Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 22, 2018 | Jun. 30, 2017 | |
Entity Information [Line Items] | |||
Entity Registrant Name | Windstream Holdings, Inc. | ||
Entity Central Index Key | 1,282,266 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 183,335,244 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 740,286,051 | ||
Windstream Services, LLC [Member] | |||
Entity Information [Line Items] | |||
Entity Registrant Name | Windstream Services, LLC | ||
Entity Central Index Key | 1,585,644 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes |
WINDSTREAM HOLDINGS, INC. CONSO
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues and sales: | ||||||||||||
Service revenues | $ 5,759.7 | $ 5,279.9 | $ 5,598.6 | |||||||||
Product sales | 93.2 | 107.1 | 166.7 | |||||||||
Total revenues and sales | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 1,309.1 | $ 1,344.9 | $ 1,359.6 | $ 1,373.4 | 5,852.9 | 5,387 | 5,765.3 | |
Costs and expenses: | ||||||||||||
Cost of services (exclusive of depreciation and amortization included below) | 2,964.9 | 2,677.8 | 2,762 | |||||||||
Cost of products sold | 93.5 | 98.5 | 145.2 | |||||||||
Selling, general and administrative | 896.8 | 797.7 | 866.5 | |||||||||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 | |||||||||
Goodwill impairment | 1,840.8 | 0 | 0 | |||||||||
Merger, integration and other costs | 137.4 | 13.8 | 95 | |||||||||
Restructuring charges | 22.8 | 43 | 20.3 | 20.7 | ||||||||
Total costs and expenses | 7,446.4 | 4,871.6 | 5,255.9 | |||||||||
Operating (loss) income | (1,789.3) | 43 | 106.8 | 46 | 73.7 | 129.4 | 154.6 | 157.7 | (1,593.5) | 515.4 | 509.4 | |
Dividend income on Uniti common stock | 0 | 17.6 | 48.2 | |||||||||
Other (expense) income, net | 0 | (1.2) | 9.3 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | 15.2 | 0 | |||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | (56.4) | (18) | (36.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | (181.9) | 0 | |||||||||
Interest expense | $ (13.8) | (875.4) | (860.6) | (813.2) | ||||||||
(Loss) income before income taxes | (2,524.7) | (523.5) | 43.4 | |||||||||
Income tax (benefit) expense | (408.1) | (140) | 16 | |||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | $ (2,116.6) | $ (383.5) | $ 27.4 | |
Basic and diluted (loss) earnings per share: | ||||||||||||
Net (loss) income | $ (10.26) | $ (0.55) | $ (0.37) | $ (0.89) | $ (0.94) | $ (0.72) | $ 0.01 | $ (2.52) | $ (12.52) | $ (4.11) | $ 0.24 |
WINDSTREAM HOLDINGS, INC. CONS3
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net (loss) income | $ (2,116.6) | $ (383.5) | $ 27.4 |
Available-for-sale securities: | |||
Unrealized holding gain (loss) arising during the period | 0 | 156.1 | (286.5) |
Gain on disposal recognized in the period | 0 | (51.5) | 0 |
Other-than-temporary impairment loss recognized in the period | 0 | 181.9 | 0 |
Change in available-for-sale securities | 0 | 286.5 | (286.5) |
Interest rate swaps: | |||
Unrealized gains (losses) on designated interest rate swaps | 11.4 | 8 | (8.8) |
Amortization of net unrealized losses on de-designated interest rate swaps | 5.3 | 4.8 | 11.6 |
Income tax expense | (6.4) | (5) | (1.1) |
Change in interest rate swaps | 10.3 | 7.8 | 1.7 |
Postretirement and pension plans: | |||
Prior service credit arising during the period | 9.1 | 0 | 1.8 |
Change in net actuarial (loss) gain for employee benefit plans | (1.3) | (0.2) | 0.1 |
Plan curtailments and settlements | 0 | (5.5) | (18) |
Amounts included in net periodic benefit cost: | |||
Amortization of net actuarial loss | 0.1 | 0.2 | 1 |
Amortization of prior service credits | (0.7) | (1.1) | (3.9) |
Income tax (expense) benefit | (2) | 2.6 | 7.3 |
Change in postretirement and pension plans | 5.2 | (4) | (11.7) |
Other comprehensive income (loss) | 15.5 | 290.3 | (296.5) |
Comprehensive loss | $ (2,101.1) | $ (93.2) | $ (269.1) |
WINDSTREAM HOLDINGS, INC. CONS4
WINDSTREAM HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | ||||
Cash and cash equivalents | $ 43.4 | $ 59.1 | $ 31.3 | $ 27.8 |
Accounts receivable (less allowance for doubtful accounts of $29.7 and $27.1, respectively) | 643 | 618.6 | ||
Inventories | 93 | 77.5 | ||
Prepaid expenses and other | 153.1 | 111.7 | ||
Total current assets | 932.5 | 866.9 | ||
Goodwill | 2,842.4 | 4,213.6 | 4,213.6 | |
Other intangibles, net | 1,454.4 | 1,320.5 | ||
Net property, plant and equipment | 5,391.8 | 5,283.5 | ||
Deferred income taxes | 370.8 | 0 | ||
Other assets | 92.4 | 85.5 | ||
Total Assets | 11,084.3 | 11,770 | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 169.3 | 14.9 | ||
Current portion of long-term lease obligations | 188.6 | 168.7 | ||
Accounts payable | 494 | 390.2 | ||
Advance payments and customer deposits | 207.3 | 178.1 | ||
Accrued taxes | 89.5 | 78 | ||
Accrued interest | 52.6 | 58.1 | ||
Other current liabilities | 342.1 | 366.6 | ||
Total current liabilities | 1,543.4 | 1,254.6 | ||
Long-term debt | 5,674.6 | 4,848.7 | ||
Long-term lease obligations | 4,643.3 | 4,831.9 | ||
Deferred income taxes | 0 | 151.5 | ||
Other liabilities | 521.9 | 513.3 | ||
Total liabilities | 12,383.2 | 11,600 | ||
Commitments and Contingencies (See Note 14) | ||||
Shareholders' Equity (Deficit): | ||||
Common stock, $0.0001 par value, 375.0 shares authorized, 182.7 and 96.3 shares issued and outstanding, respectively | 0 | 0 | ||
Additional paid-in capital | 1,191.9 | 559.7 | ||
Accumulated other comprehensive income | 21.4 | 5.9 | (284.4) | |
Accumulated deficit | (2,512.2) | (395.6) | ||
Total shareholders’ equity (deficit) | (1,298.9) | 170 | $ 306.4 | $ 224.8 |
Total Liabilities and Shareholders’ Equity (Deficit) | $ 11,084.3 | $ 11,770 |
WINDSTREAM HOLDINGS, INC. CONS5
WINDSTREAM HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Accounts receivable, allowance for doubtful accounts | $ 29.7 | $ 27.1 |
Shareholders' Equity (Deficit): | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 375,000,000 | 375,000,000 |
Common stock, shares issued | 182,700,000 | 96,300,000 |
Common stock, shares outstanding | 182,700,000 | 96,300,000 |
WINDSTREAM HOLDINGS, INC. CONS6
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Provided from Operating Activities: | |||
Net (loss) income | $ (2,116.6) | $ (383.5) | $ 27.4 |
Adjustments to reconcile net (loss) income to net cash provided from operations: | |||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 |
Goodwill impairment | 1,840.8 | 0 | 0 |
Provision for doubtful accounts | 45.8 | 43.8 | 47.1 |
Share-based compensation expense | 55.4 | 41.6 | 55.3 |
Pension expense | 10.1 | 59.1 | 1.2 |
Deferred income taxes | (412.7) | (138.3) | (16.3) |
Net gain on disposal of investment in Uniti common stock | 0 | (15.2) | 0 |
Noncash portion of net loss on early extinguishment of debt | 36 | (51.9) | (18.5) |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 181.9 | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 5.3 | 4.8 | 11.6 |
(Gain) loss on sale of data center | (0.6) | 10 | (326.1) |
Plan curtailment | 0 | (5.5) | (18) |
Other, net | 24 | 1.2 | 7.4 |
Changes in operating assets and liabilities, net | |||
Accounts receivable | 17.7 | (15.1) | (69.5) |
Prepaid income taxes | 0.8 | (4.4) | 0 |
Prepaid expenses and other | 1.3 | 30.4 | 1.4 |
Accounts payable | 43.3 | (47.2) | 31.1 |
Accrued interest | (16.3) | (20.1) | (26.4) |
Accrued taxes | (0.2) | (6.1) | 17.9 |
Other current liabilities | 4.8 | 21.2 | (17.7) |
Other liabilities | (25.7) | (42.4) | (11.6) |
Other, net | (32.5) | (3.4) | (36.2) |
Net cash provided from operating activities | 950.7 | 924.4 | 1,026.6 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (908.6) | (989.8) | (1,055.3) |
Changes in restricted cash | 0 | 0 | 6.7 |
Proceeds from the sale of property | 0 | 6.3 | 0 |
Grant funds received for broadband stimulus projects | 0 | 0 | 23.5 |
Network expansion funded by Connect America Fund - Phase I | 0 | 0 | (73.9) |
Acquisition of Broadview, net of cash acquired | (63.3) | 0 | 0 |
Cash acquired from EarthLink | 5 | 0 | 0 |
Disposition of data center business | 0 | 0 | 574.2 |
Other, net | (16.3) | (6.5) | 2.8 |
Net cash used in investing activities | (983.2) | (990) | (522) |
Cash Flows from Financing Activities: | |||
Dividends paid to shareholders | (64.4) | (58.6) | (369.2) |
Proceeds from issuance of stock | 9.6 | 0 | 0 |
Payment received from Uniti in spin-off | 0 | 0 | 1,035 |
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 |
Repayments of debt and swaps | (2,277.9) | (3,263.7) | (3,350.9) |
Proceeds of debt issuance | 2,614.6 | 3,674.5 | 2,335 |
Debt issuance costs | (27.1) | (12.4) | (4.3) |
Stock repurchases | (19) | (28.9) | (46.2) |
Payments under long-term lease obligations | (168.7) | (152.8) | (102.6) |
Payments under capital lease obligations | (39) | (57.7) | (31.5) |
Other, net | (11.3) | (7) | (9.5) |
Net cash provided from (used in) financing activities | 16.8 | 93.4 | (501.1) |
(Decrease) increase in cash and cash equivalents | (15.7) | 27.8 | 3.5 |
Cash and Cash Equivalents: | |||
Beginning of period | 59.1 | 31.3 | 27.8 |
End of period | 43.4 | 59.1 | 31.3 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 855.3 | 867.1 | 828.9 |
Income taxes paid, net | $ 1.7 | $ 6.2 | $ 1.1 |
WINDSTREAM HOLDINGS, INC. CONS7
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Millions | Total | Common Stock and Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance at Dec. 31, 2014 | $ 224.8 | $ 252.2 | $ 12.1 | $ (39.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net (loss) income | 27.4 | 0 | 0 | 27.4 |
Other comprehensive income (loss), net of tax: | ||||
Change in available-for-sale securities | (286.5) | 0 | (286.5) | 0 |
Change in postretirement and pension plans | (11.7) | 0 | (11.7) | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 7.1 | 0 | 7.1 | 0 |
Changes in designated interest rate swaps | (5.4) | 0 | (5.4) | 0 |
Comprehensive income (loss) | (269.1) | 0 | (296.5) | 27.4 |
Effect of REIT spin-off (See Note 5) | 585.6 | 585.6 | 0 | 0 |
Share-based compensation | 25 | 25 | 0 | 0 |
Stock issued for management incentive compensation plans | 5.9 | 5.9 | 0 | 0 |
Stock issued to employee savings plan (See Note 9) | 21.6 | 21.6 | 0 | 0 |
Stock repurchases | (46.2) | (46.2) | 0 | 0 |
Taxes withheld on vested restricted stock and other | (9.7) | (9.7) | 0 | 0 |
Dividends declared to stockholders | (231.5) | (231.5) | 0 | 0 |
Ending balance at Dec. 31, 2015 | 306.4 | 602.9 | (284.4) | (12.1) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net (loss) income | (383.5) | 0 | 0 | (383.5) |
Other comprehensive income (loss), net of tax: | ||||
Change in available-for-sale securities | 286.5 | 0 | 286.5 | 0 |
Change in postretirement and pension plans | (4) | 0 | (4) | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 2.9 | 0 | 2.9 | 0 |
Changes in designated interest rate swaps | 4.9 | 0 | 4.9 | 0 |
Comprehensive income (loss) | (93.2) | 0 | 290.3 | (383.5) |
Share-based compensation | 21.8 | 21.8 | 0 | 0 |
Stock options exercised | 0.5 | 0.5 | 0 | 0 |
Stock issued for management incentive compensation plans | 5.6 | 5.6 | 0 | 0 |
Stock issued to employee savings plan (See Note 9) | 24 | 24 | 0 | 0 |
Stock repurchases | (28.9) | (28.9) | 0 | 0 |
Taxes withheld on vested restricted stock and other | (8) | (8) | 0 | 0 |
Dividends declared to stockholders | (58.2) | (58.2) | 0 | 0 |
Ending balance at Dec. 31, 2016 | 170 | 559.7 | 5.9 | (395.6) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net (loss) income | (2,116.6) | 0 | 0 | (2,116.6) |
Other comprehensive income (loss), net of tax: | ||||
Change in postretirement and pension plans | 5.2 | 0 | 5.2 | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 3.3 | 0 | 3.3 | 0 |
Changes in designated interest rate swaps | 7 | 0 | 7 | 0 |
Comprehensive income (loss) | (2,101.1) | 0 | 15.5 | (2,116.6) |
Share-based compensation | 35.8 | 35.8 | 0 | 0 |
Stock issued for pension contribution | 9.6 | 9.6 | 0 | 0 |
Stock issued to employee savings plan (See Note 9) | 22.7 | 22.7 | 0 | 0 |
Stock issued in merger with EarthLink | 642.6 | 642.6 | 0 | 0 |
Stock repurchases | (19) | (19) | 0 | 0 |
Taxes withheld on vested restricted stock and other | (10.7) | (10.7) | 0 | 0 |
Dividends declared to stockholders | (48.8) | (48.8) | 0 | 0 |
Ending balance at Dec. 31, 2017 | $ (1,298.9) | $ 1,191.9 | $ 21.4 | $ (2,512.2) |
WINDSTREAM HOLDINGS, INC. CONS8
WINDSTREAM HOLDINGS, INC. CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Dividends, per share declared to stockholders | $ 0.30 | $ 0.60 | $ 2.31 |
WINDSTREAM SERVICES, LLC CONSOL
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF OPERATION - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues and sales: | ||||||||||||
Service revenues | $ 5,759.7 | $ 5,279.9 | $ 5,598.6 | |||||||||
Product sales | 93.2 | 107.1 | 166.7 | |||||||||
Total revenues and sales | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 1,309.1 | $ 1,344.9 | $ 1,359.6 | $ 1,373.4 | 5,852.9 | 5,387 | 5,765.3 | |
Costs and expenses: | ||||||||||||
Cost of services (exclusive of depreciation and amortization included below) | 2,964.9 | 2,677.8 | 2,762 | |||||||||
Cost of products sold | 93.5 | 98.5 | 145.2 | |||||||||
Selling, general and administrative | 896.8 | 797.7 | 866.5 | |||||||||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 | |||||||||
Goodwill impairment | 1,840.8 | 0 | 0 | |||||||||
Merger, integration and other costs | 137.4 | 13.8 | 95 | |||||||||
Restructuring charges | 22.8 | 43 | 20.3 | 20.7 | ||||||||
Total costs and expenses | 7,446.4 | 4,871.6 | 5,255.9 | |||||||||
Operating (loss) income | (1,789.3) | 43 | 106.8 | 46 | 73.7 | 129.4 | 154.6 | 157.7 | (1,593.5) | 515.4 | 509.4 | |
Dividend income on Uniti common stock | 0 | 17.6 | 48.2 | |||||||||
Other (expense) income, net | 0 | (1.2) | 9.3 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | 15.2 | 0 | |||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | (56.4) | (18) | (36.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | (181.9) | 0 | |||||||||
Interest expense | $ (13.8) | (875.4) | (860.6) | (813.2) | ||||||||
(Loss) income before income taxes | (2,524.7) | (523.5) | 43.4 | |||||||||
Income tax (benefit) expense | (408.1) | (140) | 16 | |||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | (2,116.6) | (383.5) | 27.4 | |
Windstream Services, LLC [Member] | ||||||||||||
Revenues and sales: | ||||||||||||
Service revenues | 5,759.7 | 5,279.9 | 5,598.6 | |||||||||
Product sales | 93.2 | 107.1 | 166.7 | |||||||||
Total revenues and sales | 5,852.9 | 5,387 | 5,765.3 | |||||||||
Costs and expenses: | ||||||||||||
Cost of services (exclusive of depreciation and amortization included below) | 2,964.9 | 2,677.8 | 2,762 | |||||||||
Cost of products sold | 93.5 | 98.5 | 145.2 | |||||||||
Selling, general and administrative | 894.8 | 796 | 864.5 | |||||||||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 | |||||||||
