Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 30, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38385 | |
Entity Registrant Name | GCI LIBERTY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 92-0072737 | |
Entity Address, Address Line One | 12300 Liberty Boulevard | |
Entity Address, City or Town | Englewood, | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80112 | |
City Area Code | 720 | |
Local Phone Number | 875-5900 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0000808461 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q1 | |
Amendment Flag | false | |
Series A Common Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Series A Common Stock, par value $0.01 per share | |
Trading Symbol | GLIBA | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 101,324,141 | |
Series A Cumulative Redeemable Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Series A Cumulative Redeemable preferred stock, par value $0.01 per share | |
Trading Symbol | GLIBP | |
Security Exchange Name | NASDAQ | |
Series B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 4,488,674 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 568,762 | $ 569,520 |
Trade and other receivables, net of allowance for doubtful accounts of $7,795 and $7,516, respectively | 106,284 | 114,435 |
Other current assets | 35,599 | 43,868 |
Total current assets | 710,645 | 727,823 |
Investments in equity securities (note 4) | 2,343,209 | 2,605,293 |
Investments in affiliates (note 5) | 166,565 | 167,643 |
Property and equipment, net | 1,067,592 | 1,090,901 |
Intangible assets not subject to amortization | ||
Goodwill | 855,837 | 855,837 |
Intangible assets not subject to amortization | 1,202,337 | 1,202,337 |
Intangible assets subject to amortization, net (note 6) | 379,885 | 391,979 |
Tax sharing receivable | 74,001 | 84,534 |
Other assets, net | 323,559 | 295,693 |
Total assets | 10,993,527 | 11,933,445 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 91,159 | 92,893 |
Deferred revenue | 25,902 | 27,886 |
Current portion of debt, net of deferred financing costs (note 7) | 3,085 | 3,008 |
Indemnification obligation (note 3) | 0 | 202,086 |
Other current liabilities | 84,083 | 69,149 |
Total current liabilities | 204,229 | 395,022 |
Long-term debt, net, including $607,301 and $658,839 measured at fair value, respectively (note 7) | 3,210,630 | 3,263,210 |
Obligations under finance leases and tower obligations, excluding current portion | 96,104 | 97,507 |
Long-term deferred revenue | 54,940 | 57,986 |
Deferred income tax liabilities | 1,303,525 | 1,527,109 |
Preferred stock (note 8) | 178,063 | 178,002 |
Derivative instrument (note 3) | 24,165 | 71,305 |
Indemnification obligation (note 3) | 179,746 | 0 |
Other liabilities | 127,011 | 133,020 |
Total liabilities | 5,378,413 | 5,723,161 |
Stockholders’ equity: | ||
Additional paid-in capital | 3,223,368 | 3,221,885 |
Accumulated other comprehensive earnings (loss), net of taxes | 34,145 | (4,084) |
Retained earnings | 2,347,768 | 2,982,626 |
Total stockholders' equity | 5,606,339 | 6,201,484 |
Non-controlling interests | 8,775 | 8,800 |
Total equity | 5,615,114 | 6,210,284 |
Commitments and contingencies (note 10) | ||
Total liabilities and equity | 10,993,527 | 11,933,445 |
Series A common stock, $0.01 par value. Authorized 500,000,000 shares; issued and outstanding 101,319,919 shares at March 31, 2020 and 101,306,716 shares at December 31, 2019 | ||
Stockholders’ equity: | ||
Common stock, $.01 par value | $ 1,013 | $ 1,013 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Series B common stock, $0.01 par value. Authorized 20,000,000 shares; issued and outstanding 4,488,829 shares at March 31, 2020 and 4,437,593 shares at December 31, 2019 | ||
Stockholders’ equity: | ||
Common stock, $.01 par value | $ 45 | $ 44 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Series C common stock, $0.01 par value. Authorized 1,040,000,000 shares; no issued and outstanding at March 31, 2020 and December 31, 2019 | ||
Stockholders’ equity: | ||
Common stock, $.01 par value | $ 0 | $ 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Cable certificates | ||
Intangible assets not subject to amortization | ||
Indefinite-lived intangibles | $ 305,000 | $ 305,000 |
Other | ||
Intangible assets not subject to amortization | ||
Indefinite-lived intangibles | 41,500 | 41,500 |
Liberty Broadband | ||
Current assets: | ||
Investments in affiliates (note 5) | $ 4,725,734 | $ 5,367,242 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Allowance for doubtful accounts | $ 7,795 | $ 7,516 |
Long-term debt, fair value | $ 607,301 | $ 658,839 |
Series A common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares, issued (in shares) | 101,319,919 | 101,306,716 |
Common stock, shares, outstanding (in shares) | 101,319,919 | 101,306,716 |
Series B common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock, shares, issued (in shares) | 4,488,829 | 4,437,593 |
Common stock, shares, outstanding (in shares) | 4,488,829 | 4,437,593 |
Series C Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,040,000,000 | 1,040,000,000 |
Common stock, shares, issued (in shares) | 0 | 0 |
Common stock, shares, outstanding (in shares) | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 235,799 | $ 217,736 |
Operating costs and expenses: | ||
Operating expense (exclusive of depreciation and amortization shown separately below) | 69,663 | 68,893 |
Selling, general and administrative, including stock-based compensation (note 9) | 92,545 | 116,309 |
Depreciation and amortization expense | 63,008 | 67,678 |
Insurance proceeds | 0 | (2,500) |
Operating costs and expenses | 225,216 | 250,380 |
Operating income (loss) | 10,583 | (32,644) |
Other income (expense): | ||
Interest expense (including amortization of deferred loan fees) | (36,255) | (37,618) |
Share of earnings (losses) of affiliates, net (note 5) | (707) | (3,296) |
Realized and unrealized gains (losses) on financial instruments, net (note 3) | (833,992) | 1,009,600 |
Tax sharing agreement | (10,533) | 9,081 |
Other, net | 2,380 | 2,768 |
Other income (expense) | (879,107) | 980,535 |
Earnings (loss) before income taxes | (868,524) | 947,891 |
Income tax (expense) benefit | 236,622 | (269,405) |
Net earnings (loss) | (631,902) | 678,486 |
Less net earnings (loss) attributable to the non-controlling interests | (25) | (57) |
Net earnings (loss) attributable to GCI Liberty, Inc. shareholders | $ (631,877) | $ 678,543 |
Basic net earnings (loss) attributable to Series A and Series B GCI Liberty, Inc. shareholders per common share (note 3) (in dollars per share) | $ (5.99) | $ 6.47 |
Diluted net earnings (loss) attributable to Series A and Series B GCI Liberty, Inc. shareholders per common share (note 3) (in dollars per share) | $ (5.99) | $ 6.41 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Earnings (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings (loss) | $ (631,902) | $ 678,486 |
Other comprehensive earnings (loss), net of taxes: | ||
Comprehensive earnings (loss) attributable to debt credit risk adjustments | 38,229 | 2,900 |
Comprehensive earnings (loss) | (593,673) | 681,386 |
Less comprehensive earnings (loss) attributable to the non-controlling interests | (25) | (57) |
Comprehensive earnings (loss) attributable to GCI Liberty, Inc. shareholders | $ (593,648) | $ 681,443 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net earnings (loss) | $ (631,902) | $ 678,486 |
Adjustments to reconcile net earnings (loss) to net cash from operating activities: | ||
Depreciation and amortization | 63,008 | 67,678 |
Stock-based compensation expense | 2,475 | 5,631 |
Share of (earnings) losses of affiliates, net | 707 | 3,296 |
Realized and unrealized (gains) losses on financial instruments, net | 833,992 | (1,009,600) |
Deferred income tax expense (benefit) | (236,622) | 269,397 |
Other, net | 19 | 2,489 |
Change in operating assets and liabilities: | ||
Current and other assets | (3,431) | 11,801 |
Payables and other liabilities | 2,417 | (8,113) |
Net cash provided (used) by operating activities | 30,663 | 21,065 |
Cash flows from investing activities: | ||
Capital expended for property and equipment | (35,665) | (40,114) |
Other investing activities, net | 1,088 | 803 |
Net cash provided (used) by investing activities | (34,577) | (39,311) |
Cash flows from financing activities: | ||
Repayment of debt, finance leases and tower obligations | (2,259) | (4,739) |
Repurchases of GCI Liberty common stock | 0 | (43,910) |
Other financing activities, net | (1,065) | (1,929) |
Net cash provided (used) by financing activities | (3,324) | (50,578) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (7,238) | (68,824) |
Cash, cash equivalents and restricted cash at beginning of period | 576,150 | 492,032 |
Cash, cash equivalents and restricted cash at end of period | 568,912 | 423,208 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Total cash and cash equivalents and restricted cash at end of period | $ 568,912 | $ 423,208 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Common stockSeries A common stock | Common stockSeries B common stock | Additional paid-in capital | Accumulated other comprehensive earnings (loss) | Retained earnings | Non-controlling interest in equity of subsidiaries |
Balance at beginning of period at Dec. 31, 2018 | $ 4,306,690 | $ 1,021 | $ 44 | $ 3,251,957 | $ 168 | $ 1,043,933 | $ 9,567 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | 678,486 | 678,543 | (57) | ||||
Other comprehensive earnings (loss), net of taxes | 2,900 | 2,900 | |||||
Stock-based compensation | 6,735 | 6,735 | |||||
Series A GCI Liberty stock repurchases | (43,910) | (10) | (43,900) | ||||
Other | (1,919) | (1,914) | (5) | 0 | |||
Balance at end of period at Mar. 31, 2019 | 4,948,982 | 1,011 | 44 | 3,212,878 | 3,068 | 1,722,471 | 9,510 |
Balance at beginning of period at Dec. 31, 2019 | 6,210,284 | 1,013 | 44 | 3,221,885 | (4,084) | 2,982,626 | 8,800 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | (631,902) | (631,877) | (25) | ||||
