $ 460,750 $ 472,875 Term loan A-2 400,000 375,000 860,750 847,875 Less: unamortized loan fees 16,721 18,610 Total debt, net of unamortized loan fees $ 844,029 $ 829,265 Current maturities of long term debt, net of unamortized loan fees $ 44,247 $ 32,041 Long-term debt, less current maturities, net of unamortized loan fees $ 799,782 $ 797,224 As of June 30, 2017, our indebtedness totaled $860.8 million in term loans with an annualized effective interest rate of approximately 4.06% after considering the impact of the interest rate swap contract and unamortized loan costs. The balance consists of the $460.8 million Term Loan A-1 at a variable rate ( 3.98% as of June 30, 2017) that resets monthly based on one month LIBOR plus a margin of 2.75% , and the $400 million Term Loan A-2 at a variable rate ( 4.23% as of June 30, 2017) that resets monthly based on one month LIBOR plus a margin of 3.00% . The Term Loan A-1 requires quarterly principal repayments of $12.1 million through June 30, 2020, with further increases at that time through maturity in June 30, 2021. The Term Loan A-2 requires quarterly principal repayments of $10.0 million beginning on September 30, 2018 through March 31, 2023, with the remaining balance due June 30, 2023. The Company is subject to certain covenants to be measured on a trailing twelve month basis each calendar quarter unless otherwise specified. These covenants include: • a limitation on the Company’s total leverage ratio, defined as indebtedness divided by earnings before interest, taxes, depreciation and amortization, or EBITDA, of less than or equal to 3.75 to 1.00 from the closing date through December 30, 2018, then 3.25 to 1.00 through December 30, 2019, and 3.00 to 1.00 thereafter; • a minimum debt service coverage ratio, defined as EBITDA minus certain cash taxes divided by the sum of all scheduled principal payments on the Term Loans and scheduled principal payments on other indebtedness plus cash interest expense, greater than 2.00 to 1.00; • the Company must maintain a minimum liquidity balance, defined as availability under the revolver facility plus unrestricted cash and cash equivalents on deposit in a deposit account for which a control agreement has been delivered to the administrative agent under the 2016 credit agreement, of greater than $25 million at all times. As shown below, as of June 30, 2017 , the Company was in compliance with the covenants in its credit agreements. Actual Covenant Requirement Total Leverage Ratio 2.91 3.75 or Lower Debt Service Coverage Ratio 4.35 2.00 or Higher Minimum Liquidity Balance $ 133.4 $25 million or Higher |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker. The Company has three reportable segments, which the Company operates and manages as strategic business units organized by lines of business: (1) Wireless, (2) Cable, and (3) Wireline. A fourth segment, Other, primarily includes Shenandoah Telecommunications Company, the parent holding company. The Wireless segment provides digital wireless service as a PCS affiliate to a portion of a four -state area covering the region from Harrisburg, York and Altoona, Pennsylvania, to Harrisonburg, Virginia, south-central and western Virginia, West Virginia, and small portions of North Carolina, Kentucky and Ohio. The Wireless segment also owns cell site towers built on leased land, and leases space on these towers to both affiliates and non-affiliated service providers. The Cable segment provides video, internet and voice services in Virginia, West Virginia and Maryland, and leases fiber optic facilities throughout southern Virginia and West Virginia. It does not include video, internet and voice services provided to customers in Shenandoah County, Virginia. The Wireline segment provides regulated and unregulated voice services, DSL internet access, and long distance access services throughout Shenandoah County and portions of Rockingham, Frederick, Warren and Augusta counties, Virginia. The segment also provides video and cable modem services in portions of Shenandoah County, and leases fiber optic facilities throughout the northern Shenandoah Valley of Virginia, northern Virginia and adjacent areas along the Interstate 81 corridor through West Virginia, Maryland and portions of central and southern Pennsylvania. Three Months Ended June 30, 2017 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 107,681 $ 26,883 $ 5,128 $ — $ — $ 139,692 Other 5,218 2,095 6,253 — — 13,566 Total external revenues 112,899 28,978 11,381 — — 153,258 Internal revenues 1,234 586 8,195 — (10,015 ) — Total operating revenues 114,133 29,564 19,576 — (10,015 ) 153,258 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 38,469 14,911 9,330 — (9,329 ) 53,381 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 29,637 4,867 1,683 7,521 (686 ) 43,022 Integration and acquisition expenses 4,124 — — (446 ) — 3,678 Depreciation and amortization 35,551 6,090 3,155 129 — 44,925 Total operating expenses 107,781 25,868 14,168 7,204 (10,015 ) 145,006 Operating income (loss) $ 6,352 $ 3,696 $ 5,408 $ (7,204 ) $ — $ 8,252 Three Months Ended June 30, 2016 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 86,873 $ 24,167 $ 4,820 $ — $ — $ 115,860 Other 6,280 1,923 6,246 — — 14,449 Total external revenues 93,153 26,090 11,066 — — 130,309 Internal revenues 1,141 311 7,525 — (8,977 ) — Total operating revenues 94,294 26,401 18,591 — (8,977 ) 130,309 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 35,236 14,564 8,808 — (8,312 ) 50,296 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 23,010 4,794 1,670 4,885 (665 ) 33,694 Integration and acquisition expenses 5,276 — — 14,778 — 20,054 Depreciation and amortization 23,495 5,879 2,933 108 — 32,415 Total operating expenses 87,017 25,237 13,411 19,771 (8,977 ) 136,459 Operating income (loss) $ 7,277 $ 1,164 $ 5,180 $ (19,771 ) $ — $ (6,150 ) Six Months Ended June 30, 2017 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 215,867 $ 53,294 $ 10,176 $ — $ — $ 279,337 Other 11,261 4,129 12,411 — — 27,801 Total external revenues 227,128 57,423 22,587 — — 307,138 Internal revenues 2,468 1,154 16,143 (19,765 ) — Total operating revenues 229,596 58,577 38,730 — (19,765 ) 307,138 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 76,788 30,139 18,603 — (18,388 ) 107,142 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 58,101 9,725 3,359 13,367 (1,377 ) 83,175 Integration and acquisition expenses 7,916 — — 251 — 8,167 Depreciation and amortization 71,303 11,879 6,286 261 — 89,729 Total operating expenses 214,108 51,743 28,248 13,879 (19,765 ) 288,213 Operating income (loss) $ 15,488 $ 6,834 $ 10,482 $ (13,879 ) $ — $ 18,925 Six Months Ended June 30, 2016 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 139,052 $ 48,507 $ 9,779 $ — $ — $ 197,338 Other 9,484 3,768 12,290 — — 25,542 Total external revenues 148,536 52,275 22,069 — — 222,880 Internal revenues 2,276 572 14,901 — (17,749 ) — Total operating revenues 150,812 52,847 36,970 — (17,749 ) 222,880 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 51,815 29,210 17,450 — (16,418 ) 82,057 