Goodwill impairment | 1,840.8 | 0 | 0 | |||||||||
Merger, integration and other costs | 137.4 | 13.8 | 95 | |||||||||
Restructuring charges | 43 | 20.3 | 20.7 | |||||||||
Total costs and expenses | 7,444.4 | 4,869.9 | 5,253.9 | |||||||||
Operating (loss) income | (1,591.5) | 517.1 | 511.4 | |||||||||
Dividend income on Uniti common stock | 0 | 17.6 | 48.2 | |||||||||
Other (expense) income, net | 0 | (1.2) | 9.3 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | 15.2 | 0 | |||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | (56.4) | (18) | (36.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | (181.9) | 0 | |||||||||
Interest expense | (875.4) | (860.6) | (813.2) | |||||||||
(Loss) income before income taxes | (2,522.7) | (521.8) | 45.4 | |||||||||
Income tax (benefit) expense | (407.3) | (139.3) | 16.8 | |||||||||
Net (loss) income | $ (2,115.4) | $ (382.5) | $ 28.6 |
WINDSTREAM SERVICES, LLC CONS10
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net (loss) income | $ (2,116.6) | $ (383.5) | $ 27.4 |
Available-for-sale securities: | |||
Unrealized holding gain (loss) arising during the period | 0 | 156.1 | (286.5) |
Gain on disposal recognized in the period | 0 | (51.5) | 0 |
Other-than-temporary impairment loss recognized in the period | 0 | 181.9 | 0 |
Change in available-for-sale securities | (286.5) | 286.5 | |
Interest rate swaps: | |||
Unrealized gains (losses) on designated interest rate swaps | 11.4 | 8 | (8.8) |
Amortization of net unrealized losses on de-designated interest rate swaps | 5.3 | 4.8 | 11.6 |
Income tax expense | (6.4) | (5) | (1.1) |
Change in interest rate swaps | 10.3 | 7.8 | 1.7 |
Postretirement and pension plans: | |||
Prior service credit arising during the period | 9.1 | 0 | 1.8 |
Change in net actuarial (loss) gain for employee benefit plans | (1.3) | (0.2) | 0.1 |
Plan curtailments and settlements | 0 | (5.5) | (18) |
Amounts included in net periodic benefit cost: | |||
Amortization of net actuarial loss | 0.1 | 0.2 | 1 |
Amortization of prior service credits | (0.7) | (1.1) | (3.9) |
Income tax (expense) benefit | (2) | 2.6 | 7.3 |
Change in postretirement and pension plans | 5.2 | (4) | (11.7) |
Other comprehensive income (loss) | 15.5 | 290.3 | (296.5) |
Comprehensive (loss) income | (2,101.1) | (93.2) | (269.1) |
Windstream Services, LLC [Member] | |||
Net (loss) income | (2,115.4) | (382.5) | 28.6 |
Available-for-sale securities: | |||
Unrealized holding gain (loss) arising during the period | 0 | 156.1 | (286.5) |
Gain on disposal recognized in the period | 0 | (51.5) | 0 |
Other-than-temporary impairment loss recognized in the period | 0 | 181.9 | 0 |
Change in available-for-sale securities | 0 | 286.5 | (286.5) |
Interest rate swaps: | |||
Unrealized gains (losses) on designated interest rate swaps | 11.4 | 8 | (8.8) |
Amortization of net unrealized losses on de-designated interest rate swaps | 5.3 | 4.8 | 11.6 |
Income tax expense | (6.4) | (5) | (1.1) |
Change in interest rate swaps | 10.3 | 7.8 | 1.7 |
Postretirement and pension plans: | |||
Prior service credit arising during the period | 9.1 | 0 | 1.8 |
Change in net actuarial (loss) gain for employee benefit plans | (1.3) | (0.2) | 0.1 |
Plan curtailments and settlements | 0 | (5.5) | (18) |
Amounts included in net periodic benefit cost: | |||
Amortization of net actuarial loss | 0.1 | 0.2 | 1 |
Amortization of prior service credits | (0.7) | (1.1) | (3.9) |
Income tax (expense) benefit | (2) | 2.6 | 7.3 |
Change in postretirement and pension plans | 5.2 | (4) | (11.7) |
Other comprehensive income (loss) | 15.5 | 290.3 | (296.5) |
Comprehensive (loss) income | $ (2,099.9) | $ (92.2) | $ (267.9) |
WINDSTREAM SERVICES, LLC CONS11
WINDSTREAM SERVICES, LLC CONSOLIDATED BALANCE SHEETS (UNAUDITED) Statement - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 43.4 | $ 59.1 |
Accounts receivable (less allowance for doubtful accounts of $29.7 and $27.1, respectively) | 643 | 618.6 |
Inventories | 93 | 77.5 |
Prepaid expenses and other | 153.1 | 111.7 |
Total current assets | 932.5 | 866.9 |
Goodwill | 2,842.4 | 4,213.6 |
Other intangibles, net | 1,454.4 | 1,320.5 |
Net property, plant and equipment | 5,391.8 | 5,283.5 |
Deferred income taxes | 370.8 | 0 |
Other assets | 92.4 | 85.5 |
Total Assets | 11,084.3 | 11,770 |
Current Liabilities: | ||
Current maturities of long-term debt | 169.3 | 14.9 |
Current portion of long-term lease obligations | 188.6 | 168.7 |
Accounts payable | 494 | 390.2 |
Advance payments and customer deposits | 207.3 | 178.1 |
Accrued taxes | 89.5 | 78 |
Accrued interest | 52.6 | 58.1 |
Other current liabilities | 342.1 | 366.6 |
Total current liabilities | 1,543.4 | 1,254.6 |
Long-term debt | 5,674.6 | 4,848.7 |
Long-term lease obligations | 4,643.3 | 4,831.9 |
Deferred income taxes | 0 | 151.5 |
Other liabilities | 521.9 | 513.3 |
Total liabilities | 12,383.2 | 11,600 |
Commitments and Contingencies (See Note 14) | ||
Member Equity (Deficit): | ||
Additional paid-in capital | 1,191.9 | 559.7 |
Accumulated other comprehensive income | 21.4 | 5.9 |
Accumulated deficit | (2,512.2) | (395.6) |
Total member equity (deficit | (1,298.9) | 170 |
Total Liabilities and Member Equity (Deficit) | 11,084.3 | 11,770 |
Windstream Services, LLC [Member] | ||
Current Assets: | ||
Cash and cash equivalents | 43.4 | 59.1 |
Accounts receivable (less allowance for doubtful accounts of $29.7 and $27.1, respectively) | 643 | 618.6 |
Inventories | 93 | 77.5 |
Prepaid expenses and other | 153.1 | 111.7 |
Total current assets | 932.5 | 866.9 |
Goodwill | 2,842.4 | 4,213.6 |
Other intangibles, net | 1,454.4 | 1,320.5 |
Net property, plant and equipment | 5,391.8 | 5,283.5 |
Deferred income taxes | 370.8 | 0 |
Other assets | 92.4 | 85.5 |
Total Assets | 11,084.3 | 11,770 |
Current Liabilities: | ||
Current maturities of long-term debt | 169.3 | 14.9 |
Current portion of long-term lease obligations | 188.6 | 168.7 |
Accounts payable | 494 | 390.2 |
Advance payments and customer deposits | 207.3 | 178.1 |
Accrued taxes | 89.5 | 78 |
Accrued interest | 52.6 | 58.1 |
Other current liabilities | 342.1 | 366.6 |
Total current liabilities | 1,543.4 | 1,254.6 |
Long-term debt | 5,674.6 | 4,848.7 |
Long-term lease obligations | 4,643.3 | 4,831.9 |
Deferred income taxes | 0 | 151.5 |
Other liabilities | 521.9 | 513.3 |
Total liabilities | 12,383.2 | 11,600 |
Commitments and Contingencies (See Note 14) | ||
Member Equity (Deficit): | ||
Additional paid-in capital | 1,187.1 | 556.1 |
Accumulated other comprehensive income | 21.4 | 5.9 |
Accumulated deficit | (2,507.4) | (392) |
Total member equity (deficit | (1,298.9) | 170 |
Total Liabilities and Member Equity (Deficit) | $ 11,084.3 | $ 11,770 |
WINDSTREAM SERVICES, LLC CONS12
WINDSTREAM SERVICES, LLC CONSOLIDATED BALANCE SHEETS (UNAUDITED) (PARENTHETICALS) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance for doubtful accounts | $ 29.7 | $ 27.1 |
Windstream Services, LLC [Member] | ||
Accounts receivable, allowance for doubtful accounts | $ 29.7 | $ 27.1 |
WINDSTREAM SERVICES, LLC CONS13
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Provided from Operating Activities: | |||
Net (loss) income | $ (2,116.6) | $ (383.5) | $ 27.4 |
Adjustments to reconcile net (loss) income to net cash provided from operations: | |||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 |
Goodwill impairment | 1,840.8 | 0 | 0 |
Provision for doubtful accounts | 45.8 | 43.8 | 47.1 |
Share-based compensation expense | 55.4 | 41.6 | 55.3 |
Pension expense | 10.1 | 59.1 | 1.2 |
Deferred income taxes | (412.7) | (138.3) | (16.3) |
Net gain on disposal of investment in Uniti common stock | 0 | (15.2) | 0 |
Noncash portion of net loss on early extinguishment of debt | 36 | (51.9) | (18.5) |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 181.9 | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 5.3 | 4.8 | 11.6 |
(Gain) loss on sale of data center | (0.6) | 10 | (326.1) |
Plan curtailment | 0 | (5.5) | (18) |
Other, net | 24 | 1.2 | 7.4 |
Changes in operating assets and liabilities, net | |||
Accounts receivable | 17.7 | (15.1) | (69.5) |
Prepaid income taxes | 0.8 | (4.4) | 0 |
Prepaid expenses and other | 1.3 | 30.4 | 1.4 |
Accounts payable | 43.3 | (47.2) | 31.1 |
Accrued interest | (16.3) | (20.1) | (26.4) |
Accrued taxes | (0.2) | (6.1) | 17.9 |
Other current liabilities | 4.8 | 21.2 | (17.7) |
Other liabilities | (25.7) | (42.4) | (11.6) |
Other, net | (32.5) | (3.4) | (36.2) |
Net cash provided from operations | 950.7 | 924.4 | 1,026.6 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (908.6) | (989.8) | (1,055.3) |
Changes in restricted cash | 0 | 0 | 6.7 |
Proceeds from the sale of property | 0 | 6.3 | 0 |
Grant funds received for broadband stimulus projects | 0 | 0 | 23.5 |
Network expansion funded by Connect America Fund - Phase I | 0 | 0 | (73.9) |
Acquisition of Broadview, net of cash acquired | (63.3) | 0 | 0 |
Cash acquired from EarthLink | 5 | 0 | 0 |
Disposition of data center business | 0 | 0 | 574.2 |
Other, net | (16.3) | (6.5) | 2.8 |
Net cash used in investing activities | (983.2) | (990) | (522) |
Cash Flows from Financing Activities: | |||
Payment received from Uniti in spin-off | 0 | 0 | 1,035 |
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 |
Repayments of debt and swaps | (2,277.9) | (3,263.7) | (3,350.9) |
Proceeds of debt issuance | 2,614.6 | 3,674.5 | 2,335 |
Debt issuance costs | (27.1) | (12.4) | (4.3) |
Payments under long-term lease obligations | (168.7) | (152.8) | (102.6) |
Payments under capital lease obligations | (39) | (57.7) | (31.5) |
Other, net | (11.3) | (7) | (9.5) |
Net cash provided from (used in) financing activities | 16.8 | 93.4 | (501.1) |
(Decrease) increase in cash and cash equivalents | (15.7) | 27.8 | 3.5 |
Cash and Cash Equivalents: | |||
Beginning of period | 59.1 | 31.3 | 27.8 |
End of period | 43.4 | 59.1 | 31.3 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 855.3 | 867.1 | 828.9 |
Income taxes paid, net | 1.7 | 6.2 | 1.1 |
Windstream Services, LLC [Member] | |||
Cash Provided from Operating Activities: | |||
Net (loss) income | (2,115.4) | (382.5) | 28.6 |
Adjustments to reconcile net (loss) income to net cash provided from operations: | |||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 |
Goodwill impairment | 1,840.8 | 0 | 0 |
Provision for doubtful accounts | 45.8 | 43.8 | 47.1 |
Share-based compensation expense | 55.4 | 41.6 | 55.3 |
Pension expense | 10.1 | 59.1 | 1.2 |
Deferred income taxes | (412.7) | (138.3) | (16.3) |
Net gain on disposal of investment in Uniti common stock | 0 | (15.2) | 0 |
Noncash portion of net loss on early extinguishment of debt | 36 | (51.9) | (18.5) |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 181.9 | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 5.3 | 4.8 | 11.6 |
(Gain) loss on sale of data center | (0.6) | 10 | (326.1) |
Plan curtailment | 0 | (5.5) | (18) |
Other, net | 24 | 1.2 | 7.4 |
Changes in operating assets and liabilities, net | |||
Accounts receivable | 17.7 | (15.1) | (69.5) |
Prepaid income taxes | 0.8 | (4.4) | 0 |
Prepaid expenses and other | 1.3 | 30.4 | 1.4 |
Accounts payable | 43.3 | (47.2) | 31.1 |
Accrued interest | (16.3) | (20.1) | (26.4) |
Accrued taxes | (0.2) | (6.1) | 17.9 |
Other current liabilities | 3.9 | 21.2 | (17.7) |
Other liabilities | (25.7) | (42.4) | (11.6) |
Other, net | (32.5) | (3.4) | (36.2) |
Net cash provided from operations | 951 | 925.4 | 1,027.8 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (908.6) | (989.8) | (1,055.3) |
Changes in restricted cash | 0 | 0 | 6.7 |
Proceeds from the sale of property | 0 | 6.3 | 0 |
Grant funds received for broadband stimulus projects | 0 | 0 | 23.5 |
Network expansion funded by Connect America Fund - Phase I | 0 | 0 | (73.9) |
Acquisition of Broadview, net of cash acquired | (63.3) | 0 | 0 |
Cash acquired from EarthLink | 5 | 0 | 0 |
Disposition of data center business | 0 | 0 | 574.2 |
Other, net | (16.3) | (6.5) | 2.8 |
Net cash used in investing activities | (983.2) | (990) | (522) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | (83.7) | (88.5) | (416.6) |
Contribution from Windstream Holdings, Inc. | 9.6 | 0 | 0 |
Payment received from Uniti in spin-off | 0 | 0 | 1,035 |
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 |
Repayments of debt and swaps | (2,277.9) | (3,263.7) | (3,350.9) |
Proceeds of debt issuance | 2,614.6 | 3,674.5 | 2,335 |
Debt issuance costs | (27.1) | (12.4) | (4.3) |
Payments under long-term lease obligations | (168.7) | (152.8) | (102.6) |
Payments under capital lease obligations | (39) | (57.7) | (31.5) |
Other, net | (11.3) | (7) | (9.5) |
Net cash provided from (used in) financing activities | 16.5 | 92.4 | (502.3) |
(Decrease) increase in cash and cash equivalents | (15.7) | 27.8 | 3.5 |
Cash and Cash Equivalents: | |||
Beginning of period | 59.1 | 31.3 | 27.8 |
End of period | 43.4 | 59.1 | 31.3 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 855.3 | 867.1 | 828.9 |
Income taxes paid, net | $ 1.7 | $ 6.2 | $ 1.1 |
WINDSTREAM SERVICES, LLC CONS14
WINDSTREAM SERVICES, LLC CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) Statement - USD ($) $ in Millions | Total | Common Stock and Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Windstream Services, LLC [Member] | Windstream Services, LLC [Member]Common Stock and Additional Paid-In Capital | Windstream Services, LLC [Member]Accumulated Other Comprehensive Income (Loss) | Windstream Services, LLC [Member]Accumulated Deficit |
Beginning balance at Dec. 31, 2014 | $ 224.8 | $ 252.2 | $ 12.1 | $ (39.5) | $ 224.8 | $ 250.8 | $ 12.1 | $ (38.1) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | 27.4 | 0 | 0 | 27.4 | 28.6 | 0 | 0 | 28.6 |
Other comprehensive income (loss), net of tax: | ||||||||
Change in available-for-sale securities | 286.5 | 0 | 286.5 | 0 | (286.5) | 0 | (286.5) | 0 |
Change in postretirement and pension plans | (11.7) | 0 | (11.7) | 0 | (11.7) | 0 | (11.7) | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 7.1 | 0 | 7.1 | 0 | ||||
Changes in designated interest rate swaps | (5.4) | 0 | (5.4) | 0 | (5.4) | 0 | (5.4) | 0 |
Comprehensive income (loss) | (269.1) | 0 | (296.5) | 27.4 | (267.9) | 0 | (296.5) | 28.6 |
Effect of REIT spin-off (See Note 3) | 585.6 | 585.6 | 0 | 0 | ||||
Share-based compensation | 25 | 25 | 0 | 0 | 25 | 25 | 0 | 0 |
Stock issued for management incentive compensation plans | 5.9 | 5.9 | 0 | 0 | 5.9 | 5.9 | 0 | 0 |
Stock issued to employee savings plan (See Note 9) | 21.6 | 21.6 | 0 | 0 | 21.6 | 21.6 | 0 | 0 |
Taxes withheld on vested restricted stock and other | (9.7) | (9.7) | 0 | 0 | (9.7) | (9.7) | 0 | 0 |
Distributions payable to Windstream Holdings, Inc. | (278.9) | (278.9) | 0 | 0 | ||||
Ending balance at Dec. 31, 2015 | 306.4 | 602.9 | (284.4) | (12.1) | 306.4 | 600.3 | (284.4) | (9.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (383.5) | 0 | 0 | (383.5) | (382.5) | 0 | 0 | (382.5) |