Other comprehensive earnings (loss), net of taxes | 38,229 | 38,229 | |||||
Stock-based compensation | 2,549 | 2,549 | |||||
Issuance of common stock upon exercise of stock options | 15 | 15 | |||||
Withholding taxes on net share settlements of stock-based compensation | (1,029) | (1,029) | |||||
Other | (3,032) | 1 | (52) | (2,981) | |||
Balance at end of period at Mar. 31, 2020 | $ 5,615,114 | $ 1,013 | $ 45 | $ 3,223,368 | $ 34,145 | $ 2,347,768 | $ 8,775 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of GCI Liberty, Inc. and its controlled subsidiaries, as well as other equity securities and equity method investments (collectively, “GCI Liberty”, the “Company”, “us”, “we” and “our”). All significant intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements. GCI Liberty is made up of its wholly-owned subsidiary, GCI Holdings, LLC (“GCI Holdings”), a controlling interest in Evite, Inc. (“Evite”) and non-controlling interests in Liberty Broadband Corporation ("Liberty Broadband"), Charter Communications, Inc. ("Charter"), and LendingTree, Inc. ("LendingTree"). These assets (other than GCI Holdings) were contributed by Liberty Interactive Corporation, now known as Qurate Retail, Inc. ("Qurate Retail"), in exchange for, among other things, a controlling interest in GCI Liberty, which was subsequently split-off (the "Holdco Split-Off"). The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for the periods presented have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. Additionally, certain prior period amounts have been reclassified for comparability with current period presentation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. In December 2019, Chinese officials reported a novel coronavirus outbreak (“COVID-19”). COVID-19 has since spread through China and internationally. On March 11, 2020, the World Health Organization assessed COVID-19 as a global pandemic, causing many countries throughout the world to take aggressive actions, including imposing travel restrictions and stay-at-home orders, closing public attractions and restaurants, and mandating social distancing practices, which has caused a significant disruption to most sectors of the economy. COVID-19 has not had a material impact on GCI Liberty’s operating results for the three months ended March 31, 2020, however, management has increased certain estimates, including but not limited to, allowance for doubtful accounts. Other than these changes, we are not presently aware of any events or circumstances arising from the COVID-19 pandemic that would require us to update our estimates or judgments or revise the carrying value of our assets or liabilities. Our estimates may change, however, as new events occur and additional information is obtained, and any such changes will be recognized in the consolidated financial statements. Actual results could differ from estimates, and any such differences may be material to our financial statements. The Company, through its ownership of interests in subsidiaries and other companies, is primarily engaged in providing a full range of wireless, data, video, voice, and managed services to residential customers, businesses, governmental entities, and educational and medical institutions primarily in Alaska. The Company holds investments that are accounted for using the equity method. The Company does not control the decision making process or business management practices of these affiliates. Accordingly, the Company relies on management of these affiliates to provide it with accurate financial information prepared in accordance with GAAP that the Company uses in the application of the equity method. In addition, the Company relies on audit reports that are provided by the affiliates' independent auditors on the financial statements of such affiliates. The Company is not aware, however, of any errors in or possible misstatements of the financial information provided by its equity affiliates that would have a material effect on its condensed consolidated financial statements. GCI Liberty has entered into certain agreements with Qurate Retail and Liberty Media Corporation ("Liberty Media") (or its subsidiary), all of which are separate, publicly traded companies, in order to govern certain relationships between the companies. None of these entities have any stock ownership, beneficial or otherwise, in the other. These agreements include an indemnification agreement, a reorganization agreement, a services agreement, a facilities sharing agreement and a tax sharing agreement. The reorganization agreement provides for, among other things, provisions governing the relationship between GCI Liberty and Qurate Retail (for accounting purposes a related party of GCI Liberty). The tax sharing agreement provides for the allocation and indemnification of tax liabilities and benefits between Qurate Retail and GCI Liberty and other agreements related to tax matters. Pursuant to the tax sharing agreement, GCI Liberty has agreed to indemnify Qurate Retail for taxes and tax-related losses resulting from the Holdco Split-Off to the extent such taxes or tax-related losses (i) result primarily from, individually or in the aggregate, the breach of certain restrictive covenants made by GCI Liberty (applicable to actions or failures to act by GCI Liberty and its subsidiaries following the completion of the Holdco Split-Off), or (ii) result from Section 355(e) of the Internal Revenue Code applying to the Holdco Split-Off as a result of the Holdco Split-Off being part of a plan (or series of related transactions) pursuant to which one or more persons acquire, directly or indirectly, a 50-percent or greater interest (measured by vote or value) in the stock of GCI Liberty (or any successor corporation). Pursuant to the services agreement, Liberty Media provides GCI Liberty with general and administrative services including legal, tax, accounting, treasury and investor relations support. See below for a description of an amendment to the services agreement entered into in December 2019. Under the facilities sharing agreement, GCI Liberty shares office space with Liberty Media and related amenities at its corporate headquarters. GCI Liberty reimburses Liberty Media for direct, out-of-pocket expenses incurred by Liberty Media in providing these services and for costs negotiated semi-annually. Liberty Media is a related party of GCI Liberty for accounting purposes as a result of the services agreement. Under these agreements, amounts reimbursable to Liberty Media were approximately $2.2 million and $2.3 million for the three months ended March 31, 2020 and 2019, respectively. In addition, Qurate Retail and GCI Liberty have agreed to indemnify each other with respect to certain potential losses in respect of the HoldCo Split-Off. See note 3 for information related to the indemnification agreement. In December 2019, the Company entered into an amendment to the services agreement with Liberty Media in connection with Liberty Media’s entry into a new employment arrangement with Gregory B. Maffei, the Company’s President and Chief Executive Officer ("CEO"). Under the amended services agreement, components of his compensation will either be paid directly to him by each of the Company, Liberty TripAdvisor Holdings, Inc., Liberty Broadband, and Qurate Retail (collectively, the “Service Companies”) or reimbursed to Liberty Media, in each case, based on allocations among Liberty Media and the Service Companies set forth in the amended services agreement, currently set at 14% for the Company. |
Earnings Attributable to GCI Li
Earnings Attributable to GCI Liberty Stockholders Per Common Share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Attributable to GCI Liberty Stockholders Per Common Share | Earnings Attributable to GCI Liberty Stockholders Per Common ShareBasic earnings (loss) per common share ("EPS") is computed by dividing net earnings (loss) by the weighted average number of common shares outstanding ("WASO") for the period. Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented. Excluded from diluted EPS for the three months ended March 31, 2020 and 2019 are approximately 394 thousand and 2,351 thousand common shares, respectively, because their inclusion would be antidilutive. Series A and Series B Common Stock Three months ended March 31, 2020 2019 number of shares in thousands Basic WASO 105,490 104,842 Potentially dilutive shares (a) 557 1,022 Diluted WASO (a) 106,047 105,864 |
Assets and Liabilities Measured
