Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 19, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CENTRAL EUROPEAN MEDIA ENTERPRISES LTD. | |
Entity Central Index Key | 925,645 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 252,121,007 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Current assets | |||
Cash and cash equivalents | $ 40,447 | $ 54,903 | |
Accounts receivable, net (Note 7) | 146,374 | 158,903 | |
Program rights, net (Note 6) | 71,437 | 69,706 | |
Other current assets (Note 8) | 35,022 | 33,106 | |
Assets held for sale (Note 3) | 142,623 | 148,156 | |
Total current assets | 435,903 | 464,774 | |
Non-current assets | |||
Property, plant and equipment, net (Note 9) | [1] | 96,781 | 103,648 |
Program rights, net (Note 6) | 154,842 | 182,170 | |
Goodwill (Note 4) | 682,555 | 712,359 | |
Other intangible assets, net (Note 4) | 138,272 | 148,235 | |
Other non-current assets (Note 8) | 13,939 | 16,869 | |
Total non-current assets | 1,086,389 | 1,163,281 | |
Total assets | [2] | 1,522,292 | 1,628,055 |
Current liabilities | |||
Accounts payable and accrued liabilities (Note 10) | 114,800 | 143,893 | |
Current portion of long-term debt and other financing arrangements (Note 5) | 51,015 | 2,960 | |
Other current liabilities (Note 11) | 25,853 | 9,280 | |
Liabilities held for sale (Note 3) | 31,583 | 32,131 | |
Total current liabilities | 223,251 | 188,264 | |
Non-current liabilities | |||
Long-term debt and other financing arrangements (Note 5) | 821,657 | 1,085,714 | |
Other non-current liabilities (Note 11) | 104,097 | 95,254 | |
Total non-current liabilities | 925,754 | 1,180,968 | |
Commitments and contingencies (Note 20) | |||
200,000 shares of Series B Convertible Redeemable Preferred Stock of $0.08 each (December 31, 2017 - 200,000) (Note 13) | 269,370 | 264,593 | |
CME Ltd. shareholders’ equity (Note 14): | |||
One share of Series A Convertible Preferred Stock of $0.08 each (December 31, 2017 – one) | 0 | 0 | |
Additional paid-in capital | 1,999,610 | 1,905,779 | |
Accumulated deficit | (1,702,477) | (1,735,768) | |
Accumulated other comprehensive loss | (213,434) | (187,438) | |
Total CME Ltd. shareholders’ equity / (deficit) | 103,869 | (5,788) | |
Noncontrolling interests | 48 | 18 | |
Total equity / (deficit) | 103,917 | (5,770) | |
Total liabilities and equity | 1,522,292 | 1,628,055 | |
Class A Common Stock [Member] | |||
CME Ltd. shareholders’ equity (Note 14): | |||
Common stock | 20,170 | 11,639 | |
Class B Common Stock [Member] | |||
CME Ltd. shareholders’ equity (Note 14): | |||
Common stock | $ 0 | $ 0 | |
[1] | (1) Reflects property, plant and equipment, net | ||
[2] | (1) Segment assets exclude any intercompany balances. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Series B Preferred Shares | ||
Preferred stock, shares outstanding | 200,000 | 200,000 |
Preferred stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares outstanding | 1 | 1 |
Preferred stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
Class A Common Stock [Member] | ||
Common stock, shares issued (in shares) | 252,121,007 | 145,486,497 |
Common stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
Common Class B [Member] | ||
Common stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME / LOSS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Income Statement [Abstract] | |||||
Revenues | $ 159,555 | $ 146,895 | $ 298,737 | $ 258,627 | |
Operating expenses: | |||||
Content costs | 66,905 | 59,698 | 136,711 | 118,343 | |
Other operating costs | 12,397 | 11,881 | 25,084 | 23,136 | |
Depreciation of property, plant and equipment | 7,548 | 6,450 | 14,914 | 12,409 | |
Amortization of broadcast licenses and other intangibles | 2,267 | 2,053 | 4,623 | 4,162 | |
Cost of revenues | 89,117 | 80,082 | 181,332 | 158,050 | |
Selling, general and administrative expenses | 24,596 | 23,660 | 50,618 | 44,400 | |
Operating income | 45,842 | 43,153 | 66,787 | 56,177 | |
Interest expense (Note 15) | (10,441) | (17,428) | (25,453) | (36,421) | |
Other non-operating (expense) / income, net (Note 16) | (6,936) | 6,908 | (2,888) | 9,140 | |
Income before tax | 28,465 | 32,633 | 38,446 | 28,896 | |
Provision for income taxes | (7,140) | (7,368) | (11,037) | (9,613) | |
Income from continuing operations | 21,325 | 25,265 | 27,409 | 19,283 | |
Income / (loss) from discontinued operations, net of tax (Note 3) | 4,700 | 2,533 | 5,688 | (2,759) | |
Net income | 26,025 | 27,798 | 33,097 | 16,524 | |
Net loss attributable to noncontrolling interests | 16 | 137 | 194 | 346 | |
Net income attributable to CME Ltd. | 26,041 | 27,935 | 33,291 | 16,870 | |
Currency translation adjustment | (34,629) | 30,904 | (22,844) | 32,976 | |
Unrealized (loss) / gain on derivative instruments (Note 12) | (3,119) | (40) | (2,928) | 1,218 | |
Total other comprehensive (loss) / income | (37,748) | 30,864 | (25,772) | 34,194 | |
Comprehensive (loss) / income | (11,723) | 58,662 | 7,325 | 50,718 | |
Comprehensive (income) / loss attributable to noncontrolling interests | (416) | 590 | (30) | 891 | |
Comprehensive (loss) / income attributable to CME Ltd. | $ (12,139) | $ 59,252 | $ 7,295 | $ 51,609 | |
Net (loss) / income per share: | |||||
Continuing operations — basic | $ 0.05 | $ 0.09 | $ 0.07 | $ 0.06 | |
Continuing operations — diluted | 0.05 | 0.07 | 0.06 | 0.04 | |
Discontinued operations — basic | 0.02 | 0.01 | 0.02 | (0.01) | |
Discontinued operations — diluted | 0.01 | 0 | 0.02 | 0 | |
Net income attributable to CME Ltd. — basic | 0.07 | 0.10 | 0.09 | 0.05 | |
Net income attributable to CME Ltd. — diluted | $ 0.06 | $ 0.07 | $ 0.08 | $ 0.04 | |
Weighted average common shares used in computing per share amounts (000’s): | |||||
Basic (in shares) | [1] | 235,148 | 155,738 | 196,807 | 155,269 |
Diluted (in shares) | 258,783 | 235,952 | 250,515 | 230,872 | |
[1] | (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of the common stock. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands | Total | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] | Noncontrolling Interest [Member] | Preferred Class A [Member]Series A Convertible Preferred Stock [Member] | Common Class A [Member]Common Stock [Member] | Common Class B [Member] | Common Class B [Member]Common Stock [Member] | Warrant [Member]Common Stock [Member] |
BALANCE at Dec. 31, 2017 | $ (5,770) | $ 1,905,779 | $ (1,735,768) | $ (187,438) | $ 18 | $ 0 | $ 11,639 | $ 0 | ||
BALANCE (in shares) at Dec. 31, 2017 | 1 | |||||||||
BALANCE (in shares) at Dec. 31, 2017 | 145,486,497 | 0 | 0 | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||||||||
Stock-based compensation | 2,240 | 2,240 | ||||||||
Number of warrants exercised (in shares) | 105,652,401 | |||||||||
Stock and Warrants Issued During Period, Value, Preferred Stock and Warrants | $ 8,452 | |||||||||
Exercise of warrants (Note 14) | 105,652 | 97,200 | ||||||||
Shares issuance, stock-based compensation (in shares) | 982,109 | |||||||||
Share issuance, stock-based compensation | 0 | (79) | $ 79 | |||||||
Adjustments Related to Tax Withholding for Share-based Compensation | 753 | 753 | ||||||||
Preferred dividend paid in kind | (4,777) | (4,777) | ||||||||
Net income / (loss) | 33,097 | 33,291 | (194) | |||||||
Unrealized (loss) / gain on derivative instruments (Note 12) | (2,928) | (2,928) | ||||||||
Currency translation adjustment | (22,844) | (23,068) | 224 | |||||||
Currency translation adjustment | (22,844) | |||||||||
BALANCE at Jun. 30, 2018 | $ 103,917 | $ 1,999,610 | $ (1,702,477) | $ (213,434) | $ 48 | $ 0 | $ 20,170 | $ 0 | ||
BALANCE (in shares) at Jun. 30, 2018 | 1 | |||||||||
BALANCE (in shares) at Jun. 30, 2018 | 252,121,007 | 0 | 0 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands, € in Millions | 6 Months Ended | |
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 33,097 | $ 16,524 |
Adjustments to reconcile net income to net cash generated from continuing operating activities: | ||
(Income) / loss from discontinued operations, net of tax (Note 3) | (5,688) | 2,759 |
Amortization of program rights | 136,711 | 118,343 |
Depreciation and other amortization | 22,161 | 19,351 |
Interest and related Guarantee Fees paid in kind | 2,934 | 14,733 |
Loss on extinguishment of debt (Note 16) | 288 | 0 |
Loss / (gain) on disposal of fixed assets | 8 | (28) |
Deferred income taxes | (380) | (1,116) |
Stock-based compensation (Note 17) | 2,162 | 1,612 |
Change in fair value of derivatives | 1,166 | 621 |
Foreign currency exchange loss / (gain), net | 1,091 | (9,138) |
Changes in assets and liabilities: | ||
Accounts receivable, net | 7,534 | 6,856 |
Accounts payable and accrued liabilities | (3,904) | (5,906) |
Program rights | (129,363) | (119,595) |
Other assets and liabilities | (1,127) | (1,274) |
Accrued interest | (1,673) | (1,697) |
Income taxes payable | (6,992) | 2,955 |
Deferred revenue | 19,374 | 14,653 |
VAT and other taxes payable | (1,763) | (3,100) |
Net cash generated from continuing operating activities | 75,636 | 56,553 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property, plant and equipment | (7,834) | (11,976) |
Disposal of property, plant and equipment | 15 | 111 |
Net cash used in continuing investing activities | (7,819) | (11,865) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of debt | (193,557) | 0 |
Debt transactions costs | (1,518) | 0 |
Payment of credit facilities and capital leases | (1,888) | (1,072) |
Proceeds from exercise of warrants | 105,652 | 527 |
Proceeds from sale-leaseback transactions | 0 | 2,746 |
Payments of withholding tax on net share settlement of share-based compensation | 537 | 168 |
Net cash (used in) / provided by continuing financing activities | (91,848) | 2,033 |
Net cash provided by / (used in) discontinued operations - operating activities | 12,294 | (3,319) |
Net cash used in discontinued operations - investing activities | (2,127) | (1,672) |
Net cash used in discontinued operations - financing activities | (155) | (136) |
Impact of exchange rate fluctuations on cash and cash equivalents | (437) | 5,787 |
Net (decrease) / increase in cash and cash equivalents | (14,456) | 47,381 |
CASH AND CASH EQUIVALENTS, beginning of period | 54,903 | 40,606 |
CASH AND CASH EQUIVALENTS, end of period | 40,447 | 87,987 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest Paid, Excluding Capitalized Interest, Operating Activities | 21,500 | 19,600 |
Cash paid for income taxes, net of refunds | 18,444 | 7,034 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES: | ||
Accretion on Series B Convertible Redeemable Preferred Stock | 4,777 | 4,762 |
Guarantee Fees Mandatory Paid in Cash [Member] | ||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest Paid, Excluding Capitalized Interest, Operating Activities | $ 21,531 | $ 18,191 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | 1. ORGANIZATION AND BUSINESS Central European Media Enterprises Ltd., a Bermuda company limited by shares, is a media and entertainment company operating in Central and Eastern Europe. Our assets are held through a series of Dutch and Curaçao holding companies. We manage our business on a geographical basis, with four operating segments; Bulgaria, the Czech Republic, Romania and the Slovak Republic, which are also our reportable segments and our main operating countries. See Note 19, "Segment Data" for financial information by segment. We are the market-leading broadcasters in each of our four operating countries with a combined portfolio of 26 television channels. Each country also develops and produces content for their television channels. We generate advertising revenues in our country operations primarily through entering into agreements with advertisers, advertising agencies and sponsors to place advertising on the television channels that we operate. We generate additional revenues by collecting fees from cable, and direct-to-home (“DTH”) and internet protocol television ("IPTV") operators for carriage of our channels. Unless otherwise indicated, we own 100% of our broadcast operating and license companies in each country. Bulgaria We operate one general entertainment channel, BTV, and five other channels, BTV CINEMA, BTV COMEDY, BTV ACTION, BTV LADY and RING. We own 94.0% of CME Bulgaria B.V. ("CME Bulgaria"), the subsidiary that owns our Bulgaria operations. Czech Republic We operate one general entertainment channel, TV NOVA, and seven other channels, NOVA 2, NOVA CINEMA, NOVA SPORT 1, NOVA SPORT 2, NOVA ACTION, NOVA GOLD and NOVA INTERNATIONAL, a general entertainment channel broadcasting in the Slovak Republic. Romania We operate one general entertainment channel, PRO TV, and seven other channels, PRO 2, PRO X, PRO GOLD, PRO CINEMA, PRO TV INTERNATIONAL, MTV ROMANIA, as well as PRO TV CHISINAU, a general entertainment channel broadcasting in Moldova. Slovak Republic We operate one general entertainment channel, TV MARKIZA, and three other channels, DOMA, DAJTO, and MARKIZA INTERNATIONAL, a general entertainment channel broadcasting in the Czech Republic. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The terms the “Company”, “we”, “us”, and “our” are used in this Form 10-Q to refer collectively to the parent company, Central European Media Enterprises Ltd. (“CME Ltd.”), and the subsidiaries through which our various businesses are conducted. Unless otherwise noted, all statistical and financial information presented in this report has been converted into U.S. dollars using period-end exchange rates. All references to “US$”, “USD” or “dollars” are to U.S. dollars, all references to “BGN” are to the Bulgarian leva, all references to “CZK” are to the Czech koruna, all references to “RON” are to the New Romanian lei, and all references to “Euro” or “EUR” are to the European Union Euro. Certain amounts may not recalculate due to the use of rounded numbers. Interim Financial Statements The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Quarterly Report on Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States of America (“US GAAP”). Amounts as of December 31, 2017 included in the unaudited condensed consolidated financial statements have been derived from audited consolidated financial statements as of that date. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission on February 8, 2018 . Our significant accounting policies have not changed since December 31, 2017 , except as noted below. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring items and changes in US GAAP, necessary for their fair presentation in conformity with US GAAP for complete financial statements. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services, net of taxes assessed by a government authority that are both imposed on and concurrent with the specific revenue-producing transaction and collected from the customer. Timing of revenue recognition may differ from the timing of invoicing to customers. We defer the recognition of revenues when cash payments are received or due in advance of our performance, including amounts which are refundable. We record a receivable when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. Invoicing typically occurs on a monthly basis and customers are obliged to pay within 30 to 60 days of issuance. For certain services and customer types, we require payment before the services are provided. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. Our principal revenue streams and their respective accounting treatments are discussed below: Television advertising revenues primarily result from the sale of advertising time. Television advertising revenues are earned as the commercials are aired. In many countries, we commit to provide advertisers with certain rating levels in connection with their advertising. Revenue is recorded based on a charge per Gross Rating Point ("GRP") ordered during the month net of estimated shortfalls. Discounts and agency commissions on television advertising revenue are recognized at the point when the advertising is broadcast and are reflected as a reduction to gross revenue. These amounts are known in advance or can be reasonably estimated based on historical practice. Carriage fees and subscription revenues includes revenues from cable operators and direct-to-home broadcasters and fees from subscriptions to our streaming services. Revenues from cable operators and direct-to-home broadcasters are recognized as revenue over the period for which the channels are provided and to which the fees relate. A portion of this fee revenue is based on the number of subscribers to our channels and recognized during the period, based upon the number of subscribers. The impacts of future changes in subscriber levels are recognized when they occur as estimates of future subscribers are constrained. Revenues from subscriptions to our streaming services are recognized over the period of the subscription. Other revenues primarily includes revenues from our internet display advertising, as well as revenues from the licensing of our content. Internet display advertising revenues are recognized on a cost-per-impression basis based on the number of times a customer's advertisement is displayed on our websites. Revenues from the licensing of our content are recognized over the license period beginning from delivery or reasonable access to the content. Our revenue streams involve significant judgment with respect to the discounts and agency commissions we provide to certain customers based on the amount of advertising purchased. Such discounts are based on estimates of the total amount expected to be earned and reduce revenue based on a systematic and rational allocation of the cost of honoring the discounts earned and claimed to each of the underlying revenue transactions that result in progress by the customer towards earning the discount. Due to timing of the information provided by the rating agencies, significant judgment may be necessary to estimate the total volume of GRPs delivered within the contract period. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions. Discontinued Operations and Assets Held for Sale We present our results of operations, financial position and cash flows of operations that have either been sold or that meet the criteria for "held-for-sale accounting" as discontinued operations if the disposal represents a strategic shift that will have a major effect on our operations and financial results. At the time an operation qualifies for held-for-sale accounting, the operation is evaluated to determine whether or not the carrying amount exceeds its fair value less cost to sell. Any loss as a result of carrying amounts in excess of fair value less cost to sell is recorded in the period the operation qualifies for held-for-sale accounting. Management judgment is required to (1) assess the criteria required to qualify for held-for-sale accounting, and (2) estimate fair value. Our Croatia and Slovenia operations are classified as discontinued operations and assets held for sale for all periods presented. See Note 3, "Discontinued Operations and Assets Held for Sale" . Basis of Consolidation The unaudited condensed consolidated financial statements include the accounts of CME Ltd. and our subsidiaries, after the elimination of intercompany accounts and transactions. Entities in which we hold less than a majority voting interest but over which we have the ability to exercise significant influence are accounted for using the equity method. Other investments are accounted for using the cost method. Seasonality We experience seasonality, with advertising sales tending to be lowest during the third quarter of each calendar year due to the summer holiday period (typically July and August), and highest during the fourth quarter of each calendar year due to the holiday season. Recent Accounting Pronouncements Accounting Pronouncements Adopted On January 1, 2018, we adopted Financial Accounting Standards Board ("FASB") Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC 606") using the modified retrospective method applied to those contracts which were not completed as of the adoption date. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under legacy guidance . Based on our assessment of the guidance in ASC 606, our method of recognizing revenue did not change. Furthermore, we did not record an adjustment to opening retained earnings as of January 1, 2018 and there was no impact to revenues for the three and six months ended June 30, 2018 . In August 2016, the FASB issued guidance which is intended to reduce the existing diversity in practice related to specific cash flow issues. As applicable to us, the guidance requires that cash flows at the settlement of zero-coupon debt instruments or debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing be bifurcated between cash outflows for operating activities for the portion attributable to accrued interest, and cash outflows for financing activities for the portion attributable to the principal. We adopted this guidance as of January 1, 2018 which did not impact our net cash flows generated from continuing operating activities in 2017 or 2018. Recent Accounting Pronouncements Issued In February 2016, the FASB issued guidance to increase transparency and comparability among organizations by recognizing leasing assets and liabilities on the balance sheet and requiring additional disclosures about an entity's leasing arrangements. The guidance requires that a lessee recognize a liability to make lease payments and a right-of-use asset, with an available exception for leases shorter than twelve months. The guidance is effective for our fiscal year beginning January 1, 2019. We have completed the initial stages of our assessment of the broad implications of the guidance on our operating segments, controls and related IT systems and continue to analyze contractual data to quantify the potential impact. In June 2016, the FASB issued new guidance to provide financial statement users with more information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The amendments replace the incurred loss impairment methodology in the current guidance with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance is effective for our fiscal year beginning January 1, 2020 with early adoption permitted for our fiscal year beginning January 1, 2019. We are in the process of assessing the potential impacts of this guidance. |
DISCONTINUED OPERATIONS AND ASS
DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE | 3. DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE On July 9, 2017, we entered into a framework agreement with Slovenia Broadband S.à r.l. (the "Purchaser"), a wholly owned subsidiary of United Group B.V., relating to the sale of our Croatia and Slovenia operations for cash consideration of EUR 230.0 million (approximately US$ 268.1 million at June 30, 2018 rates) (the "Divestment Transaction"), subject to customary working capital adjustments. On March 26, 2018, the Croatian Agency for Electronic Media confirmed the transaction is permissible under Croatian media legislation and on May 7, 2018, the Purchaser received the approval of the Croatian Competition Agency for the Divestment Transaction. On July 5, 2018 we signed an amended and restated framework agreement (the “Restated Framework Agreement”), which bifurcates the Divestment Transaction into individual transactions for our Croatia operations (the "Croatian Transaction") and our Slovenia operations (the "Slovenian Transaction") and allocates the total cash consideration of EUR 230.0 million (approximately US$ 268.1 million ) into (i) cash consideration for closing of the Croatian Transaction of EUR 85.0 million (approximately US$ 99.1 million ) and (ii) cash consideration for closing of the Slovenian Transaction of EUR 145.0 million (approximately US$ 169.0 million ), each on a cash-free and debt-free basis and each subject to customary working capital adjustments (see Note 22, "Subsequent Events" ). On July 18, 2018, the Competition Protection Agency in Slovenia confirmed the closing of the Croatian Transaction was outside the scope of its review. We expect the Croatian Transaction will be completed on or about July 31, 2018, and the Slovenian Transaction to close subject to obtaining the remaining regulatory approvals from the Competition Protection Agency in Slovenia as well as the satisfaction of other customary closing conditions (see Note 22, "Subsequent Events" ). If the Restated Framework Agreement is terminated by either party because closing has not occurred as of September 13, 2018 (extended from June 30, 2018), we would receive a termination fee of EUR 7.0 million (approximately US$ 8.2 million ) if neither transactions has closed by such date, and approximately EUR 4.4 million (approximately US$ 5.1 million ) if the Croatian Transaction has closed but the Slovenian Transaction has not closed by such date, subject to certain exceptions, including if any requisite regulatory approval has not been obtained as a result of the Purchaser being required to make a specified material divestiture as a condition to such regulatory approval. The carrying amounts of the major classes of assets and liabilities of our discontinued operations that are classified as held for sale in the condensed consolidated balance sheets at June 30, 2018 and December 31, 2017 were: June 30, 2018 December 31, 2017 Assets held for sale Cash and cash equivalents $ 8,222 $ 8,784 Accounts receivable, net 40,055 43,540 Program rights, net 60,872 62,017 Property, plant and equipment, net 21,279 22,870 Other assets 12,195 10,945 Total assets held for sale $ 142,623 $ 148,156 Liabilities held for sale Accounts payable and accrued liabilities $ 26,935 $ 30,073 Other liabilities 4,648 2,058 Total liabilities held for sale $ 31,583 $ 32,131 Income / (loss) from discontinued operations, net of tax , comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Net revenues $ 41,568 $ 34,961 $ 73,382 $ 58,231 Cost of revenues 27,221 22,368 48,501 42,226 Selling, general and administrative expenses 5,709 4,923 10,761 9,091 Operating income 8,638 7,670 14,120 6,914 Interest expense (1) (3,027 ) (4,545 ) (7,234 ) (9,307 ) Other non-operating (expense) / income, net (56 ) 233 280 326 Income / (loss) from discontinued operations, before tax 5,555 3,358 7,166 (2,067 ) Provision for income taxes (855 ) (825 ) (1,478 ) (692 ) Income / (loss) from discontinued operations, net of tax $ 4,700 $ 2,533 $ 5,688 $ (2,759 ) (1) For the six months ended June 30, 2018 and 2017 , we paid US$ 7.2 million and US$ 8.6 million , respectively, of interest and Guarantee Fees associated with the 2019 Euro Loan and the 2021 Euro Loan (each as defined in Note 5, "Long-term Debt and Other Financing Arrangements" ). These payments were allocated to Net cash provided by / (used in) discontinued operations - operating activities in our condensed consolidated statements of cash flows as we are required to apply the expected proceeds from the Divestment Transaction towards the repayment of debt and related obligations. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | 4. GOODWILL AND INTANGIBLE ASSETS Goodwill: Goodwill by reporting unit as at June 30, 2018 and December 31, 2017 was as follows: Bulgaria Czech Republic Romania Slovak Republic Total Gross Balance, December 31, 2017 $ 175,071 $ 837,732 $ 90,305 $ 52,463 $ 1,155,571 Accumulated impairment losses (144,639 ) (287,545 ) (11,028 ) — (443,212 ) Balance, December 31, 2017 30,432 550,187 79,277 52,463 712,359 Foreign currency (849 ) (25,293 ) (2,190 ) (1,472 ) (29,804 ) Balance, June 30, 2018 29,583 524,894 77,087 50,991 682,555 Accumulated impairment losses (144,639 ) (287,545 ) (11,028 ) — (443,212 ) Gross Balance, June 30, 2018 $ 174,222 $ 812,439 $ 88,115 $ 50,991 $ 1,125,767 Other intangible assets: Changes in the net book value of our other intangible assets as at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, 2018 December 31, 2017 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Indefinite-lived: Trademarks $ 85,066 $ — $ 85,066 $ 87,900 $ — $ 87,900 Amortized: Broadcast licenses 210,563 (158,806 ) 51,757 220,194 (161,820 ) 58,374 Trademarks 409 (409 ) — 421 (421 ) — Customer relationships 56,888 (55,595 ) 1,293 58,771 (56,996 ) 1,775 Other 1,698 (1,542 ) 156 1,753 (1,567 ) 186 Total $ 354,624 $ (216,352 ) $ 138,272 $ 369,039 $ (220,804 ) $ 148,235 Broadcast licenses consist of our TV NOVA license in the Czech Republic, which is amortized on a straight-line basis through the expiration date of the license in 2025. Our customer relationships are deemed to have an economic useful life of, and are amortized on a straight-line basis over, five years to fifteen years . |
LONG-TERM DEBT AND OTHER FINANC
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS | 5. LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Summary June 30, 2018 December 31, 2017 Long-term debt $ 862,287 $ 1,079,187 Other credit facilities and capital leases 10,385 9,487 Total long-term debt and other financing arrangements 872,672 1,088,674 Less: current maturities (51,015 ) (2,960 ) Total non-current long-term debt and other financing arrangements $ 821,657 $ 1,085,714 Financing Transactions On February 5, 2018, we entered into an amendment to extend the maturity date of the 2019 Euro Loan (formerly the 2018 Euro Term Loan) from November 1, 2018 to May 1, 2019. On February 6, 2018, we paid EUR 50.0 million (approximately US$ 61.6 million at February 6, 2018 rates) of the outstanding principal balance of the 2019 Euro Loan. On April 25, 2018, we entered into a series of amendments (effective on April 26, 2018) which modify certain terms of our 2021 Euro Loan (formerly the 2019 Euro Term Loan), the 2023 Euro Loan (formerly the 2021 Euro Term Loan), the 2023 Revolving Credit Facility (formerly the 2021 Revolving Credit Facility) (each as defined below) and the Reimbursement Agreement (as defined below) (collectively, the "Financing Transactions"). The Financing Transactions reduce the rates payable under the pricing grid under the Reimbursement Agreement and the 2023 Revolving Credit Facility as well as extend the maturity dates of the 2021 Euro Loan, the 2023 Euro Loan and the 2023 Revolving Credit Facility. The amount available to us under the 2023 Revolving Credit Facility increased to US$ 75.0 million from April 26, 2018. On May 3, 2018, we paid EUR 110.0 million (approximately US$ 132.0 million at May 3, 2018 rates) of the outstanding principal balance of the 2019 Euro Loan. We are required to apply the proceeds from the Croatian Transaction and Slovenian Transaction (see Note 3, "Discontinued Operations and Assets Held for Sale" ) to the repayment of the remaining principal amount of the 2019 Euro Loan. Any excess amounts will then be applied to pay fees related to the 2021 Euro Loan, including Guarantee Fees and the Commitment Fee which we have previously paid in kind. To the extent excess funds are available thereafter, the remaining proceeds are required to be applied to the principal amounts owing in respect of the 2021 Euro Loan. Overview Total long-term debt and credit facilities comprised the following at June 30, 2018 : Principal Amount of Liability Component Debt Issuance Costs (1) Net Carrying Amount 2019 Euro Loan $ 47,565 $ (55 ) $ 47,510 2021 Euro Loan 274,354 (721 ) 273,633 2023 Euro Loan 546,527 (5,383 ) 541,144 2023 Revolving Credit Facility — — — Total long-term debt and credit facilities $ 868,446 $ (6,159 ) $ 862,287 (1) Debt issuance costs related to the 2019 Euro Loan, 2021 Euro Loan and 2023 Euro Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2023 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2023 Revolving Credit Facility. Long-term Debt Our long-term debt comprised the following at June 30, 2018 and December 31, 2017 : Carrying Amount Fair Value June 30, 2018 December 31, 2017 June 30, 2018 December 31, 2017 2019 Euro Loan $ 47,510 $ 240,545 $ 47,103 $ 236,337 2021 Euro Loan 273,633 281,871 256,999 268,858 2023 Euro Loan 541,144 556,771 487,110 510,882 $ 862,287 $ 1,079,187 $ 791,212 $ 1,016,077 The fair values of the Euro Loans (as defined below) as at June 30, 2018 and December 31, 2017 were determined based on comparable instruments that trade in active markets. This measurement of estimated fair value uses Level 2 inputs as described in Note 12, "Financial Instruments and Fair Value Measurements" . Certain derivative instruments, including contingent event of default and change of control put options, have been identified as being embedded in each of the Euro Loans. The embedded derivatives are considered clearly and closely related to their respective Euro Loan, and as such are not required to be accounted for separately. 2019 Euro Loan (formerly the 2018 Euro Term Loan) As at June 30, 2018 , the principal amount of our floating rate senior unsecured term credit facility (the "2019 Euro Loan") outstanding was EUR 40.8 million (approximately US$ 47.6 million ). The 2019 Euro Loan bears interest at three-month EURIBOR (fixed pursuant to customary hedging arrangements (see Note 12, "Financial Instruments and Fair Value Measurements" )) plus a margin of between 1.1% and 1.9% depending on the credit rating of Warner Media, LLC ("Warner Media", formerly Time Warner, Inc.), a wholly owned subsidiary of AT&T, Inc. ("AT&T") as of June 14, 2018. As at June 30, 2018 , the all-in borrowing rate on amounts outstanding under the 2019 Euro Loan was 3.75% , the components of which are shown in the table below under the heading "Interest Rate Summary". Interest on the 2019 Euro Loan is payable quarterly in arrears on each March 12, June 12, September 12 and December 12. The 2019 Euro Loan will mature on May 1, 2019 and may be prepaid at our option, in whole or in part, without premium or penalty. The 2019 Euro Loan is a senior unsecured obligation of CME Ltd. and is unconditionally guaranteed by our 100% owned subsidiary CME Media Enterprises B.V. ("CME BV") and by Warner Media and certain of its subsidiaries. 2021 Euro Loan (formerly the 2019 Euro Term Loan) As at June 30, 2018 , the principal amount of our floating rate senior unsecured term credit facility (the "2021 Euro Loan") outstanding was EUR 235.3 million (approximately US$ 274.4 million ). The 2021 Euro Loan bears interest at three-month EURIBOR (fixed pursuant to customary hedging arrangements (see Note 12, "Financial Instruments and Fair Value Measurements" )) plus a margin of between 1.1% and 1.9% depending on the credit rating of Warner Media. As at June 30, 2018 , the all-in borrowing rate on amounts outstanding under the 2021 Euro Loan was 3.75% , the components of which are shown in the table below under the heading "Interest Rate Summary". Interest on the 2021 Euro Loan is payable quarterly in arrears on each February 13, May 13, August 13 and November 13. The 2021 Euro Loan matures on November 1, 2021 and may currently be prepaid at our option, in whole or in part, without premium or penalty from cash generated from our operations. From April 26, 2020, the 2021 Euro Loan may be refinanced at our option. The 2021 Euro Loan is a senior unsecured obligation of CME Ltd. and is unconditionally guaranteed by CME BV and by Warner Media and certain of its subsidiaries. 2023 Euro Loan (formerly the 2021 Euro Term Loan) As at June 30, 2018 , the principal amount of our floating rate senior unsecured term credit facility (the "2023 Euro Loan") outstanding was EUR 468.8 million (approximately US$ 546.5 million ). The 2023 Euro Loan bears interest at three-month EURIBOR (fixed pursuant to customary hedging arrangements (see Note 12, "Financial Instruments and Fair Value Measurements" )) plus a margin of between 1.1% and 1.9% depending on the credit rating of Warner Media. As at June 30, 2018 , the all-in borrowing rate on amounts outstanding under the 2023 Euro Loan was 4.25% , the components of which are shown in the table below under the heading "Interest Rate Summary". Interest on the 2023 Euro Loan is payable quarterly in arrears on each January 7, April 7, July 7 and October 7. The 2023 Euro Loan matures on April 26, 2023 and may be prepaid at our option, in whole or in part, without premium or penalty from cash generated from our operations. From April 26, 2020, the 2023 Euro Loan may be refinanced at our option. The 2023 Euro Loan is a senior unsecured obligation of CME BV and is unconditionally guaranteed by CME Ltd. and by Warner Media and certain of its subsidiaries. Reimbursement Agreement and Guarantee Fees In connection with Warner Media’s guarantees of the 2019 Euro Loan, the 2021 Euro Loan and 2023 Euro Loan (collectively, the "Euro Loans"), we entered into a reimbursement agreement (as amended, the “Reimbursement Agreement") with Warner Media. The Reimbursement Agreement provides for the payment of guarantee fees (collectively, the "Guarantee Fees") to Warner Media as consideration for those guarantees, and the reimbursement to Warner Media of any amounts paid by them under any guarantee or through any loan purchase right exercised by it. The loan purchase right allows Warner Media to purchase any amount outstanding under the Euro Loans from the lenders following an event of default under the Euro Loans or the Reimbursement Agreement. The Reimbursement Agreement is jointly and severally guaranteed by both our 100% owned subsidiary Central European Media Enterprises N.V. ("CME NV") and CME BV and is secured by a pledge over 100% of the outstanding shares of each of CME NV and CME BV. The covenants and events of default under the Reimbursement Agreement are substantially the same as under the 2023 Revolving Credit Facility (described below). We pay Guarantee Fees to Warner Media based on the amounts outstanding on the Euro Loans calculated on a per annum basis and on our consolidated net leverage (as defined in the Reimbursement Agreement) as shown in the tables below: All-in Rate Consolidated Net Leverage 2019 Euro Loan 2021 Euro Loan 2023 Euro Loan ≥ 7.0x 6.00 % 6.00 % 6.50 % < 7.0x - 6.0x 5.00 % 5.00 % 5.50 % < 6.0x - 5.0x 4.25 % 4.25 % 4.75 % < 5.0x - 4.0x 3.75 % 3.75 % 4.25 % < 4.0x - 3.0x 3.25 % 3.25 % 3.75 % < 3.0x 3.25 % 3.25 % 3.50 % The all-in rate remains subject to a further reduction of up to 50 basis points if CME’s total debt is reduced below EUR 815.0 million on or prior to September 30, 2018, subject to certain adjustments in respect of specified debt repayments, such that the all-in rate cannot be less than 3.0% . Pursuant to the Financing Transactions, the Guarantee Fees must be paid in cash. Our consolidated net leverage as at June 30, 2018 and December 31, 2017 was 4.4x and 5.4x , respectively. For the three and six months ended June 30, 2018 and 2017 , we recognized US$ 5.3 million and US$ 14.0 million ; and US$ 11.5 million and US$ 24.5 million , respectively, of Guarantee Fees as interest expense in our condensed consolidated statements of operations and comprehensive income / loss. The Guarantee Fees relating to the 2019 Euro Loan and the 2021 Euro Loan are payable semi-annually in arrears on each May 1 and November 1. The Guarantee Fees relating to the 2023 Euro Loan are payable semi-annually in arrears on each June 1 and December 1. The Guarantee Fees previously paid in kind are presented as a component of other non-current liabilities (see Note 11, "Other Liabilities" ) and bear interest per annum at their respective Guarantee Fee rate (as set forth in the table below). Guarantee Fees are included in cash flows from operating activities in our condensed consolidated statements of cash flows. Interest Rate Summary Base Rate Rate Fixed Pursuant to Interest Rate Hedges Guarantee Fee Rate All-in Borrowing Rate 2019 Euro Loan 1.28 % 0.14 % 2.33 % 3.75 % 2021 Euro Loan 1.28 % 0.31 % (1) 2.16 % 3.75 % 2023 Euro Loan 1.28 % 0.28 % (2) 2.69 % 4.25 % 2023 Revolving Credit Facility (3) 6.34 % (4) — % — % 6.34 % (1) Effective until November 1, 2019. From November 1, 2019 through maturity on November 1, 2021, the rate fixed pursuant to interest rate hedges will increase to 0.47% , with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 3.75% if our net leverage ratio remains unchanged. (2) Effective until February 19, 2021. From February 19, 2021 through maturity on April 26, 2023, the rate fixed pursuant to interest rate hedges will increase to 0.97% , with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 4.25% if our net leverage ratio remains unchanged. (3) As at June 30, 2018 , the 2023 Revolving Credit Facility was undrawn. (4) Based on the three month LIBOR of 2.34% as at June 30, 2018 . 2023 Revolving Credit Facility (formerly the 2021 Revolving Credit Facility) We had no balance outstanding under the US$ 75.0 million revolving credit facility (the "2023 Revolving Credit Facility") as at June 30, 2018 . The 2023 Revolving Credit Facility bears interest at a rate per annum based on, at our option, an alternate base rate ("ABR Loans" as defined in the 2023 Revolving Credit Facility Agreement) plus the spread applicable to ABR Loans based on our consolidated net leverage or an amount equal to the greater of (i) an adjusted LIBO rate and (ii) 1.0% , plus the spread applicable to the Eurodollar Loans (as defined in the 2023 Revolving Credit Facility Agreement) based on our consolidated net leverage ratio (as defined in the Reimbursement Agreement), with all amounts payable in cash. The maturity date of the 2023 Revolving Credit Facility is April 26, 2023. When drawn, the 2023 Revolving Credit Facility permits prepayment at our option in whole or in part without penalty. Pursuant to the Financing Transactions, the following spreads are applicable: Consolidated Net Leverage Alternate Base Rate Loans Eurodollar Loans ≥ 7.0x 5.25 % 6.25 % < 7.0x - 6.0x 4.25 % 5.25 % < 6.0x - 5.0x 3.50 % 4.50 % < 5.0x - 4.0x 3.00 % 4.00 % < 4.0x - 3.0x 2.50 % 3.50 % < 3.0x 2.25 % 3.25 % The 2023 Revolving Credit Facility is jointly and severally guaranteed by CME NV and CME BV and is secured by a pledge over 100% of the outstanding shares of each of CME NV and CME BV. The 2023 Revolving Credit Facility agreement contains limitations on CME’s ability to incur indebtedness, incur guarantees, grant liens, pay dividends or make other distributions, enter into certain affiliate transactions, consolidate, merge or effect a corporate reconstruction, make certain investments acquisitions and loans, and conduct certain asset sales. The agreement also contains maintenance covenants in respect of interest cover and total leverage ratios, and has covenants in respect of incurring indebtedness, the provision of guarantees, making investments and disposals, granting security and certain events of defaults. Other Credit Facilities and Capital Lease Obligations Other credit facilities and capital lease obligations comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Credit facilities (1) – (3) $ — $ — Capital leases 10,385 9,487 Total credit facilities and capital leases 10,385 9,487 Less: current maturities (3,505 ) (2,960 ) Total non-current credit facilities and capital leases $ 6,880 $ 6,527 (1) We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit throughout the group in respect of cash balances which our subsidiaries deposit with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited. As at June 30, 2018 , we had deposits of US$ 17.5 million in and no drawings on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2017 , we had deposits of US$ 12.4 million in and no drawings on the BMG cash pool. (2) Under a factoring framework agreement with Factoring Česka spořitelna a.s., up to CZK 575.0 million (approximately US$ 25.8 million ) of receivables from certain customers in the Czech Republic may be factored on a recourse or non-recourse basis. The facility has a factoring fee of 0.19% of any factored receivable and bears interest at one-month PRIBOR plus 0.95% per annum for the period that receivables are factored and outstanding. (3) Under a factoring framework agreement with Global Funds IFN S.A., receivables from certain customers in Romania may be factored on a non-recourse basis. The facility has a factoring fee of 4.0% of any factored receivable and bears interest at 6.0% per annum from the date the receivables are factored to the due date of the factored receivable. Total Group At June 30, 2018 , the maturity of our long-term debt and credit facilities was as follows: 2018 $ — 2019 47,565 2020 — 2021 274,354 2022 — 2023 and thereafter 546,527 Total long-term debt and credit facilities 868,446 Debt issuance costs (6,159 ) Carrying amount of long-term debt and credit facilities $ 862,287 Capital Lease Commitments We lease certain of our office and broadcast facilities as well as machinery and equipment under various leasing arrangements. The future minimum lease payments, by year and in the aggregate, under capital leases with initial or remaining non-cancellable lease terms in excess of one year, consisted of the following at June 30, 2018 : 2018 $ 1,912 2019 3,466 2020 3,152 2021 1,969 2022 259 2023 and thereafter — Total undiscounted payments 10,758 Less: amount representing interest (373 ) Present value of net minimum lease payments $ 10,385 |
PROGRAM RIGHTS
PROGRAM RIGHTS | 6 Months Ended |
Jun. 30, 2018 | |
PROGRAM RIGHTS [Abstract] | |
PROGRAM RIGHTS | 6. PROGRAM RIGHTS Program rights comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Program rights: Acquired program rights, net of amortization $ 148,748 $ 161,929 Less: current portion of acquired program rights (71,437 ) (69,706 ) Total non-current acquired program rights 77,311 92,223 Produced program rights – Feature Films: Released, net of amortization 772 939 Produced program rights – Television Programs: Released, net of amortization 52,312 49,888 Completed and not released 5,524 9,987 In production 18,620 28,971 Development and pre-production 303 162 Total produced program rights 77,531 89,947 Total non-current acquired program rights and produced program rights $ 154,842 $ 182,170 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 6 Months Ended |
Jun. 30, 2018 | |
Accounts Receivable, Net [Abstract] | |
ACCOUNTS RECEIVABLE | 7. ACCOUNTS RECEIVABLE Accounts receivable comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Third-party customers $ 155,865 $ 168,805 Less: allowance for bad debts and credit notes (9,491 ) (9,902 ) Total accounts receivable $ 146,374 $ 158,903 |
OTHER ASSETS
OTHER ASSETS | 6 Months Ended |
Jun. 30, 2018 | |
Other Assets [Abstract] | |
OTHER ASSETS | 8. OTHER ASSETS Other current and non-current assets comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Current: Prepaid acquired programming $ 24,360 $ 22,579 Other prepaid expenses 7,452 7,616 VAT recoverable 485 650 Income taxes recoverable 985 109 Other 1,740 2,152 Total other current assets $ 35,022 $ 33,106 June 30, 2018 December 31, 2017 Non-current: Capitalized debt costs $ 10,946 $ 12,947 Deferred tax 2,755 2,964 Other 238 958 Total other non-current assets $ 13,939 $ 16,869 Capitalized debt costs are being amortized over the term of the 2023 Revolving Credit Facility using the straight-line method, which approximates the effective interest method. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | 9. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Land and buildings $ 83,712 $ 86,480 Machinery, fixtures and equipment 195,089 195,682 Other equipment 15,741 16,121 Software 53,033 53,143 Construction in progress 1,508 3,026 Total cost 349,083 354,452 Less: accumulated depreciation (252,302 ) (250,804 ) Total net book value $ 96,781 $ 103,648 Assets held under capital leases (included in the above) Machinery, fixtures and equipment $ 17,445 $ 14,193 Total cost 17,445 14,193 Less: accumulated depreciation (6,578 ) (5,151 ) Total net book value $ 10,867 $ 9,042 The movement in the net book value of property, plant and equipment during the six months ended June 30, 2018 and 2017 was comprised of: For the Six Months Ended June 30, 2018 2017 Opening balance $ 103,648 $ 89,080 Additions (1) 11,646 10,409 Disposals (23 ) (84 ) Depreciation (14,914 ) (12,409 ) Foreign currency movements (3,576 ) 8,663 Ending balance $ 96,781 $ 95,659 (1) Includes assets acquired under capital leases of US$ 4.0 million and US$ 4.0 million for the six months ended June 30, 2018 and 2017 , respectively. |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 6 Months Ended |