Other comprehensive income (loss), net of tax: | ||||||||
Change in available-for-sale securities | (286.5) | 0 | (286.5) | 0 | 286.5 | 0 | 286.5 | 0 |
Change in postretirement and pension plans | (4) | 0 | (4) | 0 | (4) | 0 | (4) | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 2.9 | 0 | 2.9 | 0 | ||||
Changes in designated interest rate swaps | 4.9 | 0 | 4.9 | 0 | 4.9 | 0 | 4.9 | 0 |
Comprehensive income (loss) | (93.2) | 0 | 290.3 | (383.5) | (92.2) | 0 | 290.3 | (382.5) |
Share-based compensation | 21.8 | 21.8 | 0 | 0 | 21.8 | 21.8 | 0 | 0 |
Stock options exercised | 0.5 | 0.5 | 0 | 0 | 0.5 | 0.5 | 0 | 0 |
Stock issued for management incentive compensation plans | 5.6 | 5.6 | 0 | 0 | 5.6 | 5.6 | 0 | 0 |
Stock issued to employee savings plan (See Note 9) | 24 | 24 | 0 | 0 | 24 | 24 | 0 | 0 |
Taxes withheld on vested restricted stock and other | (8) | (8) | 0 | 0 | (8) | (8) | 0 | 0 |
Distributions payable to Windstream Holdings, Inc. | (88.1) | (88.1) | 0 | 0 | ||||
Ending balance at Dec. 31, 2016 | 170 | 559.7 | 5.9 | (395.6) | 170 | 556.1 | 5.9 | (392) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (2,116.6) | 0 | 0 | (2,116.6) | (2,115.4) | 0 | 0 | (2,115.4) |
Other comprehensive income (loss), net of tax: | ||||||||
Change in available-for-sale securities | 0 | |||||||
Change in postretirement and pension plans | 5.2 | 0 | 5.2 | 0 | 5.2 | 0 | 5.2 | 0 |
Amortization of unrealized losses on de-designated interest rate swaps | 3.3 | 0 | 3.3 | 0 | ||||
Changes in designated interest rate swaps | 7 | 0 | 7 | 0 | 7 | 0 | 7 | 0 |
Comprehensive income (loss) | (2,101.1) | 0 | 15.5 | (2,116.6) | (2,099.9) | 0 | 15.5 | (2,115.4) |
Share-based compensation | 35.8 | 35.8 | 0 | 0 | 35.8 | 35.8 | 0 | 0 |
Stock issued for pension contribution | 9.6 | 9.6 | 0 | 0 | 9.6 | 9.6 | 0 | 0 |
Stock issued to employee savings plan (See Note 9) | 22.7 | 22.7 | 0 | 0 | 22.7 | 22.7 | 0 | 0 |
Stock issued in merger with EarthLink | 642.6 | 642.6 | 0 | 0 | 642.6 | 642.6 | 0 | 0 |
Taxes withheld on vested restricted stock and other | (10.7) | (10.7) | 0 | 0 | (10.7) | (10.7) | 0 | 0 |
Distributions payable to Windstream Holdings, Inc. | (69) | (69) | 0 | 0 | ||||
Ending balance at Dec. 31, 2017 | $ (1,298.9) | $ 1,191.9 | $ 21.4 | $ (2,512.2) | $ (1,298.9) | $ 1,187.1 | $ 21.4 | $ (2,507.4) |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of the Registrant (Parent Company) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of Parent Company Only Disclosure | STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the years ended December 31, (Millions) 2017 2016 2015 Operating revenues: Leasing income from subsidiaries $ 653.5 $ 653.6 $ 446.0 Total operating revenues 653.5 653.6 446.0 Costs and expenses: Selling, general and administrative 1.9 1.7 2.0 Depreciation expense 336.2 354.0 239.7 Total costs and expenses 338.1 355.7 241.7 Operating income 315.4 297.9 204.3 Interest expense on long-term lease obligation with Uniti (484.9 ) (500.8 ) (351.6 ) Loss before income taxes and equity in subsidiaries (169.5 ) (202.9 ) (147.3 ) Income tax benefit (43.0 ) (78.4 ) (57.0 ) Loss before equity in subsidiaries (126.5 ) (124.5 ) (90.3 ) Equity (losses) earnings from subsidiaries (1,990.1 ) (259.0 ) 117.7 Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Comprehensive loss $ (2,101.1 ) $ (93.2 ) $ (269.1 ) See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement BALANCE SHEETS (Millions, except par value) Assets 2017 2016 Current Assets: Distributions receivable from Windstream Services $ 1.1 $ 15.0 Total current assets 1.1 15.0 Investment and affiliate related balances 292.3 1,937.5 Net property, plant and equipment 1,611.1 1,947.3 Deferred income taxes 1,556.6 1,212.9 Total Assets $ 3,461.1 $ 5,112.7 Liabilities and Shareholders’ Equity (Deficit) Current liabilities: Accrued dividends $ 1.0 $ 15.0 Current portion of long-term lease obligation 188.6 168.7 Total current liabilities 189.6 183.7 Long-term lease obligation 4,570.4 4,759.0 Total liabilities 4,760.0 4,942.7 Shareholders’ Equity (Deficit): Common stock, $0.0001 par value, 375.0 shares authorized, 182.7 and 96.3 shares issued and outstanding, respectively — — Additional paid-in capital 1,191.9 559.7 Accumulated other comprehensive income 21.4 5.9 Accumulated deficit (2,512.2 ) (395.6 ) Total shareholders’ equity (deficit) (1,298.9 ) 170.0 Total Liabilities and Shareholders’ Equity (Deficit) $ 3,461.1 $ 5,112.7 See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement STATEMENTS OF CASH FLOWS For the years ended December 31, (Millions) 2017 2016 2015 Cash Provided from Operating Activities: Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Adjustments to reconcile net (loss) income to net cash provided from operations: Equity losses (earnings) from subsidiaries 1,990.1 259.0 (117.7 ) Depreciation expense 336.2 354.0 239.7 Deferred income taxes (41.3 ) (77.7 ) (56.2 ) Net cash provided from operating activities 168.4 151.8 93.2 Cash Flows from Investing Activities: Additions to property, plant and equipment — — (43.1 ) Net cash used in investing activities — — (43.1 ) Cash Flows from Financing Activities: Distributions from Windstream Services 83.7 88.5 416.6 Funding received from Uniti for tenant capital improvements for tenant capital improvements — — 43.1 Dividends paid to shareholders (64.4 ) (58.6 ) (369.2 ) Contribution to Windstream Services (9.6 ) — — Proceeds from the issuance of stock 9.6 — — Stock repurchases (19.0 ) (28.9 ) (46.2 ) Payments under long-term lease obligation (168.7 ) (152.8 ) (94.4 ) Net cash used in financing activities (168.4 ) (151.8 ) (50.1 ) Change in cash and cash equivalents — — — Cash and Cash Equivalents: Beginning of period — — — End of period $ — $ — $ — See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Background and Basis of Presentation: Notwithstanding the accounting treatment for the spin-off transaction as further discussed below, Windstream Holdings, Inc. (“Windstream Holdings”) has no material assets or operations other than its ownership in Windstream Services, LLC (“Windstream Services”) and its subsidiaries. Windstream Holdings owns a 100 percent interest in Windstream Services. On April 24, 2015, Windstream Holdings completed the spin-off of certain telecommunications network assets and other real estate, into an independent, publicly traded real estate investment trust (“REIT”), Uniti Group, Inc. (“Uniti”), formerly Communications Sales & Leasing, Inc. Following the spin-off transaction, Windstream Holdings entered into a long-term triple-net master lease with Uniti to lease back the telecommunications network assets. Due to various forms of continuing involvement, including Windstream Services or its subsidiaries, retaining bare legal title (but not beneficial ownership) to the various easements, permits and pole attachments related to the telecommunications network assets, the transaction was accounted for as a failed spin-leaseback for financial reporting purposes. As a result, the accompanying condensed parent company financial statements include the telecommunications network assets and other real estate assets, the long-term lease obligation associated with the master lease and the related deferred income taxes. As the master lease was entered into by Windstream Holdings for the direct benefit of Windstream Services and its subsidiaries, Windstream Services is also deemed to have continuing involvement due to retaining its regulatory obligations associated with operating the telecommunications network assets. Accordingly, the effects of the failed spin-leaseback transaction have also been reflected in the standalone consolidated financial statements of Windstream Services (collectively referred to as “Uniti spin transactions”). Certain covenants within Windstream Services’ senior secured credit facility may restrict its ability to distribute funds to Windstream Holdings in the form of dividends, loans or advances. Accordingly, these condensed financial statements of Windstream Holdings have been presented on a “Parent Only” basis. Under this basis of presentation, Windstream Holdings’ investment in its consolidated subsidiaries are presented under the equity method of accounting. Amounts reflected in these condensed parent company financial statements for investment and affiliated related balances and equity earnings from subsidiaries have been adjusted to account for the effects of the telecommunications network assets, long-term lease obligation, depreciation expense, principal and interest payments on the long-term lease obligation and related income tax effects that are also included in the net income and equity of Windstream Services. Equity income (losses) from subsidiaries for 2017 and 2016 includes $125.3 million and $123.5 million , respectively, of intercompany income related to the Uniti spin transactions. The condensed parent company financial statements should be read in conjunction with the consolidated financial statements and notes of Windstream Holdings and subsidiaries included in the Financial Supplement to this Annual Report on Form 10-K. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | WINDSTREAM HOLDINGS, INC. WINDSTREAM SERVICES, LLC SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Millions) Column A Column B Column C Column D Column E Additions Description Balance at Beginning of Period Charged to Cost and Expenses Charged to Other Accounts Deductions Balance at End of Period Allowance for doubtful accounts, customers and others: For the years ended: December 31, 2017 $ 27.1 $ 45.8 $ — $ 43.2 (a) $ 29.7 December 31, 2016 $ 33.1 $ 43.8 $ — $ 49.8 (a) $ 27.1 December 31, 2015 $ 43.4 $ 47.1 $ — $ 57.4 (a) $ 33.1 Valuation allowance for deferred tax assets: For the years ended: December 31, 2017 $ 146.5 $ 2.5 $ 41.8 (b) $ 11.2 (c) $ 179.6 December 31, 2016 $ 147.9 $ — $ — $ 1.4 $ 146.5 December 31, 2015 $ 94.9 $ 3.8 $ 75.4 (d) $ 26.2 (e) $ 147.9 Accrued liabilities related to merger, integration and other costs and restructuring charges: For the years ended: December 31, 2017 $ 5.8 $ 180.4 (f) $ — $ 166.7 (i) $ 19.5 December 31, 2016 $ 5.1 $ 34.1 (g) $ — $ 33.4 (i) $ 5.8 December 31, 2015 $ 11.2 $ 115.7 (h) $ — $ 121.8 (i) $ 5.1 Notes: (a) Accounts charged off net of recoveries of amounts previously written off. (b) Valuation allowance for deferred taxes was established through goodwill related to expected realization of net operating losses assumed from the acquisitions of EarthLink and Broadview. (c) Reduction of valuation allowances on net operating loss carryforwards due to the effects of the Tax Cuts and Jobs Act signed into law on December 22, 2017. (d) Reflects adjustment to valuation allowances on net operating loss carryforwards due to the effects of the REIT spin-off, which was charged to additional paid-in capital. (e) Reduction of valuation allowances on net operating loss carryforwards due to the effects of the reorganization of certain subsidiaries to limited liability companies completed during the first quarter of 2015. (f) Costs primarily consist of charges related to the acquisitions of EarthLink and Broadview and additional costs incurred in connection with a network optimization project discussed in Note (h). Restructuring charges primarily consist of severance and employee benefit costs from workforce reductions completed during the year, (g) Costs primarily consist of severance and other employee-related costs from small workforce reductions completed during the year and charges related to a network optimization project begun in 2015 as further discussed in Note (h) below. (h) Costs primarily consist of charges incurred related to the REIT spin-off, the sale of our data center business and charges related to a network optimization project designed to consolidate traffic onto network facilities operated by us and reduce the usage of other carriers’ networks in our acquired CLEC markets. Restructuring charges primarily include severance and other employee benefit costs resulting from workforce reductions completed during the year and costs incurred related to a special shareholder meeting. (i) Represents cash outlays for merger, integration and other costs and restructuring charges. Included in this amount for 2016 is the reversal of a $2.0 million liability associated with a lease termination. See Note 11, “Merger, Integration and Other Costs and Restructuring Charges”, to the consolidated financial statements on page F-94 in the Financial Supplement, which is incorporated herein by reference, for additional information regarding the merger, integration and other costs and restructuring charges recorded by us in 2017 , 2016 and 2015 . |
Background and Basis for Presen