Assets and Liabilities Measured at Fair Value | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value | Assets and Liabilities Measured at Fair Value For assets and liabilities required to be reported at fair value, GAAP provides a hierarchy that prioritizes inputs to valuation techniques used to measure fair value into three broad levels. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 inputs, other than quoted market prices included within Level 1, are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. The Company does not have any recurring assets or liabilities measured at fair value that would be considered Level 3. The Company’s assets and liabilities measured at fair value are as follows: March 31, 2020 December 31, 2019 Description Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) amounts in thousands Cash equivalents $ 488,700 488,700 — 533,484 533,484 — Equity securities $ 2,337,924 2,337,924 — 2,600,008 2,600,008 — Investment in Liberty Broadband $ 4,725,734 4,725,734 — 5,367,242 5,367,242 — Derivative instrument liability $ 24,165 — 24,165 71,305 — 71,305 Indemnification obligation $ 179,746 — 179,746 202,086 — 202,086 Exchangeable senior debentures $ 607,301 — 607,301 658,839 — 658,839 On April 29, 2019, the Company terminated its previous variable forward and entered into a new 3-year variable forward with respect to 642,850 LendingTree shares. The variable forward was executed at the LendingTree closing price on April 29, 2019 of $376.35 per share and has a floor price of zero and has a cap price of $254.00 per share. The fair value of the variable forward was derived from a Black-Scholes-Merton model using observable market data as the significant inputs. The indemnification liability is due to Liberty Interactive LLC ("LI LLC") and pertains to the ability of holders of LI LLC's 1.75% exchangeable debentures due 2016 (the "1.75% Exchangeable Debentures") to exercise their exchange right according to the terms of the 1.75% Exchangeable Debentures on or before October 5, 2023. Such amount will equal the difference between the exchange value and par value of the 1.75% Exchangeable Debentures at the time the exchange occurs. The indemnification obligation recorded in the accompanying condensed consolidated balance sheets as of March 31, 2020 represents the fair value of the estimated exchange feature included in the 1.75% Exchangeable Debentures primarily based on observable market data as significant inputs (Level 2). As of March 31, 2020, a holder of the 1.75% Exchangeable Debentures does not have the ability to exchange and, accordingly, such indemnification obligation is included as a long-term liability in the accompanying condensed consolidated balance sheets. Additionally, as of March 31, 2020, 332,241 bonds of the 1.75% Exchangeable Debentures remain outstanding. Realized and Unrealized Gains (Losses) on Financial Instruments, net Realized and unrealized gains (losses) on financial instruments, net are comprised of changes in the fair value of the following: Three months ended March 31, 2020 2019 amounts in thousands Equity securities $ (261,134) 334,320 Investment in Liberty Broadband (641,508) 841,259 Derivative instruments 47,140 (71,144) Indemnification obligation 22,340 (31,795) Exchangeable senior debentures (830) (63,040) $ (833,992) 1,009,600 The Company has elected to account for its exchangeable senior debentures using the fair value option. Changes in the fair value of the exchangeable senior debentures recognized in the condensed consolidated statements of operations are primarily due to market factors primarily driven by changes in the fair value of the underlying shares into which the debt is exchangeable. The Company isolates the portion of the unrealized gain (loss) attributable to the change in the instrument specific credit risk and recognizes such amount in other comprehensive income. The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk were gains of $52.3 million and $4.0 million for the three months ended March 31, 2020 and 2019, respectively, and the cumulative change was a gain of $46.8 million as of March 31, 2020. |
Investments in Equity Securitie
Investments in Equity Securities | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Equity Securities | Investments in Equity Securities Investments in equity securities, the majority of which are carried at fair value, are summarized as follows: March 31, December 31, 2020 2019 amounts in thousands Charter (a) $ 2,337,924 2,599,253 Other investments (b) 5,285 6,040 $ 2,343,209 2,605,293 (a) A portion of the Charter equity securities are considered covered shares and subject to certain contractual restrictions in accordance with the indemnification agreement. See note 3 for additional discussion of the indemnification agreement. (b) The Company has elected the measurement alternative for a portion of these securities where the fair value is not readily determinable. |
Investments in Affiliates Accou
Investments in Affiliates Accounted for Using the Equity Method | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Affiliates Accounted for Using the Equity Method | Investments in Affiliates Accounted for Using the Equity Method The Company has various investments accounted for using the equity method. The following table includes the Company’s carrying amount and percentage ownership of the more significant investments in affiliates at March 31, 2020 and the carrying amount at December 31, 2019: March 31, 2020 December 31, 2019 Percentage ownership Market value Carrying amount Carrying amount dollars in thousands LendingTree (a) 26.4 % $ 631,593 $ 165,446 166,465 Other various NA 1,119 1,178 $ 166,565 167,643 (a) Both the Company's ownership interest in LendingTree and the Company's share of LendingTree's earnings (losses) are reported on a three month lag. The market value disclosed is as of March 31, 2020. The Company’s share of LendingTree’s earnings (losses) was $(0.8) million and $2.1 million for the three months ended March 31, 2020 and 2019, respectively. Investment in Liberty Broadband As of March 31, 2020, the Company has a 23.5% economic ownership interest in Liberty Broadband. Due to overlapping boards of directors and management, the Company has been deemed to have significant influence over Liberty Broadband for accounting purposes, even though the Company does not have any voting rights. The Company has elected to apply the fair value option for its investment in Liberty Broadband (Level 1) as it is believed that investors value this investment based on the trading price of Liberty Broadband. The Company recognizes changes in the fair value of its investment in Liberty Broadband in realized and unrealized gains (losses) on financial instruments, net in the accompanying condensed consolidated statements of operations. Summarized financial information for Liberty Broadband is as follows: March 31, December 31, 2020 2019 amounts in thousands Current assets $ 21,022 52,133 Investment in Charter, accounted for using the equity method 12,194,726 12,194,674 Other assets 9,406 9,535 Total assets 12,225,154 12,256,342 Long-term debt 573,269 572,944 Deferred income tax liabilities 992,704 999,757 Other liabilities 12,210 15,695 Equity 10,646,971 10,667,946 Total liabilities and shareholders' equity $ 12,225,154 12,256,342 Three months ended March 31, 2020 2019 amounts in thousands Revenue $ 4,104 3,458 Operating expenses, net (11,379) (9,659) Operating income (loss) (7,275) (6,201) Share of earnings (losses) of affiliates 61,682 34,849 Gain (loss) on dilution of investment in affiliate (59,325) (41,403) Other income (expense), net (5,698) (6,120) Income tax benefit (expense) 2,774 4,574 Net earnings (loss) $ (7,842) (14,301) |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible Assets Subject to Amortization March 31, 2020 December 31, 2019 Gross Net Gross Net carrying Accumulated carrying carrying Accumulated carrying amount amortization amount amount amortization amount amounts in thousands Customer relationships $ 408,267 (103,679) 304,588 408,267 (95,167) 313,100 Other amortizable intangibles 141,404 (66,107) 75,297 139,721 (60,842) 78,879 Total $ 549,671 (169,786) 379,885 547,988 (156,009) 391,979 Amortization expense for intangible assets with finite useful lives was $14.0 million and $16.3 million for the three months ended March 31, 2020 and 2019, respectively. Amortization expense for amortizable intangible assets for each of the five succeeding fiscal years is estimated to be (amounts in thousands): Remainder of 2020 $ 40,072 2021 $ 44,198 2022 $ 38,279 2023 $ 34,334 2024 $ 30,595 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt is summarized as follows: Outstanding principal Carrying value March 31, March 31, December 31, 2020 2020 2019 amounts in thousands Margin Loan Facility $ 1,300,000 1,300,000 1,300,000 Exchangeable senior debentures 477,250 607,301 658,839 Senior notes 775,000 795,279 796,138 Senior credit facility 512,051 512,051 512,666 Wells Fargo note payable 6,930 6,930 7,066 Deferred financing costs — (7,846) (8,491) Total debt $ 3,071,231 3,213,715 3,266,218 Debt classified as current, net of deferred financing costs (3,085) (3,008) Total long-term debt $ 3,210,630 3,263,210 Margin Loan Broadband Holdco, LLC ("Broadband Holdco") entered into Amendment No. 2 to the Margin Loan Agreement ("Amendment No. 2" and, together with the original margin loan agreement and first amendment thereto, the “Margin Loan Agreement”) on November 25, 2019. Pursuant to Amendment No. 2, lenders have agreed to, among other things, extend the maturity date of the original term loan in an aggregate principal amount of $1.0 billion (the “Margin Loan”) to December 29, 2021 and provide commitments for a new delayed draw term loan facility in an aggregate principal amount of $300.0 million ("Delayed Draw Term Loan Facility"). This facility also provides a revolving credit facility in an aggregate principal amount of up to $200.0 million (the “Revolving Credit Facility”) and the original loan credit facility under the Margin Loan (the “Term Loan Facility”, and, together with the Revolving Credit Facility and the Delayed Draw Term Loan Facility, the "Margin Loan Facility" and the loans thereunder, the "Loans").The Loans will mature on December 29, 2021 (the “maturity date”) and accrue interest at a rate equal to the 3-month LIBOR rate plus a per annum spread of 1.85%, subject to certain conditions and exceptions. Undrawn revolving commitments shall be available to Broadband Holdco from November 25, 2019 to but excluding the earlier of (i) the date that is one month prior to the maturity date and (ii) the date of the termination of such revolving commitments pursuant to the terms of the Margin Loan Agreement. The obligations under the Margin Loan Facility are secured by first priority liens on the shares of Liberty Broadband owned by Broadband Holdco and certain other cash collateral provided by Broadband Holdco. 