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 34,524 9,902 3,275 8,750 (1,331 ) 55,120 Integration and acquisition expenses 5,276 — — 15,110 — 20,386 Depreciation and amortization 31,988 11,974 5,967 225 — 50,154 Total operating expenses 123,603 51,086 26,692 24,085 (17,749 ) 207,717 Operating income (loss) $ 27,209 $ 1,761 $ 10,278 $ (24,085 ) $ — $ 15,163 A reconciliation of the total of the reportable segments’ operating income (loss) to consolidated income (loss) before taxes is as follows: Three Months Ended Six Months Ended (in thousands) 2017 2016 2017 2016 Total consolidated operating income (loss) $ 8,252 $ (6,150 ) $ 18,925 $ 15,163 Interest expense (9,389 ) (5,904 ) (18,489 ) (7,524 ) Non-operating income, net 1,297 167 2,672 723 Income before income taxes $ 160 $ (11,887 ) $ 3,108 $ 8,362 The Company’s assets by segment are as follows: (in thousands) June 30, December 31, Wireless $ 1,039,531 $ 1,101,716 Cable 225,954 218,471 Wireline 123,123 115,282 Other 54,391 48,938 Consolidated totals $ 1,442,999 $ 1,484,407 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company files U.S. federal income tax returns and various state and local income tax returns. With few exceptions, years prior to 2013 are no longer subject to examination; net operating losses acquired in the nTelos acquisition are open to examination from 2002 forward. The Company is not subject to any state or federal income tax audits as of June 30, 2017 . The effective tax rate has fluctuated in recent periods due to the minimal base of pre-tax earnings or losses and has been further impacted by the impact of share based compensation tax benefits which are recognized as incurred under the provisions of ASC 740, "Income Taxes". |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions ValleyNet, an equity method investee of the Company, resells capacity on the Company’s fiber network under an operating lease agreement. Additionally, the Company's PCS operating subsidiary leases capacity through ValleyNet. The following tables summarize the financial statement impact from related party transactions with ValleyNet (in thousands): Three Months Ended June 30, Six Months Ended June 30, Statement of Operations and Comprehensive Income (Loss) 2017 2016 2017 2016 Facility Lease Revenue $ 592 $ 636 $ 1,158 $ 1,250 Costs of Goods and Services 872 687 1,749 1,304 June 30, December 31, Consolidated Balance Sheet Accounts Receivable related to ValleyNet $ 187 $ 191 Accounts Payable related to ValleyNet 299 448 |
Basis or Presentation (Policies
Basis or Presentation (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards There have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company's consolidated financial statements and note disclosures, from those disclosed in the Company's 2016 Annual Report on Form 10-K, that would be expected to impact the Company except for the following: In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, “Revenue from Contracts with Customers”, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU No. 2015-14, delaying the effective date of ASU 2014-09. Three other amendments have been issued during 2016 modifying the original ASU. As amended, the new standard is effective for the Company on January 1, 2018, using either a retrospective basis or a modified retrospective basis with early adoption permitted. The Company plans to adopt the standard effective January 1, 2018. The Company plans to adopt this standard using the modified retrospective transition approach. The Company is continuing to assess all potential impacts of the standard, including the impact to the pattern with which revenue is recognized, the impact of the standard on current accounting policies, practices and system of internal controls, in order to identify material differences, if any that would result from applying the new requirements. In 2016, the Company identified a project team and commenced an initial impact assessment process for ASU 2014-09. The Company is continuing its work toward establishing new policies and processes, and is implementing necessary changes to data and procedures necessary to comply with the new requirements. Based on the results of the project team’s assessment to date, the Company anticipates this standard will have an impact, which could be significant, to the consolidated financial statements. While continuing to assess all potential impacts of the standard, the Company believes the most significant impact relates to additional disclosures required for qualitative and quantitative information concerning the nature, amount, timing, and any uncertainty of revenue and cash flows from contracts with customers, the capitalization of costs of commissions, upfront contract costs, the pattern with which revenue is recognized, and other contract acquisition-based and contract fulfillment costs. In February 2016, the FASB issued ASU No. 2016-02, “Leases”, which requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous generally accepted accounting principles. This change will result in an increase to recorded assets and liabilities on lessees’ financial statements, as well as changes in the categorization of rental costs, from rent expense to interest and depreciation expense. Other effects may occur depending on the types of leases and the specific terms of them utilized by particular lessees. The ASU is effective for us on January 1, 2019, and early application is permitted. Modified retrospective application is required. The Company is currently evaluating the ASU and expects that it will have a material impact on our consolidated financial statements. During the first quarter of 2017, the Company adopted: ASU No. 2015-11, "Inventory: Simplifying the Measurement of Inventory". This ASU changes the measurement principle for inventory from the lower of cost or market to lower of cost and net realizable value. The ASU also eliminates the requirement for entities to consider replacement cost or net realizable value less an approximate normal profit margin when measuring inventory. The adoption of this ASU did not have a significant impact on our financial statements. In March 2017, the FASB issued ASU No. 2017-07, "Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost". The update requires employers to present the service cost component of the net periodic benefit cost in the same income statement line item as other employee compensation costs arising from services rendered during the period. The other components of net benefit cost, including interest cost, expected return on plan assets, amortization of prior service cost/credit and actuarial gain/loss, and settlement and curtailment effects, are to be presented outside of any subtotal of operating income. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement . ASU 2017-07 is effective for fiscal years and interim periods beginning after December 15, 2017, and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements. The Company does not expect the adoption of ASU 2017-07 to have a material impact on its consolidated financial statements, nor does the Company expect to early adopt ASU 2017-07. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocation | The following table summarizes the final purchase price allocation to assets acquired and liabilities assumed, including measurement period adjustments: Initial Estimate Measurement Period Adjustments Purchase Price Allocation Accounts receivable $ 48,476 $ (1,242 ) 47,234 Inventory 3,810 762 4,572 Restricted cash 2,167 — 2,167 Investments 1,501 — 1,501 Prepaid expenses and other assets 14,835 — 14,835 Building held for sale 4,950 — 4,950 Property, plant and equipment 223,900 3,347 227,247 Spectrum licenses (1), (2) 198,200 — 198,200 Acquired subscribers - wireless (1), (2) 198,200 7,746 205,946 Favorable lease intangible assets (2) 11,000 6,029 17,029 Goodwill (3) 151,627 (5,244 ) 146,383 Other long term assets 10,288 555 10,843 Total assets acquired $ 868,954 $ 11,953 $ 880,907 Accounts payable 8,648 (105 ) 8,543 Advanced billings and customer deposits 12,477 — 12,477 Accrued expenses 25,230 (2,089 ) 23,141 Capital lease liability 418 — 418 Deferred tax liabilities 124,964 4,327 129,291 Retirement benefits 19,461 (263 ) 19,198 Other long-term liabilities 14,056 6,029 20,085 Total liabilities assumed $ 205,254 $ 7,899 $ 213,153 Net assets acquired $ 663,700 $ 4,054 $ 667,754 (1) Concurrently with acquiring nTelos, the Company completed its previously announced transaction with SprintCom, Inc., a subsidiary of Sprint. Pursuant to this transaction, among other things, the Company exchanged spectrum licenses, valued at $198.2 million and acquired subscribers - wireless, valued at $206.0 million , acquired from nTelos with Sprint, and received an expansion of its affiliate service territory to include most of the service area served by nTelos, valued at $283.3 million , as well as additional acquired subscribers - wireless, valued at $120.9 million , relating to nTelos’ and Sprint’s legacy customers in the Company’s affiliate service territory. These exchanges were accounted for in accordance with ASC 845, “Nonmonetary Transactions”. The transfer of spectrum to Sprint resulted in a taxable gain to the Company which will be recognized as the Company recognizes the cash benefit of the waived management fees over the remaining approximately five years. (2) Identifiable intangible assets were measured using a combination of an income approach and a market approach. (3) Goodwill is the excess of the consideration transferred over the net assets recognized and represents the future economic benefits, primarily as a result of other assets acquired that could not be individually identified and separately recognized. The Company has recorded goodwill in its Wireless segment as a result of the nTelos acquisition. Goodwill is not amortized. The goodwill that arose from the acquisition of nTelos is not deductible for tax purposes. |
Schedule of Pro Forma Results | The following table presents pro forma information, based on estimates and assumptions that the Company believes to be reasonable, for the Company as if the acquisition of nTelos had occurred at the beginning of 2016: (in millions) Three Months Ended Six Months Ended Operating revenues $ 161.1 $ 334.4 Income (loss) before income taxes $ (7.5 ) $ 9.4 |
Schedule of Acquisition Related Costs | The Company has incurred these costs as follows: Three Months Ended Six Months Ended Statement of Operations location: 2017 2016 2017 2016 Cost of goods and services 0.4 0.3 1.2 0.3 Selling, general and administrative 1.3 2.0 3.1 2.0 Integration and acquisition 3.7 20.1 8.2 20.4 Total 5.4 22.4 12.5 22.7 |
Schedule of Intangible Assets Acquired | The following table summarizes the preliminary allocation of the fair values of the assets acquired: Estimated Useful Life April 6, 2017 Affiliate contract expansion 13 $ 3,843 Acquired subscribers - wireless 2 - 7 years 2,157 Total $ 6,000 Intangible assets resulting from the acquisition of nTelos and the Sprint exchange, both described above, are noted below (in thousands): Useful Life Basis Affiliate contract expansion 14 years $ 283,302 Acquired subscribers - wireless 4-10 years $ 120,855 Favorable lease intangible assets 3-19 years $ 17,029 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consisted of the following (in thousands): June 30, December 31, Plant in service $ 1,145,594 $ 1,085,318 Plant under construction 68,707 73,759 1,214,301 1,159,077 Less accumulated amortization and depreciation 534,838 460,955 Net property, plant and equipment $ 679,463 $ 698,122 |
Earnings (loss) per share (EP25
Earnings (loss) per share (EPS) Earnings Per Share (EPS) (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The awards excluded because of their anti-dilutive effect are as follows: Three Months Ended Six Months Ended (in thousands) 2017 2016 2017 2016 Awards excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive 786 703 87 22 Potentially dilutive securities include stock options and restricted stock units and shares that the Company is contractually obligated to issue in the future. Three Months Ended Six Months Ended (in thousands, except per share amounts) 2017 2016 2017 2016 Basic income (loss) per share Net income (loss) $ (80 ) $ (6,995 ) $ 2,261 $ 6,885 Basic weighted average shares outstanding 49,115 48,830 49,083 48,696 Basic income (loss) per share $ — $ (0.14 ) $ 0.05 $ 0.14 Effect of stock options and awards outstanding: Basic weighted average shares outstanding 49,115 48,830 49,083 48,696 Effect from dilutive shares and options outstanding — — 767 719 Diluted weighted average shares 49,115 48,830 49,850 49,415 Diluted income (loss) per share $0.00 $ (0.14 ) $ 0.05 $ 0.14 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of other investments which do not have readily determinable fair values | At June 30, 2017 and December 31, 2016 , other investments, comprised of equity securities which do not have readily determinable fair values, consist of the following (in thousands): June 30, December 31, Cost method: CoBank $ 6,470 $ 6,177 Other – Equity in other telecommunications partners 738 742 7,208 6,919 Equity method: Other 504 450 Total other investments $ 7,712 $ 7,369 |
Derivative Instruments, Hedgi27
Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Financial Instrument as Well as its Classification on the Consolidated Balance Sheet | The table below presents the fair value of the Company’s derivative financial instrument as well as its classification on the condensed consolidated balance sheet (in thousands): June 30, December 31, Balance Sheet Location: Prepaid expenses and other $ 783 $ — Deferred charges and other assets, net 9,180 12,118 Accrued liabilities and other — (895 ) Total derivatives designated as hedging instruments $ 9,963 $ 11,223 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The table below presents change in accumulated other comprehensive income by component for the six months ended June 30, 2017 (in thousands): Gains on Cash Flow Hedges Income Tax Expense Accumulated Other Comprehensive Income, net of taxes Balance as of December 31, 2016 $ 11,223 $ (4,435 ) $ 6,788 Net change in unrealized losses (1,867 ) 717 (1,150 ) Amounts reclassified from accumulated other comprehensive income to interest expense 607 (233 ) 374 Net current period accumulated other comprehensive income (loss) (1,260 ) 484 (776 ) Balance as of June 30, 2017 $ 9,963 $ (3,951 ) $ 6,012 |