Background and Basis for Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation: | Background and Basis for Presentation: In these consolidated financial statements, unless the context requires otherwise, the use of the terms “Windstream,” “we,” “us” or “our” shall refer to Windstream Holdings, Inc. and its subsidiaries, including Windstream Services, LLC, and the term “Windstream Services” shall refer to Windstream Services, LLC and its subsidiaries. Organizational Structure – Windstream Holdings, Inc. (“Windstream Holdings”) is a publicly traded holding company incorporated in the state of Delaware on May 23, 2013, and the parent of Windstream Services, LLC (“Windstream Services”), a Delaware limited liability company organized on March 1, 2004. Windstream Holdings common stock trades on the NASDAQ Global Select Market (“NASDAQ”) under the ticker symbol “WIN”. Windstream Holdings owns a 100 percent interest in Windstream Services. Windstream Services and its guarantor subsidiaries are the sole obligors of all outstanding debt obligations and, as a result also file periodic reports with the Securities and Exchange Commission (“SEC”). Windstream Holdings is not a guarantor of nor subject to the restrictive covenants included in any of Windstream Services’ debt agreements. The Windstream Holdings board of directors and officers oversee both companies. Description of Business – We are a leading provider of advanced network communications and technology solutions for businesses across the U.S. We also offer broadband, entertainment and security solutions to consumers and small businesses primarily in rural areas in 18 states. Additionally, we supply core transport solutions on a local and long-haul fiber network spanning approximately 150,000 miles. Consumer service revenues are generated from the provisioning of high-speed Internet, voice and video services to consumers. Enterprise service revenues include revenues from integrated voice and data services, advanced data and traditional voice and long-distance services provided to enterprise, mid-market and small business customers. Wholesale revenues include revenues from other communications services providers for special access circuits and fiber connections, voice and data transport services, and revenues from the reselling of our services. Service revenues also include switched access revenues, federal and state Universal Service Fund (“USF”) revenues, amounts received from Connect America Fund - Phase II, USF surcharges and revenues from providing other miscellaneous services. Basis of Presentation – The consolidated financial statements include the accounts of Windstream Holdings, Windstream Services and the accounts of its subsidiaries. All affiliated transactions have been eliminated, as applicable. There are no significant differences between the consolidated results of operations, financial condition, and cash flows of Windstream Holdings and those of Windstream Services other than for certain expenses incurred directly by Windstream Holdings principally consisting of audit, legal and board of director fees, NASDAQ listing fees, other shareholder-related costs, income taxes, common stock activity, and payables from Windstream Services to Windstream Holdings. Earnings per share data has not been presented for Windstream Services, because that entity has not issued publicly held common stock as defined in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Unless otherwise indicated, the note disclosures included herein pertain to both Windstream Holdings and Windstream Services. Certain prior year amounts have been reclassified to conform to the current year financial statement presentation. These changes and reclassifications did not impact net (loss) income or comprehensive loss. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Changes: | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies: | Summary of Significant Accounting Policies and Changes: Significant Accounting Policies Use of Estimates – The preparation of financial statements, in accordance with U.S. GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements, and such differences could be material. Cash and Cash Equivalents – Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. 2. Summary of Significant Accounting Policies and Changes, Continued: Accounts Receivable – Accounts receivable consist principally of trade receivables from customers and are generally unsecured and due within 30 days. Expected credit losses related to trade accounts receivable are recorded as an allowance for doubtful accounts in the consolidated balance sheets. In establishing the allowance for doubtful accounts, we consider a number of factors, including historical collection experience, aging of the accounts receivable balances, current economic conditions and a specific customer’s ability to meet its financial obligations. When internal collection efforts on accounts have been exhausted, the accounts are written off by reducing the allowance for doubtful accounts. Concentration of credit risk with respect to accounts receivable is limited because a large number of geographically diverse customers make up our customer base. Due to varying customer billing cycle cut-off, we must estimate service revenues earned but not yet billed at the end of each reporting period. Included in accounts receivable are unbilled receivables related to communications services and product sales of $23.8 million and $33.0 million at December 31, 2017 and 2016 , respectively. Inventories – Inventories consist of finished goods and are stated at the lower of cost or net realizable value. Cost is determined using either an average original cost or specific identification method of valuation. Prepaid Expenses and Other Current Assets – Prepaid expenses and other current assets consist of prepaid services, rent, insurance, taxes, maintenance contracts and refundable deposits. Prepayments are expensed on a straight-line basis over the corresponding life of the underlying agreements. Connect America Fund Support – In conjunction with reforming USF, the Federal Communications Commission (“FCC”) established the Connect America Fund (“CAF”) which provides incremental broadband funding to a number of unserved and underserved locations. CAF includes both short-term (“ CAF Phase I”) and a longer-term (“CAF Phase II”) framework. During 2015, we received $73.9 million in CAF Phase I support for upgrades and new deployments of broadband service. Pursuant to commitments we made with the FCC, we agreed to match, on at least a dollar-for-dollar basis, the total amount of CAF Phase I support we received. As of January 1, 2016, we had utilized all CAF Phase I support we had received. CAF Phase I support received and used to construct network assets during 2015 has been presented within the investing activities section of the consolidated statements of cash flows. In August 2015, Windstream accepted CAF Phase II support offers for 17 of 18 states in which it is an incumbent provider, totaling approximately $175.0 million in annual funding. Support was retroactive to the beginning of 2015 and will continue for six additional years. Windstream is obligated to offer broadband service at speeds of 10/1 Mbps or better to approximately 400,000 eligible locations in high-cost areas in those 17 states. Funds received under CAF Phase II are recognized as service revenues ratably over the period to which the funding pertains. Asset Disposals – On December 18, 2015, Windstream Services completed the sale of a substantial portion of our data center business to TierPoint LLC (“TierPoint”) for $574.2 million in cash, net of the $0.8 million working capital settlement, and recorded a pre-tax gain of $326.1 million . Excluding the effects of the gain, the data center business incurred a pretax loss of $(0.5) million in 2015. The sale of the data center business did not represent a strategic shift in our business nor have a major effect on our consolidated results of operations, financial position or cash flows, and accordingly, did not qualify for reporting as a discontinued operation. As part of the transaction, we established an ongoing reciprocal strategic partnership with TierPoint, allowing both companies to sell their respective products and services to each other’s prospective customers through referrals. Pursuant to the terms of the Membership Interest Purchase Agreement, Windstream Services agreed to indemnify TierPoint for certain losses attributable to any alleged breaches of representations and warranties made by us with such indemnification liability capped at $10.0 million . On November 22, 2016, TierPoint submitted a notice of a claim to us for indemnification and payment of $10.0 million . Due to the nature of the claims and the potential difficulty in defending against such claims, as of December 31, 2016, we recorded a loss of $10.0 million related to the indemnification claim. During the second quarter of 2017, we made a cash payment to TierPoint of $9.4 million to settle this claim. 2. Summary of Significant Accounting Policies and Changes, Continued: Goodwill and Other Intangible Assets – Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired through various business combinations. The cost of acquired entities at the date of the acquisition is allocated to identifiable assets, and the excess of the total purchase price over the amounts assigned to identifiable assets has been recorded as goodwill. In accordance with authoritative guidance, goodwill is to be assigned to a company’s reporting units and tested for impairment at least annually or sooner when circumstances indicate an impairment may exist using a consistent measurement date, which for us is November 1st of each year. Goodwill is tested at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment, referred to as a component. A component of an operating segment is a reporting unit for which discrete financial information is available and our executive management team regularly reviews the operating results of that component. Additionally, components of an operating segment can be combined as a single reporting unit if the components have similar economic characteristics. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired. If the carrying value of the reporting unit exceeds its fair value, then an impairment loss is recognized equal to the amount by which the carrying value exceeds the reporting unit’s fair value; however, the impairment loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Prior to performing the quantitative evaluation, an entity has the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit exceeds the carrying value. Under the qualitative assessment, if an entity determines that it is more likely than not that a reporting unit’s fair value exceeds its carrying value, then the entity is not required to complete the quantitative goodwill impairment evaluation. As further discussed in Notes 2, 4 and 15 to the consolidated financial statements, during the fourth quarter of 2017, we reassessed our reporting unit structure as of November 1, 2017 in conjunction with the reorganization of our business operations. As of the reassessment date, we determined that we had four reporting units consisting of Consumer & Small Business, Enterprise, Wholesale and Consumer CLEC, which is also consistent with how we defined our four reportable operating segments. Our reporting units are not separate legal entities with discrete balance sheet information. Accordingly, in determining the reporting unit’s carrying value, assets and liabilities were assigned to the reporting units using a combination of specification identification and consistent and reasonable allocation methodologies as appropriate. As described in Note 15, except for the allocation of all revenues, sales and related expenses that were previously not assigned to the segments (these amounts were historically assigned to each reporting unit for the purposes of determining each reporting unit’s fair value in conjunction with the goodwill impairment test), and the inclusion of the Small Business portion of the former Consumer and Small Business CLEC reporting unit into the Enterprise reporting unit, the reorganization did not significantly change the composition of our Consumer & Small Business, Enterprise and Wholesale reporting units with respect to customers, products and service offerings and methods of service delivery. Accordingly, we did not change the amount of goodwill allocated to the reporting units from December 31, 2016. We also incrementally added goodwill to the Enterprise, Wholesale and Consumer and Small Business CLEC reporting units the goodwill attributable to the EarthLink and Broadview acquisitions. As a result of combining Small Business CLEC of the former Consumer and Small Business CLEC segment into Enterprise and separating Consumer CLEC into its own segment, we allocated the goodwill of the former Consumer and Small Business CLEC reporting unit on a relative fair value basis between the Enterprise and Consumer CLEC reporting units. We also confirmed, immediately before the reorganization and reallocation of goodwill, that an impairment did not exist in the Consumer and Small Business CLEC and Enterprise reporting units. We performed a quantitative goodwill impairment test as of our annual measurement date of November 1, 2017. The results of our annual impairment test are discussed in Note 4. Other intangible assets arising from business combinations such as franchise rights, customer lists, trade names and internally developed technology and software are initially recorded at estimated fair value. We amortize customer lists using the sum-of-the-years-digits method over the estimated lives of the customer relationships. All other intangible assets are amortized using a straight-line method over the estimated useful lives. (See Note 4 for additional information.) Net Property, Plant and Equipment – Property, plant and equipment are stated at original cost, less accumulated depreciation. Property, plant and equipment consists of central office equipment, office and warehouse facilities, outside communications plant, customer premise equipment, furniture, fixtures, vehicles, machinery, other equipment and software to support the business units in the distribution of telecommunications products. The costs of additions, replacements, substantial improvements and extension of the network to the customer premise, including related labor costs, are capitalized, while the costs of maintenance and repairs are expensed as incurred. Capitalized labor costs include non-cash share-based compensation and the matching stock contribution to the employee savings plan for those employees directly involved with construction activities. Depreciation expense amounted to $1,229.0 million , $1,078.3 million , and $1,146.3 million in 2017 , 2016 and 2015 , respectively. 