42,681,842 shares of Liberty Broadband Series C common stock with a value of $4.7 billion were pledged by Broadband Holdco as collateral for the Loans as of March 31, 2020. On December 27, 2019, Broadband Holdco borrowed $100.0 million under the Revolving Credit Facility and $300.0 million under the Delayed Draw Term Loan Facility. As of March 31, 2020, $1,300.0 million in borrowings were outstanding under the Margin Loan Facility. Exchangeable Senior Debentures On June 18, 2018, GCI Liberty issued 1.75% exchangeable senior debentures due 2046 ("Exchangeable Senior Debentures"). Upon an exchange of debentures, GCI Liberty, at its option, may deliver Charter Class A common stock, cash or a combination of Charter Class A common stock and cash. Initially, 2.6989 shares of Charter Class A common stock are attributable to each $1,000 principal amount of debentures, representing an initial exchange price of approximately $370.52 for each share of Charter Class A common stock. A total of 1,288,051 shares of Charter Class A common stock are attributable to the debentures. Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year. The debentures may be redeemed by GCI Liberty, in whole or in part, on or after October 5, 2023. Holders of debentures also have the right to require GCI Liberty to purchase their debentures on October 5, 2023. The redemption and purchase price will generally equal 100% of the adjusted principal amount of the debentures plus accrued and unpaid interest. The Company has elected to account for the debentures using the fair value option. See note 3 for information related to unrealized gains (losses) on debt measured at fair value. Senior Notes On June 6, 2019, GCI, LLC, a wholly owned subsidiary of the Company, issued $325.0 million of 6.625% Senior Notes due 2024 at par ("2024 Notes"). The 2024 Notes are unsecured and the net proceeds were used to fund the redemption of $325.0 million aggregate outstanding principal amount of GCI, LLC's 6.75% Senior Notes due 2021. Interest on the 2024 Notes and GCI, LLC's 6.875% Senior Notes due 2025 (collectively, the “Senior Notes”), is payable semi-annually in arrears. The Senior Notes are redeemable at the Company's option, in whole or in part, at a redemption price defined in the respective indentures, and accrued and unpaid interest (if any) to the date of redemption. The Senior Notes are stated net of an aggregate unamortized premium of $20.3 million at March 31, 2020. Such premium is being amortized to interest expense in the accompanying condensed consolidated statements of operations. Senior Credit Facility On December 27, 2018, GCI, LLC amended and restated the Fifth Amended and Restated Credit Agreement dated as of March 9, 2018 and refinanced the revolving credit facility and term loan A with a new revolving credit facility, leaving the existing Term Loan B in place (the "Senior Credit Facility"). The Senior Credit Facility provides a $240.7 million term loan B ("Term Loan B") and a $550.0 million revolving credit facility. GCI, LLC's Senior Credit Facility Total Leverage Ratio (as defined in the Senior Credit Facility) may not exceed 6.50 to one and the Secured Leverage Ratio (as defined in the Senior Credit Facility) may not exceed 4.00 to one. The revolving credit facility borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50% and 2.75% depending on the total leverage ratio. The full principal revolving credit facility included in the Senior Credit Facility will mature on December 27, 2023 or August 6, 2021 if the Term Loan B is not refinanced or repaid in full prior to such date. The interest rate for the Term Loan B is LIBOR plus 2.25%. The Term Loan B requires principal payments of 0.25% of the original principal amount on the last day of each calendar quarter with the full amount maturing on February 2, 2022. The terms of the Senior Credit Facility include customary representations and warranties, customary affirmative and negative covenants and customary events of default. At any time after the occurrence of an event of default under the Senior Credit Facility, the lenders may, among other options, declare any amounts outstanding under the Senior Credit Facility immediately due and payable and terminate any commitment to make further loans under the Senior Credit Facility. The obligations under the Senior Credit Facility are secured by a security interest on substantially all of the assets of GCI Holdings and the subsidiary guarantors, as defined in the Senior Credit Facility, and on the stock of GCI Holdings. As of March 31, 2020, there is $237.1 million outstanding under the Term Loan B, $275.0 million outstanding under the revolving portion of the Senior Credit Facility and $8.1 million in letters of credit under the Senior Credit Facility, which leaves $266.9 million available for borrowing. Wells Fargo Note Payable GCI Holdings issued a note to Wells Fargo that matures on July 15, 2029 and is payable in monthly installments of principal and interest (the "Wells Fargo Note Payable"). The interest rate is variable at one month LIBOR plus 2.25%. The note is subject to similar affirmative and negative covenants as the Senior Credit Facility. The obligations under the note are secured by a security interest and lien on the building purchased with the note. Debt Covenants GCI, LLC is subject to covenants and restrictions under its Senior Notes and Senior Credit Facility. The Company and GCI, LLC are in compliance with all debt maintenance covenants as of March 31, 2020. Fair Value of Debt The fair value of the Senior Notes was $758.7 million at March 31, 2020. Due to the variable rate nature of the Margin Loan, Senior Credit Facility and Wells Fargo Note Payable, the Company believes that the carrying amount approximates fair value at March 31, 2020. |
Preferred Stock
Preferred Stock | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Preferred Stock | Preferred Stock GCI Liberty Series A Cumulative Redeemable Preferred Stock (the "Preferred Stock") was issued as a result of the auto conversion that occurred on March 8, 2018. The Company is required to redeem all outstanding shares of Preferred Stock out of funds legally available, at the liquidation price plus all unpaid dividends (whether or not declared) accrued from the most recent dividend payment date through the redemption date, on the first business day following the twenty-first anniversary of the March 8, 2018 auto conversion. There were 7,500,000 shares of Preferred Stock authorized and 7,200,919 shares issued and outstanding at March 31, 2020. An additional 42,500,000 shares of preferred stock of the Company are authorized and are undesignated as to series. The Preferred Stock is accounted for as a liability in the accompanying condensed consolidated balance sheets because it is mandatorily redeemable. As a result, all dividends paid on the Preferred Stock are recorded as interest expense in the accompanying condensed consolidated statements of operations. The liquidation price is measured per share and shall mean the sum of (i) $25, plus (ii) an amount equal to all unpaid dividends (whether or not declared) accrued with respect to such share have been added to and then remain part of the liquidation price as of such date. The holders of shares of Preferred Stock are entitled to receive, when and as declared by the GCI Liberty Board of Directors, out of legally available funds, preferential dividends that accrue and cumulate as provided in the restated GCI Liberty certificate of incorporation. Dividends on each share of Preferred Stock accrued on a daily basis at an initial rate of 5.00% per annum of the liquidation price, and increased to 7.00% per annum of the liquidation price effective July 16, 2018. Accrued dividends are payable quarterly on each dividend payment date, which is January 15, April 15, July 15, and October 15 of each year, commencing on the first such date following the auto conversion, which occurred immediately after the market closed on March 8, 2018. If GCI Liberty fails to pay cash dividends on the Preferred Stock in full for any four consecutive or non-consecutive dividend periods then the dividend rate shall increase by 2.00% per annum of the liquidation price until cured. On March 17, 2020, the Company announced that it declared a quarterly cash dividend of approximately $0.44 per share of Preferred Stock which was paid on April 15, 2020 to shareholders of record of the Preferred Stock at the close of business on March 31, 2020. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation GCI Liberty has granted to certain directors, employees and employees of its subsidiaries, restricted shares (“RSAs”), restricted stock units (“RSUs”) and options to purchase shares of GCI Liberty’s common stock (collectively, "Awards"). The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options, RSAs and RSUs) based on the grant-date fair value (“GDFV”) of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award). The Company measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and remeasures the fair value of the Award at each reporting date. Included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations are $2.5 million and $5.6 million of stock-based compensation during the three months ended March 31, 2020 and 2019, respectively. During the three months ended March 31, 2020, and in connection with our CEO's new employment agreement, GCI Liberty granted to our CEO 359 thousand options to purchase shares of GCI Liberty Series A common stock as part of our CEO's upfront term award detailed in his employment agreement. Such options had a GDFV of $16.60 per share and vest on December 31, 2023. Also during the three months ended March 31, 2020, GCI Liberty granted to our CEO 148 thousand options to purchase shares of GCI Liberty Series A common stock in conjunction with our CEO's annual awards as detailed in his employment agreement. Such options had a GDFV of $13.21 per share and vest on December 31, 2020. The Company has calculated the GDFV for all of its equity classified Awards and any subsequent remeasurement of its liability classified Awards using the Black-Scholes-Merton Model. The Company estimates the expected term of the Awards based on historical exercise and forfeiture data. The volatility used in the calculation for Awards is based on the historical volatility of GCI Liberty's stock and the implied volatility of publicly traded GCI Liberty options. The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options. GCI