Goodwill and Other Intangible28
Goodwill and Other Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill during the six months ended June 30, 2017 are shown below (in thousands): December 31, Measurement Period Adjustments June 30, Goodwill - Wireline segment $ 10 $ — $ 10 Goodwill - Cable segment 104 — 104 Goodwill - Wireless segment 145,142 1,241 146,383 Goodwill as of June 30, 2017 $ 145,256 $ 1,241 $ 146,497 |
Schedule of Intangible Assets | Intangible assets consist of the following at June 30, 2017 and December 31, 2016 : June 30, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Non-amortizing intangibles: Cable franchise rights $ 64,334 $ — $ 64,334 $ 64,334 $ — $ 64,334 Railroad crossing rights 97 — 97 97 — 97 64,431 — 64,431 64,431 — 64,431 Finite-lived intangibles: Affiliate contract expansion 287,102 (24,351 ) 262,751 284,102 (14,030 ) 270,072 Acquired subscribers – wireless 123,055 (31,258 ) 91,797 120,855 (18,738 ) 102,117 Favorable leases - wireless 16,950 (1,955 ) 14,995 16,950 (1,130 ) 15,820 Acquired subscribers – cable 25,265 (24,974 ) 291 25,265 (24,631 ) 634 Other intangibles 3,229 (838 ) 2,391 2,212 (754 ) 1,458 Total finite-lived intangibles 455,601 (83,376 ) 372,225 449,384 (59,283 ) 390,101 Total intangible assets $ 520,032 $ (83,376 ) $ 436,656 $ 513,815 $ (59,283 ) $ 454,532 |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Accrued Liabilities and Other | Accrued liabilities and other include the following (in thousands): June 30, 2017 December 31, 2016 Sales and property taxes payable $ 4,735 $ 6,628 Severance accrual, current portion 2,491 4,267 Asset retirement obligations, current portion 1,621 5,841 Accrued programming costs 2,942 2,939 Other current liabilities 5,763 9,410 Accrued liabilities and other $ 17,552 $ 29,085 |
Summary of Other Liabilities | Other liabilities include the following (in thousands): June 30, 2017 December 31, 2016 Non-current portion of deferred revenues $ 10,531 $ 8,933 Straight-line management fee waiver 20,614 11,974 Other 1,354 2,836 Other liabilities $ 32,499 $ 23,743 |
Long-Term Debt and Revolving 30
Long-Term Debt and Revolving Lines of Credit (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long term debt | Total debt at June 30, 2017 and December 31, 2016 consists of the following: (In thousands) June 30, 2017 December 31, 2016 Term loan A-1 $ 460,750 $ 472,875 Term loan A-2 400,000 375,000 860,750 847,875 Less: unamortized loan fees 16,721 18,610 Total debt, net of unamortized loan fees $ 844,029 $ 829,265 Current maturities of long term debt, net of unamortized loan fees $ 44,247 $ 32,041 Long-term debt, less current maturities, net of unamortized loan fees $ 799,782 $ 797,224 |
Financial covenants in credit agreements | As shown below, as of June 30, 2017 , the Company was in compliance with the covenants in its credit agreements. Actual Covenant Requirement Total Leverage Ratio 2.91 3.75 or Lower Debt Service Coverage Ratio 4.35 2.00 or Higher Minimum Liquidity Balance $ 133.4 $25 million or Higher As shown below, as of June 30, 2017 , the Company was in compliance with the covenants in its credit agreements. Actual Covenant Requirement Total Leverage Ratio 2.91 3.75 or Lower Debt Service Coverage Ratio 4.35 2.00 or Higher Minimum Liquidity Balance $ 133.4 $25 million or Higher |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Selected Financial Data for Segments | Three Months Ended June 30, 2017 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 107,681 $ 26,883 $ 5,128 $ — $ — $ 139,692 Other 5,218 2,095 6,253 — — 13,566 Total external revenues 112,899 28,978 11,381 — — 153,258 Internal revenues 1,234 586 8,195 — (10,015 ) — Total operating revenues 114,133 29,564 19,576 — (10,015 ) 153,258 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 38,469 14,911 9,330 — (9,329 ) 53,381 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 29,637 4,867 1,683 7,521 (686 ) 43,022 Integration and acquisition expenses 4,124 — — (446 ) — 3,678 Depreciation and amortization 35,551 6,090 3,155 129 — 44,925 Total operating expenses 107,781 25,868 14,168 7,204 (10,015 ) 145,006 Operating income (loss) $ 6,352 $ 3,696 $ 5,408 $ (7,204 ) $ — $ 8,252 Three Months Ended June 30, 2016 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 86,873 $ 24,167 $ 4,820 $ — $ — $ 115,860 Other 6,280 1,923 6,246 — — 14,449 Total external revenues 93,153 26,090 11,066 — — 130,309 Internal revenues 1,141 311 7,525 — (8,977 ) — Total operating revenues 94,294 26,401 18,591 — (8,977 ) 130,309 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 35,236 14,564 8,808 — (8,312 ) 50,296 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 23,010 4,794 1,670 4,885 (665 ) 33,694 Integration and acquisition expenses 5,276 — — 14,778 — 20,054 Depreciation and amortization 23,495 5,879 2,933 108 — 32,415 Total operating expenses 87,017 25,237 13,411 19,771 (8,977 ) 136,459 Operating income (loss) $ 7,277 $ 1,164 $ 5,180 $ (19,771 ) $ — $ (6,150 ) Six Months Ended June 30, 2017 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 215,867 $ 53,294 $ 10,176 $ — $ — $ 279,337 Other 11,261 4,129 12,411 — — 27,801 Total external revenues 227,128 57,423 22,587 — — 307,138 Internal revenues 2,468 1,154 16,143 (19,765 ) — Total operating revenues 229,596 58,577 38,730 — (19,765 ) 307,138 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 76,788 30,139 18,603 — (18,388 ) 107,142 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 58,101 9,725 3,359 13,367 (1,377 ) 83,175 Integration and acquisition expenses 7,916 — — 251 — 8,167 Depreciation and amortization 71,303 11,879 6,286 261 — 89,729 Total operating expenses 214,108 51,743 28,248 13,879 (19,765 ) 288,213 Operating income (loss) $ 15,488 $ 6,834 $ 10,482 $ (13,879 ) $ — $ 18,925 Six Months Ended June 30, 2016 (in thousands) Wireless Cable Wireline Other Eliminations Consolidated Totals External revenues Service revenues $ 139,052 $ 48,507 $ 9,779 $ — $ — $ 197,338 Other 9,484 3,768 12,290 — — 25,542 Total external revenues 148,536 52,275 22,069 — — 222,880 Internal revenues 2,276 572 14,901 — (17,749 ) — Total operating revenues 150,812 52,847 36,970 — (17,749 ) 222,880 Operating expenses Costs of goods and services, exclusive of depreciation and amortization shown separately below 51,815 29,210 17,450 — (16,418 ) 82,057 Selling, general and administrative, exclusive of depreciation and amortization shown separately below 34,524 9,902 3,275 8,750 (1,331 ) 55,120 Integration and acquisition expenses 5,276 — — 15,110 — 20,386 Depreciation and amortization 31,988 11,974 5,967 225 — 50,154 Total operating expenses 123,603 51,086 26,692 24,085 (17,749 ) 207,717 Operating income (loss) $ 27,209 $ 1,761 $ 10,278 $ (24,085 ) $ — $ 15,163 |