Jun. 30, 2018 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 10. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Accounts payable and accrued liabilities comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Accounts payable and accrued expenses $ 50,894 $ 53,408 Related party accounts payable 143 252 Programming liabilities 16,573 16,923 Related party programming liabilities 12,264 20,027 Duties and other taxes payable 6,560 8,769 Accrued staff costs 13,428 18,430 Accrued interest payable 2,945 3,326 Related party accrued interest payable (including Guarantee Fees) 2,641 6,273 Income taxes payable 7,843 14,018 Other accrued liabilities 1,509 2,467 Total accounts payable and accrued liabilities $ 114,800 $ 143,893 |
OTHER LIABILITIES
OTHER LIABILITIES | 6 Months Ended |
Jun. 30, 2018 | |
Other Liabilities [Abstract] | |
OTHER LIABILITIES | 11. OTHER LIABILITIES Other current and non-current liabilities comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Current: Deferred revenue $ 23,219 $ 5,675 Legal provisions 2,016 2,907 Other 618 698 Total other current liabilities $ 25,853 $ 9,280 June 30, 2018 December 31, 2017 Non-current: Deferred tax $ 19,222 $ 20,569 Related party commitment fee payable (1) 11,218 10,765 Related party Guarantee Fee payable (Note 5) 62,817 58,855 Other 10,840 5,065 Total other non-current liabilities $ 104,097 $ 95,254 (1) Represents the commitment fee ("Commitment Fee") payable to Warner Media, including accrued interest, in respect of its obligation under a commitment letter dated November 14, 2014 between Warner Media and us whereby Warner Media agreed to provide or assist with arranging a loan facility to repay our 5.0% senior convertible notes at maturity in November 2015. The Commitment Fee is payable by November 1, 2021 or earlier if the repayment of the 2021 Euro Loan is accelerated. The Commitment Fee bears interest at 8.5% per annum and such interest is payable in arrears on each May 1 and November 1, and may be paid in cash or in kind, at our election. During the three and six months ended June 30, 2018 and 2017 , we recognized revenue of US$ 1.6 million and US$ 4.1 million ; and US$ 1.2 million ; and US$ 3.7 million related to our deferred revenue existing at December 31, 2017 and 2016, respectively. The increase in our deferred revenues for the six months ended June 30, 2018 is primarily the result of cash payments received from customers in advance of satisfying our performance obligations. |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 12. FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS ASC 820, “Fair Value Measurements and Disclosure”, establishes a hierarchy that prioritizes the inputs to those valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are: Basis of Fair Value Measurement Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted instruments. Level 2 Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. We evaluate the position of each financial instrument measured at fair value in the hierarchy individually based on the valuation methodology we apply. The carrying amount of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities, approximate their fair value due to the short-term nature of these items. The fair value of our long-term debt is included in Note 5, "Long-term Debt and Other Financing Arrangements" . Hedging Activities Cash Flow Hedges of Interest Rate Risk We are party to interest rate swap agreements to mitigate our exposure to interest rate fluctuations on the outstanding principal amount of the Euro Loans. These interest rate swaps provide us with variable-rate cash receipts in exchange for fixed-rate payments over the lives of the agreements, with no exchange of the underlying notional amount. These instruments are carried at fair value on our condensed consolidated balance sheets as other current and other non-current liabilities based on their maturity. We value the interest rate swap agreements using a valuation model which calculates the fair value on the basis of the net present value of the estimated future cash flows. The most significant input used in the valuation model is the expected EURIBOR-based yield curve. These instruments were allocated to Level 2 of the fair value hierarchy because the critical inputs to this model, including current interest rates, relevant yield curves and the known contractual terms of the instruments, were readily observable. The effective portion of the changes in the fair value of the designated instruments is recorded in accumulated other comprehensive income / loss and subsequently reclassified to interest expense when the hedged item affects earnings. The ineffective portion of changes in the fair value is recognized immediately in other non-operating expense / income, net in our condensed consolidated statements of operations and comprehensive income / loss. For the three and six months ended June 30, 2018 and 2017 , we did not recognize any charges related to hedge ineffectiveness. All changes in fair value are recorded in other non-operating income, net in our condensed consolidated statements of operations and comprehensive income / loss. Information relating to interest rates swaps is as follows: Trade Date Number of Contracts Aggregate Notional Amount Designated Portion Maturity Date Objective Fair Value as at June 30, 2018 April 26, 2018 4 EUR 468,800 EUR 468,800 April 26, 2023 Interest rate hedge underlying 2023 Euro Loan, forward starting on February 19, 2021 $ (2,821 ) April 5, 2016 5 EUR 468,800 EUR 468,800 February 19, 2021 Interest rate hedge underlying 2023 Euro Loan $ (2,609 ) April 26, 2018 3 EUR 235,335 EUR 78,367 November 1, 2021 Interest rate hedge underlying 2021 Euro Loan, forward starting on November 1, 2019 $ (932 ) November 10, 2015 3 EUR 235,335 EUR 78,367 November 1, 2019 Interest rate hedge underlying 2021 Euro Loan $ (1,137 ) April 5, 2016 4 EUR 40,800 EUR — November 1, 2018 Interest rate hedge underlying 2019 Euro Loan $ (24 ) As a part of the Financing Transactions (see Note 5, "Long-term Debt and Other Financing Arrangements" ) we entered into forward starting interest rate swap agreements to mitigate our exposure to interest rate fluctuations on the outstanding principal amount of the 2021 Euro Loan and 2023 Euro Loan for the period from maturity of the current instruments until the prolonged maturity date of the related Euro Loan. In May 2018, we settled in part the interest rate swaps underlying the 2019 Euro Loan to align with the EUR 110.0 million reduction of the principal balance of that loan following the repayment on May 3, 2018 (see Note 5, "Long-term Debt and Other Financing Arrangements" ). Changes in the fair value of the settled portion of this interest rate swap are recognized within other non-operating income, net in our condensed consolidated statements of operations and comprehensive income / loss. The expected proceeds from the Divestment Transaction will be used to satisfy amounts owing in respect of the 2019 Euro Loan and a portion of the 2021 Euro Loan (see Note 5, "Long-term Debt and Other Financing Arrangements" ). The anticipated reduction of principal amounts owing in respect of the 2021 Euro Loan will reduce future interest payments that the interest rate swap maturing on November 1, 2019 is designed to hedge. To maintain the effectiveness of the interest rate swap, we have de-designated a portion to align the notional amount of the instrument with the 2021 Euro Loan principal that will remain after the application of Divestment Transaction proceeds. For the portion de-designated, all related fair value adjustments, including those previously recognized in accumulated other comprehensive income / loss, are recognized in other non-operating income, net in our condensed consolidated statements of operations and comprehensive income / loss (see Note 14, "Equity" ). Foreign Currency Risk From time to time, we have entered into forward foreign exchange contracts to reduce our exposure to movements in foreign exchange rates related to contractual payments under certain dollar-denominated agreements. As at June 30, 2018 , we had no such forward foreign exchange contracts outstanding. Fair Value of Derivatives The change in fair value of derivatives not recognized within accumulated other comprehensive income / loss comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Loss on currency swaps $ — $ (1,100 ) $ — $ (732 ) Loss on interest rate swaps (1,101 ) — (1,329 ) — Change in fair value of derivatives $ (1,101 ) $ (1,100 ) $ (1,329 ) $ (732 ) |
CONVERTIBLE REDEEMABLE PREFERRE
CONVERTIBLE REDEEMABLE PREFERRED STOCK | 6 Months Ended |
Jun. 30, 2018 | |
Temporary Equity Disclosure [Abstract] | |
CONVERTIBLE REDEEMABLE PREFERRED STOCK | 13. CONVERTIBLE REDEEMABLE PREFERRED SHARES 200,000 shares of our Series B Convertible Redeemable Preferred Stock, par value US$ 0.08 per share (the “Series B Preferred Shares”) were issued and outstanding as at June 30, 2018 and December 31, 2017 . As at June 30, 2018 and December 31, 2017 , the accreted value of the Series B Preferred Shares was US$ 269.4 million and US$ 264.6 million , respectively. The Series B Preferred Shares are held by Time Warner Media Holdings B.V. ("TW Investor"), a wholly owned subsidiary of AT&T. As of June 30, 2018 , the 200,000 shares of Series B preferred stock were convertible into approximately 111.1 million shares of Class A common stock. The stated value of the Series B Preferred Shares of US$ 1,000 per share accreted at an annual rate of 3.75% , compounded quarterly, from June 25, 2016 until June 24, 2018. The Series B Preferred Shares will not accrete further. Each Series B Preferred Share may, at the holder's option, be converted into the number of shares of our Class A common stock determined by dividing (i) the accreted stated value plus accrued but unpaid dividends, if any, in each case as of the conversion date, by (ii) the conversion price, which was approximately US$ 2.42 at June 30, 2018 , but is subject to adjustment from time to time pursuant to customary weighted-average anti-dilution provisions with respect to our issuances of equity or equity-linked securities at a price below the then-applicable conversion price (excluding any securities issued under our benefit plans at or above fair market value). We have the right to redeem the Series B Preferred Shares in whole or in part upon 30 days ' written notice. The redemption price of each outstanding Series B Preferred Share is equal to its accreted stated value plus accrued but unpaid dividends, if any, in each case as of the redemption date specified in the redemption notice. After receipt of a redemption notice, each holder of Series B Preferred Shares will have the right to convert, prior to the date of redemption, all or part of such Series B Preferred Shares to be redeemed by us into shares of our Class A common stock in accordance with the terms of conversion described above. Holders of the Series B Preferred Shares have no voting rights on any matter presented to holders of any class of our capital stock, with the exception that they may vote with holders of shares of our Class A common stock (i) with respect to a change of control event or (ii) as provided by our Bye-laws or applicable Bermuda law. Holders of Series B Preferred Shares will participate in any dividends declared or paid on our Class A common stock on an as-converted basis. The Series B Preferred Shares will rank pari passu with our Series A Convertible Preferred Stock and senior to all other equity securities of the Company in respect of payment of dividends and distribution of assets upon liquidation. The Series B Preferred Shares have such other rights, powers and preferences as are set forth in the Certificate of Designation for the Series B Preferred Shares. The Series B Preferred Shares are not considered a liability and the embedded conversion feature does not require bifurcation. The Series B Preferred Shares are classified outside of permanent equity at redemption value which includes accreted changes in the redemption value since issuance. For the three and six months ended June 30, 2018 and 2017 , we recognized accretion on the Series B Preferred Shares of US$ 2.3 million and US$ 4.8 million ; and US$ 2.4 million and US$ 4.8 million , respectively, with corresponding decreases in additional paid-in capital. |
EQUITY
EQUITY | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
EQUITY | 14. EQUITY Preferred Stock 5,000,000 shares of Preferred Stock were authorized as at June 30, 2018 and December 31, 2017 . One share of Series A Convertible Preferred Stock (the "Series A Preferred Share") was issued and outstanding as at June 30, 2018 and December 31, 2017 . The Series A Preferred Share is convertible into 11,211,449 shares of Class A common stock on the date that is 61 days after the date on which the ownership of our outstanding shares of Class A common stock by a group that includes TW Investor and its affiliates would not be greater than 49.9% . The Series A Preferred Share is entitled to one vote per each share of Class A common stock into which it is convertible and has such other rights, powers and preferences, including potential adjustments to the number of shares of Class A common stock to be issued upon conversion, as are set forth in the Certificate of Designation for the Series A Preferred Share. 200,000 shares of Series B Preferred Shares were issued and outstanding as at June 30, 2018 and December 31, 2017 (see Note 13, "Convertible Redeemable Preferred Shares" ). As of June 30, 2018 , the 200,000 Series B Preferred Shares were convertible into approximately 111.1 million shares of Class A common stock. Class A and Class B Common Stock 440,000,000 shares of Class A common stock and 15,000,000 shares of Class B common stock were authorized as at June 30, 2018 and December 31, 2017 . The rights of the holders of Class A common stock and Class B common stock are identical except for voting rights. The shares of Class A common stock are entitled to one vote per share and the shares of Class B common stock are entitled to ten votes per share. Shares of Class B common stock are convertible into shares of Class A common stock on a one -for- one basis for no additional consideration and automatically convert into shares of Class A common stock on a one-for-one basis when the number of shares of Class B common stock is less than 10% of the total number of shares of common stock outstanding. Holders of each class of shares are entitled to receive dividends and upon liquidation or dissolution are entitled to receive all assets available for distribution to holders of our common stock. Under our bye-laws, the holders of each class have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. There were 252.1 million and 145.5 million shares of Class A common stock outstanding at June 30, 2018 and December 31, 2017 , respectively, and no shares of Class B common stock outstanding at June 30, 2018 or December 31, 2017 . As at June 30, 2018 , TW Investor owns 64.4% of the outstanding shares of Class A common stock. In connection with the exercise of warrants by Warner Media and TW Investor (described below), each of them issued standing proxies to the independent directors of the Company, pursuant to which it granted the right to vote the shares received on the exercise of those warrants (the “Warrant Shares”) on all matters other than a change in control. In accordance with these proxies, the Warrant Shares will be voted in proportion to votes cast at a general meeting of the Company, excluding such Warrant Shares. As a result of the standing proxies, after giving effect to its ownership of the Series A Preferred Share, TW Investor has a 44.7% voting interest in the Company. Warrants On May 2, 2014, we issued 114,000,000 warrants in connection with a rights offering. Each warrant was exercisable until May 2, 2018 and entitled the holder thereof to receive one share of our Class A common stock at an exercise price of US$ 1.00 per share in cash. During the six months ended June 30, 2018 , 105,652,401 warrants were exercised, including 100,926,996 by Warner Media (formerly Time Warner, Inc. at date of exercise) and TW Investor, resulting in net proceeds to us of approximately US$ 105.7 million . Of the 114,000,000 issued warrants, 202,175 expired unexercised on May 2, 2018. Accumulated Other Comprehensive Loss The movement in accumulated other comprehensive loss during the six months ended June 30, 2018 comprised the following: Currency translation adjustment, net Unrealized (loss) / gain on derivative instruments designated as hedging instruments TOTAL Accumulated Other Comprehensive Loss BALANCE December 31, 2017 $ (184,256 ) $ (3,182 ) $ (187,438 ) Other comprehensive (loss) / income before reclassifications: Foreign exchange loss on intercompany loans (1) (3,524 ) — (3,524 ) Foreign exchange loss on the Series B Preferred Shares (7,677 ) — (7,677 ) Currency translation adjustment (11,867 ) — (11,867 ) Change in the fair value of hedging instruments — (5,595 ) (5,595 ) Amounts reclassified from accumulated other comprehensive loss: Changes in fair value reclassified to interest expense — 1,231 1,231 Changes in fair value reclassified to other non-operating income, net (2) — 1,436 1,436 Net other comprehensive income (23,068 ) (2,928 ) (25,996 ) BALANCE June 30, 2018 $ (207,324 ) $ (6,110 ) $ (213,434 ) (1) Represents foreign exchange losses on intercompany loans that are of a long-term investment nature which are reported in the same manner as translation adjustments. (2) We expect to repay a portion of the 2021 Euro Loan with the expected proceeds from the Divestment Transaction (see Note 5, "Long-term Debt and Other Financing Arrangements" ). This anticipated reduction of principal amounts owing in respect of the 2021 Euro Loan will reduce future interest payments that the interest rate swap maturing on November 1, 2019 is designed to hedge. To maintain the effectiveness of the interest rate swap, we have de-designated a portion of the notional amount to align with the principal balance of the 2021 Euro Loan principal that will remain after the application of Divestment Transaction proceeds. For the portion de-designated, all related fair value adjustments including those previously recognized in accumulated other comprehensive income / loss are recognized in other non-operating income, net in our condensed consolidated statements of operations and comprehensive income / loss (see Note 12, "Financial Instruments and Fair Value Measurements" ). |
INTEREST EXPENSE
INTEREST EXPENSE | 6 Months Ended |
Jun. 30, 2018 | |
Interest Expense [Abstract] | |
INTEREST EXPENSE | 15. INTEREST EXPENSE Interest expense comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest on long-term debt and other financing arrangements $ 9,374 $ 16,012 $ 22,829 $ 33,641 Amortization of capitalized debt issuance costs 1,067 1,416 2,624 2,780 Total interest expense $ 10,441 $ 17,428 $ 25,453 $ 36,421 We paid cash interest (including mandatory cash-pay Guarantee Fees) of US$ 21.5 million and US$ 19.6 million during the six months ended June 30, 2018 and 2017 , respectively. Interest expense related to the 2019 Euro Loan and 2021 Euro Loan has been allocated to results from discontinued operations relative to the proportion of those principal balances expected to be repaid from the proceeds of the Divestment Transaction (see Note 3, "Discontinued Operations and Assets Held for Sale" ). |
OTHER NONOPERATING EXPENSE, NET
OTHER NONOPERATING EXPENSE, NET | 6 Months Ended |
Jun. 30, 2018 | |
Other Income and Expenses [Abstract] | |
OTHER NON-OPERATING INCOME / EXPENSE | 16. OTHER NON-OPERATING INCOME / EXPENSE, NET Other non-operating income / expense, net comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest income $ 204 $ 110 $ 346 $ 187 Foreign currency exchange (loss) / gain, net (6,054 ) 7,864 (1,788 ) 9,476 Change in fair value of derivatives (Note 12) (1,101 ) (1,100 ) (1,329 ) (732 ) Loss on extinguishment of debt (179 ) — (288 ) — Other income, net 194 34 171 209 Total other non-operating (expense) / income, net $ (6,936 ) $ 6,908 $ (2,888 ) $ 9,140 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | 17. STOCK-BASED COMPENSATION Under our 2015 Stock Incentive Plan (the "2015 Plan"), 6,000,000 shares of Class A common stock are authorized for grants of stock options, restricted stock units ("RSU"), restricted stock and stock appreciation rights to employees and non-employee directors. In addition, any shares available under our Amended and Restated Stock Incentive Plan (which expired on June 1, 2015), including in respect of any awards that expire, terminate or are forfeited, will be available for awards under the 2015 Plan. Under the 2015 Plan, awards are made to employees and directors at the discretion of the Compensation Committee. Any awards previously issued under the Amended and Restated Stock Incentive Plan will continue to be governed by the terms of that plan. The charge for stock-based compensation in our condensed consolidated statement of operations and comprehensive income / loss was as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Stock-based compensation expense from continuing operations $ 1,088 $ 845 $ 2,162 $ 1,612 Stock-based compensation expense from discontinued operations 40 34 78 63 Stock Options Grants of options allow the holders to purchase shares of Class A common stock at an exercise price, which is generally the market price prevailing at the date of the grant, with vesting between one and four years after the awards are granted. There was no option activity during the six months ended June 30, 2018 . The summary of stock options outstanding as at June 30, 2018 and December 31, 2017 is presented below: Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2017 2,011,392 $ 2.32 7.58 $ 4,677 Outstanding at June 30, 2018 2,011,392 2.32 7.08 3,671 Vested and expected to vest 2,011,392 2.32 7.08 3,671 Exercisable at June 30, 2018 1,405,696 $ 2.31 7.04 $ 2,580 When options are vested, holders may exercise them at any time up to the maximum contractual life of the instrument which is specified in the option agreement. At June 30, 2018 , the maximum life of options that were issued under the 2015 Plan was ten years . Upon providing the appropriate written notification, holders pay the exercise price and receive shares. Shares delivered in respect of stock option exercises are newly issued shares. The fair value of stock options is estimated on the grant date using the Black-Scholes option-pricing model and recognized ratably over the requisite service period as a component of selling, general and administrative expenses. The aggregate intrinsic value (the difference between the stock price on the last day of trading of the second quarter of June 30, 2018 and the exercise prices multiplied by the number of in-the-money options) represents the total intrinsic value that would have been received by the option holders had they exercised all in-the-money options as at June 30, 2018 . This amount changes based on the fair value of our Class A common stock. As at June 30, 2018 , there was US$ 0.8 million of unrecognized compensation expense related to stock options which is expected to be recognized over a weighted-average period of 1.2 years . Restricted Stock Units Each RSU represents a right to receive one share of Class A common stock of the Company for each RSU that vests in accordance with a time-based vesting schedule, generally between one to four years from the date of grant. Upon vesting, shares of Class A common stock are issued from authorized but unissued shares. Holders of RSU awards are not entitled to receive cash dividend equivalents and are not entitled to vote. The grant date fair value of RSUs is calculated as the closing price of our Class A common