Liberty-Outstanding Awards The following tables present the number and weighted average exercise price ("WAEP") of Awards to purchase GCI Liberty common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the Awards. Series A Weighted Aggregate average intrinsic Awards remaining value (000's) WAEP life (millions) Outstanding at January 1, 2020 604 $ 48.67 Granted 507 $ 67.15 Exercised — $ — Forfeited/Cancelled — $ — Outstanding at March 31, 2020 1,111 $ 57.11 5.4 years $ 6 Exercisable at March 31, 2020 418 $ 46.46 3.9 years $ 4 Series B Weighted Aggregate average intrinsic Awards remaining value (000's) WAEP life (millions) Outstanding at January 1, 2020 1,245 $ 56.14 Granted — $ — Exercised — $ — Forfeited/Cancelled — $ — Outstanding at March 31, 2020 1,245 $ 56.14 2.8 years $ 5 Exercisable at March 31, 2020 1,245 $ 56.14 2.8 years $ 5 There were zero options to purchase shares of GCI Liberty Series B common stock granted during the three months ended March 31, 2020. As of March 31, 2020, the total unrecognized compensation cost related to unvested options and RSA/RSUs was approximately $9.1 million and $21.5 million, respectively. Such amounts will be recognized in the Company's consolidated statements of operations over a weighted average period of approximately 2.2 years and 2.2 years, respectively. As of March 31, 2020, GCI Liberty had 481 thousand RSUs outstanding. As of March 31, 2020, GCI Liberty reserved for issuance upon exercise of outstanding stock options approximately 1.1 million shares of GCI Liberty Series A common stock and 1.2 million shares of GCI Liberty Series B common stock. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation, Disputes and Regulatory Matters The Company is involved in various lawsuits, billing disputes, legal proceedings, and regulatory matters that have arisen from time to time in the normal course of business. Management believes there are no proceedings from asserted and unasserted claims which if determined adversely would have a material adverse effect on the Company's financial position, results of operations or liquidity, other than those described in the Company’s commitments and contingencies discussion in note 16 to the accompanying consolidated financial statements to the Annual Report on our Form 10-K for the year ended December 31, 2019. |
Information About the Company's
Information About the Company's Operating Segments | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Information About the Company's Operating Segments | Information About the Company's Operating Segments The Company, through its interests in subsidiaries and other companies, is primarily engaged in the broadband communications services industry. The Company identifies its reportable segments as (A) those consolidated companies that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA (as defined below) or total assets and (B) those equity method affiliates whose share of earnings represent 10% or more of the Company’s annual pre-tax earnings. The Company evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as revenue, Adjusted OIBDA (as defined below), and subscriber metrics. For the three months ended March 31, 2020, the Company has identified the following subsidiary as a reportable segment: • GCI Holdings-provides a full range of wireless, data, video, voice, and managed services to residential, businesses, governmental entities, and educational and medical institutions primarily in Alaska. For presentation purposes the Company is providing financial information for Liberty Broadband. While the Company’s equity method investment in Liberty Broadband does not meet the reportable segment threshold defined above, the Company believes that the inclusion of such information is relevant to users of these financial statements. • Liberty Broadband-an equity method affiliate of the Company, accounted for at fair value, has a non-controlling interest in Charter, and a wholly-owned subsidiary, Skyhook Wireless, Inc. ("Skyhook"). Charter is the second largest cable operator in the United States and a leading broadband communications services company providing video, Internet and voice services. Skyhook provides a Wi-Fi based location platform focused on providing positioning technology and contextual location intelligence solutions. The Company’s operating segments are strategic business units that offer different products and services. They are managed separately because each segment requires different technologies, distribution channels and marketing strategies. The accounting policies of the consolidated subsidiaries included in the segments are the same as those described in the Company’s Summary of Significant Accounting Policies in note 2 to the accompanying consolidated financial statements to our Annual Report on Form 10-K for the year ended December 31, 2019. Performance Measures Revenue by segment from contracts with customers, classified by customer type and significant service offerings follows: Three months ended March 31, 2020 2019 amounts in thousands GCI Holdings Consumer Revenue Wireless $ 28,358 27,492 Data 44,294 41,178 Video 20,758 21,016 Voice 3,800 4,461 Business Revenue Wireless 19,238 18,384 Data 83,394 68,110 Video 4,022 3,825 Voice 6,416 6,204 Lease, grant, and revenue from subsidies 21,281 22,541 Total GCI Holdings 231,561 213,211 Corporate and other 4,238 4,525 Total $ 235,799 217,736 Liberty Broadband revenue totaled $4.1 million and $3.5 million for the three months ended March 31, 2020 and 2019, respectively. The Company had gross receivables of $272.7 million and deferred revenue of $39.1 million at March 31, 2020 from contracts with customers, which amounts exclude receivables and deferred revenue arising from leases, grants, and subsidies. Our customers generally pay for services in advance of the performance obligation and therefore these prepayments are recorded as deferred revenue. The deferred revenue is recognized as revenue in the accompanying condensed consolidated statements of operations as the services are provided. Changes in the contract liability balance for the Company during the three months ended March 31, 2020 were not materially impacted by other factors. The Company expects to recognize revenue in the future related to performance obligations that are unsatisfied (or partially unsatisfied) of approximately $191.5 million in the remainder of 2020, $179.1 million in 2021, $120.1 million in 2022, $39.8 million in 2023 and $62.4 million in 2024 and thereafter. The Company applies certain practical expedients as permitted under ASC 606 and does not disclose information about remaining performance obligations that have original expected durations of one year or less, information about revenue remaining from usage based performance obligations that are recognized over time as-invoiced, or variable consideration allocated to wholly unsatisfied performance obligations. For segment reporting purposes, the Company defines Adjusted OIBDA as revenue less cost of sales, operating expenses, and selling, general and administrative expenses (excluding stock-based compensation). The Company believes this measure is an important indicator of the operational strength and performance of its businesses by identifying those items that are not directly a reflection of each business' performance or indicative of ongoing business trends. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance. This measure of performance excludes depreciation and amortization, stock-based compensation, separately reported litigation settlements, insurance proceeds and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net income, cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP. Adjusted OIBDA is summarized as follows: Three months ended March 31, 2020 2019 amounts in thousands GCI Holdings $ 86,395 44,471 Liberty Broadband (4,981) (3,117) Corporate and other (10,329) (6,306) 71,085 35,048 Eliminate Liberty Broadband 4,981 3,117 $ 76,066 38,165 Other Information March 31, 2020 Total Investments Capital assets in affiliates expenditures amounts in thousands GCI Holdings $ 3,162,093 542 35,257 Liberty Broadband 12,225,154 12,194,726 15 Corporate and other 7,831,434 166,023 408 Eliminate Liberty Broadband (12,225,154) (12,194,726) (15) Consolidated $ 10,993,527 166,565 35,665 The following table provides a reconciliation of Adjusted OIBDA to Operating income (loss) and Earnings (loss) before income taxes: Three months ended March 31, 2020 2019 amounts in thousands Adjusted OIBDA $ 76,066 38,165 Stock-based compensation (2,475) (5,631) Depreciation and amortization (63,008) (67,678) Insurance proceeds — 2,500 Operating income (loss) 10,583 (32,644) Interest expense (36,255) (37,618) Share of earnings (loss) of affiliates, net (707) (3,296) Realized and unrealized gains (losses) on financial instruments, net (833,992) 1,009,600 Tax Sharing Agreement (10,533) 9,081 Other, net 2,380 2,768 Earnings (loss) before income taxes $ (868,524) 947,891 |
Earnings Attributable to GCI _2
Earnings Attributable to GCI Liberty Stockholders Per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | Series A and Series B Common Stock Three months ended March 31, 2020 2019 number of shares in thousands Basic WASO 105,490 104,842 Potentially dilutive shares (a) 557 1,022 Diluted WASO (a) 106,047 105,864 |
Assets and Liabilities Measur_2
Assets and Liabilities Measured at Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value | The Company’s assets and liabilities measured at fair value are as follows: March 31, 2020 December 31, 2019 Description Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) amounts in thousands Cash equivalents $ 488,700 488,700 — 533,484 533,484 — Equity securities $ 2,337,924 2,337,924 — 2,600,008 2,600,008 — Investment in Liberty Broadband $ 4,725,734 4,725,734 — 5,367,242 5,367,242 — Derivative instrument liability $ 24,165 — 24,165 71,305 — 71,305 Indemnification obligation $ 179,746 — 179,746 202,086 — 202,086 Exchangeable senior debentures $ 607,301 — 607,301 658,839 — 658,839 |