Reconciliation of Income (Loss) from Continuing Operations from Segments to Consolidated | A reconciliation of the total of the reportable segments’ operating income (loss) to consolidated income (loss) before taxes is as follows: Three Months Ended Six Months Ended (in thousands) 2017 2016 2017 2016 Total consolidated operating income (loss) $ 8,252 $ (6,150 ) $ 18,925 $ 15,163 Interest expense (9,389 ) (5,904 ) (18,489 ) (7,524 ) Non-operating income, net 1,297 167 2,672 723 Income before income taxes $ 160 $ (11,887 ) $ 3,108 $ 8,362 |
Assets by Segment | The Company’s assets by segment are as follows: (in thousands) June 30, December 31, Wireless $ 1,039,531 $ 1,101,716 Cable 225,954 218,471 Wireline 123,123 115,282 Other 54,391 48,938 Consolidated totals $ 1,442,999 $ 1,484,407 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Financial Impact | The following tables summarize the financial statement impact from related party transactions with ValleyNet (in thousands): Three Months Ended June 30, Six Months Ended June 30, Statement of Operations and Comprehensive Income (Loss) 2017 2016 2017 2016 Facility Lease Revenue $ 592 $ 636 $ 1,158 $ 1,250 Costs of Goods and Services 872 687 1,749 1,304 June 30, December 31, Consolidated Balance Sheet Accounts Receivable related to ValleyNet $ 187 $ 191 Accounts Payable related to ValleyNet 299 448 |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Adjustment to net cash provided by operating activities | $ (86,794) | $ (50,393) |
Adjustments to net cash used in investing activities | $ 74,490 | 704,317 |
Immaterial Error Correction | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Adjustments to net cash used in investing activities | 10,400 | |
Restatement Adjustment | Immaterial Error Correction | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Adjustment to net cash provided by operating activities | $ 10,400 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) customer in Thousands, $ in Thousands | Apr. 06, 2017USD ($)customer | May 06, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) |
Business Acquisition [Line Items] | ||||||
Acquisition related costs, legal services, professional services and severance accrualss | $ 14,800 | $ 15,100 | ||||
Integration and acquisition expenses | $ 3,678 | 20,054 | $ 8,167 | 20,386 | ||
Amortization expense | 200 | |||||
Ntelos Holding, Corp | ||||||
Business Acquisition [Line Items] | ||||||
Aggregate purchase price | $ 667,800 | |||||
Measurement period adjustment, amortization expense | 100 | 100 | ||||
Measurement period adjustment, depreciation expense | 4,600 | 4,600 | ||||
Integration and acquisition expenses | $ 5,400 | $ 22,400 | $ 12,500 | $ 22,700 | ||
Term extend for affiliate relationship agreement | 5 years | |||||
Limit of waived feed under affiliate agreement | $ 251,800 | |||||
Period for additional waiver of management fee under affiliate agreement | 6 months | |||||
Affiliate contract expansion | Ntelos Holding, Corp | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset useful life | 14 years | |||||
Minimum | Ntelos Holding, Corp | ||||||
Business Acquisition [Line Items] | ||||||
Before amendment right or obligation to sell business | 80.00% | |||||
Maximum | Ntelos Holding, Corp | ||||||
Business Acquisition [Line Items] | ||||||
After amendment right or obligation to sell business | 90.00% | |||||
Management fee charge by Sprint | $ 4,200 | |||||
Additional waiver of management fee under affiliate agreement | $ 5,000 | |||||
Sprint and Affiliates | Sprint PCS Management Agreement, Former Retail, Post and Prepaid Subscribers, Sprint-branded Affiliate Customers | ||||||
Business Acquisition [Line Items] | ||||||
Number of customers | customer | 25 | |||||
Sprint and Affiliates | Spring PCS Management Agreement, Future Investment, Upgrade and Expand Existing Wireless Network Coverage | ||||||
Business Acquisition [Line Items] | ||||||
Future investment in existing wireless network | $ 32,000 | |||||
Future investment in existing wireless network, term | 3 years |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | May 06, 2016 | Jun. 30, 2017 | May 06, 2017 | Dec. 31, 2016 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Goodwill | $ 146,497 | $ 145,256 | ||
Measurement Period Adjustments | ||||
Goodwill | $ 1,241 | |||
Ntelos Holding, Corp | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Accounts receivable | $ 48,476 | $ 47,234 | ||
Inventory | 3,810 | 4,572 | ||
Restricted cash | 2,167 | 2,167 | ||
Investments | 1,501 | 1,501 | ||
Prepaid expenses and other assets | 14,835 | 14,835 | ||
Building held for sale | 4,950 | 4,950 | ||
Property, plant and equipment | 223,900 | 227,247 | ||
Goodwill | 151,627 | 146,383 | ||
Other long term assets | 10,288 | 10,843 | ||
Total assets acquired | 868,954 | 880,907 | ||
Accounts payable | 8,648 | 8,543 | ||
Advanced billings and customer deposits | 12,477 | 12,477 | ||
Accrued expenses | 25,230 | 23,141 | ||
Capital lease liability | 418 | 418 | ||
Deferred tax liabilities | 124,964 | 129,291 | ||
Retirement benefits | 19,461 | 19,198 | ||
Other long-term liabilities | 14,056 | 20,085 | ||
Total liabilities assumed | 205,254 | 213,153 | ||
Net assets acquired | 663,700 | 667,754 | ||
Measurement Period Adjustments | ||||
Accounts receivable | (1,242) | |||
Inventory | 762 | |||
Restricted cash | 0 | |||
Investments | 0 | |||
Prepaid expenses and other assets | 0 | |||
Building held for sale | 0 | |||
Property, plant and equipment | 3,347 | |||
Goodwill | (5,244) | |||
Other long term assets | 555 | |||
Total assets acquired | 11,953 | |||
Accounts payable | (105) | |||
Advanced billings and customer deposits | 0 | |||
Accrued expenses | (2,089) | |||
Capital lease liability | 0 | |||
Deferred tax liabilities | 4,327 | |||
Retirement benefits | (263) | |||
Other long-term liabilities | 6,029 | |||
Total liabilities assumed | 7,899 | |||
Net assets acquired | 4,054 | |||
Spectrum licenses | Ntelos Holding, Corp | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Finite-lived intangible assets | 198,200 | 198,200 | ||
Measurement Period Adjustments | ||||
Finite-lived intangible assets | 0 | |||
Acquired subscribers - wireless | Ntelos Holding, Corp | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Finite-lived intangible assets | 198,200 | 205,946 | ||
Measurement Period Adjustments | ||||
Finite-lived intangible assets | 7,746 | |||
Favorable lease intangible assets | Ntelos Holding, Corp | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | ||||
Finite-lived intangible assets | 11,000 | 17,029 | ||
Measurement Period Adjustments | ||||
Finite-lived intangible assets | $ 6,029 | |||
Sprint and Affiliates | Nonmonetary Exchange of Intangibles | Spectrum licenses | ||||
Measurement Period Adjustments | ||||
Related party transaction | 198,200 | |||
Sprint and Affiliates | Nonmonetary Exchange of Intangibles | Acquired subscribers - wireless | ||||
Measurement Period Adjustments | ||||
Related party transaction | 206,000 | |||
Sprint and Affiliates | Nonmonetary Exchange of Intangibles | Affiliate contract expansion | ||||
Measurement Period Adjustments | ||||