shares on the date of grant and presented as a component of selling, general and administrative expenses. The following table summarizes information about unvested RSU as at June 30, 2018 and December 31, 2017 : Number of Shares / Units Weighted Average Grant Date Fair Value Unvested at December 31, 2017 2,694,063 $ 3.07 Granted 962,369 4.28 Vested (1,162,732 ) 3.17 Unvested at June 30, 2018 2,493,700 $ 3.49 As at June 30, 2018 and December 31, 2017 , there were 479,406 and 719,109 , respectively, of unvested RSUs with performance conditions included in the above. No RSUs with performance conditions were granted or forfeited during the six months ended June 30, 2018 . As at June 30, 2018 , the intrinsic value of unvested RSUs was US$ 10.3 million . Total unrecognized compensation cost related to unvested RSUs as at June 30, 2018 was US$ 6.9 million and is expected to be recognized over a weighted-average period of 2.6 years . |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 18. EARNINGS PER SHARE We determined that the Series B Preferred Shares are a participating security, and accordingly, our basic and diluted net income / loss per share is calculated using the two-class method. Under the two-class method, basic net income / loss per common share is computed by dividing the net income available to common shareholders after deducting contractual amounts of accretion on our Series B Preferred Shares and the income allocated to these shares by the weighted-average number of common shares outstanding during the period. Diluted net income / loss per share is computed by dividing the adjusted net income by the weighted-average number of dilutive shares outstanding during the period. The components of basic and diluted earnings per share are as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Income from continuing operations $ 21,325 $ 25,265 $ 27,409 $ 19,283 Net loss attributable to noncontrolling interests 16 137 194 346 Less: preferred share accretion paid in kind (Note 13) (2,330 ) (2,405 ) (4,777 ) (4,762 ) Less: income allocated to Series B Preferred Shares (6,084 ) (9,347 ) (8,192 ) (6,037 ) Income from continuing operations available to common shareholders, net of noncontrolling interest 12,927 13,650 14,634 8,830 Income / (loss) from discontinued operations, net of tax (Note 3) 4,700 2,533 5,688 (2,759 ) Less: (income) / loss allocated to Series B Preferred Shares (1,504 ) (1,030 ) (2,041 ) 1,120 Net income attributable to CME Ltd. available to common shareholders — basic 16,123 15,153 18,281 7,191 Effect of dilutive securities Dilutive effect of Series B Preferred Shares 485 2,430 1,524 1,103 Net income attributable to CME Ltd. available to common shareholders — diluted $ 16,608 $ 17,583 $ 19,805 $ 8,294 Weighted average outstanding shares of common stock — basic (1) 235,148 155,738 196,807 155,269 Dilutive effect of common stock warrants, employee stock options and RSUs 23,635 80,214 53,708 75,603 Weighted average outstanding shares of common stock — diluted 258,783 235,952 250,515 230,872 Net income / (loss) per share: Continuing operations — basic $ 0.05 $ 0.09 $ 0.07 $ 0.06 Continuing operations — diluted 0.05 0.07 0.06 0.04 Discontinued operations — basic 0.02 0.01 0.02 (0.01 ) Discontinued operations — diluted 0.01 0.00 0.02 0.00 Net income attributable to CME Ltd. — basic 0.07 0.10 0.09 0.05 Net income attributable to CME Ltd. — diluted 0.06 0.07 0.08 0.04 (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of the common stock. The following weighted-average, equity awards and convertible shares were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive for the periods presented: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Employee stock options — — — 411 RSUs 1,013 479 1,013 698 Total 1,013 479 1,013 1,109 These instruments may become dilutive in the future. As set forth in the Certificate of Designation for the Series B Preferred Shares, the holders of our Series B Preferred Shares are not contractually obligated to share in our losses. |
SEGMENT DATA
SEGMENT DATA | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | . SEGMENT DATA We manage our business on a geographical basis, with four operating segments: Bulgaria, the Czech Republic, Romania and the Slovak Republic, which are also our reportable segments and our main operating countries. These segments reflect how CME Ltd.’s operating performance is evaluated by our chief operating decision makers, who we have identified as our co-Chief Executive Officers; how operations are managed by segment managers; and the structure of our internal financial reporting. Our segments generate revenues primarily from the sale of advertising and sponsorship on our channels. This is supplemented by revenues from cable and satellite television service providers that carry our channels on their platforms and from revenues through the sale of distribution rights to third parties. We do not rely on any single major customer or group of major customers. Intersegment revenues and profits have been eliminated in consolidation. We evaluate our consolidated results and the performance of our segments based on net revenues and OIBDA (as defined below). We believe OIBDA is useful to investors because it provides a meaningful representation of our performance as it excludes certain items that either do not impact our cash flows or the operating results of our operations. OIBDA is also used as a component in determining management bonuses. OIBDA includes amortization and impairment of program rights and is calculated as operating income / loss before depreciation, amortization of intangible assets, impairments of assets and certain unusual or infrequent items that are not considered by our chief operating decision makers when evaluating our performance. From January 1, 2018, stock-based compensation and certain operating costs incurred on behalf of our segments at the corporate level have been allocated to our segments for purposes of evaluating their performance. Prior period information has been recast to conform to the current period presentation. Below are tables showing our net revenues, OIBDA, total assets, capital expenditures and long-lived assets for our continuing operations by segment for the three and six months ended June 30, 2018 and 2017 for condensed consolidated statements of operations and comprehensive income / loss data and condensed consolidated statements of cash flow data; and as at June 30, 2018 and December 31, 2017 for condensed consolidated balance sheet data. Net revenues: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Bulgaria $ 23,427 $ 20,774 $ 42,860 $ 36,079 Czech Republic 61,028 53,371 112,562 92,845 Romania 49,594 48,570 95,555 87,514 Slovak Republic 26,770 24,624 49,723 42,964 Intersegment revenues (1) (1,264 ) (444 ) (1,963 ) (775 ) Total net revenues $ 159,555 $ 146,895 $ 298,737 $ 258,627 (1) Reflects revenues earned from the sale of content to other country segments in CME Ltd. All other revenues are third party revenues. OIBDA: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Bulgaria $ 5,622 $ 2,985 $ 8,603 $ 4,243 Czech Republic 28,251 25,377 43,621 36,124 Romania 24,196 22,071 43,089 36,531 Slovak Republic 3,906 7,409 5,009 8,157 Elimination 28 24 40 16 Total operating segments 62,003 57,866 100,362 85,071 Corporate (6,346 ) (6,210 ) (14,038 ) (12,323 ) Total OIBDA 55,657 51,656 86,324 72,748 Depreciation of property, plant and equipment (7,548 ) (6,450 ) (14,914 ) (12,409 ) Amortization of broadcast licenses and other intangibles (2,267 ) (2,053 ) (4,623 ) (4,162 ) Operating income 45,842 43,153 66,787 56,177 Interest expense (Note 15) (10,441 ) (17,428 ) (25,453 ) (36,421 ) Other non-operating (expense) / income, net (Note 16) (6,936 ) 6,908 (2,888 ) 9,140 Income before tax $ 28,465 $ 32,633 $ 38,446 $ 28,896 Total assets: (1) June 30, 2018 December 31, 2017 Bulgaria $ 136,462 $ 155,885 Czech Republic 773,098 842,716 Romania 294,633 307,286 Slovak Republic 150,674 149,866 Total operating segments 1,354,867 1,455,753 Corporate 24,802 24,146 Assets held for sale (Note 3) 142,623 148,156 Total assets $ 1,522,292 $ 1,628,055 (1) Segment assets exclude any intercompany balances. Capital expenditures: For the Six Months Ended June 30, 2018 2017 Bulgaria $ 1,349 $ 2,019 Czech Republic 3,539 5,088 Romania 1,528 2,966 Slovak Republic 1,080 900 Total operating segments 7,496 10,973 Corporate 338 1,003 Total capital expenditures $ 7,834 $ 11,976 Long-lived assets: (1) June 30, 2018 December 31, 2017 Bulgaria $ 8,005 $ 7,863 Czech Republic 39,978 46,146 Romania 28,680 28,515 Slovak Republic 17,415 17,450 Total operating segments 94,078 99,974 Corporate 2,703 3,674 Total long-lived assets $ 96,781 $ 103,648 (1) Reflects property, plant and equipment, net. Revenues from contracts with customers comprised the following for the three and six months ended June 30, 2018 and 2017 : Consolidated revenue by type: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Television advertising $ 130,939 $ 120,603 $ 242,735 $ 209,656 Carriage fees and subscriptions 22,874 21,165 46,171 40,051 Other 5,742 5,127 9,831 8,920 Total net revenues $ 159,555 $ 146,895 $ 298,737 $ 258,627 Management reviews the performance of our operations based on the above revenue types as well as on a geographic basis as described above. Management does not review other disaggregations of revenues from contracts with customers. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 20. COMMITMENTS AND CONTINGENCIES Commitments a) Programming Rights Agreements and Other Commitments At June 30, 2018 , we had total commitments of US$ 71.3 million ( December 31, 2017 : US$ 99.1 million ) in respect of future programming, including contracts signed with license periods starting after the balance sheet date. In addition, we have digital transmission obligations, future minimum operating lease payments for non-cancellable operating leases with remaining terms in excess of one year (net of any sublease income) and other commitments as follows: Programming purchase obligations Other commitments (1) Operating leases Capital expenditures 2018 $ 12,714 $ 8,579 $ 1,603 $ 2,857 2019 22,412 2,971 1,096 206 2020 18,189 2,171 710 — 2021 11,092 9,352 617 — 2022 3,452 195 600 — 2023 and thereafter 3,444 113 1,809 — Total $ 71,303 $ 23,381 $ 6,435 $ 3,063 (1) Other commitments are primarily comprised of digital transmission commitments and the Commitment Fee payable to Warner Media. Contingencies Litigation We are from time to time party to legal proceedings, arbitrations and regulatory proceedings arising in the normal course of our business operations, including the proceeding described below. We evaluate, on a quarterly basis, developments in such matters and provide accruals for such matters, as appropriate. In making such decisions, we consider the degree of probability of an unfavorable outcome and our ability to make a reasonable estimate of the amount of a loss. An unfavorable outcome in any such proceedings, if material, could have an adverse effect on our business or consolidated financial statements. In the fourth quarter of 2016, our Slovak subsidiary MARKIZA-SLOVAKIA, spol. s.r.o. (“Markiza”) was notified of claims that were filed in June 2016 in a court of first instance in Bratislava, the Slovak Republic to collect amounts allegedly owing under four promissory notes that have a collective face value of approximately EUR 69.0 million. These four promissory notes were purportedly issued in June 2000 by Pavol Rusko in his personal capacity and were purportedly guaranteed by Markiza under the signature of Mr. Rusko, who was an executive director of Markiza at that time as well as one of its shareholders. The notes purport to be issued in favor of Marian Kocner, a controversial Slovak businessman, and to a former associate of Mr. Kocner, and were supposedly assigned several times, ultimately to Sprava a inkaso zmeniek, s.r.o., a company owned by Mr. Kocner that is the plaintiff in these proceedings. Two of the notes, each of which purportedly has a face value of approximately EUR 8.3 million , allegedly matured in 2015; and the other two , each of which purportedly has a face value of approximately EUR 26.2 million , allegedly matured in 2016. The four notes accrue interest from their purported maturity dates. Although Mr. Rusko has asserted, both in written responses to active claims filed in respect of three of the promissory notes as well as in subsequent oral testimony, that he signed the notes in June 2000, we do not believe that the notes were signed in June 2000 or that any of the notes are authentic. Civil Proceedings Despite a random case assignment system in the Slovak Republic, claims in respect of three of the notes were initially assigned to the same judge. One of those claims, concerning one of the promissory notes having a face value of approximately EUR 8.3 million (the “First PN Case”), was subsequently reassigned. Proceedings on the claim in respect of the fourth promissory note (in the amount of approximately EUR 26.2 million ) were terminated in January 2017 by the presiding judge because the plaintiff failed to pay court fees and were terminated a second time by a different presiding judge in September 2017 after the plaintiff refiled but failed to pay court fees a second time. During the first quarter of 2018, the court of first instance began to schedule hearings in respect of the First PN Case as well as the claims relating to the second promissory note having a face value of approximately EUR 8.3 million (the “Second PN Case”) and one of the promissory notes having a face value of approximately EUR 26.2 million (the “Third PN Case”). On April 26, 2018, the judge in the First PN Case ruled in favor of the plaintiff. Markiza has appealed that decision. Criminal Proceedings On May 14, 2018, Markiza filed a criminal complaint with the Office of the Special Prosecutor Office of the Slovak Republic (the “Special Prosecutor’s Office”) alleging that Mr. Kocner and Mr. Rusko committed the offenses of (1) counterfeiting, falsification, and illegal production of money and securities and (2) obstruction or perversion of justice. The Special Prosecutor’s Office opened criminal proceedings in the matter at that time. On June 20, 2018, the Special Prosecutor’s Office issued a decision to formally charge Mr. Kocner and Mr. Rusko with counterfeiting, falsification, and illegal production of money and securities and with obstruction or perversion of justice. Subsequently, Mr. Kocner has been taken into pre-trial custody by the Slovak authorities. Following the initiation of these criminal proceedings, a hearing scheduled in respect of the Third PN Case was canceled and to date no further hearing has been scheduled. No hearings in the Second PN Case have been held. Markiza is seeking to have the civil proceedings suspended until the conclusion of the criminal proceedings. In the event any of the civil proceedings are not suspended, Markiza will continue to vigorously defend the claims. Based on the facts and circumstances of these cases, we have not accrued any amounts in respect of these claims. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 21. RELATED PARTY TRANSACTIONS We consider our related parties to be our officers, directors and shareholders who have direct control and/or influence over the Company as well as other parties that can significantly influence management. On June 14, 2018, AT&T acquired the outstanding shares of Warner Media. We have identified transactions with individuals or entities associated with AT&T, which is represented on our Board of Directors and holds a 44.7% voting interest in CME Ltd. (see Note 14, "Equity" ) as at June 30, 2018 , as material related party transactions. AT&T For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Cost of revenues $ 4,615 $ 3,716 $ 9,933 $ 7,192 Interest expense 6,508 12,878 16,981 27,253 June 30, 2018 December 31, 2017 Programming liabilities $ 12,264 $ 20,027 Other accounts payable and accrued liabilities 143 252 Accrued interest payable (1) 2,641 6,273 Other non-current liabilities (2) 74,035 69,620 (1) Amount represents accrued Guarantee Fees for which we have not yet paid in cash or made an election to pay in kind. See Note 5, "Long-term Debt and Other Financing Arrangements" . (2) Amount represents the Commitment Fee, as well as the Guarantee Fees for which we had previously made an election to pay in kind. See Note 5, "Long-term Debt and Other Financing Arrangements" . |
SUBSEQUENT EVENTS Subsequent ev
SUBSEQUENT EVENTS Subsequent events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent events | 22. SUBSEQUENT EVENTS On July 5, 2018, we signed an amended and restated framework agreement (the “Restated Framework Agreement”) with Slovenia Broadband S.à r.l. (the “Purchaser”), a wholly owned subsidiary of United Group B.V., amending and restating the framework agreement entered into on July 9, 2017, relating to the sale of our Croatia and Slovenia operations. Under the Restated Framework Agreement, the sale of our Croatia operations (the “Croatian Transaction”) is independent of the sale of our Slovenia operations (the “Slovenian Transaction”). The Restated Framework Agreement allocates the total cash consideration of EUR 230.0 million (approximately US$ 268.1 million ) into (i) cash consideration for closing of the Croatian Transaction of EUR 85.0 million (approximately US$ 99.1 million ) and (ii) cash consideration for closing of the Slovenian Transaction of EUR 145.0 million (approximately US$ 169.0 million ), each on a cash-free and debt-free basis and each subject to customary working capital adjustments. The Competition Protection Agency in Slovenia has confirmed that the Croatian Transaction does not fall within the scope of its review and the Croatian Transaction is expected to close on or about July 31, 2018, subject to the satisfaction of the remaining customary closing conditions. Closing of the Slovenian Transaction remains subject to receipt by the Purchaser of the approval of the Competition Protection Agency in Slovenia, as well as other customary closing conditions. The Restated Framework Agreement includes certain mutual termination rights including an extension of the right of either party to terminate the Restated Framework Agreement if the transaction had not closed by September 13, 2018. If the Restated Framework Agreement is terminated by either party because closing has not occurred prior to September 13, 2018, the Purchaser is obliged to pay CME a termination fee of EUR 7.0 million (approximately US$ 8.2 million ) if neither transaction has closed by such date, and approximately EUR 4.4 million (approximately US$ 5.1 million ) if the Croatian Transaction has closed but the Slovenian Transaction has not closed by such date, subject to certain exceptions, including if any requisite regulatory approval has not been obtained as a result of the Purchaser being required to make a specified material divestiture as a condition to such regulatory approval. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Interim Financial Statements | Interim Financial Statements The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Quarterly Report on Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States of America (“US GAAP”). Amounts as of December 31, 2017 included in the unaudited condensed consolidated financial statements have been derived from audited consolidated financial statements as of that date. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission on February 8, 2018 . Our significant accounting policies have not changed since December 31, 2017 , except as noted below. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring items and changes in US GAAP, necessary for their fair presentation in conformity with US GAAP for complete financial statements. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services, net of taxes assessed by a government authority that are both imposed on and concurrent with the specific revenue-producing transaction and collected from the customer. Timing of revenue recognition may differ from the timing of invoicing to customers. We defer the recognition of revenues when cash payments are received or due in advance of our performance, including amounts which are refundable. We record a receivable when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. Invoicing typically occurs on a monthly basis and customers are obliged to pay within 30 to 60 days of issuance. For certain services and customer types, we require payment before the services are provided. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. Our principal revenue streams and their respective accounting treatments are discussed below: Television advertising revenues primarily result from the sale of advertising time. Television advertising revenues are earned as the commercials are aired. In many countries, we commit to provide advertisers with certain rating levels in connection with their advertising. Revenue is recorded based on a charge per Gross Rating Point ("GRP") ordered during the month net of estimated shortfalls. Discounts and agency commissions on television advertising revenue are recognized at the point when the advertising is broadcast and are reflected as a reduction to gross revenue. These amounts are known in advance or can be reasonably estimated based on historical practice. Carriage fees and subscription revenues includes revenues from cable operators and direct-to-home broadcasters and fees from subscriptions to our streaming services. Revenues from cable operators and direct-to-home broadcasters are recognized as revenue over the period for which the channels are provided and to which the fees relate. A portion of this fee revenue is based on the number of subscribers to our channels and recognized during the period, based upon the number of subscribers. The impacts of future changes in subscriber levels are recognized when they occur as estimates of future subscribers are constrained. Revenues from subscriptions to our streaming services are recognized over the period of the subscription. Other revenues primarily includes revenues from our internet display advertising, as well as revenues from the licensing of our content. Internet display advertising revenues are recognized on a cost-per-impression basis based on the number of times a customer's advertisement is displayed on our websites. Revenues from the licensing of our content are recognized over the license period beginning from delivery or reasonable access to the content. Our revenue streams involve significant judgment with respect to the discounts and agency commissions we provide to certain customers based on the amount of advertising purchased. Such discounts are based on estimates of the total amount expected to be earned and reduce revenue based on a systematic and rational allocation of the cost of honoring the discounts earned and claimed to each of the underlying revenue transactions that result in progress by the customer towards earning the discount. Due to timing of the information provided by the rating agencies, significant judgment may be necessary to estimate the total volume of GRPs delivered within the contract period. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions. |
Discontinued Operations and Assets Held for Sale | Discontinued Operations and Assets Held for Sale We present our results of operations, financial position and cash flows of operations that have either been sold or that meet the criteria for "held-for-sale accounting" as discontinued operations if the disposal represents a strategic shift that will have a major effect on our operations and financial results. At the time an operation qualifies for held-for-sale accounting, the operation is evaluated to determine whether or not the carrying amount exceeds its fair value less cost to sell. Any loss as a result of carrying amounts in excess of fair value less cost to sell is recorded in the period the operation qualifies for held-for-sale accounting. Management judgment is required to (1) assess the criteria required to qualify for held-for-sale accounting, and (2) estimate fair value. Our Croatia and Slovenia operations are classified as discontinued operations and assets held for sale for all periods presented. See Note 3, "Discontinued Operations and Assets Held for Sale" . |