Schedule of Realized and Unrealized Gains (Losses) on Financial Instruments | Realized and unrealized gains (losses) on financial instruments, net are comprised of changes in the fair value of the following: Three months ended March 31, 2020 2019 amounts in thousands Equity securities $ (261,134) 334,320 Investment in Liberty Broadband (641,508) 841,259 Derivative instruments 47,140 (71,144) Indemnification obligation 22,340 (31,795) Exchangeable senior debentures (830) (63,040) $ (833,992) 1,009,600 |
Investments in Equity Securit_2
Investments in Equity Securities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Equity Securities | Investments in equity securities, the majority of which are carried at fair value, are summarized as follows: March 31, December 31, 2020 2019 amounts in thousands Charter (a) $ 2,337,924 2,599,253 Other investments (b) 5,285 6,040 $ 2,343,209 2,605,293 (a) A portion of the Charter equity securities are considered covered shares and subject to certain contractual restrictions in accordance with the indemnification agreement. See note 3 for additional discussion of the indemnification agreement. (b) The Company has elected the measurement alternative for a portion of these securities where the fair value is not readily determinable. |
Investments in Affiliates Acc_2
Investments in Affiliates Accounted for Using the Equity Method (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments and Summarized Financial Information | The following table includes the Company’s carrying amount and percentage ownership of the more significant investments in affiliates at March 31, 2020 and the carrying amount at December 31, 2019: March 31, 2020 December 31, 2019 Percentage ownership Market value Carrying amount Carrying amount dollars in thousands LendingTree (a) 26.4 % $ 631,593 $ 165,446 166,465 Other various NA 1,119 1,178 $ 166,565 167,643 (a) Both the Company's ownership interest in LendingTree and the Company's share of LendingTree's earnings (losses) are reported on a three month lag. The market value disclosed is as of March 31, 2020. March 31, December 31, 2020 2019 amounts in thousands Current assets $ 21,022 52,133 Investment in Charter, accounted for using the equity method 12,194,726 12,194,674 Other assets 9,406 9,535 Total assets 12,225,154 12,256,342 Long-term debt 573,269 572,944 Deferred income tax liabilities 992,704 999,757 Other liabilities 12,210 15,695 Equity 10,646,971 10,667,946 Total liabilities and shareholders' equity $ 12,225,154 12,256,342 Three months ended March 31, 2020 2019 amounts in thousands Revenue $ 4,104 3,458 Operating expenses, net (11,379) (9,659) Operating income (loss) (7,275) (6,201) Share of earnings (losses) of affiliates 61,682 34,849 Gain (loss) on dilution of investment in affiliate (59,325) (41,403) Other income (expense), net (5,698) (6,120) Income tax benefit (expense) 2,774 4,574 Net earnings (loss) $ (7,842) (14,301) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets Subject to Amortization | Intangible Assets Subject to Amortization March 31, 2020 December 31, 2019 Gross Net Gross Net carrying Accumulated carrying carrying Accumulated carrying amount amortization amount amount amortization amount amounts in thousands Customer relationships $ 408,267 (103,679) 304,588 408,267 (95,167) 313,100 Other amortizable intangibles 141,404 (66,107) 75,297 139,721 (60,842) 78,879 Total $ 549,671 (169,786) 379,885 547,988 (156,009) 391,979 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Amortization expense for amortizable intangible assets for each of the five succeeding fiscal years is estimated to be (amounts in thousands): Remainder of 2020 $ 40,072 2021 $ 44,198 2022 $ 38,279 2023 $ 34,334 2024 $ 30,595 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Debt | Debt is summarized as follows: Outstanding principal Carrying value March 31, March 31, December 31, 2020 2020 2019 amounts in thousands Margin Loan Facility $ 1,300,000 1,300,000 1,300,000 Exchangeable senior debentures 477,250 607,301 658,839 Senior notes 775,000 795,279 796,138 Senior credit facility 512,051 512,051 512,666 Wells Fargo note payable 6,930 6,930 7,066 Deferred financing costs — (7,846) (8,491) Total debt $ 3,071,231 3,213,715 3,266,218 Debt classified as current, net of deferred financing costs (3,085) (3,008) Total long-term debt $ 3,210,630 3,263,210 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Number and Weighted Average Exercise Price of Awards | The following tables present the number and weighted average exercise price ("WAEP") of Awards to purchase GCI Liberty common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the Awards. Series A Weighted Aggregate average intrinsic Awards remaining value (000's) WAEP life (millions) Outstanding at January 1, 2020 604 $ 48.67 Granted 507 $ 67.15 Exercised — $ — Forfeited/Cancelled — $ — Outstanding at March 31, 2020 1,111 $ 57.11 5.4 years $ 6 Exercisable at March 31, 2020 418 $ 46.46 3.9 years $ 4 Series B Weighted Aggregate average intrinsic Awards remaining value (000's) WAEP life (millions) Outstanding at January 1, 2020 1,245 $ 56.14 Granted — $ — Exercised — $ — Forfeited/Cancelled — $ — Outstanding at March 31, 2020 1,245 $ 56.14 2.8 years $ 5 Exercisable at March 31, 2020 1,245 $ 56.14 2.8 years $ 5 |
Information About the Company_2
Information About the Company's Operating Segments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Revenue by Segment from Contracts with Customers | Revenue by segment from contracts with customers, classified by customer type and significant service offerings follows: Three months ended March 31, 2020 2019 amounts in thousands GCI Holdings Consumer Revenue Wireless $ 28,358 27,492 Data 44,294 41,178 Video 20,758 21,016 Voice 3,800 4,461 Business Revenue Wireless 19,238 18,384 Data 83,394 68,110 Video 4,022 3,825 Voice 6,416 6,204 Lease, grant, and revenue from subsidies 21,281 22,541 Total GCI Holdings 231,561 213,211 Corporate and other 4,238 4,525 Total $ 235,799 217,736 |
Components of Adjusted OIBDA | Adjusted OIBDA is summarized as follows: Three months ended March 31, 2020 2019 amounts in thousands GCI Holdings $ 86,395 44,471 Liberty Broadband (4,981) (3,117) Corporate and other (10,329) (6,306) 71,085 35,048 Eliminate Liberty Broadband 4,981 3,117 $ 76,066 38,165 |
Reconciliation of Assets from Segment to Consolidated | March 31, 2020 Total Investments Capital assets in affiliates expenditures amounts in thousands GCI Holdings $ 3,162,093 542 35,257 Liberty Broadband 12,225,154 12,194,726 15 Corporate and other 7,831,434 166,023 408 Eliminate Liberty Broadband (12,225,154) (12,194,726) (15) Consolidated $ 10,993,527 166,565 35,665 |
Reconciliation of Adjusted OIBDA to Operating Income and Earnings (Loss) from Continuing Operations | The following table provides a reconciliation of Adjusted OIBDA to Operating income (loss) and Earnings (loss) before income taxes: Three months ended March 31, 2020 2019 amounts in thousands Adjusted OIBDA $ 76,066 38,165 Stock-based compensation (2,475) (5,631) Depreciation and amortization (63,008) (67,678) Insurance proceeds — 2,500 Operating income (loss) 10,583 (32,644) Interest expense (36,255) (37,618) Share of earnings (loss) of affiliates, net (707) (3,296) Realized and unrealized gains (losses) on financial instruments, net (833,992) 1,009,600 Tax Sharing Agreement (10,533) 9,081 Other, net 2,380 2,768 Earnings (loss) before income taxes $ (868,524) 947,891 |
Basis of Presentation (Details)
Basis of Presentation (Details) - Affiliated Entity - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Compensation | CEO | |||
Class of Stock [Line Items] | |||
Expenses from transactions with related party, allocation percent | 14.00% | 14.00% | |
Liberty Media | |||
Class of Stock [Line Items] | |||
Reimbursable expenses | $ 2.2 | $ 2.3 |
Earnings Attributable to GCI _3
Earnings Attributable to GCI Liberty Stockholders Per Common Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Basic WASO (in shares) | 105,490 | 104,842 |
Potentially dilutive shares (in shares) | 557 | 1,022 |
Diluted WASO (in shares) | 106,047 | 105,864 |
Antidilutive shares excluded from diluted WASO (in shares) | 394 | 2,351 |
Assets and Liabilities Measur_3
Assets and Liabilities Measured at Fair Value - (Schedule of Assets and Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 488,700 | $ 533,484 |
Equity securities | 2,337,924 | 2,600,008 |
Investment in Liberty Broadband | 4,725,734 | 5,367,242 |
Derivative instrument liability | 24,165 | 71,305 |
Indemnification obligation | 179,746 | 202,086 |
Exchangeable senior debentures | 607,301 | 658,839 |
Exchangeable senior debentures | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Exchangeable senior debentures | 607,301 | 658,839 |
Quoted prices in active markets for identical assets (Level 1) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 488,700 | 533,484 |
Equity securities | 2,337,924 | 2,600,008 |
Investment in Liberty Broadband | 4,725,734 | 5,367,242 |
Derivative instrument liability | 0 | 0 |
Indemnification obligation | 0 | 0 |
Quoted prices in active markets for identical assets (Level 1) | Exchangeable senior debentures | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Exchangeable senior debentures | 0 | 0 |
Significant other observable inputs (Level 2) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Equity securities | 0 | 0 |
Investment in Liberty Broadband | 0 | 0 |
Derivative instrument liability | 24,165 | 71,305 |
Indemnification obligation | 179,746 | 202,086 |
Significant other observable inputs (Level 2) | Exchangeable senior debentures | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Exchangeable senior debentures | $ 607,301 | $ 658,839 |
Assets and Liabilities Measur_4
Assets and Liabilities Measured at Fair Value - (Narrative) (Details) | Apr. 29, 2019$ / shares$ / unitshares | Mar. 31, 2020USD ($)shares | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Equity | $ 5,615,114,000 | $ 4,948,982,000 | $ 6,210,284,000 | $ 4,306,690,000 | |