Related party transaction | 283,300 | |||
Sprint and Affiliates | Nonmonetary Exchange of Intangibles | Additional Acquired Subscribers Wireless | ||||
Measurement Period Adjustments | ||||
Related party transaction | $ 120,900 | |||
Sprint and Affiliates | Nonmonetary Exchange of Intangibles | Additional Customer Based Contract Rights | ||||
Measurement Period Adjustments | ||||
Related party transaction, gain recognition period | 5 years |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro Froma Results (Details) - Ntelos Holding, Corp - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Business Acquisition [Line Items] | ||
Operating revenues | $ 161,100 | $ 334,400 |
Income (loss) before income taxes | $ (7,500) | $ 9,400 |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquisition Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Business Acquisition [Line Items] | ||||
Integration and acquisition expenses | $ 3,678 | $ 20,054 | $ 8,167 | $ 20,386 |
Ntelos Holding, Corp | ||||
Business Acquisition [Line Items] | ||||
Integration and acquisition expenses | 5,400 | 22,400 | 12,500 | 22,700 |
Ntelos Holding, Corp | Cost of goods and services | ||||
Business Acquisition [Line Items] | ||||
Integration and acquisition expenses | 400 | 300 | 1,200 | 300 |
Ntelos Holding, Corp | Selling, general and administrative | ||||
Business Acquisition [Line Items] | ||||
Integration and acquisition expenses | 1,300 | 2,000 | 3,100 | 2,000 |
Ntelos Holding, Corp | Integration and acquisition | ||||
Business Acquisition [Line Items] | ||||
Integration and acquisition expenses | $ 3,700 | $ 20,100 | $ 8,200 | $ 20,400 |
Acquisitions - Schedule of Inta
Acquisitions - Schedule of Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Apr. 06, 2017 | May 06, 2016 |
Ntelos Holding, Corp | Affiliate contract expansion | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired as part of business combination | $ 283,302 | |
Intangible asset useful life | 14 years | |
Ntelos Holding, Corp | Favorable lease intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired as part of business combination | $ 17,029 | |
Ntelos Holding, Corp | Acquired subscribers - wireless | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired as part of business combination | $ 120,855 | |
Minimum | Ntelos Holding, Corp | Favorable lease intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 3 years | |
Minimum | Ntelos Holding, Corp | Acquired subscribers - wireless | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 4 years | |
Maximum | Ntelos Holding, Corp | Favorable lease intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 19 years | |
Maximum | Ntelos Holding, Corp | Acquired subscribers - wireless | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 10 years | |
Sprint PCS Management Agreement | Sprint and Affiliates | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Assets acquired, fair value | $ 6,000 | |
Sprint PCS Management Agreement | Sprint and Affiliates | Affiliate contract expansion | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 13 years | |
Assets acquired, fair value | $ 3,843 | |
Sprint PCS Management Agreement | Sprint and Affiliates | Acquired subscribers - wireless | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Assets acquired, fair value | $ 2,157 | |
Sprint PCS Management Agreement | Sprint and Affiliates | Minimum | Acquired subscribers - wireless | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 2 years | |
Sprint PCS Management Agreement | Sprint and Affiliates | Maximum | Acquired subscribers - wireless | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible asset useful life | 7 years |
Property, Plant and Equipment39
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 1,214,301 | $ 1,159,077 |
Less accumulated amortization and depreciation | 534,838 | 460,955 |
Net property, plant and equipment | 679,463 | 698,122 |
Plant in service | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | 1,145,594 | 1,085,318 |
Plant under construction | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 68,707 | $ 73,759 |
Earnings (loss) per share (EP40
Earnings (loss) per share (EPS) - Schedule of Diluted Earnings Per Shares Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Basic income (loss) per share | |||||
Net loss | $ (80) | $ (6,995) | $ 2,261 | $ 6,885 | $ (895) |
Basic average shares outstanding (in shares) | 49,115,000 | 48,830,000 | 49,083,000 | 48,696,000 | |
Basic income (loss) per share (in dollars per share) | $ 0 | $ (0.14) | $ 0.05 | $ 0.14 | |
Effect of stock options and awards outstanding: | |||||
Basic average shares outstanding (in shares) | 49,115,000 | 48,830,000 | 49,083,000 | 48,696,000 | |
Effect from dilutive shares and options outstanding (in shares) | 0 | 0 | 767,000 | 719,000 | |
Diluted weighted average shares (in shares) | 49,115,000 | 48,830,000 | 49,850,000 | 49,415,000 | |
Diluted income (loss) per share (in dollars per share) | $ 0 | $ (0.14) | $ 0.05 | $ 0.14 |
Earnings (loss) per share (EP41
Earnings (loss) per share (EPS) - Schedule of Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Awards excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive (in shares) | 786 | 703 | 87 | 22 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |||
Investments carried at fair value | $ 3,137 | $ 2,907 | |
Dividend and interest income from investments | 45 | ||
Net unrealized gains recognized | $ 187 | $ 83 |
Investments - Other Investments
Investments - Other Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Investment [Line Items] | ||
Cost method investments | $ 7,208 | $ 6,919 |
Total other investments | 7,712 | 7,369 |
Other Equity Investments | ||
Investment [Line Items] | ||
Other | 504 | 450 |
CoBank | ||
Investment [Line Items] | ||
Cost method investments | 6,470 | 6,177 |
Other Equity Investments | ||
Investment [Line Items] | ||
Cost method investments | $ 738 | $ 742 |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Investment [Line Items] | ||
Other long-term investments | $ 7,712 | $ 7,369 |
Cost method investments | 7,208 | 6,919 |
CoBank | ||
Investment [Line Items] | ||
Cost method investments | $ 6,470 | $ 6,177 |
Derivative Instruments, Hedgi45
Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income - Narrative (Details) | 6 Months Ended | ||
Jun. 30, 2017USD ($) | May 31, 2016USD ($)counterparty | Sep. 30, 2012USD ($) | |
Derivative [Line Items] | |||
Percentage of expected outstanding debt | 50.00% | ||
Interest rate swap | Cash Flow Hedge | |||
Derivative [Line Items] | |||
Amount of notional principal interest rate swap | $ 174,600,000 | ||
Notional amount of cash flow hedges | $ 126,600,000 | ||
Interest rate swap | Cash Flow Hedge | Three Counterparties | |||
Derivative [Line Items] | |||
Amount of notional principal interest rate swap | $ 256,600,000 | ||
Notional amount of cash flow hedges | 302,400,000 | ||
Number of counterparties | counterparty | 3 | ||
Interest Expense | |||
Derivative [Line Items] | |||
Amount reclassified as a reduction to interest expense during next twelve months | $ 783,000 |