Basis of Consolidation | Basis of Consolidation The unaudited condensed consolidated financial statements include the accounts of CME Ltd. and our subsidiaries, after the elimination of intercompany accounts and transactions. Entities in which we hold less than a majority voting interest but over which we have the ability to exercise significant influence are accounted for using the equity method. Other investments are accounted for using the cost method. |
Seasonality | Seasonality We experience seasonality, with advertising sales tending to be lowest during the third quarter of each calendar year due to the summer holiday period (typically July and August), and highest during the fourth quarter of each calendar year due to the holiday season. |
Recent Accounting Pronouncements | Accounting Pronouncements Adopted On January 1, 2018, we adopted Financial Accounting Standards Board ("FASB") Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC 606") using the modified retrospective method applied to those contracts which were not completed as of the adoption date. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under legacy guidance . Based on our assessment of the guidance in ASC 606, our method of recognizing revenue did not change. Furthermore, we did not record an adjustment to opening retained earnings as of January 1, 2018 and there was no impact to revenues for the three and six months ended June 30, 2018 . In August 2016, the FASB issued guidance which is intended to reduce the existing diversity in practice related to specific cash flow issues. As applicable to us, the guidance requires that cash flows at the settlement of zero-coupon debt instruments or debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing be bifurcated between cash outflows for operating activities for the portion attributable to accrued interest, and cash outflows for financing activities for the portion attributable to the principal. We adopted this guidance as of January 1, 2018 which did not impact our net cash flows generated from continuing operating activities in 2017 or 2018. Recent Accounting Pronouncements Issued In February 2016, the FASB issued guidance to increase transparency and comparability among organizations by recognizing leasing assets and liabilities on the balance sheet and requiring additional disclosures about an entity's leasing arrangements. The guidance requires that a lessee recognize a liability to make lease payments and a right-of-use asset, with an available exception for leases shorter than twelve months. The guidance is effective for our fiscal year beginning January 1, 2019. We have completed the initial stages of our assessment of the broad implications of the guidance on our operating segments, controls and related IT systems and continue to analyze contractual data to quantify the potential impact. In June 2016, the FASB issued new guidance to provide financial statement users with more information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The amendments replace the incurred loss impairment methodology in the current guidance with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance is effective for our fiscal year beginning January 1, 2020 with early adoption permitted for our fiscal year beginning January 1, 2019. We are in the process of assessing the potential impacts of this guidance. |
Fair Value of Financial Instruments Policy | ASC 820, “Fair Value Measurements and Disclosure”, establishes a hierarchy that prioritizes the inputs to those valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are: Basis of Fair Value Measurement Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted instruments. Level 2 Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. We evaluate the position of each financial instrument measured at fair value in the hierarchy individually based on the valuation methodology we apply. The carrying amount of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities, approximate their fair value due to the short-term nature of these items. The fair value of our long-term debt is included in Note 5, "Long-term Debt and Other Financing Arrangements" . |
FINANCIAL INSTRUMENTS AND FAI30
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments Policy | ASC 820, “Fair Value Measurements and Disclosure”, establishes a hierarchy that prioritizes the inputs to those valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are: Basis of Fair Value Measurement Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted instruments. Level 2 Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. We evaluate the position of each financial instrument measured at fair value in the hierarchy individually based on the valuation methodology we apply. The carrying amount of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities, approximate their fair value due to the short-term nature of these items. The fair value of our long-term debt is included in Note 5, "Long-term Debt and Other Financing Arrangements" . |
DISCONTINUED OPERATIONS AND A31
DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | The carrying amounts of the major classes of assets and liabilities of our discontinued operations that are classified as held for sale in the condensed consolidated balance sheets at June 30, 2018 and December 31, 2017 were: June 30, 2018 December 31, 2017 Assets held for sale Cash and cash equivalents $ 8,222 $ 8,784 Accounts receivable, net 40,055 43,540 Program rights, net 60,872 62,017 Property, plant and equipment, net 21,279 22,870 Other assets 12,195 10,945 Total assets held for sale $ 142,623 $ 148,156 Liabilities held for sale Accounts payable and accrued liabilities $ 26,935 $ 30,073 Other liabilities 4,648 2,058 Total liabilities held for sale $ 31,583 $ 32,131 Income / (loss) from discontinued operations, net of tax , comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Net revenues $ 41,568 $ 34,961 $ 73,382 $ 58,231 Cost of revenues 27,221 22,368 48,501 42,226 Selling, general and administrative expenses 5,709 4,923 10,761 9,091 Operating income 8,638 7,670 14,120 6,914 Interest expense (1) (3,027 ) (4,545 ) (7,234 ) (9,307 ) Other non-operating (expense) / income, net (56 ) 233 280 326 Income / (loss) from discontinued operations, before tax 5,555 3,358 7,166 (2,067 ) Provision for income taxes (855 ) (825 ) (1,478 ) (692 ) Income / (loss) from discontinued operations, net of tax $ 4,700 $ 2,533 $ 5,688 $ (2,759 ) (1) For the six months ended June 30, 2018 and 2017 , we paid US$ 7.2 million and US$ 8.6 million , respectively, of interest and Guarantee Fees associated with the 2019 Euro Loan and the 2021 Euro Loan (each as defined in Note 5, "Long-term Debt and Other Financing Arrangements" ). These payments were allocated to Net cash provided by / (used in) discontinued operations - operating activities in our condensed consolidated statements of cash flows as we are required to apply the expected proceeds from the Divestment Transaction towards the repayment of |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill by reporting unit as at June 30, 2018 and December 31, 2017 was as follows: Bulgaria Czech Republic Romania Slovak Republic Total Gross Balance, December 31, 2017 $ 175,071 $ 837,732 $ 90,305 $ 52,463 $ 1,155,571 Accumulated impairment losses (144,639 ) (287,545 ) (11,028 ) — (443,212 ) Balance, December 31, 2017 30,432 550,187 79,277 52,463 712,359 Foreign currency (849 ) (25,293 ) (2,190 ) (1,472 ) (29,804 ) Balance, June 30, 2018 29,583 524,894 77,087 50,991 682,555 Accumulated impairment losses (144,639 ) (287,545 ) (11,028 ) — (443,212 ) Gross Balance, June 30, 2018 $ 174,222 $ 812,439 $ 88,115 $ 50,991 $ 1,125,767 |
Schedule of Finite-Lived and Indefinite-Lived Intengible Assets | Changes in the net book value of our other intangible assets as at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, 2018 December 31, 2017 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Indefinite-lived: Trademarks $ 85,066 $ — $ 85,066 $ 87,900 $ — $ 87,900 Amortized: Broadcast licenses 210,563 (158,806 ) 51,757 220,194 (161,820 ) 58,374 Trademarks 409 (409 ) — 421 (421 ) — Customer relationships 56,888 (55,595 ) 1,293 58,771 (56,996 ) 1,775 Other 1,698 (1,542 ) 156 1,753 (1,567 ) 186 Total $ 354,624 $ (216,352 ) $ 138,272 $ 369,039 $ (220,804 ) $ 148,235 |
LONG-TERM DEBT AND OTHER FINA33
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Guarantor Obligations [Line Items] | |
Schedule of Debt | Summary June 30, 2018 December 31, 2017 Long-term debt $ 862,287 $ 1,079,187 Other credit facilities and capital leases 10,385 9,487 Total long-term debt and other financing arrangements 872,672 1,088,674 Less: current maturities (51,015 ) (2,960 ) Total non-current long-term debt and other financing arrangements $ 821,657 $ 1,085,714 |
Schedule of Long-term Debt Instruments | Total long-term debt and credit facilities comprised the following at June 30, 2018 : Principal Amount of Liability Component Debt Issuance Costs (1) Net Carrying Amount 2019 Euro Loan $ 47,565 $ (55 ) $ 47,510 2021 Euro Loan 274,354 (721 ) 273,633 2023 Euro Loan 546,527 (5,383 ) 541,144 2023 Revolving Credit Facility — — — Total long-term debt and credit facilities $ 868,446 $ (6,159 ) $ 862,287 (1) Debt issuance costs related to the 2019 Euro Loan, 2021 Euro Loan and 2023 Euro Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2023 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2023 Revolving Credit Facility. |
Schedule of Senior Debt | Our long-term debt comprised the following at June 30, 2018 and December 31, 2017 : Carrying Amount Fair Value June 30, 2018 December 31, 2017 June 30, 2018 December 31, 2017 2019 Euro Loan $ 47,510 $ 240,545 $ 47,103 $ 236,337 2021 Euro Loan 273,633 281,871 256,999 268,858 2023 Euro Loan 541,144 556,771 487,110 510,882 $ 862,287 $ 1,079,187 $ 791,212 $ 1,016,077 |
Schedule of Guarantor Obligations | We pay Guarantee Fees to Warner Media based on the amounts outstanding on the Euro Loans calculated on a per annum basis and on our consolidated net leverage (as defined in the Reimbursement Agreement) as shown in the tables below: All-in Rate Consolidated Net Leverage 2019 Euro Loan 2021 Euro Loan 2023 Euro Loan ≥ 7.0x 6.00 % 6.00 % 6.50 % < 7.0x - 6.0x 5.00 % 5.00 % 5.50 % < 6.0x - 5.0x 4.25 % 4.25 % 4.75 % < 5.0x - 4.0x 3.75 % 3.75 % 4.25 % < 4.0x - 3.0x 3.25 % 3.25 % 3.75 % < 3.0x 3.25 % 3.25 % 3.50 % The all-in rate remains subject to a further reduction of up to 50 basis points if CME’s total debt is reduced below EUR 815.0 million on or prior to September 30, 2018, subject to certain adjustments in respect of specified debt repayments, such that the all-in rate cannot be less than 3.0% . Pursuant to the Financing Transactions, the Guarantee Fees must be paid in cash. |
Schedule of Interest Rate Summary | Interest Rate Summary Base Rate Rate Fixed Pursuant to Interest Rate Hedges Guarantee Fee Rate All-in Borrowing Rate 2019 Euro Loan 1.28 % 0.14 % 2.33 % 3.75 % 2021 Euro Loan 1.28 % 0.31 % (1) 2.16 % 3.75 % 2023 Euro Loan 1.28 % 0.28 % (2) 2.69 % 4.25 % 2023 Revolving Credit Facility (3) 6.34 % (4) — % — % 6.34 % (1) Effective until November 1, 2019. From November 1, 2019 through maturity on November 1, 2021, the rate fixed pursuant to interest rate hedges will increase to 0.47% , with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 3.75% if our net leverage ratio remains unchanged. (2) Effective until February 19, 2021. From February 19, 2021 through maturity on April 26, 2023, the rate fixed pursuant to interest rate hedges will increase to 0.97% , with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 4.25% if our net leverage ratio remains unchanged. (3) As at June 30, 2018 , the 2023 Revolving Credit Facility was undrawn. (4) Based on the three month LIBOR of 2.34% as at June 30, 2018 . |
Credit Facilities And Capital Lease Obligations | Other credit facilities and capital lease obligations comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Credit facilities (1) – (3) $ — $ — Capital leases 10,385 9,487 Total credit facilities and capital leases 10,385 9,487 Less: current maturities (3,505 ) (2,960 ) Total non-current credit facilities and capital leases $ 6,880 $ 6,527 (1) We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit throughout the group in respect of cash balances which our subsidiaries deposit with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited. As at June 30, 2018 , we had deposits of US$ 17.5 million in and no drawings on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2017 , we had deposits of US$ 12.4 million in and no drawings on the BMG cash pool. (2) Under a factoring framework agreement with Factoring Česka spořitelna a.s., up to CZK 575.0 million (approximately US$ 25.8 million ) of receivables from certain customers in the Czech Republic may be factored on a recourse or non-recourse basis. The facility has a factoring fee of 0.19% of any factored receivable and bears interest at one-month PRIBOR plus 0.95% per annum for the period that receivables are factored and outstanding. (3) Under a factoring framework agreement with Global Funds IFN S.A., receivables from certain customers in Romania may be factored on a non-recourse basis. The facility has a factoring fee of 4.0% of any factored receivable and bears interest at 6.0% per annum from the date the receivables are factored to the due date of the factored receivable. |
Maturity Of Senior Debt And Credit Facility | At June 30, 2018 , the maturity of our long-term debt and credit facilities was as follows: 2018 $ — 2019 47,565 2020 — 2021 274,354 2022 — 2023 and thereafter 546,527 Total long-term debt and credit facilities 868,446 Debt issuance costs (6,159 ) Carrying amount of long-term debt and credit facilities $ 862,287 |
Schedule of Future Minimum Lease Payments for Capital Leases | The future minimum lease payments, by year and in the aggregate, under capital leases with initial or remaining non-cancellable lease terms in excess of one year, consisted of the following at June 30, 2018 : 2018 $ 1,912 2019 3,466 2020 3,152 2021 1,969 2022 259 2023 and thereafter — Total undiscounted payments 10,758 Less: amount representing interest (373 ) Present value of net minimum lease payments $ 10,385 |
2023 Revolving Credit Facility [Member] | |
Guarantor Obligations [Line Items] | |
Schedule of Guarantor Obligations | Pursuant to the Financing Transactions, the following spreads are applicable: Consolidated Net Leverage Alternate Base Rate Loans Eurodollar Loans ≥ 7.0x 5.25 % 6.25 % < 7.0x - 6.0x 4.25 % 5.25 % < 6.0x - 5.0x 3.50 % 4.50 % < 5.0x - 4.0x 3.00 % 4.00 % < 4.0x - 3.0x 2.50 % 3.50 % < 3.0x 2.25 % 3.25 % |
PROGRAM RIGHTS (Tables)
PROGRAM RIGHTS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
PROGRAM RIGHTS [Abstract] | |
Schedule of Program Rights | Program rights comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Program rights: Acquired program rights, net of amortization $ 148,748 $ 161,929 Less: current portion of acquired program rights (71,437 ) (69,706 ) Total non-current acquired program rights 77,311 92,223 Produced program rights – Feature Films: Released, net of amortization 772 939 Produced program rights – Television Programs: Released, net of amortization 52,312 49,888 Completed and not released 5,524 9,987 In production 18,620 28,971 Development and pre-production 303 162 Total produced program rights 77,531 89,947 Total non-current acquired program rights and produced program rights $ 154,842 $ 182,170 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Third-party customers $ 155,865 $ 168,805 Less: allowance for bad debts and credit notes (9,491 ) (9,902 ) Total accounts receivable $ 146,374 $ 158,903 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Other Assets [Abstract] | |
Schedule of Other Assets | Other current and non-current assets comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Current: Prepaid acquired programming $ 24,360 $ 22,579 Other prepaid expenses 7,452 7,616 VAT recoverable 485 650 Income taxes recoverable 985 109 Other 1,740 2,152 Total other current assets $ 35,022 $ 33,106 June 30, 2018 December 31, 2017 Non-current: Capitalized debt costs $ 10,946 $ 12,947 Deferred tax 2,755 2,964 Other 238 958 Total other non-current assets $ 13,939 $ 16,869 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Land and buildings $ 83,712 $ 86,480 Machinery, fixtures and equipment 195,089 195,682 Other equipment 15,741 16,121 Software 53,033 53,143 Construction in progress 1,508 3,026 Total cost 349,083 354,452 Less: accumulated depreciation (252,302 ) (250,804 ) Total net book value $ 96,781 $ 103,648 Assets held under capital leases (included in the above) Machinery, fixtures and equipment $ 17,445 $ 14,193 Total cost 17,445 14,193 Less: accumulated depreciation (6,578 ) (5,151 ) Total net book value $ 10,867 $ 9,042 |
Property Plant And Equipment Rollforward | The movement in the net book value of property, plant and equipment during the six months ended June 30, 2018 and 2017 was comprised of: For the Six Months Ended June 30, 2018 2017 Opening balance $ 103,648 $ 89,080 Additions (1) 11,646 10,409 Disposals (23 ) (84 ) Depreciation (14,914 ) (12,409 ) Foreign currency movements (3,576 ) 8,663 Ending balance $ 96,781 $ 95,659 |
ACCOUNTS PAYABLE AND ACCRUED 38
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Accounts payable and accrued expenses $ 50,894 $ 53,408 Related party accounts payable 143 252 Programming liabilities 16,573 16,923 Related party programming liabilities 12,264 20,027 Duties and other taxes payable 6,560 8,769 Accrued staff costs 13,428 18,430 Accrued interest payable 2,945 3,326 Related party accrued interest payable (including Guarantee Fees) 2,641 6,273 Income taxes payable 7,843 14,018 Other accrued liabilities 1,509 2,467 Total accounts payable and accrued liabilities $ 114,800 $ 143,893 |
OTHER LIABILITIES (Tables)
OTHER LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Other Liabilities [Abstract] | |
Schedule of Other Liabilities | Other current and non-current liabilities comprised the following at June 30, 2018 and December 31, 2017 : June 30, 2018 December 31, 2017 Current: Deferred revenue $ 23,219 $ 5,675 Legal provisions 2,016 2,907 Other 618 698 Total other current liabilities $ 25,853 $ 9,280 June 30, 2018 December 31, 2017 Non-current: Deferred tax $ 19,222 $ 20,569 Related party commitment fee payable (1) 11,218 10,765 Related party Guarantee Fee payable (Note 5) 62,817 58,855 Other 10,840 5,065 Total other non-current liabilities $ 104,097 $ 95,254 (1) Represents the commitment fee ("Commitment Fee") payable to Warner Media, including accrued interest, in respect of its obligation under a commitment letter dated November 14, 2014 between Warner Media and us whereby Warner Media agreed to provide or assist with arranging a loan facility to repay our 5.0% senior convertible notes at maturity in November 2015. The Commitment Fee is payable by November 1, 2021 or earlier if the repayment of the 2021 Euro Loan is accelerated. The Commitment Fee bears interest at 8.5% per annum and such interest is payable in arrears on each May 1 and November 1, and may be paid in cash or in kind, at our election. |
FINANCIAL INSTRUMENTS AND FAI40
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Information relating to interest rates swaps is as follows: Trade Date Number of Contracts Aggregate Notional Amount Designated Portion Maturity Date Objective Fair Value as at June 30, 2018 April 26, 2018 4 EUR 468,800 EUR 468,800 April 26, 2023 Interest rate hedge underlying 2023 Euro Loan, forward starting on February 19, 2021 $ (2,821 ) April 5, 2016 5 EUR 468,800 EUR 468,800 February 19, 2021 Interest rate hedge underlying 2023 Euro Loan $ (2,609 ) April 26, 2018 3 EUR 235,335 EUR 78,367 November 1, 2021 Interest rate hedge underlying 2021 Euro Loan, forward starting on November 1, 2019 $ (932 ) November 10, 2015 3 EUR 235,335 EUR 78,367 November 1, 2019 Interest rate hedge underlying 2021 Euro Loan $ (1,137 ) April 5, 2016 4 EUR 40,800 EUR — November 1, 2018 Interest rate hedge underlying 2019 Euro Loan $ (24 ) |
Schedule of Foreign Exchange Contracts, Statement of Financial Position | Foreign Currency Risk From time to time, we have entered into forward foreign exchange contracts to reduce our exposure to movements in foreign exchange rates related to contractual payments under certain dollar-denominated agreements. As at June 30, 2018 , we had no such forward foreign exchange contracts outstanding. |
Schedule of Changes in Fair Value of Derivatives | The change in fair value of derivatives not recognized within accumulated other comprehensive income / loss comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Loss on currency swaps $ — $ (1,100 ) $ — $ (732 ) Loss on interest rate swaps (1,101 ) — (1,329 ) — Change in fair value of derivatives $ (1,101 ) $ (1,100 ) $ (1,329 ) $ (732 ) |
EQUITY AOCI (Tables)
EQUITY AOCI (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Loss The movement in accumulated other comprehensive loss during the six months ended June 30, 2018 comprised the following: Currency translation adjustment, net Unrealized (loss) / gain on derivative instruments designated as hedging instruments TOTAL Accumulated Other Comprehensive Loss BALANCE December 31, 2017 $ (184,256 ) $ (3,182 ) $ (187,438 ) Other comprehensive (loss) / income before reclassifications: Foreign exchange loss on intercompany loans (1) (3,524 ) — (3,524 ) Foreign exchange loss on the Series B Preferred Shares (7,677 ) — (7,677 ) Currency translation adjustment (11,867 ) — (11,867 ) Change in the fair value of hedging instruments — (5,595 ) (5,595 ) Amounts reclassified from accumulated other comprehensive loss: Changes in fair value reclassified to interest expense — 1,231 1,231 Changes in fair value reclassified to other non-operating income, net (2) — 1,436 1,436 Net other comprehensive income (23,068 ) (2,928 ) (25,996 ) BALANCE June 30, 2018 $ (207,324 ) $ (6,110 ) $ (213,434 ) (1) Represents foreign exchange losses on intercompany loans that are of a long-term investment nature which are reported in the same manner as translation adjustments. (2) We expect to repay a portion of the 2021 Euro Loan with the expected proceeds from the Divestment Transaction (see Note 5, "Long-term Debt and Other Financing Arrangements" ). This anticipated reduction of principal amounts owing in respect of the 2021 Euro Loan will reduce future interest payments that the interest rate swap maturing on November 1, 2019 is designed to hedge. To maintain the effectiveness of the interest rate swap, we have de-designated a portion of the notional amount to align with the principal balance of the 2021 Euro Loan principal that will remain after the application of Divestment Transaction proceeds. For the portion de-designated, all related fair value adjustments including those previously recognized in accumulated other comprehensive income / loss are recognized in other non-operating income, net in our condensed consolidated statements of operations and comprehensive income / loss (see Note 12, "Financial Instruments and Fair Value Measurements" |
INTEREST EXPENSE (Tables)
INTEREST EXPENSE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Interest Expense [Abstract] | |
Schedule of Interest Expense | Interest expense comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest on long-term debt and other financing arrangements $ 9,374 $ 16,012 $ 22,829 $ 33,641 Amortization of capitalized debt issuance costs 1,067 1,416 2,624 2,780 Total interest expense $ 10,441 $ 17,428 $ 25,453 $ 36,421 |
OTHER NONOPERATING EXPENSE, N43