2. Summary of Significant Accounting Policies and Changes, Continued: Net property, plant and equipment consisted of the following as of December 31: (Millions) Depreciable Lives 2017 2016 Land $ 65.4 $ 42.8 Building and improvements 3-40 years 420.3 608.8 Central office equipment 3-40 years 7,170.5 6,493.6 Outside communications plant 7-47 years 7,882.5 7,390.9 Furniture, vehicles and other equipment 1-23 years 2,308.7 1,835.5 Construction in progress 440.8 618.8 18,288.2 16,990.4 Less accumulated depreciation (12,896.4 ) (11,706.9 ) Net property, plant and equipment $ 5,391.8 $ 5,283.5 Of the total net property, plant and equipment at December 31, 2017 and 2016 listed above, approximately $2.0 billion and $2.2 billion , respectively, has been legally transferred to Uniti Group, Inc. (“Uniti”) (formerly Communications Sales & Leasing, Inc.) as a result of the spin-off and leaseback by Windstream Holdings (see Note 5). Under the master lease agreement with Uniti, any capital improvements, including upgrades or replacements to the leased network assets, funded by us become the property of Uniti at the time such improvements are placed in service. As further discussed in Note 6, we accounted for the spin-off transaction as a failed spin-leaseback for financial reporting purposes and, as a result the net book value of the assets initially transferred to Uniti and any subsequent capital improvements made by us continue to be reported in our consolidated balance sheet as property, plant and equipment and are depreciated over the shorter of the estimated useful life of the asset or the initial lease term of 15 years . Our regulated operations use a group composite depreciation method. Under this method, when plant is retired, the original cost, net of salvage value, is charged against accumulated depreciation and no immediate gain or loss is recognized on the disposition of the plant. For our non-regulated operations, when depreciable plant is retired or otherwise disposed of, the related cost and accumulated depreciation are deducted from the plant accounts, with the corresponding gain or loss reflected in operating results. In accordance with the terms of certain broadband stimulus grants we received from the Rural Utilities Service (“RUS”) to fund 75 percent of the costs related to specified construction projects, the RUS retained a security interest in the assets funded by these grants for the duration of their economic life, which varies by grant for periods up to 23 years . In the event of default of terms of the agreement, the RUS could exercise the rights under its retained security interest to gain control and ownership of these assets. In addition, in the event of a proposed change in control of Windstream, the acquiring party would need to receive approval from the RUS prior to consummating the proposed transaction, for which pre-approval will not be reasonably withheld. At December 31, 2017, the net book value of assets funded by broadband stimulus grants was $93.6 million . We capitalize interest in connection with the acquisition or construction of plant assets. Capitalized interest is included in the cost of the asset with a corresponding reduction in interest expense. Capitalized interest amounted to $7.0 million , $10.7 million and $10.4 million in 2017 , 2016 and 2015 , respectively. Asset Retirement Obligations – We recognize asset retirement obligations in accordance with authoritative guidance on accounting for asset retirement obligations and conditional asset retirement obligations, which requires recognition of a liability for the fair value of an asset retirement obligation if the amount can be reasonably estimated. Our asset retirement obligations include legal obligations to remediate the asbestos in certain buildings if we exit them, to properly dispose of our chemically-treated telephone poles at the time they are removed from service and to restore certain leased properties to their previous condition upon exit from the lease. These asset retirement obligations totaled $53.0 million and $53.3 million as of December 31, 2017 and 2016 , respectively, and are included in other liabilities in the accompanying consolidated balance sheets. Impairment of Long-Lived Assets – We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable from future, undiscounted net cash flows expected to be generated by the asset group. If the asset group is not fully recoverable, an impairment loss would be recognized for the difference between the carrying value of the asset group and its estimated fair value based on discounted net future cash flows. 2. Summary of Significant Accounting Policies and Changes, Continued: Derivative Instruments – Windstream Services enters into interest rate swap agreements to mitigate the interest rate risk inherent in its variable rate senior secured credit facility. Derivative instruments are accounted for in accordance with authoritative guidance for recognition, measurement and disclosures about derivative instruments and hedging activities, including when a derivative or other financial instrument can be designated as a hedge. This guidance requires recognition of all derivative instruments at fair value, and accounting for the changes in fair value depends on whether the derivative has been designated as, qualifies as and is effective as a hedge. Changes in fair value of the effective portions of cash flow hedges are recorded as a component of other comprehensive (loss) income in the current period. Any ineffective portion of the hedges is recognized in earnings in the current period. Revenue Recognition – Service revenues are primarily derived from providing access to or usage of our networks and facilities. Service revenues are recognized over the period that the corresponding services are rendered to customers. Revenues that are billed in advance include monthly recurring network access and data services, special access and monthly recurring voice, Internet and other related charges. The unearned portion of these revenues is included in advance payments and customer deposits in the accompanying consolidated balance sheets. Revenues derived from other telecommunications services, including interconnection, long-distance and enhanced service revenues are recognized monthly as services are provided. Revenue from sales of indefeasible rights to use fiber optic network facilities (“IRUs”) and the related telecommunications network maintenance arrangements is generally recognized over the term of the related lease or contract. Sales of communications products including customer premise equipment are recognized when products are delivered to and accepted by customers. Fees assessed to customers for service activation are deferred upon service activation and recognized as service revenue on a straight-line basis over the expected life of the customer relationship in accordance with authoritative guidance on multiple element arrangements. Certain costs associated with activating such services are deferred and recognized as an operating expense over the same period. In determining whether to include in revenues and expenses the taxes and surcharges assessed and collected from customers and remitted to government authorities, including USF charges, sales, use, value added and excise taxes, we evaluate, among other factors, whether we are the primary obligor or principal tax payer for the fees and taxes assessed in each jurisdiction in which we operate. In those jurisdictions for which we are the primary obligor, we record the taxes and surcharges on a gross basis and include in revenues and costs of services and products. In jurisdictions in which we function as a collection agent for the government authority, we record the taxes on a net basis and exclude the amounts from our revenues and costs of services and products. Advertising – Advertising costs are expensed as incurred. Advertising expense totaled $47.8 million , $44.0 million and $52.9 million in 2017 , 2016 and 2015 , respectively. Share-Based Compensation – In accordance with authoritative guidance on share-based compensation, we value all time-based awards to employees at fair value on the date of the grant, and recognize that value as compensation expense over the period that each award vests. Performance-based awards are valued at fair value when performance targets are set. Share-based compensation expense for performance-based awards is recognized when it is probable and estimable that targets will be met as measured against performance metrics. Share-based compensation expense is included in cost of services and selling, general and administrative expenses in the accompanying consolidated statements of operations. Pension Benefits – We recognize changes in the fair value of plan assets and actuarial gains and losses due to actual experience differing from actuarial assumptions, as a component of net periodic benefit (income) expense in the fourth quarter in the year in which the gains and losses occur, and if applicable in any quarter in which an interim remeasurement is required. The remaining components of net periodic benefit (income) expense, primarily benefits earned, interest cost and expected return on plan assets, are recognized ratably on a quarterly basis. Operating Leases – Certain of our operating lease agreements include scheduled rent escalations during the initial lease term and/or during succeeding optional renewal periods. We account for these operating leases in accordance with authoritative guidance for operating leases with non-level rent payments. Accordingly, the scheduled increases in rent expense are recognized on a straight-line basis over the initial lease term and those renewal periods that are reasonably assured. The difference between rent expense and rent paid is recorded as deferred rent and is included in other liabilities in the accompanying consolidated balance sheets. Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term, including renewal option periods that are reasonably assured. 2. Summary of Significant Accounting Policies and Changes, Continued: Income Taxes – We account for income taxes in accordance with guidance on accounting for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period of the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. We account for uncertain tax positions in accordance with authoritative guidance which prescribes a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. Our evaluations of tax positions consider various factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, information obtained during in process audit activities and changes in facts or circumstances related to a tax position. We also accrue for potential interest and penalties related to unrecognized tax benefits in income tax expense (benefit). Windstream Holdings and its domestic subsidiaries, including Windstream Services, file a consolidated federal income tax return. As such, Windstream Services and its subsidiaries are not separate taxable entities for federal and certain state income tax purposes. In instances when Windstream Services does not file a separate return, income taxes as presented within the accompanying consolidated financial statements attribute current and deferred income taxes of Windstream Holdings to Windstream Services and its subsidiaries in a manner that is systematic, rational and consistent with the asset and liability method. Income tax provisions presented for Windstream Services and its subsidiaries are prepared under the “separate return method.” The separate return method represents a hypothetical computation assuming that the reported revenue and expenses of Windstream Services and its subsidiaries were incurred by separate taxable entities. (Loss) Earnings Per Share – We compute basic (loss) earnings per share by dividing net (loss) income applicable to common shares by the weighted average number of common shares outstanding during each period. Our non-vested restricted shares containing a non-forfeitable right to receive dividends on a one-to-one per share ratio to common shares are considered participating securities, and the impact is included in the computation of (loss) earnings per share pursuant to the two-class method. Calculations of (loss) earnings per share under the two-class method exclude from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator. Commencing in the third quarter of 2017, we have eliminated our quarterly common stock dividend. Diluted (loss) earnings per share is computed by dividing net (loss) income applicable to common shares by the weighted average number of common shares adjusted to include the effect of potentially dilutive securities. Potentially dilutive securities include incremental shares issuable upon vesting of restricted stock units and from exercise of outstanding stock options and warrants. Diluted (loss) earnings per share excludes all potentially dilutive securities if their effect is anti-dilutive. We also issue performance-based restricted stock units as part of our share-based compensation plan. Certain of these restricted stock units contain a forfeitable right to receive dividends. Because dividends attributable to these shares are forfeited if the vesting provisions are not met, they are considered non-participating restricted shares and are not dilutive under the two-class method until the performance conditions have been satisfied. Restricted stock units, stock options and warrants granted in conjunction with past acquisitions are included in the computation of dilutive earnings (loss) per share using the treasury stock method. 2. Summary of Significant Accounting Policies and Changes, Continued: A reconciliation of net (loss) income and number of shares used in computing basic and diluted (loss) earnings per share was as follows for the years ended December 31: (Millions, except per share amounts) 2017 2016 2015 Basic and diluted (loss) earnings per share: Numerator: Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Income allocable to participating securities (1.3 ) (2.5 ) (3.5 ) Net (loss) income attributable to common shares $ (2,117.9 ) $ (386.0 ) $ 23.9 Denominator: Basic and diluted shares outstanding Weighted average shares outstanding 172.7 99.1 102.0 Weighted average participating securities (3.6 ) (5.2 ) (3.1 ) Weighted average basic and diluted shares outstanding 169.1 93.9 98.9 Basic and diluted (loss) earnings per share: Net (loss) income ($12.52 ) ($4.11 ) $.24 We have excluded from the computation of diluted shares the effect of restricted stock units and options to purchase shares of our common stock because their inclusion would have an anti-dilutive effect due to our reported net losses for the years ended December 31, 2017 and 2016 . We had 3.9 million restricted stock units and 0.2 million stock options outstanding as of December 31, 2017 , compared to 1.3 million restricted stock units and 0.4 million stock options outstanding at December 31, 2016 . Options to purchase shares of our common stock that were excluded from the computation of diluted shares because the exercise prices were greater than the average market price of our common stock and, therefore, the effect would be anti-dilutive, totaled approximately 0.5 million shares for the year ended December 31, 2015 . Change in Accounting Estimate – The calculation of depreciation and amortization expense is based on the estimated economic useful lives of the underlying property, plant and equipment and finite-lived intangible assets. We periodically obtain updated depreciation studies to evaluate whether certain useful lives remain appropriate in accordance with authoritative guidance. With the assistance of a third-party valuation advisor, we completed analyses of the depreciable lives of assets held for use of certain subsidiaries during 2016. Based on the results of the analyses, we implemented new depreciation rates in the fourth quarter of 2016, the effects of which resulted in an increase to depreciation expense. Additionally, in the fourth quarter of 2016, we reassessed the estimated useful lives of certain fiber assets, extending the useful life of such assets from 20 to 25 years. The net impact of these changes resulted in increases to depreciation expense of $35.3 million and $8.8 million for the years ended December 31, 2017 and 2016, respectively, which increased our reported net loss by $22.2 million and $5.4 million or $.13 and $.06 per share for the years ended December 31, 2017 and 2016, respectively. Recently Adopted Accounting Standards Valuation of Inventory – In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory (“ASU 2015-11”). The updated guidance requires that an entity should measure inventory valued using a first-in, first-out or average cost method at the lower of cost and net realizable value. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 should be applied on a prospective basis and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. As required, we adopted ASU 2015-11 in the first quarter of 2017. The adoption of ASU 2015-11 did not have a material impact to our consolidated results of operations, financial position or cash flows. Derivatives and Hedging – In March 2016, the FASB issued ASU No. 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships (a consensus of the Emerging Issues Task Force) (“ASU 2016-05”). ASU 2016-05 clarifies that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument does not, in and of itself, require de-designation of that hedging relationship provided that all other hedge accounting criteria continue to be met. ASU 2016-05 is effective for fiscal years beginning after December 15, 2016. As required, we adopted ASU 2016-05 in the first quarter of 2017. The adoption of ASU 2016-05 did not have a material impact to our consolidated results of operations, financial position or cash flows. 2. Summary of Significant Accounting Policies and Changes, Continued: Employee Share-Based Payment Accountin g – In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. Under the new guidance all excess tax benefits and tax deficiencies, including tax benefits of dividends on share-based payment awards, should be recognized as income tax expense or benefit in the income statement, eliminating the notion of the APIC pool. The excess tax benefits will be classified as operating activities along with other income tax cash flows rather than financing activities in the statement of cash flows. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. ASU 2016-09 also allows entities to elect to either estimate the total numb |