Derivative Instruments, Hedgi46
Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income - Schedule of Derivative Financial Instrument as Well as its Classification on the Consolidated Balance Sheet (Details) - Interest rate swap - Derivatives designated as hedging instruments - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Derivative Assets (Liabilities), at Fair Value, Net, by Balance Sheet Classification [Abstract] | ||
Total derivatives designated as hedging instruments | $ 9,963 | $ 11,223 |
Prepaid expenses and other | ||
Derivative Assets (Liabilities), at Fair Value, Net, by Balance Sheet Classification [Abstract] | ||
Derivative assets, fair value | 783 | 0 |
Deferred charges and other assets, net | ||
Derivative Assets (Liabilities), at Fair Value, Net, by Balance Sheet Classification [Abstract] | ||
Derivative assets, fair value | 9,180 | 12,118 |
Accrued liabilities and other | ||
Derivative Assets (Liabilities), at Fair Value, Net, by Balance Sheet Classification [Abstract] | ||
Derivatives liabilities, fair value | $ 0 | $ (895) |
Derivative Instruments, Hedgi47
Derivative Instruments, Hedging Activities and Accumulated Other Comprehensive Income - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Gains on Cash Flow Hedges | |
December 31, 2016 | $ 11,223 |
June 30, 2017 | 9,963 |
Income Tax Expense | |
December 31, 2016 | (4,435) |
June 30, 2017 | (3,951) |
Accumulated Other Comprehensive Income, net of taxes | |
December 31, 2016 | 6,788 |
June 30, 2017 | 6,012 |
Gains on Cash Flow Hedges | |
Gains on Cash Flow Hedges | |
Net change in unrealized losses | (1,867) |
Amounts reclassified from accumulated other comprehensive income to interest expense | 607 |
Net current period accumulated other comprehensive income (loss) | (1,260) |
Income Tax Expense | |
Net change in unrealized losses | 717 |
Amounts reclassified from accumulated other comprehensive income to interest expense | (233) |
Net current period accumulated other comprehensive income (loss) | 484 |
Accumulated Other Comprehensive Income, net of taxes | |
Net change in unrealized losses | (1,150) |
Amounts reclassified from accumulated other comprehensive income to interest expense | 374 |
Net current period accumulated other comprehensive income (loss) | $ (776) |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets - Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill [Roll Forward] | |
Goodwill beginning balance | $ 145,256 |
Measurement Period Adjustments | 1,241 |
Goodwill ending balance | 146,497 |
Wireline | |
Goodwill [Roll Forward] | |
Goodwill beginning balance | 10 |
Measurement Period Adjustments | 0 |
Goodwill ending balance | 10 |
Cable | |
Goodwill [Roll Forward] | |
Goodwill beginning balance | 104 |
Measurement Period Adjustments | 0 |
Goodwill ending balance | 104 |
Wireless | |
Goodwill [Roll Forward] | |
Goodwill beginning balance | 145,142 |
Measurement Period Adjustments | 1,241 |
Goodwill ending balance | $ 146,383 |
Goodwill and Other Intangible49
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Non-amortizing intangibles: | $ 64,431 | $ 64,431 |
Gross Carrying Amount | 455,601 | 449,384 |
Accumulated Amortization | (83,376) | (59,283) |
Net | 372,225 | 390,101 |
Total intangible assets, gross | 520,032 | 513,815 |
Intangible assets, net | 436,656 | 454,532 |
Affiliate contract expansion | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 287,102 | 284,102 |
Accumulated Amortization | (24,351) | (14,030) |
Net | 262,751 | 270,072 |
Acquired subscribers – wireless | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 123,055 | 120,855 |
Accumulated Amortization | (31,258) | (18,738) |
Net | 91,797 | 102,117 |
Favorable leases - wireless | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 16,950 | 16,950 |
Accumulated Amortization | (1,955) | (1,130) |
Net | 14,995 | 15,820 |
Acquired subscribers – cable | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 25,265 | 25,265 |
Accumulated Amortization | (24,974) | (24,631) |
Net | 291 | 634 |
Other intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,229 | 2,212 |
Accumulated Amortization | (838) | (754) |
Net | 2,391 | 1,458 |
Cable franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Non-amortizing intangibles: | 64,334 | 64,334 |
Railroad crossing rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Non-amortizing intangibles: | $ 97 | $ 97 |
Accrued Liabilities and Other (
Accrued Liabilities and Other (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Sales and property taxes payable | $ 4,735 | $ 6,628 |
Severance accrual, current portion | 2,491 | 4,267 |
Asset retirement obligations, current portion | 1,621 | 5,841 |
Accrued programming costs | 2,942 | 2,939 |
Other current liabilities | 5,763 | 9,410 |
Accrued liabilities and other | $ 17,552 | $ 29,085 |
Accrued and Other Liabilities -
Accrued and Other Liabilities - Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Non-current portion of deferred revenues | $ 10,531 | $ 8,933 |
Straight-line management fee waiver | 20,614 | 11,974 |
Other | 1,354 | 2,836 |
Other liabilities | $ 32,499 | $ 23,743 |
Long-Term Debt and Revolving 52
Long-Term Debt and Revolving Lines of Credit - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 860,750 | $ 847,875 |
Less: unamortized loan fees | 16,721 | 18,610 |
Total debt, net of unamortized loan fees | 844,029 | 829,265 |
Current maturities of long term debt, net of unamortized loan fees | 44,247 | 32,041 |
Long-term debt, less current maturities, net of unamortized loan fees | 799,782 | 797,224 |
Term loan A-1 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 460,750 | 472,875 |
Term loan A-2 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 400,000 | $ 375,000 |
Long-Term Debt and Revolving 53
Long-Term Debt and Revolving Lines of Credit - Narrative (Details) | 6 Months Ended | |
Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | ||
Total indebtedness | $ 860,800,000 | |
Effective interest rate | 4.06% | |
Long-term debt | $ 860,750,000 | $ 847,875,000 |
Leverage ratio two | 3.25 | |
Leverage ratio three | 3 | |
Debt service coverage ratio, actual | 4.35 | |
Debt instrument covenants minimum liquidity amount | $ 25,000,000 | |
Maximum | ||
Debt Instrument [Line Items] | ||
Leverage ratio one | 3.75 | |
Minimum | ||
Debt Instrument [Line Items] | ||
Debt service coverage ratio, actual | 2 | |
Term loan A-1 | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 3.98% | |
Long-term debt | $ 460,750,000 | 472,875,000 |
Periodic payment principal, period two | $ 12,100,000 | |
Term loan A-1 | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 2.75% | |
Term loan A-2 | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.23% | |
Long-term debt | $ 400,000,000 | $ 375,000,000 |
Periodic payment of principal | $ 10,000,000 | |
Term loan A-2 | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 3.00% |
Long-Term Debt and Revolving 54
Long-Term Debt and Revolving Lines of Credit - Schedule of Financial Covenants (Details) | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Debt Disclosure [Abstract] | |
Leverage ratio, actual | 2.91 |