OTHER NONOPERATING EXPENSE, NET (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Other Income and Expenses [Abstract] | |
Schedule of other non-operating expense, net | Other non-operating income / expense, net comprised the following for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Interest income $ 204 $ 110 $ 346 $ 187 Foreign currency exchange (loss) / gain, net (6,054 ) 7,864 (1,788 ) 9,476 Change in fair value of derivatives (Note 12) (1,101 ) (1,100 ) (1,329 ) (732 ) Loss on extinguishment of debt (179 ) — (288 ) — Other income, net 194 34 171 209 Total other non-operating (expense) / income, net $ (6,936 ) $ 6,908 $ (2,888 ) $ 9,140 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Charged | The charge for stock-based compensation in our condensed consolidated statement of operations and comprehensive income / loss was as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Stock-based compensation expense from continuing operations $ 1,088 $ 845 $ 2,162 $ 1,612 Stock-based compensation expense from discontinued operations 40 34 78 63 |
Schedule of Stock Options Activity | There was no option activity during the six months ended June 30, 2018 . The summary of stock options outstanding as at June 30, 2018 and December 31, 2017 is presented below: Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2017 2,011,392 $ 2.32 7.58 $ 4,677 Outstanding at June 30, 2018 2,011,392 2.32 7.08 3,671 Vested and expected to vest 2,011,392 2.32 7.08 3,671 Exercisable at June 30, 2018 1,405,696 $ 2.31 7.04 $ 2,580 |
Schedule of Restricted Stock Unit Activity | The following table summarizes information about unvested RSU as at June 30, 2018 and December 31, 2017 : Number of Shares / Units Weighted Average Grant Date Fair Value Unvested at December 31, 2017 2,694,063 $ 3.07 Granted 962,369 4.28 Vested (1,162,732 ) 3.17 Unvested at June 30, 2018 2,493,700 $ 3.49 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The components of basic and diluted earnings per share are as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Income from continuing operations $ 21,325 $ 25,265 $ 27,409 $ 19,283 Net loss attributable to noncontrolling interests 16 137 194 346 Less: preferred share accretion paid in kind (Note 13) (2,330 ) (2,405 ) (4,777 ) (4,762 ) Less: income allocated to Series B Preferred Shares (6,084 ) (9,347 ) (8,192 ) (6,037 ) Income from continuing operations available to common shareholders, net of noncontrolling interest 12,927 13,650 14,634 8,830 Income / (loss) from discontinued operations, net of tax (Note 3) 4,700 2,533 5,688 (2,759 ) Less: (income) / loss allocated to Series B Preferred Shares (1,504 ) (1,030 ) (2,041 ) 1,120 Net income attributable to CME Ltd. available to common shareholders — basic 16,123 15,153 18,281 7,191 Effect of dilutive securities Dilutive effect of Series B Preferred Shares 485 2,430 1,524 1,103 Net income attributable to CME Ltd. available to common shareholders — diluted $ 16,608 $ 17,583 $ 19,805 $ 8,294 Weighted average outstanding shares of common stock — basic (1) 235,148 155,738 196,807 155,269 Dilutive effect of common stock warrants, employee stock options and RSUs 23,635 80,214 53,708 75,603 Weighted average outstanding shares of common stock — diluted 258,783 235,952 250,515 230,872 Net income / (loss) per share: Continuing operations — basic $ 0.05 $ 0.09 $ 0.07 $ 0.06 Continuing operations — diluted 0.05 0.07 0.06 0.04 Discontinued operations — basic 0.02 0.01 0.02 (0.01 ) Discontinued operations — diluted 0.01 0.00 0.02 0.00 Net income attributable to CME Ltd. — basic 0.07 0.10 0.09 0.05 Net income attributable to CME Ltd. — diluted 0.06 0.07 0.08 0.04 (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of the common stock. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following weighted-average, equity awards and convertible shares were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive for the periods presented: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Employee stock options — — — 411 RSUs 1,013 479 1,013 698 Total 1,013 479 1,013 1,109 These instruments may become dilutive in the future. As set forth in the Certificate of Designation for the Series B Preferred Shares, the holders of our Series B Preferred Shares are not contractually obligated to share in our losses. |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | Net revenues: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Bulgaria $ 23,427 $ 20,774 $ 42,860 $ 36,079 Czech Republic 61,028 53,371 112,562 92,845 Romania 49,594 48,570 95,555 87,514 Slovak Republic 26,770 24,624 49,723 42,964 Intersegment revenues (1) (1,264 ) (444 ) (1,963 ) (775 ) Total net revenues $ 159,555 $ 146,895 $ 298,737 $ 258,627 (1) Reflects revenues earned from the sale of content to other country segments in CME Ltd. All other revenues are third party revenues. |
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated | OIBDA: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Bulgaria $ 5,622 $ 2,985 $ 8,603 $ 4,243 Czech Republic 28,251 25,377 43,621 36,124 Romania 24,196 22,071 43,089 36,531 Slovak Republic 3,906 7,409 5,009 8,157 Elimination 28 24 40 16 Total operating segments 62,003 57,866 100,362 85,071 Corporate (6,346 ) (6,210 ) (14,038 ) (12,323 ) Total OIBDA 55,657 51,656 86,324 72,748 Depreciation of property, plant and equipment (7,548 ) (6,450 ) (14,914 ) (12,409 ) Amortization of broadcast licenses and other intangibles (2,267 ) (2,053 ) (4,623 ) (4,162 ) Operating income 45,842 43,153 66,787 56,177 Interest expense (Note 15) (10,441 ) (17,428 ) (25,453 ) (36,421 ) Other non-operating (expense) / income, net (Note 16) (6,936 ) 6,908 (2,888 ) 9,140 Income before tax $ 28,465 $ 32,633 $ 38,446 $ 28,896 |
Reconciliation of Assets from Segment to Consolidated | Total assets: (1) June 30, 2018 December 31, 2017 Bulgaria $ 136,462 $ 155,885 Czech Republic 773,098 842,716 Romania 294,633 307,286 Slovak Republic 150,674 149,866 Total operating segments 1,354,867 1,455,753 Corporate 24,802 24,146 Assets held for sale (Note 3) 142,623 148,156 Total assets $ 1,522,292 $ 1,628,055 (1) Segment assets exclude any intercompany balances. |
Segment Reporting Capital Expenditure | Capital expenditures: For the Six Months Ended June 30, 2018 2017 Bulgaria $ 1,349 $ 2,019 Czech Republic 3,539 5,088 Romania 1,528 2,966 Slovak Republic 1,080 900 Total operating segments 7,496 10,973 Corporate 338 1,003 Total capital expenditures $ 7,834 $ 11,976 |
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country | Long-lived assets: (1) June 30, 2018 December 31, 2017 Bulgaria $ 8,005 $ 7,863 Czech Republic 39,978 46,146 Romania 28,680 28,515 Slovak Republic 17,415 17,450 Total operating segments 94,078 99,974 Corporate 2,703 3,674 Total long-lived assets $ 96,781 $ 103,648 (1) Reflects property, plant and equipment, net |
Revenues by Type | Revenues from contracts with customers comprised the following for the three and six months ended June 30, 2018 and 2017 : Consolidated revenue by type: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Television advertising $ 130,939 $ 120,603 $ 242,735 $ 209,656 Carriage fees and subscriptions 22,874 21,165 46,171 40,051 Other 5,742 5,127 9,831 8,920 Total net revenues $ 159,555 $ 146,895 $ 298,737 $ 258,627 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | At June 30, 2018 , we had total commitments of US$ 71.3 million ( December 31, 2017 : US$ 99.1 million ) in respect of future programming, including contracts signed with license periods starting after the balance sheet date. In addition, we have digital transmission obligations, future minimum operating lease payments for non-cancellable operating leases with remaining terms in excess of one year (net of any sublease income) and other commitments as follows: Programming purchase obligations Other commitments (1) Operating leases Capital expenditures 2018 $ 12,714 $ 8,579 $ 1,603 $ 2,857 2019 22,412 2,971 1,096 206 2020 18,189 2,171 710 — 2021 11,092 9,352 617 — 2022 3,452 195 600 — 2023 and thereafter 3,444 113 1,809 — Total $ 71,303 $ 23,381 $ 6,435 $ 3,063 |
RELATED PARTY TRANSACTIONS (Ta
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Cost of revenues $ 4,615 $ 3,716 $ 9,933 $ 7,192 Interest expense 6,508 12,878 16,981 27,253 June 30, 2018 December 31, 2017 Programming liabilities $ 12,264 $ 20,027 Other accounts payable and accrued liabilities 143 252 Accrued interest payable (1) 2,641 6,273 Other non-current liabilities (2) 74,035 69,620 (1) Amount represents accrued Guarantee Fees for which we have not yet paid in cash or made an election to pay in kind. See Note 5, "Long-term Debt and Other Financing Arrangements" . (2) Amount represents the Commitment Fee, as well as the Guarantee Fees for which we had previously made an election to pay in kind. See Note 5, "Long-term Debt and Other Financing Arrangements" . |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details) | 6 Months Ended |
Jun. 30, 2018channelsoperating_segment | |
Product Information [Line Items] | |
Number of television channels within segment | 26 |
Percentage owned by Parent | 100.00% |
Total operating segments | |
Product Information [Line Items] | |
Number of operating segments | operating_segment | 4 |
Czech Republic | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
Czech Republic | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 1 |
Czech Republic | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 7 |
Bulgaria | |
Product Information [Line Items] | |
Percentage owned by Parent | 94.00% |
Bulgaria | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 1 |
Bulgaria | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 5 |
Romania | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
Romania | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 1 |
Romania | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 7 |
Slovak Republic | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
Slovak Republic | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 1 |
Slovak Republic | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of television channels within segment | 3 |
DISCONTINUED OPERATIONS AND A50
DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE (Details) $ in Thousands, € in Millions | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018EUR (€) | Dec. 31, 2017USD ($) | Jul. 09, 2017USD ($) | Jul. 09, 2017EUR (€) | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Interest Paid, Excluding Capitalized Interest, Operating Activities | $ 21,500 | $ 19,600 | |||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 268,100 | € 230 | |||||||
Cash and cash equivalents | $ 8,222 | 8,222 | $ 8,784 | ||||||
Accounts receivable, net | 40,055 | 40,055 | 43,540 | ||||||
Program rights, net | 60,872 | 60,872 | 62,017 | ||||||
Property, plant and equipment, net | 21,279 | 21,279 | 22,870 | ||||||
Other assets | 12,195 | 12,195 | 10,945 | ||||||
Total assets held for sale | 142,623 | 142,623 | 148,156 | ||||||
Accounts payable and accrued liabilities | 26,935 | 26,935 | 30,073 | ||||||
Other liabilities | 4,648 | 4,648 | 2,058 | ||||||
Total liabilities held for sale | 31,583 | 31,583 | $ 32,131 | ||||||
Net revenues | 41,568 | $ 34,961 | 73,382 | 58,231 | |||||
Cost of revenues | 27,221 | 22,368 | 48,501 | 42,226 | |||||
Selling, general and administrative expenses | 5,709 | 4,923 | 10,761 | 9,091 | |||||
Operating income | 8,638 | 7,670 | 14,120 | 6,914 | |||||
Interest expense (1) | [1] | (3,027) | (4,545) | (7,234) | (9,307) | ||||
Disposal Group, Including Discontinued Operation, Other Expense | (56) | ||||||||
Other non-operating (expense) / income, net | 233 | 280 | 326 | ||||||
Income / (loss) from discontinued operations, before tax | 5,555 | 3,358 | 7,166 | (2,067) | |||||
Provision for income taxes | (855) | (825) | (1,478) | (692) | |||||
Income / (loss) from discontinued operations, net of tax | 4,700 | $ 2,533 | 5,688 | (2,759) | |||||
Termination Fee | $ 8,200 | € 7 | |||||||
CROATIA | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Disposal Group, Including Discontinued Operation, Consideration | 99,100 | 99,100 | € 85 | ||||||
SLOVENIA | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Disposal Group, Including Discontinued Operation, Consideration | 169,000 | 169,000 | 145 | ||||||
Termination Fee | $ 5,100 | 5,100 | € 4.4 | ||||||
Discontinued Operations, Held-for-sale [Member] | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Interest Paid, Excluding Capitalized Interest, Operating Activities | $ 7,200 | $ 8,600 | |||||||
[1] | (1) For the six months ended June 30, 2018 and 2017, we paid US$ 7.2 million and US$ 8.6 million, respectively, of interest and Guarantee Fees associated with the 2019 Euro Loan and the 2021 Euro Loan (each as defined in Note 5, "Long-term Debt and Other Financing Arrangements"). These payments were allocated to Net cash provided by / (used in) discontinued operations - operating activities in our condensed consolidated statements of cash flows as we are required to apply the expected proceeds from the Divestment Transaction towards the repayment of |
GOODWILL AND INTANGIBLE ASSET51
GOODWILL AND INTANGIBLE ASSETS Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Goodwill [Roll Forward] | |
Gross Balance, December 31, 2017 | $ 1,155,571 |
Accumulated impairment losses, beginning balance | (443,212) |
Balance, December 31, 2017 | 712,359 |
Foreign currency | (29,804) |
Balance, June 30, 2018 | 682,555 |
Accumulated impairment losses, ending balance | (443,212) |
Gross Balance, June 30, 2018 | 1,125,767 |
Bulgaria | |
Goodwill [Roll Forward] | |
Gross Balance, December 31, 2017 | 175,071 |
Accumulated impairment losses, beginning balance | (144,639) |
Balance, December 31, 2017 | 30,432 |
Foreign currency | (849) |
Balance, June 30, 2018 | 29,583 |
Accumulated impairment losses, ending balance | (144,639) |
Gross Balance, June 30, 2018 | 174,222 |
Czech Republic | |
Goodwill [Roll Forward] | |
Gross Balance, December 31, 2017 | 837,732 |
Accumulated impairment losses, beginning balance | (287,545) |
Balance, December 31, 2017 | 550,187 |
Foreign currency | (25,293) |
Balance, June 30, 2018 | 524,894 |
Accumulated impairment losses, ending balance | (287,545) |
Gross Balance, June 30, 2018 | 812,439 |
Romania | |
Goodwill [Roll Forward] | |
Gross Balance, December 31, 2017 | 90,305 |
Accumulated impairment losses, beginning balance | (11,028) |
Balance, December 31, 2017 | 79,277 |
Foreign currency | (2,190) |
Balance, June 30, 2018 | 77,087 |
Accumulated impairment losses, ending balance | (11,028) |
Gross Balance, June 30, 2018 | 88,115 |
Slovak Republic | |
Goodwill [Roll Forward] | |
Gross Balance, December 31, 2017 | 52,463 |
Accumulated impairment losses, beginning balance | 0 |
Balance, December 31, 2017 | 52,463 |
Foreign currency | (1,472) |
Balance, June 30, 2018 | 50,991 |
Accumulated impairment losses, ending balance | 0 |
Gross Balance, June 30, 2018 | $ 50,991 |
GOODWILL AND INTANGIBLE ASSET52
GOODWILL AND INTANGIBLE ASSETS Other Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Gross | $ 354,624 | $ 369,039 |
Accumulated Amortization | (216,352) | (220,804) |
Net | 138,272 | 148,235 |
Trademarks | ||
Indefinite-lived intangible assets (excluding goodwill) | 85,066 | 87,900 |
Gross | 409 | 421 |
Accumulated Amortization | (409) | (421) |
Net | 0 | 0 |
Broadcast licenses | ||
Gross | 210,563 | 220,194 |
Accumulated Amortization | (158,806) | (161,820) |
Net | 51,757 | 58,374 |
Customer relationships | ||
Gross | 56,888 | 58,771 |
Accumulated Amortization | (55,595) | (56,996) |
Net | $ 1,293 | 1,775 |
Customer relationships | Minimum [Member] | ||
Useful life of finite-lived intangible assets (in years) | 5 years | |
Customer relationships | Maximum [Member] | ||
Useful life of finite-lived intangible assets (in years) | 15 years | |
Other | ||
Gross | $ 1,698 | 1,753 |
Accumulated Amortization | (1,542) | (1,567) |
Net | $ 156 | $ 186 |
LONG-TERM DEBT AND OTHER FINA53
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Debt (Details) $ in Thousands, € in Millions | Jun. 30, 2018USD ($) | Jun. 30, 2018EUR (€) | Dec. 31, 2017USD ($) | Apr. 07, 2016EUR (€) | |
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Noncurrent, Net | $ (10,946) | $ (12,947) | |||
Overview [Abstract] | |||||
Carrying Amount | 862,287 | 1,079,187 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 862,287 | 1,079,187 | |||
Other credit facilities and capital leases | 10,385 | 9,487 | |||
Total long-term debt and other financing arrangements | 872,672 | 1,088,674 | |||
Current portion of long-term debt and other financing arrangements (Note 5) | (51,015) | (2,960) | |||
Total non-current long-term debt and other financing arrangements | 821,657 | 1,085,714 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
2,018 | 0 | ||||
2,019 | 47,565 | ||||
2,020 | 0 | ||||
2,021 | 274,354 | ||||
2,022 | 0 | ||||
2023 and thereafter | 546,527 | ||||
Total long-term debt and credit facilities | 868,446 | ||||
Debt issuance costs | (6,159) | ||||
Carrying amount of long-term debt and credit facilities | 862,287 | ||||
Long-term Debt, Fair Value | 791,212 | 1,016,077 | |||
2019 Euro Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Noncurrent, Net | (55) | ||||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 47,565 | € 40.8 | |||
Carrying Amount | 47,510 | 240,545 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 47,510 | 240,545 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Debt, Fair Value | 47,103 | 236,337 | |||
2021 Euro Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Noncurrent, Net | (721) | ||||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 274,354 | € 235.3 | |||
Carrying Amount | 273,633 | 281,871 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 273,633 | 281,871 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Debt, Fair Value | 256,999 | 268,858 | |||
2023 Euro Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Noncurrent, Net | (5,383) | ||||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 546,527 | € 468.8 | |||
Carrying Amount | 541,144 | 556,771 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 541,144 | 556,771 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Debt, Fair Value | 487,110 | $ 510,882 | |||
2023 Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Noncurrent, Net | 0 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 75,000 | ||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Line of Credit, Noncurrent | 0 | ||||
Senior Debt and Credit Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Issuance Costs, Noncurrent, Net | [1] | (6,159) | |||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 868,446 | ||||
Carrying Amount | 862,287 | ||||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | $ 862,287 | ||||
CME NV and CME BV [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | |||
CME NV and CME BV [Member] | 2023 Revolving Credit Facility [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | ||||
[1] | (1) Debt issuance costs related to the 2019 Euro Loan, 2021 Euro Loan and 2023 Euro Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2023 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2023 Revolving Credit Facility. |
LONG-TERM DEBT AND OTHER FINA54
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Financing Transactions (Details) $ / shares in Units, $ in Thousands, € in Millions | Apr. 25, 2018$ / sharesshares | Jun. 30, 2018USD ($) | Jun. 30, 2018EUR (€) | Mar. 31, 2018USD ($) | Mar. 31, 2018EUR (€) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2018EUR (€) | Apr. 07, 2016EUR (€) | |
Debt Instrument [Line Items] | |||||||||||
Payments for Fees | $ 21,500 | $ 19,600 | |||||||||
Repayments of Debt and Capital Lease Obligations | 1,888 | 1,072 | |||||||||
Interest Payable, Current | $ 2,945 | 2,945 | $ 3,326 | ||||||||
Debt and Capital Lease Obligations | 872,672 | 872,672 | $ 1,088,674 | ||||||||
Repayments of Long-term Debt | $ 132,000 | € 110 | $ 61,600 | € 50 | $ 193,557 | 0 | |||||
Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 4.4 | 5.4 | |||||||||
2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, All-In Rate | 3.75% | 3.75% | 3.75% | ||||||||
Principal Amount of Liability Component | $ 47,565 | $ 47,565 | € 40.8 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | 1.28% | ||||||||
2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, All-In Rate | [1] | 6.34% | 6.34% | 6.34% | |||||||
Long-term Line of Credit, Noncurrent | $ 0 | $ 0 | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 75,000 | $ 75,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 6.34% | 6.34% | 6.34% | |||||||
Guarantee Fee [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payments for Fees | $ 0 | $ 1,411 | |||||||||
2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, All-In Rate | [2] | 4.25% | 4.25% | 4.25% | |||||||
Principal Amount of Liability Component | $ 546,527 | $ 546,527 | € 468.8 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | 1.28% | ||||||||
Net leverage greater than 7.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net leverage greater than 7.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Minimum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 5 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Minimum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 5 | ||||||||||
2018 Warrants [Member] | Common Class A [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Conversion of Stock, Shares Converted | shares | 100,926,996 | ||||||||||
Exercise price of warrants (USD per share) | $ / shares | $ 1 | ||||||||||
[1] | Based on the three month LIBOR of 2.34% as at June 30, 2018. | ||||||||||
[2] | Effective until February 19, 2021. From February 19, 2021 through maturity on April 26, 2023, the rate fixed pursuant to interest rate hedges will increase to 0.97%, with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 4.25% if our net leverage ratio remains unchanged. |
LONG-TERM DEBT AND OTHER FINA55
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Senior Debt (Details) $ in Thousands, € in Millions | Sep. 30, 2018EUR (€) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Feb. 21, 2021 | Nov. 01, 2019 | Jun. 30, 2018EUR (€) | Apr. 07, 2016EUR (€) | |
Debt Instrument [Line Items] | |||||||||||
Debt and Capital Lease Obligations | $ 872,672 | $ 872,672 | $ 1,088,674 | ||||||||
2,018 | $ 0 | 0 | |||||||||
Interest Paid, Excluding Capitalized Interest, Operating Activities | 21,500 | $ 19,600 | |||||||||
Debt Instrument, Description of Variable Rate Basis | 0.0234 | ||||||||||
Carrying Amount | $ 862,287 | $ 862,287 | 1,079,187 | ||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% | 100.00% | 100.00% | ||||||||
Long-term Debt, Fair Value | $ 791,212 | $ 791,212 | 1,016,077 | ||||||||
Long-term Line of Credit | [1],[2],[3] | 0 | 0 | 0 | |||||||
Unamortized Debt Issuance Expense | 6,159 | 6,159 | |||||||||
Interest on long-term debt and other financing arrangements | 9,374 | $ 16,012 | 22,829 | 33,641 | |||||||
Debt Issuance Costs, Noncurrent, Net | $ (10,946) | $ (10,946) | (12,947) | ||||||||
2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Average Fixed Interest Rate | 0.14% | 0.14% | 0.14% | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | 1.28% | ||||||||
Debt Instrument, Interest Rate, All-In Rate | 3.75% | 3.75% | 3.75% | ||||||||
Carrying Amount | $ 47,510 | $ 47,510 | 240,545 | ||||||||
Debt instrument, face amount | 47,565 | 47,565 | € 40.8 | ||||||||
Long-term Debt, Fair Value | 47,103 | 47,103 | 236,337 | ||||||||
Debt Issuance Costs, Noncurrent, Net | $ (55) | $ (55) | |||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 2.33% | 2.33% | 2.33% | ||||||||
2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Average Fixed Interest Rate | [4] | 0.31% | 0.31% | 0.31% | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | 1.28% | ||||||||
Debt Instrument, Interest Rate, All-In Rate | [4] | 3.75% | 3.75% | 3.75% | |||||||
Carrying Amount | $ 273,633 | $ 273,633 | 281,871 | ||||||||
Debt instrument, face amount | 274,354 | 274,354 | € 235.3 | ||||||||
Long-term Debt, Fair Value | 256,999 | 256,999 | 268,858 | ||||||||