Completion of Mergers (Notes)
Completion of Mergers (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Completion of Mergers Broadview Network Holdings, Inc. On July 28, 2017, Windstream Holdings completed its merger with Broadview Networks Holdings, Inc. (“Broadview”), pursuant to the terms of the Agreement and Plan of Merger (the “Broadview Merger Agreement”) dated April 12, 2017, whereby Broadview merged into Beethoven Merger Subsidiary, Inc., with Broadview surviving as an indirect wholly owned subsidiary of Windstream Holdings, and changing its name to Windstream BV Holdings, Inc. Broadview is a leading provider of cloud-based unified communications solutions to small and medium-sized businesses and offers a broad suite of cloud-based services, which will improve our competitiveness and ability to provide enhanced services to business customers. Upon completion of the merger, Windstream added approximately 20,000 small and medium-sized business customers and approximately 3,000 incremental route fiber miles. Pursuant to the terms of the Broadview Merger Agreement, each share of Broadview’s common stock, par value $.01 per share that was issued and outstanding immediately prior to the effective time of the merger was automatically converted into the right to receive cash consideration of $6.98 per share. In completing the merger, Windstream Services paid $69.8 million in cash to Broadview shareholders and assumed $160.2 million of Broadview’s short-term debt obligations, which Windstream Services subsequently repaid using amounts available under its senior secured revolving credit facility (see Note 6). The transaction is valued at approximately $230.0 million . We accounted for the merger using the acquisition method of accounting and accordingly, the cost of the acquisition was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the merger date. During the fourth quarter of 2017, we adjusted our preliminary purchase price allocation for changes in the estimated fair value of certain acquired tangible and intangible assets. These adjustments primarily resulted from new information about facts and circumstances that existed at the time of the acquisition. The adjustments included recording an asset of $2.6 million attributable to certain assumed operating lease obligations for which terms of the lease arrangement were favorable relative to market rates as of the acquisition date and a decrease of $12.0 million to the acquired customer lists intangible asset based on updates to the information applicable to the third-party valuations of these assets. The impact of these changes on rent expense and depreciation and amortization were not material to our consolidated results of operations. Based on additional information received and further analysis, we adjusted the purchase price allocation applicable to acquired net operating losses, resulting in a $9.7 million reduction in the valuation allowance associated with the net deferred tax assets acquired in the merger. Our initial purchase price allocation had yielded a net deferred tax asset which had been fully offset by a valuation allowance. In addition, we adjusted certain contingent liabilities and other reserves based on additional information received subsequent to the acquisition date. The adjustments to the estimated fair values of assets acquired and liabilities assumed resulted in an offsetting change to the amount of goodwill recorded from the transaction of $10.0 million . The allocation of the purchase price is preliminary and subject to change based on the finalization of the third-party appraisals, valuation of property, plant and equipment and obtaining information currently not available to us, primarily related to the tax basis of assets acquired. Any changes to the initial estimates of the fair value of the acquired assets and liabilities assumed will be recorded as adjustments to those asset and liabilities with the offset charged to goodwill. Goodwill associated with this acquisition was primarily attributable to the Broadview workforce and expected synergies. As a result of past acquisitions completed by Broadview, approximately $10.8 million of goodwill recorded in the merger is expected to be deductible for income tax purposes. 3. Completion of Mergers, Continued: The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed for Broadview. (Millions) Initial Allocation Adjustments Preliminary Allocation Fair value of assets acquired: Accounts receivable $ 19.7 $ (2.3 ) $ 17.4 Other current assets 7.7 (0.6 ) 7.1 Property, plant and equipment 37.1 — 37.1 Goodwill 111.3 10.0 121.3 Customer lists (a) 57.0 (12.0 ) 45.0 Trade names (b) 21.0 — 21.0 Developed technology (c) 10.0 — 10.0 Deferred income taxes — 9.7 9.7 Other assets 0.6 2.0 2.6 Total assets acquired 264.4 6.8 271.2 Fair value of liabilities assumed: Short-term debt obligations 160.2 — 160.2 Other current liabilities 40.2 6.7 46.9 Other liabilities 0.7 0.1 0.8 Total liabilities assumed 201.1 6.8 207.9 Cash paid, net of cash acquired $ 63.3 $ — $ 63.3 (a) Customer lists are amortized using the sum-of-years digits methodology over a weighted average life of 10 years . (b) Trade names are amortized on a straight-line basis over an estimated useful life of 1 and 10 years . (c) Internally developed technology is amortized on a straight-line basis over an estimated useful life of 5 years . The preliminary fair values of the assets acquired and liabilities assumed were determined with the assistance of a third-party valuation firm. The customer list was valued based on the present value of future cash flows and the trade names and developed technology were valued using the relief-from-royalty method, both of which are income approaches. Significant assumptions utilized in these income approaches were based on our specific information and projections, which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance. The fair value of Broadview’s short-term debt obligations, consisting of a revolving credit facility and 10.5 percent senior notes due November 15, 2017 (“Broadview 2017 Notes”), were based on redemption cost and quoted market prices, respectively. The results of Broadview’s operations are included in our consolidated results of operations beginning on July 28, 2017. For the year ended December 31, 2017 , our consolidated results of operations include revenues and sales of $119.9 million and operating income of $6.0 million attributable to Broadview. We incurred $14.3 million of merger and integration expenses during year ended December 31, 2017 related to the completion of this acquisition (see Note 11). Pro forma financial information for Broadview has not been presented because the effects of this acquisition were not material to our consolidated results of operations. 3. Completion of Mergers, Continued: EarthLink Holdings Corp. On February 27, 2017, Windstream Holdings completed its merger with EarthLink Holdings Corp. (“EarthLink”), pursuant to the terms of the Agreement and Plan of Merger (the “Merger Agreement”) dated November 5, 2016, whereby EarthLink merged into Europa Merger Sub, Inc., an wholly-owned subsidiary of Windstream Services, LLC, and survived, and immediately following, merged with Europa Merger Sub, LLC, a wholly-owned subsidiary of Windstream Services, LLC, with Merger Sub surviving and changing its name to EarthLink Holdings, LLC (the “Merger”). EarthLink Holdings, LLC is a direct, wholly-owned subsidiary of Windstream Services and provides data, voice and managed network services to retail and wholesale business customers and nationwide Internet access and related value-added services to residential customers. In the Merger, we added approximately 700,000 customers and approximately 16,000 incremental route fiber miles, which expanded our national footprint to approximately 150,000 fiber route miles and enhanced our ability to offer customers expanded products, services and enhanced enterprise solutions. We also expect to achieve operating expense and capital expenditure synergies in integrating the acquired operations. Pursuant to the terms of the Merger Agreement, each share of EarthLink common stock was exchanged for .818 of Windstream Holdings common stock. No fractional shares were issued in the Merger, with a cash payment being made in lieu of fractional shares. Employee restricted stock units issued by EarthLink that were outstanding as of the merger date were exchanged for an equivalent number of Windstream Holdings restricted stock units based on the same exchange ratio of EarthLink common stock to Windstream Holdings common stock of .818 per share. The replacement restricted stock units remain subject to the vesting and other terms and conditions prescribed by the EarthLink equity plans that were assumed by us in the Merger. In the aggregate, Windstream Holdings issued 87.8 million shares of its common stock and 5.2 million of replacement equity awards. Windstream also assumed $435.3 million aggregate principal amount of EarthLink’s long-term debt, which we refinanced, as further discussed in Note 6. The Merger qualifies as a tax-free reorganization for U.S. federal income tax purposes and is valued at approximately $1.1 billion . We accounted for the Merger using the acquisition method of accounting and accordingly, the cost of the acquisition was allocated to the assets acquired and liabilities assumed based on their fair values as of the Merger date. During 2017, we adjusted the purchase price allocation based on additional information received subsequent to the Merger date. We adjusted our preliminary purchase price allocation to reduce total merger consideration by $4.3 million to update the portion of the fair value of replacement equity awards attributable to future vesting requirements. We also adjusted the estimated fair value of certain acquired tangible and intangible assets, primarily consisting of an increase of $11.6 million in property, plant and equipment and a decrease of $7.0 million to customer lists, based on updates to the information about facts and circumstances that existed at the time of the Merger applicable to the third-party valuations of these assets. The impact of these changes on depreciation and amortization was not material to our consolidated results of operations. Based on additional information received and further analysis, we adjusted the purchase price allocation applicable to acquired net operating losses, resulting in a $125.7 million reduction in the valuation allowance associated with the net deferred tax assets acquired in the Merger. Our initial purchase price allocation had yielded a net deferred tax asset which had been fully offset by a valuation allowance. In addition, we recorded adjustments to the assumed asset retirement obligations and certain contingent liabilities and other reserves based on the receipt of additional information about facts and circumstances that existed at the time of the Merger. The revisions to the merger consideration and estimated fair values of assets acquired and liabilities assumed resulted in an offsetting decrease to goodwill of $128.4 million . Goodwill associated with the Merger was primarily attributable to the EarthLink workforce and expected synergies. As a result of past acquisitions completed by EarthLink, approximately $54.8 million of goodwill recorded in the Merger is expected to be deductible for income tax purposes. 3. Completion of Mergers, Continued: The following table summarizes the fair values of the assets acquired and liabilities assumed for EarthLink. (Millions) Preliminary Allocation Adjustments Final Allocation Fair value of assets acquired: Cash and other current assets $ 37.7 $ (3.5 ) $ 34.2 Accounts receivable 75.3 (1.5 ) 73.8 Property, plant and equipment 344.0 11.6 355.6 Goodwill 476.7 (128.4 ) 348.3 Customer lists (a) 275.0 (7.0 ) 268.0 Trade name, developed technology and software (b) 31.0 — 31.0 Deferred income taxes — 125.7 125.7 Other assets 0.3 0.9 1.2 Total assets acquired 1,240.0 (2.2 ) 1,237.8 Fair value of liabilities assumed: Current liabilities 119.5 5.7 125.2 Long-term debt 449.1 — 449.1 Other liabilities 24.5 (3.6 ) 20.9 Total liabilities assumed 593.1 2.1 595.2 Common stock and replacement equity awards issued to EarthLink shareholders (c) $ 646.9 $ (4.3 ) $ 642.6 (a) Customer lists are amortized using the sum-of-years digit methodology over a weighted average life of 5.5 years . (b) Trade name of $8.0 million is amortized on a straight-line basis over an estimated useful life of 7 years . Internally developed technology and software of $23.0 million are amortized on a straight-line basis over an estimated useful life of 3 years . (c) Total merger consideration of $642.6 million consisted of $631.4 million related to shares issued to EarthLink shareholders and $11.2 million related to replacement equity awards. The fair values of the assets acquired and liabilities assumed were determined with the assistance of a third-party valuation firm using income, cost, and market approaches. The customer lists were valued based on the present value of future cash flows and the trade name was valued using the relief-from-royalty method, both of which are income approaches. Significant assumptions utilized in the income approach were based on our specific information and projections, which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance. The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was used as appropriate for valuing internally developed technology and software and property, plant and equipment. The cost to replace a given asset reflects the estimated reproduction or replacement cost for the asset, less an allowance for loss in value due to depreciation. The fair value of the EarthLink credit facility was based on its redemption cost, while the remaining bonds were valued based on quoted market prices. Equity consideration was based on the opening price of our common stock on February 27, 2017. Consideration related to replacement restricted stock units was calculated based on the opening price of our common stock on February 27, 2017, net of the portion of the fair value attributable to future vesting requirements. The amount allocated to unearned compensation cost for awards subject to future service requirements was calculated based on the fair value of such awards at the acquisition date and will be recognized as compensation cost over the remaining future service period. The results of EarthLink’s operations are included in our consolidated results of operations beginning on February 27, 2017. For the year ended December 31, 2017 , our consolidated results of operations include revenues and sales of $751.1 million and operating loss of $(61.0) million attributable to EarthLink. We incurred $104.1 million of merger and integration expenses during the year ended December 31, 2017 related to the completion of the Merger (see Note 11). 