Exchangeable Senior Debentures | 1.75% Exchangeable Debentures | Indemnification obligation | LI LLC | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Interest rate | 1.75% | ||||
Exchangeable instrument, shares outstanding (in shares) | shares | 332,241 | ||||
Senior Debt Obligations [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Change in fair value | $ 52,300,000 | $ 4,000,000 | |||
Senior Debt Obligations [Member] | Accumulated Gain (Loss), Financial Liability, Fair Value Option, Including Portion Attributable to Noncontrolling Interest | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Fair Value Option, Cumulative Unrealized Gain (Loss) Arising During Period, before Tax | $ 46,800,000 | ||||
LendingTree | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Variable forward contract (in shares) | shares | 642,850 | ||||
LendingTree | Derivative instrument liability | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Variable forward contract, term | 3 years | ||||
Variable forward contract, closing price (in dollars per share) | $ / shares | $ 376.35 | ||||
Variable forward contract, floor price (in dollars per share) | $ / unit | 0 | ||||
Variable forward contract, cap price (in dollars per share) | $ / unit | 254 |
Assets and Liabilities Measur_5
Assets and Liabilities Measured at Fair Value - (Schedule of Realized and Unrealized Gains (Losses)) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||
Equity securities | $ (261,134) | $ 334,320 |
Investment in Liberty Broadband | (641,508) | 841,259 |
Derivative instruments | 47,140 | (71,144) |
Indemnification obligation | 22,340 | (31,795) |
Exchangeable senior debentures | (830) | (63,040) |
Realized and unrealized gains (losses) on financial instruments, net | $ (833,992) | $ 1,009,600 |
Investments in Equity Securit_3
Investments in Equity Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt and Equity Securities, FV-NI [Line Items] | ||
Investments in equity securities | $ 2,343,209 | $ 2,605,293 |
Other investments | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Investments in equity securities | 5,285 | 6,040 |
Charter | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Investments in equity securities | $ 2,337,924 | $ 2,599,253 |
Investments in Affiliates Acc_3
Investments in Affiliates Accounted for Using the Equity Method - (Investment in Lending Tree) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||
Carrying amount | $ 166,565 | $ 167,643 | |
Share of earnings (losses) | $ (707) | $ (3,296) | |
LendingTree | |||
Schedule of Equity Method Investments [Line Items] | |||
Percentage ownership | 26.40% | ||
Market value | $ 631,593 | ||
Carrying amount | 165,446 | 166,465 | |
Share of earnings (losses) | (800) | $ 2,100 | |
Other | |||
Schedule of Equity Method Investments [Line Items] | |||
Carrying amount | $ 1,119 | $ 1,178 |
Investments in Affiliates Acc_4
Investments in Affiliates Accounted for Using the Equity Method - (Investment in Liberty Broadband) (Details) | Mar. 31, 2020 |
Liberty Broadband | |
Schedule of Equity Method Investments [Line Items] | |
Percentage ownership | 23.50% |
Investments in Affiliates Acc_5
Investments in Affiliates Accounted for Using the Equity Method - (Summary of Financial Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||
Investments in affiliates | $ 166,565 | $ 167,643 | |
Liberty Broadband | |||
Schedule of Equity Method Investments [Line Items] | |||
Current assets | 21,022 | 52,133 | |
Other assets | 9,406 | 9,535 | |
Total assets | 12,225,154 | 12,256,342 | |
Long-term debt | 573,269 | 572,944 | |
Deferred income tax liabilities | 992,704 | 999,757 | |
Other liabilities | 12,210 | 15,695 | |
Equity | 10,646,971 | 10,667,946 | |
Total liabilities and shareholders' equity | 12,225,154 | 12,256,342 | |
Revenue | 4,104 | $ 3,458 | |
Operating expenses, net | (11,379) | (9,659) | |
Operating income (loss) | (7,275) | (6,201) | |
Share of earnings (losses) of affiliates | 61,682 | 34,849 | |
Gain (loss) on dilution of investment in affiliate | (59,325) | (41,403) | |
Other income (expense), net | (5,698) | (6,120) | |
Income tax benefit (expense) | 2,774 | 4,574 | |
Net earnings (loss) | (7,842) | $ (14,301) | |
Liberty Broadband | Charter | |||
Schedule of Equity Method Investments [Line Items] | |||
Investments in affiliates | $ 12,194,726 | $ 12,194,674 |
Intangible Assets - (Intangible
Intangible Assets - (Intangibles Subject to Amortization) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 549,671 | $ 547,988 |
Accumulated amortization | (169,786) | (156,009) |
Net carrying amount | 379,885 | 391,979 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 408,267 | 408,267 |
Accumulated amortization | (103,679) | (95,167) |
Net carrying amount | 304,588 | 313,100 |
Other amortizable intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 141,404 | 139,721 |
Accumulated amortization | (66,107) | (60,842) |
Net carrying amount | $ 75,297 | $ 78,879 |
Intangible Assets - (Narrative)
Intangible Assets - (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 14 | $ 16.3 |
Intangible Assets - (Future Amo
Intangible Assets - (Future Amortization) (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2020 | $ 40,072 |
2021 | 44,198 |
2022 | 38,279 |
2023 | 34,334 |
2024 | $ 30,595 |
Debt - (Summary of Debt) (Detai
Debt - (Summary of Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 3,071,231 | |
Deferred financing costs | (7,846) | $ (8,491) |
Total debt | 3,213,715 | 3,266,218 |
Debt classified as current, net of deferred financing costs | (3,085) | (3,008) |
Total long-term debt | 3,210,630 | 3,263,210 |
Margin Loan Facility | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 1,300,000 | |
Carrying value | 1,300,000 | 1,300,000 |
Exchangeable senior debentures | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 477,250 | |
Carrying value | 607,301 | 658,839 |
Senior notes | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 775,000 | |
Carrying value | 795,279 | 796,138 |
Senior credit facility | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 512,051 | |
Carrying value | 512,051 | 512,666 |
Wells Fargo note payable | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | 6,930 | |
Carrying value | $ 6,930 | $ 7,066 |
Debt - (Margin Loan) (Details)
Debt - (Margin Loan) (Details) - Broadband Holdco, LLC - USD ($) $ in Millions | Dec. 27, 2019 | Dec. 29, 2017 | Mar. 31, 2020 | Nov. 25, 2019 |
Series C Common Stock | ||||
Debt Instrument [Line Items] | ||||
Number of shares pledged as collateral (in shares) | 42,681,842 | |||
Value of shares pledged as collateral | $ 4,700 | |||
Margin Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit availability | $ 1,000 | |||
Line of credit outstanding balance | $ 1,300 | |||
Margin Loan Facility | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit availability | $ 200 | |||
Proceeds from lines of credit | $ 100 | |||
Margin Loan Facility | Delayed Draw Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit availability | $ 300 | |||
Proceeds from lines of credit | $ 300 | |||
Margin Loan Facility | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 1.85% |
Debt - (Exchangeable Senior Deb
Debt - (Exchangeable Senior Debentures) (Details) - Exchangeable Senior Debentures - 1.75% Exchangeable Debentures - Charter | Jun. 18, 2018$ / sharesshares |
Debt Instrument [Line Items] | |
Interest rate | 1.75% |
Exchangeable ratio | 2.6989 |
Exchangeable price (in dollars per share) | $ / shares | $ 370.52 |
Number of shares exchangeable | shares | 1,288,051 |
Redemption percent | 100.00% |
Debt - (Senior Notes) (Details)
Debt - (Senior Notes) (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 06, 2019 |
Debt Instrument [Line Items] | |||
Debt issued | $ 3,071,231,000 | ||
Aggregate outstanding principal | 3,213,715,000 | $ 3,266,218,000 | |
2021 Senior Notes | Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.75% | ||
Aggregate outstanding principal | $ 325,000,000 | ||
Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt issued | 775,000,000 | ||
Aggregate unamortized premium | $ 20,300,000 | ||
Senior Notes | 2024 Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt issued | $ 325,000,000 | ||
Interest rate | 6.625% | ||
Senior Notes | 2025 Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.875% |
Debt - (Senior Credit Facility)
Debt - (Senior Credit Facility) (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Term Loan | Term Loan B | |
Line of Credit Facility [Line Items] | |
Line of credit availability | $ 240,700,000 |
Variable interest rate | 2.25% |
Principal payments, a percentage of the original principal amount | 0.25% |
Line of credit outstanding balance | $ 237,100,000 |
Term Loan | Term Loan A | |
Line of Credit Facility [Line Items] | |
Total leverage ratio, maximum | 6.50 |
Secured leverage ratio, maximum | 4 |
Senior Credit Facility | |
Line of Credit Facility [Line Items] | |
Remainder amount available for borrowing | $ 266,900,000 |
Senior Credit Facility | Revolving Credit Facility | |
Line of Credit Facility [Line Items] | |
Line of credit availability | 550,000,000 |
Line of credit outstanding balance | $ 275,000,000 |
Senior Credit Facility | Revolving Credit Facility | LIBOR | Minimum | |
Line of Credit Facility [Line Items] | |
Variable interest rate | 1.50% |
Senior Credit Facility | Revolving Credit Facility | LIBOR | Maximum | |
Line of Credit Facility [Line Items] | |
Variable interest rate | 2.75% |
Senior Credit Facility | Letters of Credit | |
Line of Credit Facility [Line Items] | |
Line of credit outstanding balance | $ 8,100,000 |
Debt - (Wells Fargo Note Payabl
Debt - (Wells Fargo Note Payable) (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Wells Fargo Note Payable | LIBOR | |
Debt Instrument [Line Items] | |
Variable interest rate | 2.25% |
Debt - (Fair Value of Debt) (De
Debt - (Fair Value of Debt) (Details) $ in Millions | Mar. 31, 2020USD ($) |