Debt Issuance Costs, Noncurrent, Net | $ (721) | $ (721) | |||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | [4] | 2.16% | 2.16% | 2.16% | |||||||
2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Average Fixed Interest Rate | [5] | 0.28% | 0.28% | 0.28% | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | 1.28% | ||||||||
Debt Instrument, Interest Rate, All-In Rate | [5] | 4.25% | 4.25% | 4.25% | |||||||
Carrying Amount | $ 541,144 | $ 541,144 | 556,771 | ||||||||
Debt instrument, face amount | 546,527 | 546,527 | € 468.8 | ||||||||
Long-term Debt, Fair Value | 487,110 | 487,110 | $ 510,882 | ||||||||
Debt Issuance Costs, Noncurrent, Net | $ (5,383) | $ (5,383) | |||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | [5] | 2.69% | 2.69% | 2.69% | |||||||
2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 75,000 | $ 75,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | [6] | 6.34% | 6.34% | 6.34% | |||||||
Debt Instrument, Interest Rate, All-In Rate | [6] | 6.34% | 6.34% | 6.34% | |||||||
Long-term Line of Credit, Noncurrent | $ 0 | $ 0 | |||||||||
Debt Issuance Costs, Noncurrent, Net | 0 | $ 0 | |||||||||
Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 4.4 | 5.4 | |||||||||
Guarantee Fee [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest Paid, Excluding Capitalized Interest, Operating Activities | $ 0 | 1,411 | |||||||||
Interest on long-term debt and other financing arrangements | 5,300 | $ 11,500 | 14,000 | $ 24,500 | |||||||
Senior Debt and Credit Facilities [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Carrying Amount | 862,287 | 862,287 | |||||||||
Debt instrument, face amount | 868,446 | 868,446 | |||||||||
Debt Issuance Costs, Noncurrent, Net | [7] | $ (6,159) | $ (6,159) | ||||||||
CME NV and CME BV [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | 100.00% | ||||||||
CME NV and CME BV [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Outstanding Shares Pledged, Percentage | 100.00% | ||||||||||
Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (in percent) | 1.07% | ||||||||||
Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (in percent) | 1.90% | ||||||||||
Global Funds IFN S.A. [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (in percent) | 6.00% | ||||||||||
Net leverage greater than 7.0x [Member] | 2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 6.00% | 6.00% | 6.00% | ||||||||
Net leverage greater than 7.0x [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 6.00% | 6.00% | 6.00% | ||||||||
Net leverage greater than 7.0x [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 6.50% | 6.50% | 6.50% | ||||||||
Net leverage greater than 7.0x [Member] | Alternative Base Rate [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.25% | 5.25% | 5.25% | ||||||||
Net leverage greater than 7.0x [Member] | Eurodollar [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 6.25% | 6.25% | 6.25% | ||||||||
Net leverage greater than 7.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net leverage greater than 7.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | 2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 4.25% | 4.25% | 4.25% | ||||||||
Net Leverage 6.0x - 5.0x [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 4.25% | 4.25% | 4.25% | ||||||||
Net Leverage 6.0x - 5.0x [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 4.75% | 4.75% | 4.75% | ||||||||
Net Leverage 6.0x - 5.0x [Member] | Alternative Base Rate [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.50% | 3.50% | 3.50% | ||||||||
Net Leverage 6.0x - 5.0x [Member] | Eurodollar [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.50% | 4.50% | 4.50% | ||||||||
Net Leverage 6.0x - 5.0x [Member] | Minimum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 5 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 5 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 6.0x - 5.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | 2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 5.00% | 5.00% | 5.00% | ||||||||
Net Leverage 7.0x - 6.0x [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 5.00% | 5.00% | 5.00% | ||||||||
Net Leverage 7.0x - 6.0x [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 5.50% | 5.50% | 5.50% | ||||||||
Net Leverage 7.0x - 6.0x [Member] | Alternative Base Rate [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.25% | 4.25% | 4.25% | ||||||||
Net Leverage 7.0x - 6.0x [Member] | Eurodollar [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.25% | 5.25% | 5.25% | ||||||||
Net Leverage 7.0x - 6.0x [Member] | Minimum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 6 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net Leverage 7.0x - 6.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 7 | ||||||||||
Net Leverage 5.0x - 4.0x [Member] | 2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.75% | 3.75% | 3.75% | ||||||||
Net Leverage 5.0x - 4.0x [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.75% | 3.75% | 3.75% | ||||||||
Net Leverage 5.0x - 4.0x [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 4.25% | 4.25% | 4.25% | ||||||||
Net Leverage 5.0x - 4.0x [Member] | Alternative Base Rate [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.00% | 3.00% | 3.00% | ||||||||
Net Leverage 5.0x - 4.0x [Member] | Eurodollar [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.00% | 4.00% | 4.00% | ||||||||
Net Leverage 5.0x - 4.0x [Member] | Minimum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 4 | ||||||||||
Net Leverage 5.0x - 4.0x [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 4 | ||||||||||
Net Leverage 5.0x - 4.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 5 | ||||||||||
Net Leverage 5.0x - 4.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 5 | ||||||||||
Net Leverage 4.0x - 3.0x [Member] | 2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.25% | 3.25% | 3.25% | ||||||||
Net Leverage 4.0x - 3.0x [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.25% | 3.25% | 3.25% | ||||||||
Net Leverage 4.0x - 3.0x [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.75% | 3.75% | 3.75% | ||||||||
Net Leverage 4.0x - 3.0x [Member] | Alternative Base Rate [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.50% | 2.50% | 2.50% | ||||||||
Net Leverage 4.0x - 3.0x [Member] | Eurodollar [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.50% | 3.50% | 3.50% | ||||||||
Net Leverage 4.0x - 3.0x [Member] | Minimum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 3 | ||||||||||
Net Leverage 4.0x - 3.0x [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 3 | ||||||||||
Net Leverage 4.0x - 3.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 4 | ||||||||||
Net Leverage 4.0x - 3.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 4 | ||||||||||
Net Leverage Less Than 3.0x [Member] | 2019 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.25% | 3.25% | 3.25% | ||||||||
Net Leverage Less Than 3.0x [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.25% | 3.25% | 3.25% | ||||||||
Net Leverage Less Than 3.0x [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.50% | 3.50% | 3.50% | ||||||||
Net Leverage Less Than 3.0x [Member] | Alternative Base Rate [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.25% | 2.25% | 2.25% | ||||||||
Net Leverage Less Than 3.0x [Member] | Eurodollar [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.25% | 3.25% | 3.25% | ||||||||
Net Leverage Less Than 3.0x [Member] | Maximum [Member] | 2023 Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 3 | ||||||||||
Net Leverage Less Than 3.0x [Member] | Maximum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Financial Covenant, Net Leverage | 3 | ||||||||||
Scenario, Forecast [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 5000.00% | ||||||||||
Debt and Capital Lease Obligations | € | € 815 | ||||||||||
Scenario, Forecast [Member] | 2021 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Average Fixed Interest Rate | [4] | 0.47% | |||||||||
Scenario, Forecast [Member] | 2023 Euro Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Average Fixed Interest Rate | [5] | 0.97% | |||||||||
Scenario, Forecast [Member] | Minimum [Member] | Euro Loans [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Guarantee Fee, Stated Percentage | 3.00% | ||||||||||
[1] | (1) We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit throughout the group in respect of cash balances which our subsidiaries deposit with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited.As at June 30, 2018, we had deposits of US$ 17.5 million in and no drawings on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2017, we had deposits of US$ 12.4 million in and no drawings on the BMG cash pool. | ||||||||||
[2] | (2) Under a factoring framework agreement with Factoring Česka spořitelna a.s., up to CZK 575.0 million (approximately US$ 25.8 million) of receivables from certain customers in the Czech Republic may be factored on a recourse or non-recourse basis. The facility has a factoring fee of 0.19% of any factored receivable and bears interest at one-month PRIBOR plus 0.95% per annum for the period that receivables are factored and outstanding. | ||||||||||
[3] | (3) Under a factoring framework agreement with Global Funds IFN S.A., receivables from certain customers in Romania may be factored on a non-recourse basis. The facility has a factoring fee of 4.0% of any factored receivable and bears interest at 6.0% per annum from the date the receivables are factored to the due date of the factored receivable. | ||||||||||
[4] | Effective until November 1, 2019. From November 1, 2019 through maturity on November 1, 2021, the rate fixed pursuant to interest rate hedges will increase to 0.47%, with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 3.75% if our net leverage ratio remains unchanged. | ||||||||||
[5] | Effective until February 19, 2021. From February 19, 2021 through maturity on April 26, 2023, the rate fixed pursuant to interest rate hedges will increase to 0.97%, with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 4.25% if our net leverage ratio remains unchanged. | ||||||||||
[6] | Based on the three month LIBOR of 2.34% as at June 30, 2018. | ||||||||||
[7] | (1) Debt issuance costs related to the 2019 Euro Loan, 2021 Euro Loan and 2023 Euro Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2023 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2023 Revolving Credit Facility. |
LONG-TERM DEBT AND OTHER FINA56
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Convertible Notes (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Carrying Amount | $ 862,287 | $ 1,079,187 | |
Fair Value | 791,212 | 1,016,077 | |
2019 Euro Loan [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ 47,510 | 240,545 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | ||
Fair Value | $ 47,103 | 236,337 | |
2021 Euro Loan [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ 273,633 | 281,871 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | ||
Fair Value | $ 256,999 | 268,858 | |
2023 Euro Loan [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ 541,144 | 556,771 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | ||
Fair Value | $ 487,110 | $ 510,882 | |
2023 Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 6.34% | |
Long-term Line of Credit, Noncurrent | $ 0 | ||
[1] | Based on the three month LIBOR of 2.34% as at June 30, 2018. |
LONG-TERM DEBT AND OTHER FINA57
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Fixed Rate Notes (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Senior debt | $ 862,287 | $ 1,079,187 |
Fair Value | $ 791,212 | $ 1,016,077 |
CME NV and CME BV [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Shares Pledged, Percentage | 100.00% |
LONG-TERM DEBT AND OTHER FINA58
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Credit Facility and Capital Lease Obligations(Details) $ in Thousands, Kč in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018CZK (Kč) | Jun. 30, 2018CZK (Kč) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | ||
Line of Credit Facility [Line Items] | |||||
Unamortized Debt Issuance Expense | $ 6,159 | ||||
Senior debt | 862,287 | $ 1,079,187 | |||
Credit facilities (1) – (3) | [1],[2],[3] | 0 | 0 | ||
Capital leases | 10,385 | 9,487 | |||
Total credit facilities and capital leases | 10,385 | 9,487 | |||
Less: current maturities | (3,505) | (2,960) | |||
Total non-current credit facilities and capital leases | 6,880 | 6,527 | |||
Fair Value | $ 791,212 | $ 1,016,077 | |||
2023 Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | [4] | 6.34% | 6.34% | 6.34% | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 75,000 | ||||
Senior Debt and Credit Facilities [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Senior debt | 862,287 | ||||
Principal Amount of Liability Component | $ 868,446 | ||||
CME NV and CME BV [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | 100.00% | ||
CME NV and CME BV [Member] | 2023 Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | ||||
BMG Bank Mendes Gans [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facilities (1) – (3) | $ 0 | ||||
Line of credit facility cash pooling arrangement deposit | 17,500 | $ 12,400 | |||
Ceska Sporitelna [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Receivables subject to a factoring agreement, recourse or non-recourse basis | Kč 575 | Kč 575 | $ 25,800 | ||
Basis spread on variable rate (in percent) | 0.95% | ||||
Factoring Fee, Percentage | 0.19% | ||||
Global Funds IFN S.A. [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate (in percent) | 6.00% | ||||
Factoring Fee, Percentage | 4.00% | ||||
[1] | (1) We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit throughout the group in respect of cash balances which our subsidiaries deposit with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited.As at June 30, 2018, we had deposits of US$ 17.5 million in and no drawings on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2017, we had deposits of US$ 12.4 million in and no drawings on the BMG cash pool. | ||||
[2] | (2) Under a factoring framework agreement with Factoring Česka spořitelna a.s., up to CZK 575.0 million (approximately US$ 25.8 million) of receivables from certain customers in the Czech Republic may be factored on a recourse or non-recourse basis. The facility has a factoring fee of 0.19% of any factored receivable and bears interest at one-month PRIBOR plus 0.95% per annum for the period that receivables are factored and outstanding. | ||||
[3] | (3) Under a factoring framework agreement with Global Funds IFN S.A., receivables from certain customers in Romania may be factored on a non-recourse basis. The facility has a factoring fee of 4.0% of any factored receivable and bears interest at 6.0% per annum from the date the receivables are factored to the due date of the factored receivable. | ||||
[4] | Based on the three month LIBOR of 2.34% as at June 30, 2018. |
LONG-TERM DEBT AND OTHER FINA59
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Capital Lease Commitments(Details) $ in Thousands | Jun. 30, 2018USD ($) |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 1,912 |
2,019 | 3,466 |
2,020 | 3,152 |
2,021 | 1,969 |
2,022 | 259 |
2023 and thereafter | 0 |
Total undiscounted payments | 10,758 |
Less: amount representing interest | (373) |
Present value of net minimum lease payments | $ 10,385 |
LONG-TERM DEBT AND OTHER FINA60
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Guarantee Fees (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | ||
Line of Credit Facility [Line Items] | ||||||
Loss on extinguishment of debt | $ (179) | $ 0 | $ (288) | $ 0 | ||
Interest on long-term debt and other financing arrangements | $ 9,374 | 16,012 | $ 22,829 | 33,641 | ||
CME NV and CME BV [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | ||||
2019 Euro Loan [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Percentage of Debt Hedged by Interest Rate Derivatives | 0.14% | 0.14% | ||||
Debt Instrument, Guarantee Fee, Stated Percentage | 2.33% | 2.33% | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | ||||
2021 Euro Loan [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Percentage of Debt Hedged by Interest Rate Derivatives | [1] | 0.31% | 0.31% | |||
Debt Instrument, Guarantee Fee, Stated Percentage | [1] | 2.16% | 2.16% | |||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | ||||
2023 Euro Loan [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Percentage of Debt Hedged by Interest Rate Derivatives | [2] | 0.28% | 0.28% | |||
Debt Instrument, Guarantee Fee, Stated Percentage | [2] | 2.69% | 2.69% | |||
Debt Instrument, Interest Rate, Stated Percentage | 1.28% | 1.28% | ||||
Guarantee Fee [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest on long-term debt and other financing arrangements | $ 5,300 | $ 11,500 | $ 14,000 | $ 24,500 | ||
2023 Revolving Credit Facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | [3] | 6.34% | 6.34% | |||
2023 Revolving Credit Facility [Member] | CME NV and CME BV [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding Shares Pledged, Percentage | 100.00% | |||||
[1] | Effective until November 1, 2019. From November 1, 2019 through maturity on November 1, 2021, the rate fixed pursuant to interest rate hedges will increase to 0.47%, with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 3.75% if our net leverage ratio remains unchanged. | |||||
[2] | Effective until February 19, 2021. From February 19, 2021 through maturity on April 26, 2023, the rate fixed pursuant to interest rate hedges will increase to 0.97%, with a corresponding decrease in the Guarantee Fee rate, such that the all-in borrowing rate remains 4.25% if our net leverage ratio remains unchanged. | |||||
[3] | Based on the three month LIBOR of 2.34% as at June 30, 2018. |
PROGRAM RIGHTS (Details)
PROGRAM RIGHTS (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Less: current portion of acquired program rights | $ (71,437) | $ (69,706) |
Total non-current acquired program rights and produced program rights | 154,842 | 182,170 |
Feature Films [Member] | ||
Feature film costs, released, net of amortization | 772 | 939 |
Television Programs [Member] | ||
Television programs, released, net of amortization | 52,312 | 49,888 |
Television programs, completed and not released | 5,524 | 9,987 |
Television programs, in production | 18,620 | 28,971 |
Television programs, development and pre-production | 303 | 162 |
Acquired Program Rights [Member] | ||
Acquired program rights, net of amortization | 148,748 | 161,929 |
Less: current portion of acquired program rights | (71,437) | (69,706) |
Program rights net noncurrent | 77,311 | 92,223 |
Film And Television [Member] | ||
Program rights net noncurrent | $ 77,531 | $ 89,947 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts Receivable, Net [Abstract] | ||
Third-party customers | $ 155,865 | $ 168,805 |
Less: allowance for bad debts and credit notes | (9,491) | (9,902) |
Total accounts receivable | $ 146,374 | $ 158,903 |
OTHER ASSETS (Details)
OTHER ASSETS (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current: | ||
Prepaid acquired programming | $ 24,360 | $ 22,579 |
Other prepaid expenses | 7,452 | 7,616 |
VAT recoverable | 485 | 650 |
Income taxes recoverable | 985 | 109 |
Other | 1,740 | 2,152 |
Total other current assets | 35,022 | 33,106 |
Non-current: | ||
Capitalized debt costs | 10,946 | 12,947 |
Deferred tax | 2,755 | 2,964 |
Other | 238 | 958 |
Total other non-current assets | $ 13,939 | $ 16,869 |
PROPERTY, PLANT AND EQUIPMENT64
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | ||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | $ 349,083 | $ 354,452 | ||||
Less: accumulated depreciation | (252,302) | (250,804) | ||||
Total net book value | 96,781 | [1] | 103,648 | [1] | $ 95,659 | $ 89,080 |
Assets held under capital leases (included in the above) | 17,445 | 14,193 | ||||
Less: accumulated depreciation | (6,578) | (5,151) | ||||
Total net book value | 10,867 | 9,042 | ||||
Land and buildings | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 83,712 | 86,480 | ||||
Machinery, fixtures and equipment | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 195,089 | 195,682 | ||||
Assets held under capital leases (included in the above) | 17,445 | 14,193 | ||||
Other equipment | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 15,741 | 16,121 | ||||
Software | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 53,033 | 53,143 | ||||
Construction in progress | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | $ 1,508 | $ 3,026 | ||||
[1] | (1) Reflects property, plant and equipment, net |
PROPERTY, PLANT AND EQUIPMENT R
PROPERTY, PLANT AND EQUIPMENT Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||||
Property, Plant and Equipment [Abstract] | |||||||
Capital Lease Obligations Incurred | $ 4,000 | $ 4,000 | |||||
Movement in Property, Plant and Equipment [Roll Forward] | |||||||
Opening balance | 103,648 | [1] | 89,080 | ||||
Additions (1) | [2] | 11,646 | 10,409 | ||||
Disposals | (23) | (84) | |||||
Depreciation | $ (7,548) | $ (6,450) | (14,914) | (12,409) | |||
Foreign currency movements | 3,576 | (8,663) | |||||
Ending balance | $ 96,781 | [1] | $ 95,659 | $ 96,781 | [1] | $ 95,659 | |
[1] | (1) Reflects property, plant and equipment, net | ||||||
[2] | (1) Includes assets acquired under capital leases of US$ 4.0 million and US$ 4.0 million for the six months ended June 30, 2018 and 2017, respectively. |
ACCOUNTS PAYABLE AND ACCRUED 66
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accounts payable | $ 50,894 | $ 53,408 |
Related party accounts payable | 143 | 252 |
Programming liabilities | 16,573 | 16,923 |
Related party programming liabilities | 12,264 | 20,027 |
Duties and other taxes payable | 6,560 | 8,769 |
Accrued staff costs | 13,428 | 18,430 |
Accrued interest payable | 2,945 | 3,326 |
Related party accrued interest payable (including Guarantee Fees) | 2,641 | 6,273 |
Income taxes payable | 7,843 | 14,018 |
Other accrued liabilities | 1,509 | 2,467 |
Total accounts payable and accrued liabilities | $ 114,800 | $ 143,893 |
OTHER LIABILITIES (Details)
OTHER LIABILITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |||
Current: | |||||||
Deferred revenue | $ 23,219 | $ 23,219 | $ 5,675 | ||||
Legal provisions | 2,016 | 2,016 | 2,907 | ||||
Other | 618 | 618 | 698 | ||||
Total other current liabilities | 25,853 | 25,853 | 9,280 | ||||
Non-current: | |||||||
Deferred tax | 19,222 | 19,222 | 20,569 | ||||
Related party commitment fee payable (1) | 11,218 | [1] | 11,218 | [1] | 10,765 | ||
Related party Guarantee Fee payable (Note 5) | 62,817 | 62,817 | 58,855 | ||||
Other | 10,840 | 10,840 | 5,065 | ||||
Total other non-current liabilities | 104,097 | 104,097 | $ 95,254 | ||||
Deferred Revenue, Revenue Recognized | $ 1,600 | $ 1,200 | $ 4,100 | $ 3,700 | |||
2015 Convertible Notes [Member] | |||||||
Non-current: | |||||||
Accounts Payable, Interest-bearing, Interest Rate | 8.50% | 8.50% | |||||
2015 Convertible Notes [Member] | |||||||
Non-current: | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||||
[1] | (1) Represents the commitment fee ("Commitment Fee") payable to Warner Media, including accrued interest, in respect of its obligation under a commitment letter dated November 14, 2014 between Warner Media and us whereby Warner Media agreed to provide or assist with arranging a loan facility to repay our 5.0% senior convertible notes at maturity in November 2015. The Commitment Fee is payable by November 1, 2021 or earlier if the repayment of the 2021 Euro Loan is accelerated. The Commitment Fee bears interest at 8.5% per annum and such interest is payable in arrears on each May 1 and November 1, and may be paid in cash or in kind, at our election. |
FINANCIAL INSTRUMENTS AND FAI68
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Hedge Accounting Activities (Details) - 3 months ended Jun. 30, 2018 $ in Thousands, € in Millions | EUR (€) | USD ($) |
Derivative [Line Items] | ||