3. Completion of Mergers, Continued: The following unaudited pro forma consolidated results of operations of Windstream for the years ended December 31, 2017 and 2016 assume that the Merger occurred as of January 1, 2016: Year Ended December 31, (Millions) 2017 2016 Revenues and sales $ 6,002.4 $ 6,369.3 Operating (loss) income $ (1,562.1 ) $ 453.7 Net loss $ (2,098.3 ) $ (431.3 ) Loss per share ($11.45 ) ($2.41 ) The pro forma information presents our historical results of operations adjusted to include EarthLink, with the results prior to the merger closing date adjusted to include the pro forma effect of the elimination of transactions between Windstream and EarthLink, the adjustment to revenues and sales to change EarthLink’s reporting of USF fees billed to customers and the related payments from a net basis to a gross basis to conform to Windstream’s reporting of such customer billings, the adjustment to depreciation and amortization expense associated with the estimated acquired fair value of property, plant and equipment and intangible assets, the adjustment to interest expense to reflect the refinancing of EarthLink’s long-term debt obligations, the impact of merger expenses related to the acquisition and the related income tax effects of the pro forma adjustments. The pro forma results are presented for illustrative purposes only and do not reflect either the realization of potential cost savings or any additional integration costs. These pro forma results do not purport to be indicative of the results that would have been obtained if the Merger had occurred as of the date indicated, nor do the pro forma results intend to be a projection of results that may be obtained in the future. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets: | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | Goodwill and Other Intangible Assets: Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired through various business combinations. The cost of acquired entities at the date of the acquisition is allocated to identifiable assets and liabilities, and the excess of the total purchase price over the amounts assigned to net identifiable assets has been recorded as goodwill. Our market capitalization and fair value of Windstream Services’ long-term debt have been depressed commencing in the third quarter of 2017 and continuing through year-end. Valuation of our equity and long-term debt have been adversely impacted by market reaction to the elimination of our quarterly common stock dividend announced in the third quarter of 2017; an alleged default under our debt covenants by a hedge fund, as further discussed in Note 6; and the overall decline in equity prices of other companies operating in our market sector. We considered the declines in the valuation of our equity and long-term debt during the third quarter and concluded that an impairment trigger had not occurred because, among other qualitative factors, our operating results were substantially in-line with our internal 2017 forecast and analyst expectations, as well as the belief, at that time, the declines in our market capitalization and fair value of our long-term debt was temporary. We operate in a highly-competitive environment and have experienced declining service revenues and customer losses due to recent 2017 developments including cable expansion and increased broadband speeds available from cable companies and other service providers. As a result, we expect increased competition for customers in our primary operating markets from new and existing market participants, which may limit our ability to fully monetize our previously expected future growth from our 2016 and 2017 capital investments in high-speed service offerings and extensive fiber-optic network. We assessed these factors as part of our annual strategic financial planning process, which is conducted in the fourth quarter of each year, and as a result, we significantly revised our long-range financial forecast during the fourth quarter of 2017. Changes to our long range forecast for future periods included: (1) increasing our forecasted revenue and profitability levels in our Enterprise business reflecting a fourth quarter change in our long-term strategy to differentiate ourselves in a rapidly evolving marketplace by leveraging our cloud-based unified communications products and platforms combined with a continued focus on decreasing interconnection expense; (2) lowering our forecasted revenue and profitability levels for our ILEC consumer and small business operations due to the recent and expected on-going effects of competition, lower than expected returns on our recent capital investments, less than expected opportunities to upsell higher speeds to existing customers, and the impacts of implementing a new customer acquisition strategy in the fourth quarter of 2017 of offering new low introductory pricing designed to attract new customers; and (3) reducing our forecasted revenue and profitability levels for our wholesale business due to greater than expected 4. Goodwill and Other Intangible Assets, Continued: pricing pressures on our legacy service offerings, as well as lower incremental returns on future capital expenditures needed to support the business. As described in Notes 2 and 15, during the fourth quarter of 2017, we implemented a new business unit organizational structure resulting in a change in our reportable operating segments and reporting units. Except for the allocation of all revenues, sales and related expenses that were previously not assigned to the segments (these amounts were historically assigned to each reporting unit for the purposes of determining each reporting unit’s fair value in conjunction with the goodwill impairment test), and the inclusion of the Small Business portion of the former Consumer and Small Business CLEC reporting unit into the Enterprise reporting unit, the reorganization did not significantly change the composition of our Consumer & Small Business, Enterprise and Wholesale reporting units with respect to customers, products and service offerings and methods of service delivery. Accordingly, we did not change the amount of goodwill allocated to the reporting units from December 31, 2016. We did incrementally add to the Enterprise, Wholesale and Consumer and Small Business CLEC reporting units the goodwill attributable to the EarthLink and Broadview acquisitions. As a result of combining the Small Business CLEC portion of the former Consumer and Small Business CLEC segment into Enterprise and separating Consumer CLEC into its own segment, we allocated the goodwill of the former Consumer and Small Business CLEC reporting unit on a relative fair value basis between the Enterprise and Consumer CLEC reporting units. We also confirmed, immediately before the reorganization and reallocation of goodwill, that an impairment did not exist in the Consumer and Small Business CLEC and Enterprise reporting units. We performed a quantitative goodwill impairment test as of our annual measurement date of November 1, 2017. We utilized a one-step quantitative approach that compared the fair value to the carrying value of each of our four reporting units, consisting of Consumer & Small Business, Enterprise, Wholesale and Consumer CLEC. We estimated the fair value of our reporting units using an income approach. The income approach is based on the present value of projected cash flows and a terminal value, which represents the expected normalized cash flows of the reporting unit beyond the cash flows from the discrete projection period of five years. We discounted the estimated cash flows for each of the reporting units using a rate that represents a market participant’s weighted average cost of capital commensurate with the reporting unit’s underlying business operations. The results of the goodwill impairment test indicated that the carrying values of our Consumer & Small Business and Wholesale reporting units exceeded their fair values. Accordingly, we recorded an impairment of goodwill in our Consumer & Small Business reporting unit of $1,417.8 million and an impairment of goodwill in our Wholesale reporting unit of $423.0 million representing the excess of the carrying value from each reporting unit’s fair value. The fair values of the Enterprise and Consumer CLEC significantly exceeded their respective carrying values and were not at risk of impairment. Changes in the carrying amount of goodwill were as follows: (Millions) Balance at December 31, 2016 and 2015 $ 4,213.6 Acquisitions completed during the period: Broadview 121.3 EarthLink 348.3 Goodwill impairment (1,840.8 ) Balance at December 31, 2017 $ 2,842.4 4. Goodwill and Other Intangible Assets, Continued: Goodwill assigned to our operating segments and changes in the carrying amount of goodwill by reportable segment were as follows: (Millions) Consumer & Small Business Enterprise Wholesale Consumer and Small Business CLEC (a) Consumer CLEC Total Balance at December 31, 2016 and 2015 $ 2,321.2 $ 598.0 $ 1,176.4 $ 118.0 $ — $ 4,213.6 Acquisitions completed during the period: Broadview — 10.7 — 110.6 — 121.3 EarthLink — 116.1 120.7 111.5 — 348.3 Reallocation adjustment (b) — 237.0 — (340.1 ) 103.1 — Goodwill impairment (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2017 $ 903.4 $ 961.8 $ 874.1 $ — $ 103.1 $ 2,842.4 (a) Prior to the acquisition of EarthLink, this segment was called Small Business CLEC. (b) Represents adjustment to reallocate goodwill of the former Consumer and Small Business CLEC reporting unit to the Enterprise and Consumer CLEC reporting units, using a relative fair value basis. Intangible assets were as follows at December 31: 2017 2016 (Millions) Gross Cost Accumulated Amortization Net Carrying Value Gross Cost Accumulated Amortization Net Carrying Value Franchise rights $ 1,285.1 $ (371.8 ) $ 913.3 $ 1,285.1 $ (328.9 ) $ 956.2 Customer lists 2,104.6 (1,626.6 ) 478.0 1,791.7 (1,442.4 ) 349.3 Cable franchise rights 17.3 (9.1 ) 8.2 17.3 (8.0 ) 9.3 Trade names 29.0 (2.2 ) 26.8 — — — Developed technology and software 33.0 (7.1 ) 25.9 — — — Patents 10.6 (8.4 ) 2.2 10.6 (4.9 ) 5.7 Balance $ 3,479.6 $ (2,025.2 ) $ 1,454.4 $ 3,104.7 $ (1,784.2 ) $ 1,320.5 Intangible asset amortization methodology and useful lives were as follows as of December 31, 2017 : Intangible Assets Amortization Methodology Estimated Useful Life Franchise rights straight-line 30 years Customer lists sum of years digits 5.5 - 15 years Cable franchise rights straight-line 15 years Trade names straight-line 1 - 10 years Developed technology and software straight-line 3 - 5 years Patents straight-line 3 years 4. Goodwill and Other Intangible Assets, Continued: Amortization expense for intangible assets subject to amortization was $241.0 million , $185.2 million and $220.2 million in 2017 , 2016 and 2015 , respectively. Amortization expense for intangible assets subject to amortization was estimated to be as follows for each of the years ended December 31 : Year (Millions) 2018 $ 222.9 2019 179.3 2020 138.6 2021 103.5 2022 72.2 Thereafter 737.9 Total $ 1,454.4 |
Spin-off of Certain Network and