Senior Notes | |
Debt Instrument [Line Items] | |
Debt, fair value | $ 758.7 |
Preferred Stock (Details)
Preferred Stock (Details) | Apr. 15, 2020$ / shares | Mar. 17, 2020$ / shares | Jul. 16, 2018 | Mar. 08, 2018period$ / shares | Mar. 31, 2020shares |
Class of Stock [Line Items] | |||||
Preferred stock, shares authorized (in shares) | 42,500,000 | ||||
Liquidation price per share (in dollars per share) | $ / shares | $ 25 | ||||
Dividend rate | 7.00% | 5.00% | |||
Failure to pay cash dividends, number of periods | period | 4 | ||||
Potential increase in dividend rate, over four dividend periods | 2.00% | ||||
Preferred stock, dividends declared per share (in dollars per share) | $ / shares | $ 0.44 | ||||
Subsequent Event | |||||
Class of Stock [Line Items] | |||||
Preferred stock, dividends paid per share (in dollars per share) | $ / shares | $ 0.44 | ||||
Series A Cumulative Redeemable Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares authorized (in shares) | 7,500,000 | ||||
Preferred stock, shares issued (in shares) | 7,200,919 | ||||
Preferred stock, shares outstanding | 7,200,919 |
Stock-Based Compensation - (Nar
Stock-Based Compensation - (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 2,475 | $ 5,631 |
Dividend rate used | 0.00% | |
Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation cost related to unvested options | $ 9,100 | |
Weighted average period for compensation cost to be recognized | 2 years 2 months 12 days | |
RSA/RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation cost related to unvested restricted shares | $ 21,500 | |
Weighted average period for compensation cost to be recognized | 2 years 2 months 12 days | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding units (in shares) | 481,000 | |
Series B common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options granted (in shares) | 0 | |
Shares reserved for issuance upon exercise (in shares) | 1,200,000 | |
Series A common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options granted (in shares) | 507,000 | |
Shares reserved for issuance upon exercise (in shares) | 1,100,000 | |
CEO | Series B common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options, weighted average GDFV (in dollars per share) | $ 16.60 | |
CEO | Series B common stock | CEO Annual Award | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options granted (in shares) | 148,000 | |
Options, weighted average GDFV (in dollars per share) | $ 13.21 | |
CEO | Series B common stock | CEO New Employment Agreement | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options granted (in shares) | 359,000 |
Stock-Based Compensation - (Sch
Stock-Based Compensation - (Schedule of Outstanding Awards) (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Series A common stock | |
Awards | |
Outstanding at beginning of period (in shares) | shares | 604,000 |
Granted (in shares) | shares | 507,000 |
Exercised (in shares) | shares | 0 |
Forfeited/Cancelled (in shares) | shares | 0 |
Outstanding at end of period (in shares) | shares | 1,111,000 |
Exercisable at end of period (in shares) | shares | 418,000 |
WAEP | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 48.67 |
Granted (in dollars per share) | $ / shares | 67.15 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited/Cancelled (in dollars per share) | $ / shares | 0 |
Outstanding at end of period (in dollars per share) | $ / shares | 57.11 |
Exercisable at end of period (in dollars per share) | $ / shares | $ 46.46 |
Weighted average remaining life | |
Outstanding at end of period | 5 years 4 months 24 days |
Exercisable at end of period | 3 years 10 months 24 days |
Aggregate intrinsic value | |
Outstanding at end of period | $ | $ 6 |
Exercisable at end of period | $ | $ 4 |
Series B common stock | |
Awards | |
Outstanding at beginning of period (in shares) | shares | 1,245,000 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited/Cancelled (in shares) | shares | 0 |
Outstanding at end of period (in shares) | shares | 1,245,000 |
Exercisable at end of period (in shares) | shares | 1,245,000 |
WAEP | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 56.14 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited/Cancelled (in dollars per share) | $ / shares | 0 |
Outstanding at end of period (in dollars per share) | $ / shares | 56.14 |
Exercisable at end of period (in dollars per share) | $ / shares | $ 56.14 |
Weighted average remaining life | |
Outstanding at end of period | 2 years 9 months 18 days |
Exercisable at end of period | 2 years 9 months 18 days |
Aggregate intrinsic value | |
Outstanding at end of period | $ | $ 5 |
Exercisable at end of period | $ | $ 5 |
Information About the Company_3
Information About the Company's Operating Segments - (Performance Measures) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | $ 235,799 | $ 217,736 |
Total revenue | 235,799 | 217,736 |
GCI Holdings | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 231,561 | 213,211 |
GCI Holdings | Lease, grant, and revenue from subsidies | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 21,281 | 22,541 |
GCI Holdings | Consumer Revenue | Wireless | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 28,358 | 27,492 |
GCI Holdings | Consumer Revenue | Data | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 44,294 | 41,178 |
GCI Holdings | Consumer Revenue | Video | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 20,758 | 21,016 |
GCI Holdings | Consumer Revenue | Voice | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 3,800 | 4,461 |
GCI Holdings | Business Revenue | Wireless | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 19,238 | 18,384 |
GCI Holdings | Business Revenue | Data | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 83,394 | 68,110 |
GCI Holdings | Business Revenue | Video | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 4,022 | 3,825 |
GCI Holdings | Business Revenue | Voice | ||
Segment Reporting Information [Line Items] | ||
Revenue from contracts with customers | 6,416 | 6,204 |
Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Total revenue | $ 4,238 | $ 4,525 |
Information About the Company_4
Information About the Company's Operating Segments - (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Receivables | $ 272,700 | |
Deferred revenue | 39,100 | |
Liberty Broadband | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 4,104 | $ 3,458 |
Information About the Company_5
Information About the Company's Operating Segments - (Remaining Performance Obligation) (Details) $ in Millions | Mar. 31, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 191.5 |
Revenue, remaining performance obligation, period | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 179.1 |
Revenue, remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 120.1 |
Revenue, remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 39.8 |
Revenue, remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 62.4 |
Revenue, remaining performance obligation, period | 1 year |
Information About the Company_6
Information About the Company's Operating Segments - (Adjusted OIBDA) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Adjusted OIBDA | $ 76,066 | $ 38,165 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Adjusted OIBDA | 71,085 | 35,048 |
Operating Segments | GCI Holdings | ||
Segment Reporting Information [Line Items] | ||
Adjusted OIBDA | 86,395 | 44,471 |
Operating Segments | Liberty Broadband | ||
Segment Reporting Information [Line Items] | ||
Adjusted OIBDA | (4,981) | (3,117) |
Operating Segments | Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Adjusted OIBDA | (10,329) | (6,306) |
Consolidation, Eliminations | ||
Segment Reporting Information [Line Items] | ||
Adjusted OIBDA | $ 4,981 | $ 3,117 |
Information About the Company_7
Information About the Company's Operating Segments - (Other Information) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 10,993,527 | $ 11,933,445 |
Investments in affiliates | 166,565 | $ 167,643 |
Capital expenditures | 35,665 | |
Operating Segments | GCI Holdings | ||
Segment Reporting Information [Line Items] | ||
Total assets | 3,162,093 | |
Investments in affiliates | 542 | |
Capital expenditures | 35,257 | |
Operating Segments | Liberty Broadband | ||
Segment Reporting Information [Line Items] | ||
Total assets | 12,225,154 | |
Investments in affiliates | 12,194,726 | |
Capital expenditures | 15 | |
Operating Segments | Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Total assets | 7,831,434 | |
Investments in affiliates | 166,023 | |
Capital expenditures | 408 | |
Consolidation, Eliminations | ||
Segment Reporting Information [Line Items] | ||
Total assets | (12,225,154) | |
Investments in affiliates | (12,194,726) | |
Capital expenditures | $ (15) |
Information About the Company_8
Information About the Company's Operating Segments - (Reconciliation of Segment Adjusted OIBDA to Operating Income and Earnings (Loss) from Continuing Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting [Abstract] | ||
Adjusted OIBDA | $ 76,066 | $ 38,165 |
Stock-based compensation | (2,475) | (5,631) |
Depreciation and amortization | (63,008) | (67,678) |
Insurance proceeds | 0 | 2,500 |
Operating income (loss) | 10,583 | (32,644) |
Interest expense | (36,255) | (37,618) |
Share of earnings (loss) of affiliates, net | (707) | (3,296) |
Realized and unrealized gains (losses) on financial instruments, net | (833,992) | 1,009,600 |
Tax sharing agreement | (10,533) | 9,081 |
Other, net | 2,380 | 2,768 |
Earnings (loss) before income taxes | $ (868,524) | $ 947,891 |
Uncategorized Items - gliba-202
Label | Element | Value |
Cash and Cash Equivalents, at Carrying Value | us-gaap_CashAndCashEquivalentsAtCarryingValue | $ 569,520,000 |
Cash and Cash Equivalents, at Carrying Value | us-gaap_CashAndCashEquivalentsAtCarryingValue | 568,762,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | 6,630,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 150,000 |