Covenant requirement, total leverage ratio | 3.75 |
Debt service coverage ratio, actual | 4.35 |
Minimum debt service coverage ratio | 2 |
Covenant, liquidity balance, actual | $ 133,400,000 |
Debt instrument covenants minimum liquidity amount | $ 25,000,000 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 6 Months Ended |
Jun. 30, 2017statesegment | |
Segment Reporting [Abstract] | |
Number of reportable segments | segment | 3 |
Non Sprint operations, number of states | state | 4 |
Segment Information - Selected
Segment Information - Selected Financial Data for Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
External revenues [Abstract] | ||||
Service revenues | $ 139,692 | $ 115,860 | $ 279,337 | $ 197,338 |
Other | 13,566 | 14,449 | 27,801 | 25,542 |
Total external revenues | 153,258 | 130,309 | 307,138 | 222,880 |
Internal revenues | 0 | 0 | 0 | 0 |
Total operating revenues | 153,258 | 130,309 | 307,138 | 222,880 |
Operating expenses: | ||||
Costs of goods and services, exclusive of depreciation and amortization shown separately below | 53,381 | 50,296 | 107,142 | 82,057 |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | 43,022 | 33,694 | 83,175 | 55,120 |
Integration and acquisition expenses | 3,678 | 20,054 | 8,167 | 20,386 |
Depreciation and amortization | 44,925 | 32,415 | 89,729 | 50,154 |
Total operating expenses | 145,006 | 136,459 | 288,213 | 207,717 |
Operating income (loss) | 8,252 | (6,150) | 18,925 | 15,163 |
Operating Segments | Wireless | ||||
External revenues [Abstract] | ||||
Service revenues | 107,681 | 86,873 | 215,867 | 139,052 |
Other | 5,218 | 6,280 | 11,261 | 9,484 |
Total external revenues | 112,899 | 93,153 | 227,128 | 148,536 |
Internal revenues | 1,234 | 1,141 | 2,468 | 2,276 |
Total operating revenues | 114,133 | 94,294 | 229,596 | 150,812 |
Operating expenses: | ||||
Costs of goods and services, exclusive of depreciation and amortization shown separately below | 38,469 | 35,236 | 76,788 | 51,815 |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | 29,637 | 23,010 | 58,101 | 34,524 |
Integration and acquisition expenses | 4,124 | 5,276 | 7,916 | 5,276 |
Depreciation and amortization | 35,551 | 23,495 | 71,303 | 31,988 |
Total operating expenses | 107,781 | 87,017 | 214,108 | 123,603 |
Operating income (loss) | 6,352 | 7,277 | 15,488 | 27,209 |
Operating Segments | Cable | ||||
External revenues [Abstract] | ||||
Service revenues | 26,883 | 24,167 | 53,294 | 48,507 |
Other | 2,095 | 1,923 | 4,129 | 3,768 |
Total external revenues | 28,978 | 26,090 | 57,423 | 52,275 |
Internal revenues | 586 | 311 | 1,154 | 572 |
Total operating revenues | 29,564 | 26,401 | 58,577 | 52,847 |
Operating expenses: | ||||
Costs of goods and services, exclusive of depreciation and amortization shown separately below | 14,911 | 14,564 | 30,139 | 29,210 |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | 4,867 | 4,794 | 9,725 | 9,902 |
Integration and acquisition expenses | 0 | 0 | 0 | 0 |
Depreciation and amortization | 6,090 | 5,879 | 11,879 | 11,974 |
Total operating expenses | 25,868 | 25,237 | 51,743 | 51,086 |
Operating income (loss) | 3,696 | 1,164 | 6,834 | 1,761 |
Operating Segments | Wireline | ||||
External revenues [Abstract] | ||||
Service revenues | 5,128 | 4,820 | 10,176 | 9,779 |
Other | 6,253 | 6,246 | 12,411 | 12,290 |
Total external revenues | 11,381 | 11,066 | 22,587 | 22,069 |
Internal revenues | 8,195 | 7,525 | 16,143 | 14,901 |
Total operating revenues | 19,576 | 18,591 | 38,730 | 36,970 |
Operating expenses: | ||||
Costs of goods and services, exclusive of depreciation and amortization shown separately below | 9,330 | 8,808 | 18,603 | 17,450 |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | 1,683 | 1,670 | 3,359 | 3,275 |
Integration and acquisition expenses | 0 | 0 | 0 | 0 |
Depreciation and amortization | 3,155 | 2,933 | 6,286 | 5,967 |
Total operating expenses | 14,168 | 13,411 | 28,248 | 26,692 |
Operating income (loss) | 5,408 | 5,180 | 10,482 | 10,278 |
Operating Segments | Other | ||||
External revenues [Abstract] | ||||
Service revenues | 0 | 0 | 0 | 0 |
Other | 0 | 0 | 0 | 0 |
Total external revenues | 0 | 0 | 0 | 0 |
Internal revenues | 0 | 0 | 0 | |
Total operating revenues | 0 | 0 | 0 | 0 |
Operating expenses: | ||||
Costs of goods and services, exclusive of depreciation and amortization shown separately below | 0 | 0 | 0 | 0 |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | 7,521 | 4,885 | 13,367 | 8,750 |
Integration and acquisition expenses | (446) | 14,778 | 251 | 15,110 |
Depreciation and amortization | 129 | 108 | 261 | 225 |
Total operating expenses | 7,204 | 19,771 | 13,879 | 24,085 |
Operating income (loss) | (7,204) | (19,771) | (13,879) | (24,085) |
Intersegment Eliminations | ||||
External revenues [Abstract] | ||||
Service revenues | 0 | 0 | 0 | 0 |
Other | 0 | 0 | 0 | 0 |
Total external revenues | 0 | 0 | 0 | 0 |
Internal revenues | (10,015) | (8,977) | (19,765) | (17,749) |
Total operating revenues | (10,015) | (8,977) | (19,765) | (17,749) |
Operating expenses: | ||||
Costs of goods and services, exclusive of depreciation and amortization shown separately below | (9,329) | (8,312) | (18,388) | (16,418) |
Selling, general and administrative, exclusive of depreciation and amortization shown separately below | (686) | (665) | (1,377) | (1,331) |
Integration and acquisition expenses | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Total operating expenses | (10,015) | (8,977) | (19,765) | (17,749) |
Operating income (loss) | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Information - Reconcili
Segment Information - Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Reconciliation of income from continuing operations from segments to consolidated [Abstract] | ||||
Total consolidated operating income (loss) | $ 8,252 | $ (6,150) | $ 18,925 | $ 15,163 |
Interest expense | (9,389) | (5,904) | (18,489) | (7,524) |
Non-operating income, net | 1,297 | 167 | 2,672 | 723 |
Income (loss) before income taxes | $ 160 | $ (11,887) | $ 3,108 | $ 8,362 |
Segment Information - Assets by
Segment Information - Assets by Segment (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | $ 1,442,999 | $ 1,484,407 |
Operating Segments | Wireless | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 1,039,531 | 1,101,716 |
Operating Segments | Cable | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 225,954 | 218,471 |
Operating Segments | Wireline | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 123,123 | 115,282 |
Operating Segments | Other | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | $ 54,391 | $ 48,938 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Financial Impact (Details) - ValleyNet - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Statement of Operations and Comprehensive Income | |||||
Facility Lease Revenue | $ 592 | $ 636 | $ 1,158 | $ 1,250 | |
Costs of Goods and Services | 872 | $ 687 | 1,749 | $ 1,304 | |
Consolidated Balance Sheet | |||||
Accounts Receivable related to ValleyNet | 187 | 187 | $ 191 | ||
Accounts Payable related to ValleyNet | $ 299 | $ 299 | $ 448 |