Repayments of Debt | € | € 110 | |
2023 Euro Loan [Member] | Interest Rate Swap, Apr 26, 2018, 468.8m EUR [Member] | ||
Derivative [Line Items] | ||
Number of Contracts | 4 | |
Aggregate Notional Amount | $ 468,800 | |
Fair Value as at June 30, 2018 | $ (2,821) | |
2023 Euro Loan [Member] | Interest Rate Swap, Apr 5, 2016, 468.8m EUR [Member] | ||
Derivative [Line Items] | ||
Number of Contracts | 5 | |
Aggregate Notional Amount | $ 468,800 | |
Fair Value as at June 30, 2018 | $ (2,609) | |
2019 Euro Loan [Member] | Interest Rate Swap, Apr 5, 2016, 40.8m EUR [Member] | ||
Derivative [Line Items] | ||
Number of Contracts | 4 | |
Aggregate Notional Amount | $ 40,800 | |
Fair Value as at June 30, 2018 | $ (24) | |
2021 Euro Loan [Member] | Interest Rate Swap, Apr 26, 2018, 235.335m EUR [Member] | ||
Derivative [Line Items] | ||
Number of Contracts | 3 | |
Aggregate Notional Amount | $ 235,335 | |
Fair Value as at June 30, 2018 | $ (932) | |
2021 Euro Loan [Member] | Interest Rate Swap, Nov 10, 2015, 235.335m EUR [Member] | ||
Derivative [Line Items] | ||
Number of Contracts | 3 | |
Aggregate Notional Amount | $ 235,335 | |
Fair Value as at June 30, 2018 | (1,137) | |
Designated as Hedging Instrument [Member] | 2023 Euro Loan [Member] | Interest Rate Swap, Apr 26, 2018, 468.8m EUR [Member] | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | 468,800 | |
Designated as Hedging Instrument [Member] | 2023 Euro Loan [Member] | Interest Rate Swap, Apr 5, 2016, 468.8m EUR [Member] | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | 468,800 | |
Designated as Hedging Instrument [Member] | 2021 Euro Loan [Member] | Interest Rate Swap, Apr 26, 2018, 235.335m EUR [Member] | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | 78,367 | |
Designated as Hedging Instrument [Member] | 2021 Euro Loan [Member] | Interest Rate Swap, Nov 10, 2015, 235.335m EUR [Member] | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | $ 78,367 |
FINANCIAL INSTRUMENTS AND FAI69
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Fair Value of Derivatives (Details) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||
Change in fair value of derivatives | $ (1,101) | $ (1,100) | $ (1,329) | $ (732) |
Currency Swap [Member] | ||||
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||
Change in fair value of derivatives | 0 | (1,100) | 0 | (732) |
Interest rate swap [Member] | ||||
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||
Change in fair value of derivatives | $ (1,101) | $ 0 | $ (1,329) | $ 0 |
CONVERTIBLE REDEEMABLE PREFER70
CONVERTIBLE REDEEMABLE PREFERRED STOCK (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Jun. 25, 2013 | |
Temporary Equity [Line Items] | ||||||
Temporary equity | $ 269,370 | $ 269,370 | $ 264,593 | |||
Preferred share accretion paid in kind | $ (2,330) | $ (2,405) | $ (4,777) | $ (4,762) | ||
Series B Preferred Shares | ||||||
Temporary Equity [Line Items] | ||||||
Preferred stock, shares issued | 200,000 | 200,000 | 200,000 | |||
Preferred stock, par value (in dollars per share) | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | ||
Convertible Preferred Stock, Estimated Common Stock Issued in Future Conversion | 111,100,000 | 111,100,000 | ||||
Sale of stock, price per share | $ 1,000 | |||||
Preferred stock, conversion price | $ 2.42 | $ 2.42 | ||||
4 - 5 years [Member] | Series B Preferred Shares | ||||||
Temporary Equity [Line Items] | ||||||
Preferred stock, dividend rate, percentage | 3.75% |
EQUITY (Details)
EQUITY (Details) - shares | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Apr. 30, 2012 | |
Class of Stock [Line Items] | ||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | |||
Number of shares of Class B common stock to Class A common stock | 1 | 1 | ||||
T W Investor [Member] | ||||||
Class of Stock [Line Items] | ||||||
Ownership percentage, related party | 64.40% | 64.40% | ||||
Time Warner [Member] | ||||||
Class of Stock [Line Items] | ||||||
Ownership percentage, related party | 44.70% | 44.70% | ||||
Series A Preferred Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, shares issued | 1 | 1 | 1 | |||
Preferred stock, shares outstanding | 1 | 1 | 1 | |||
Series B Preferred Shares | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, shares issued | 200,000 | |||||
Preferred stock, shares outstanding | 200,000 | 200,000 | 200,000 | |||
Convertible Preferred Stock, Estimated Common Stock Issued in Future Conversion | 111,100,000 | 111,100,000 | ||||
Class A Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Common stock, shares authorized | 440,000,000 | 440,000,000 | 440,000,000 | |||
Common stock, shares issued | 252,121,007 | 252,121,007 | 145,486,497 | |||
Class A Common Stock [Member] | T W Investor [Member] | ||||||
Class of Stock [Line Items] | ||||||
Incremental common shares attributable to dilutive effect of conversion of preferred stock (in shares) | 11,211,449 | 11,211,449 | 11,211,449 | 11,211,449 | ||
Class B Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Common stock, shares authorized | 15,000,000 | 15,000,000 | 15,000,000 | |||
Common stock, shares issued | 0 | 0 | 0 | |||
Common stock, shares outstanding | 0 | 0 | 0 | |||
Minimum [Member] | Class A Common Stock [Member] | T W Investor [Member] | ||||||
Class of Stock [Line Items] | ||||||
Ownership percentage, related party | 49.90% |
EQUITY Warrants (Details)
EQUITY Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 25, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | May 02, 2014 |
Class of Warrant or Right [Line Items] | ||||
Proceeds from exercise of warrants | $ 105,652 | $ 527 | ||
Warrants Expired | 202,175 | |||
2018 Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Number of warrants exercised (in shares) | 105,652,401 | |||
Proceeds from exercise of warrants | $ 105,700 | |||
Common Class A [Member] | 2018 Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Conversion of Stock, Shares Converted | 100,926,996 | |||
Class of Warrant or Right, Outstanding | 114,000,000 | |||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1 |
EQUITY AOCI (Details)
EQUITY AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Translation Adjustment Functional to Reporting Currency, Net of Tax | $ (207,324) | $ (207,324) | $ (184,256) | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | (213,434) | (213,434) | (187,438) | |||
Unrealized (loss) / gain on derivative instruments (Note 12) | (3,119) | $ (40) | (2,928) | $ 1,218 | ||
Other Comprehensive Income (Loss), Net of Tax | (25,996) | |||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 1,231 | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (34,629) | $ 30,904 | (22,844) | $ 32,976 | ||
Permanent Loans [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax | [1] | (3,524) | ||||
Preferred Stock [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax | (7,677) | |||||
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax | (11,867) | |||||
AOCI Attributable to Parent [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Unrealized (loss) / gain on derivative instruments (Note 12) | (2,928) | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (23,068) | |||||
Interest Rate Swap [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (6,110) | (6,110) | $ (3,182) | |||
Unrealized (loss) / gain on derivative instruments (Note 12) | 5,595 | |||||
Interest Expense [Member] | Interest Rate Swap [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion | 1,231 | |||||
Interest Expense [Member] | Not Designated as Hedging Instrument [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion | [2] | $ 1,436 | ||||
[1] | (1) Represents foreign exchange losses on intercompany loans that are of a long-term investment nature which are reported in the same manner as translation adjustments. | |||||
[2] | (2) We expect to repay a portion of the 2021 Euro Loan with the expected proceeds from the Divestment Transaction (see Note 5, "Long-term Debt and Other Financing Arrangements"). This anticipated reduction of principal amounts owing in respect of the 2021 Euro Loan will reduce future interest payments that the interest rate swap maturing on November 1, 2019 is designed to hedge. To maintain the effectiveness of the interest rate swap, we have de-designated a portion of the notional amount to align with the principal balance of the 2021 Euro Loan principal that will remain after the application of Divestment Transaction proceeds. For the portion de-designated, all related fair value adjustments including those previously recognized in accumulated other comprehensive income / loss are recognized in other non-operating income, net in our condensed consolidated statements of operations and comprehensive income / loss (see Note 12, "Financial Instruments and Fair Value Measurements"). |
INTEREST EXPENSE (Details)
INTEREST EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Interest on long-term debt and other financing arrangements | $ 9,374 | $ 16,012 | $ 22,829 | $ 33,641 |
Amortization of capitalized debt issuance costs | (1,067) | (1,416) | (2,624) | (2,780) |
Total interest expense | $ 10,441 | $ 17,428 | 25,453 | 36,421 |
Interest Paid, Excluding Capitalized Interest, Operating Activities | $ 21,500 | $ 19,600 |
OTHER NONOPERATING EXPENSE, N75
OTHER NONOPERATING EXPENSE, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Other Income and Expenses [Abstract] | ||||
Interest income | $ 204 | $ 110 | $ 346 | $ 187 |
Foreign currency exchange (loss) / gain, net | (6,054) | 7,864 | (1,788) | 9,476 |
Change in fair value of derivatives (Note 12) | (1,101) | (1,100) | (1,329) | (732) |
Loss on extinguishment of debt | (179) | 0 | (288) | 0 |
Other income, net | 194 | 34 | 171 | 209 |
Total other non-operating (expense) / income, net | $ (6,936) | $ 6,908 | $ (2,888) | $ 9,140 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Amended and Restated Stock Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 6,000,000 | 6,000,000 | ||
Stock-based compensation expense from continuing operations | Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation charged | $ 1,088 | $ 845 | $ 2,162 | $ 1,612 |
Stock-based compensation expense from discontinued operations | Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation charged | $ 40 | $ 0 | $ 78 | $ 63 |
STOCK-BASED COMPENSATION Stock
STOCK-BASED COMPENSATION Stock Options (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Employee stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Maximum life of issued options | 10 years | |
Number of options: | ||
Outstanding at December 31, 2017 | 2,011,392 | |
Outstanding at June 30, 2018 | 2,011,392 | 2,011,392 |
Vested (shares) | 2,011,392 | |
Exercisable at June 30, 2018 | 1,405,696 | |
Weighted-Average Exercise Price: | ||
Outstanding at December 31, 2017 | $ 2.32 | |
Outstanding at June 30, 2018 | 2.32 | $ 2.32 |
Vested and expected to vest | 2.32 | |
Exercisable at June 30, 2018 | $ 2.31 | |
Options outstanding, weighted average remaining contractual term | 7 years 29 days | 7 years 6 months 29 days |
Options vested, weighted average remaining contractual term | 7 years 29 days | |
Exercisable, weighted average remaining contractual term | 7 years 15 days | |
Options outstanding, aggregate intrinsic value | $ 3,671,000 | $ 4,677,000 |
Options vested, aggregate intrinsic value | 3,671,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | 2,580,000 | |
Unrecognized compensation expense | $ 831,701 | |
Weighted average period for recognition | 1 year 2 months 6 days | |
RSUs | ||
Weighted-Average Exercise Price: | ||
Unrecognized compensation expense | $ 6,900,000 | |
Weighted average period for recognition | 2 years 6 months 24 days | |
Minimum [Member] | Equity Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 1 year | |
Minimum [Member] | RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 1 year | |
Maximum [Member] | Equity Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 4 years | |
Maximum [Member] | RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 4 years |
STOCK-BASED COMPENSATION Restri
STOCK-BASED COMPENSATION Restricted Stock Units (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation, Shares Underlying | 1 |
RSUs | |
Number of Shares/Units: | |
Unvested at December 31, 2017 | 2,694,063 |
Granted | 962,369 |
Vested | (1,162,732) |
Unvested at June 30, 2018 | 2,493,700 |
Weighted-Average Grant Date Fair Value: | |
Unvested at December 31, 2017 | $ / shares | $ 3.07 |
Granted | $ / shares | 4.28 |
Vested | $ / shares | 3.17 |
Unvested at June 30, 2018 | $ / shares | $ 3.49 |
Intrinsic value of unvested RSUs | $ | $ 10.3 |
Unrecognized compensation expense | $ | $ 6.9 |
Weighted average period for recognition | 2 years 6 months 24 days |
RSUs | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period (in years) | 1 year |
RSUs | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period (in years) | 4 years |
Performance Shares [Member] | |
Number of Shares/Units: | |
Unvested at December 31, 2017 | 719,109 |
Unvested at June 30, 2018 | 479,406 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Income from continuing operations | $ 21,325 | $ 25,265 | $ 27,409 | $ 19,283 | |
Net loss attributable to noncontrolling interests | 16 | 137 | 194 | 346 | |
Less: preferred share accretion paid in kind (Note 13) | (2,330) | (2,405) | (4,777) | (4,762) | |
Less: income allocated to Series B Preferred Shares | (6,084) | (9,347) | (8,192) | (6,037) | |
Income from continuing operations available to common shareholders, net of noncontrolling interest | 12,927 | 13,650 | 14,634 | 8,830 | |
Income / (loss) from discontinued operations, net of tax (Note 3) | 4,700 | 2,533 | 5,688 | (2,759) | |
Net income attributable to CME Ltd. available to common shareholders — basic | 16,123 | 15,153 | 18,281 | 7,191 | |
Net income attributable to CME Ltd. available to common shareholders — diluted | $ 16,608 | $ 17,583 | $ 19,805 | $ 8,294 | |
Weighted average outstanding shares of common stock - basic (in shares) | [1] | 235,148,000 | 155,738,000 | 196,807,000 | 155,269,000 |
Dilutive effect of common stock warrants, employee stock options and RSUs (in shares) | 23,635,000 | 80,214,000 | 53,708,000 | 75,603,000 | |
Weighted average outstanding shares of common stock - diluted (in shares) | 258,783,000 | 235,952,000 | 250,515,000 | 230,872,000 | |
Net income / (loss) per share: | |||||
Continuing operations — basic | $ 0.05 | $ 0.09 | $ 0.07 | $ 0.06 | |
Continuing operations — diluted | 0.05 | 0.07 | 0.06 | 0.04 | |
Discontinued operations — basic | 0.02 | 0.01 | 0.02 | (0.01) | |
Discontinued operations — diluted | 0.01 | 0 | 0.02 | 0 | |
Net income attributable to CME Ltd. — basic | 0.07 | 0.10 | 0.09 | 0.05 | |
Net income attributable to CME Ltd. — diluted | $ 0.06 | $ 0.07 | $ 0.08 | $ 0.04 | |
Series B Preferred Shares | |||||
Dilutive effect of Series B Preferred Shares | $ (485) | $ (2,430) | $ (1,524) | $ (1,103) | |
Common Class A [Member] | T W Investor [Member] | |||||
Net income / (loss) per share: | |||||
Incremental common shares attributable to dilutive effect of conversion of preferred stock (in shares) | 11,211,449 | 11,211,449 | 11,211,449 | 11,211,449 | |
Discontinued Operations, Held-for-sale [Member] | |||||
Less: income allocated to Series B Preferred Shares | $ 1,504 | $ 1,030 | $ 2,041 | $ (1,120) | |
[1] | (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of the common stock. |
EARNINGS PER SHARE Antidilutive
EARNINGS PER SHARE Antidilutive instruments (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,013 | 479 | 1,013 | 1,109 |
Employee stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 0 | 0 | 411 |
RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,013 | 479 | 1,013 | 698 |
SEGMENT DATA Net Revenue and OI
SEGMENT DATA Net Revenue and OIBDA (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)operating_segment | Jun. 30, 2017USD ($) | ||
Segment Reporting Information [Line Items] | |||||
Net revenues | $ 159,555 | $ 146,895 | $ 298,737 | $ 258,627 | |
OIBDA | 55,657 | 51,656 | 86,324 | 72,748 | |
Depreciation | (7,548) | (6,450) | (14,914) | (12,409) | |
Amortization of Intangible Assets | (2,267) | (2,053) | (4,623) | (4,162) | |
Operating income | 45,842 | 43,153 | 66,787 | 56,177 | |
Interest Expense | (10,441) | (17,428) | (25,453) | (36,421) | |
Loss on extinguishment of debt | (179) | 0 | (288) | 0 | |
Nonoperating Income (Expense) | (6,936) | 6,908 | (2,888) | 9,140 | |
Income / (loss) before tax | 28,465 | 32,633 | 38,446 | 28,896 | |
Bulgaria | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 23,427 | 20,774 | 42,860 | 36,079 | |
OIBDA | 5,622 | 2,985 | 8,603 | 4,243 | |
Czech Republic | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 61,028 | 53,371 | 112,562 | 92,845 | |
OIBDA | 28,251 | 25,377 | 43,621 | 36,124 | |
Romania | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 49,594 | 48,570 | 95,555 | 87,514 | |
OIBDA | 24,196 | 22,071 | 43,089 | 36,531 | |
Slovak Republic | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 26,770 | 24,624 | 49,723 | 42,964 | |
OIBDA | 3,906 | 7,409 | 5,009 | 8,157 | |
Intersegment Revenues [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | [1] | (1,264) | (444) | (1,963) | (775) |
Elimination | |||||
Segment Reporting Information [Line Items] | |||||
OIBDA | 28 | 24 | $ 40 | 16 | |
Total operating segments | |||||
Segment Reporting Information [Line Items] | |||||
Number of operating segments | operating_segment | 4 | ||||
OIBDA | 62,003 | 57,866 | $ 100,362 | 85,071 | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
OIBDA | $ (6,346) | $ (6,210) | $ (14,038) | $ (12,323) | |
[1] | (1) Reflects revenues earned from the sale of content to other country segments in CME Ltd. All other revenues are third party revenues. |
SEGMENT DATA Total Assets (Deta
SEGMENT DATA Total Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Assets | [1] | $ 1,522,292 | $ 1,628,055 |
Assets held for sale (Note 3) | 142,623 | 148,156 | |
Bulgaria | |||
Segment Reporting Information [Line Items] | |||
Assets | 136,462 | 155,885 | |
Czech Republic | |||
Segment Reporting Information [Line Items] | |||
Assets | 773,098 | 842,716 | |
Romania | |||
Segment Reporting Information [Line Items] | |||
Assets | 294,633 | 307,286 | |
Slovak Republic | |||
Segment Reporting Information [Line Items] | |||
Assets | 150,674 | 149,866 | |
Total operating segments | |||
Segment Reporting Information [Line Items] | |||
Assets | [1] | 1,354,867 | 1,455,753 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Assets | $ 24,802 | $ 24,146 | |
[1] | (1) Segment assets exclude any intercompany balances. |
SEGMENT DATA Capital Expenditur
SEGMENT DATA Capital Expenditure (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 7,834 | $ 11,976 |
Bulgaria | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 1,349 | 2,019 |
Czech Republic | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 3,539 | 5,088 |
Romania | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 1,528 | 2,966 |
Slovak Republic | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 1,080 | 900 |
Total operating segments | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 7,496 | 10,973 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 338 | $ 1,003 |
SEGMENT DATA Long Lived Assets
SEGMENT DATA Long Lived Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | $ 96,781 | [1] | $ 103,648 | [1] | $ 95,659 | $ 89,080 | |
Bulgaria | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 8,005 | 7,863 | |||||
Czech Republic | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 39,978 | 46,146 | |||||
Romania | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 28,680 | 28,515 | |||||
Slovak Republic | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 17,415 | 17,450 | |||||
Total operating segments | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | [1] | 94,078 | 99,974 | ||||
Corporate | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | $ 2,703 | $ 3,674 | |||||
[1] | (1) Reflects property, plant and equipment, net |
SEGMENT DATA Revenue by Type (D
SEGMENT DATA Revenue by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting [Abstract] | ||||
Television advertising | $ 130,939 | $ 120,603 | $ 242,735 | $ 209,656 |
Carriage fees and subscriptions | 22,874 | 21,165 | 46,171 | 40,051 |
Other | 5,742 | 5,127 | 9,831 | 8,920 |
Total net revenues | $ 159,555 | $ 146,895 | $ 298,737 | $ 258,627 |
COMMITMENTS AND CONTINGENCIES P
COMMITMENTS AND CONTINGENCIES Programming Rights Agreements and Other Commitments (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Programming purchase obligations | ||
Long-term Purchase Commitment [Line Items] | ||
2,018 | $ 12,714 | |
2,019 | 22,412 | |
2,020 | 18,189 | |
2,021 | 11,092 | |
2,022 | 3,452 | |
2023 and thereafter | 3,444 | |
Total | 71,303 | $ 99,100 |
Other commitments (1) | ||
Long-term Purchase Commitment [Line Items] | ||
2,018 | 8,579 | |
2,019 | 2,971 | |
2,020 | 2,171 | |
2,021 | 9,352 | |
2,022 | 195 | |
2023 and thereafter | 113 | |
Total | 23,381 | |
Capital expenditures | ||
Long-term Purchase Commitment [Line Items] | ||
2,018 | 2,857 | |
2,019 | 206 | |
2,020 | 0 | |
2,021 | 0 | |
2,022 | 0 | |
2023 and thereafter | 0 | |
Total | $ 3,063 |
COMMITMENTS AND CONTINGENCIES O
COMMITMENTS AND CONTINGENCIES Operating Lease Payments (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 1,603 |
2,019 | 1,096 |
2,020 | 710 |
2,021 | 617 |
2,022 | 600 |
2023 and thereafter | 1,809 |
Total | $ 6,435 |
COMMITMENTS AND CONTINGENCIES88
COMMITMENTS AND CONTINGENCIES Other (Details) - Slovak Republic € in Millions | Jun. 30, 2018EUR (€) | Jun. 01, 2016 |
Loss Contingency, Pending Claims, Number | 3 | 4 |
Loss Contingency, Estimate of Possible Loss | € 69 | |
Loss Contingency, Claims Dismissed, Value | € 26.2 | |
PN Third Case and PN Fourth Case [Domain] | ||
Loss Contingency, Pending Claims, Number | 2 | |
PN First Case [Domain] | ||
Loss Contingency, Pending Claims, Number | 1 | |
Loss Contingency, Estimate of Possible Loss | € 8.3 | |
PN First Case and PN Second Case [Domain] | ||
Loss Contingency, Pending Claims, Number | 2 | |
PN Second Case [Domain] | ||
Loss Contingency, Estimate of Possible Loss | € 8.3 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | ||
Related Party Transaction [Line Items] | ||||||
Programming liabilities | $ 12,264 | $ 12,264 | $ 20,027 | |||
Other accounts payable and accrued liabilities | 143 | 143 | 252 | |||
Accrued interest payable | 2,641 | 2,641 | 6,273 | |||
Other non-current liabilities | $ 104,097 | $ 104,097 | 95,254 | |||
AT&T [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage, related party | 44.70% | 44.70% | ||||
Purchases of programming | $ 4,615 | $ 3,716 | $ 9,933 | $ 7,192 | ||
Interest expense | 6,508 | $ 12,878 | 16,981 | $ 27,253 | ||
Programming liabilities | 12,264 | 12,264 | 20,027 | |||
Accrued interest payable | [1] | 2,641 | 2,641 | 6,273 | ||
Other non-current liabilities | [2] | 74,035 | 74,035 | 69,620 | ||
Accounts Payable [Member] | AT&T [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Other accounts payable and accrued liabilities | $ 143 | $ 143 | $ 252 | |||
[1] | (1) Amount represents accrued Guarantee Fees for which we have not yet paid in cash or made an election to pay in kind. See Note 5, "Long-term Debt and Other Financing Arrangements". | |||||
[2] | (2) Amount represents the Commitment Fee, as well as the Guarantee Fees for which we had previously made an election to pay in kind. See Note 5, "Long-term Debt and Other Financing Arrangements". |
SUBSEQUENT EVENTS Details
SUBSEQUENT EVENTS Details € in Millions, $ in Millions | Jun. 30, 2018USD ($) | Jun. 30, 2018EUR (€) | Jul. 09, 2017USD ($) | Jul. 09, 2017EUR (€) |
Subsequent Event [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Consideration | $ 268.1 | € 230 | ||
Termination Fee | $ 8.2 | € 7 | ||
CROATIA | ||||
Subsequent Event [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Consideration | $ 99.1 | € 85 | ||
SLOVENIA | ||||
Subsequent Event [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Consideration | 169 | 145 | ||
Termination Fee | $ 5.1 | € 4.4 |