Spin-off of Certain Network and Real Estate Assets: (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Completion of Spin-off of Certain Network and Real Estate Assets [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Spin-off of Certain Network and Real Estate Assets: Description of Spin-off Transaction - On April 24, 2015, we completed the spin-off of certain telecommunications network assets and substantially all of our consumer CLEC business to Uniti, a real estate investment trust (“REIT”). The telecommunications network assets transferred to Uniti consisted of copper cable and fiber optic cable lines, telephone poles, underground conduits, concrete pads, attachment hardware (e.g., bolts and lashings), pedestals, guy wires, anchors, signal repeaters, and central office land and buildings, with a net book value of approximately $2.5 billion at the time of spin-off. We requested and received a private letter ruling from the Internal Revenue Service on the qualification of the spin-off as a tax-free transaction and the designation of the telecommunications network assets as real estate. As further discussed in Note 6, following the spin-off, Windstream entered into an agreement to lease back the telecommunications network assets from Uniti. Pursuant to the plan of distribution and immediately prior to the effective time of the spin-off, we contributed the telecommunications network assets and the consumer CLEC business to Uniti, a wholly owned subsidiary of Windstream, in exchange for: (i) the issuance to Windstream of Uniti common stock of which 80.4 percent of the shares were distributed on a pro rata basis to Windstream’s stockholders, (ii) cash payment to Windstream in the amount of $1.035 billion and (iii) the distribution by Uniti to Windstream of approximately $2.5 billion of Uniti debt securities. After giving effect to the interest in Uniti retained by Windstream, each Windstream Holdings shareholder received one share of Uniti for every five shares of Windstream Holdings common stock in the form of a tax-free dividend. No fractional shares were distributed in connection with the spin-off, with a cash payment being made in lieu of any fractional shares. In connection with the spin-off transaction, Windstream entered into an exchange agreement two investment banks and Uniti. Pursuant to the terms of the exchange agreement, Windstream agreed to transfer the Uniti debt securities and cash to the investment banks, in exchange for the transfer by the investment banks to Windstream of certain debt securities of Windstream Services consisting of $1.7 billion aggregate principal amount of term loans outstanding under Windstream Services’ senior credit facility and $752.2 million aggregate principal amount of borrowings outstanding under the revolving line of credit held by the investment banks. On April 24, 2015, following the completion of the spin-off transaction, Windstream and the investment banks completed the exchange of debt securities pursuant to the terms of the exchange agreement. Windstream incurred approximately $35.4 million of costs in completing the debt-for-debt exchange. In conjunction with the retirement of debt, Windstream Services terminated seven of its ten interest rate swaps designated as cash flow hedges of the variable cash flows paid on its senior secured credit facility. Windstream Services paid $22.7 million to terminate the interest rate swaps. For employees and directors remaining with Windstream, restricted stock awarded pursuant to our equity incentive plans and held by employees and directors at the time of the distribution represented the right to receive shares of Windstream Holdings’ common stock. In addition, the holders of these restricted shares received restricted shares of Uniti common stock equivalent to the number of shares of Uniti common stock that was received with respect to each share of unrestricted Windstream Holdings’ common stock at the time of the distribution. The existing Windstream Holdings’ restricted stock and newly issued Uniti restricted stock remained subject to vesting and other terms and conditions as prescribed by our equity incentive plans. The number of Windstream Holdings’ shares underlying any outstanding stock options and the related per share exercise price were adjusted to maintain both the aggregate fair market value of stock underlying the stock options and the relationship between the per share exercise price and the related per share market value, pursuant to the terms of the applicable Windstream Holdings’ equity incentive plans and taking into account the change in the market value of Windstream Holdings’ common stock as a result of the distribution. 5. Spin-off of Certain Network and Real Estate Assets, Continued: Transactions Involving Retained Investment in Uniti Common Stock - Excluding restricted shares held by Windstream employees and directors, Windstream Services retained a passive ownership interest in approximately 19.6 percent of the common stock of Uniti as of the spin-off date. The retained Uniti shares were classified as available-for-sale and recorded at fair value with unrealized gains and losses reported in accumulated other comprehensive income. No deferred income taxes were recorded with respect to the unrealized gains and losses due to the tax-free qualification of the spin-off. During the first quarter of 2016, we recorded an other-than-temporary impairment loss of $181.9 million for the difference between the fair value of the Uniti common stock as of March 31, 2016 and our cost basis, which had been based on the market value of the shares on the date of spin-off. We recorded the other-than-temporarily impairment due to the duration in which the Uniti shares had traded at a market price below our initial cost basis. Following the recognition of the other-than-temporary impairment loss, the cost basis of the Uniti shares was adjusted to equal the March 31, 2016 market value of $653.8 million . Subsequent changes in the market value of the Uniti shares were recorded in accumulated other comprehensive income. In June 2016, Windstream Services disposed of all of its shares of Uniti common stock through the completion of two debt-for-equity exchanges, pursuant to which Windstream Services transferred the Uniti shares to its bank creditors in exchange for the retirement of $672.0 million of borrowings outstanding under its revolving line of credit and to satisfy transaction-related expenses. Net of expenses, Windstream Services recognized a net gain on disposal of $15.2 million in 2016. Unrealized gains related to the Uniti common stock at the time of consummating the debt-for-equity exchanges were reclassified from accumulated other comprehensive income and included in the determination of the net gain on disposal. |
Long-term Debt and Lease Obliga
Long-term Debt and Lease Obligations: | 12 Months Ended |
Dec. 31, 2017 | |
Long-term Debt and Capital Lease Obligations [Abstract] | |
Long-term Debt and Capital Lease Obligations: | Long-term Debt and Lease Obligations: Windstream Holdings has no debt obligations. All debt, including the senior secured credit facility described below, have been incurred by Windstream Services and its subsidiaries. Windstream Holdings is neither a guarantor of nor subject to the restrictive covenants imposed by such debt. Long-term debt was as follows at December 31: (Millions) 2017 2016 Issued by Windstream Services: Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 $ — $ 572.3 Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) 1,192.6 894.8 Senior secured credit facility, Tranche B7 – variable rates, due February 17, 2024 574.2 — Senior secured credit facility, Revolving line of credit – variable rates, due 775.0 475.0 Debentures and notes, without collateral: 2020 Notes – 7.750%, due October 15, 2020 492.9 700.0 2021 Notes – 7.750%, due October 1, 2021 88.9 809.3 2022 Notes – 7.500%, due June 1, 2022 41.6 441.2 2023 Notes – 7.500%, due April 1, 2023 120.4 343.5 2023 Notes – 6.375%, due August 1, 2023 1,147.6 585.7 2024 Notes – 8.750%, due December 15, 2024 834.3 — 2025 Notes – 8.625%, due October 31, 2025 600.0 — Issued by subsidiaries of the Company: Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 (b) 100.0 100.0 Net (discount) premium on long-term debt (c) (61.6 ) (7.2 ) Unamortized debt issuance costs (c) (62.0 ) (51.0 ) 5,843.9 4,863.6 Less current maturities (169.3 ) (14.9 ) Total long-term debt $ 5,674.6 $ 4,848.7 Weighted average interest rate 6.6 % 7.0 % Weighted maturity 5.1 years 4.7 years 6. Long-term Debt and Lease Obligations, Continued: (a) If the maturity of the revolving line of credit is not extended prior to April 24, 2020, the maturity date of the Tranche B6 term loan will be April 24, 2020; provided further, if the 2020 Notes have not been repaid or refinanced prior to July 15, 2020 with indebtedness having a maturity date no earlier than March 29, 2021, the maturity date of the Tranche B6 term loan will be July 15, 2020. (b) These bonds are secured equally with the senior secured credit facility with respect to the assets of Windstream Holdings of the Midwest, Inc. (c) The net (discount) premium balance and unamortized debt issuance costs are amortized using the interest method over the life of the related debt instrument. Senior Secured Credit Facility – The amended credit facility provides that Windstream Services may seek to obtain incremental revolving or term loans in an unlimited amount subject to maintaining a maximum secured leverage ratio and other customary conditions, including obtaining commitments and pro forma compliance with financial maintenance covenants consisting of a maximum debt to consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) ratio and a minimum interest coverage ratio. In addition, Windstream Services may request extensions of the maturity date under any of its existing revolving or term loan facilities. On February 17, 2017, Windstream Services issued an aggregate principal amount of $580.0 million in borrowings under Tranche B7 of its senior secured credit facility, the proceeds of which were used to pay down amounts outstanding under Tranche B5, including accrued interest, and to pay related fees and expenses. The incremental Tranche B7 term loan matures on February 17, 2024 and was issued at a price of 99.5 percent of the principal amount of the loan. Interest rates applicable to the Tranche B7 term loan are, at Windstream Services’ option, equal to either a base rate plus a margin of 2.25 percent per annum or LIBOR plus a margin of 3.25 percent per annum. LIBOR for the Tranche B7 term loan shall at no time be less than 0.75 percent . The Tranche B7 term loan is subject to quarterly amortization payments in an aggregate amount equal to 0.25 percent of the initial principal amount of such term loans, with the remaining balance payable at maturity. At the time of repayment, unamortized debt issuance and discount related to Tranche B5 totaled $6.3 million , of which $1.2 million were included in the loss on debt extinguishment, while the remaining $5.1 million continue to be deferred and amortized to interest expense over the remaining life of Tranche B7 in accordance with debt modification accounting. On the date of closing of the merger with EarthLink, Windstream Services amended its existing senior secured credit agreement to provide for the issuance of an aggregate principal amount of $450.0 million in incremental borrowings under Tranche B6, the proceeds of which were used to repay amounts outstanding under EarthLink’s credit facility and to redeem EarthLink’s outstanding 8.875 percent Senior Notes due 2019 and 7.375 percent Senior Secured Notes due 2020. The incremental loans were issued at a price of 99.0 percent of the principal amount of the loan. The incremental loans are repayable at any time. During the fourth quarter of 2017, Windstream Services repaid $139.0 million of amounts outstanding under Tranche B6 using proceeds from the issuance of new debt, as further discussed below. At the time of repayment, unamortized debt issuance and discount related to this portion of Tranche B6 totaling $2.9 million were included in the loss on debt extinguishment. During 2016, Windstream Services repriced at par $597.0 million of borrowings outstanding under Tranche B6 and issued at par an incremental $300.0 million of borrowings under Tranche B6. In connection with the repricing, Windstream Services incurred $6.7 million in arrangement, legal and other fees. Based on an analysis of participating creditors, Windstream Services concluded that a portion of the repricing transaction should be accounted for as a new debt issuance, a portion as a debt modification, and the remainder as a debt extinguishment. As a result, $0.6 million of the arrangement, legal and other fees were recorded as debt issuance costs, with the remaining $6.1 million charged to interest expense in accordance with debt modification accounting. At the time of the repricing transaction, unamortized debt issuance and discount related to the original issuance of Tranche B6 term loan totaled $24.4 million , of which $3.1 million were included in the loss on debt extinguishment recognized in 2016, while the remaining $21.3 million continue to be deferred and amortized to interest expense over the remaining life of the term loan in accordance with debt modification accounting. 6. Long-term Debt and Lease Obligations, Continued: During 2016, Windstream Services executed incremental amendments to its existing senior secured credit facility to provide for the issuance of an aggregate principal amount $600.0 million term loan under Tranche B6 due March 29, 2021, the proceeds of which were used to repurchase $441.1 million of outstanding 7.875 percent notes due November 1, 2017 (the “2017 Notes”) pursuant to a tender offer and to repay other debt obligations of Windstream Services along with related fees and expenses. The Tranche B6 term loan was issued at a discount of $15.0 million . Debt issuance costs associated with the Tranche B6 borrowings were $11.7 million , which were capitalized and are being amortized over the life of the term loan. Interest on all incremental loans under Tranche B6 accrue at LIBOR plus a margin of 4.00 percent per annum, with LIBOR subject to a 0.75 percent floor. The incremental loans are subject to quarterly amortization in an aggregate amount of approximately 0.25 percent of the initial principal amount of the loans, with the remaining balance payable on March 29, 2021. Revolving line of credit – Under the amended senior secured credit facility, Windstream Services may obtain revolving loans and may issue up to $30.0 million of letters of credit, which upon issuance reduce the amount available for other extensions of credit. Accordingly, the total amount outstanding under the letters of credit and the indebtedness incurred under the revolving line of credit may not exceed $1,250.0 million . Borrowings under the revolving line of credit may be used for permitted acquisitions, working capital and other general corporate purposes of Windstream Services and its subsidiaries. Windstream Services will pay a commitment fee on the unused portion of the commitments under the revolving credit facility that will range from 0.40 percent to 0.50 percent per annum, depending on the debt to consolidated EBITDA ratio of Windstream Services and its subsidiaries. Revolving loans made under the credit facility are not subject to interim amortization and such loans are not required to be repaid prior to April 24, 2020, other than to the extent the outstanding borrowings exceed the aggregate commitments under the revolving credit facility. Interest rates applicable to loans under the revolving line of credit are, at Windstream Services’ option, equal to either a base rate plus a margin ranging from 0.25 percent to 1.00 percent per annum or LIBOR plus a margin ranging from 1.25 percent to 2.00 percent per annum, based on the debt to consolidated EBITDA ratio of Windstream Services and its subsidiaries. During 2017, Windstream Services borrowed $1,196.0 million under the revolving line of credit in its senior secured credit facility and through the issuance of new debt and repayments retired $896.0 million of these borrowings. Borrowings under the revolving line of credit included $160.0 million to repay amounts outstanding under Broadview’s revolving credit facility and to redeem Broadview’s 2017 Notes. Considering letters of credit of $23.2 million , the amount available for borrowing under the revolving line of credit was $451.8 million at December 31, 2017 . During 2016, Windstream Services borrowed $2,791.0 million under the revolving line of credit and through the completion of a debt-for-debt exchange and repayments retired $2,616.0 million of these borrowings in 2016. The variable interest rate on the revolving line of credit ranged from 2.65 percent to 5.50 percent , and the weighted average rate on amounts outstanding was 3.16 percent during 2017, as compared to variable interest rates during 2016 which ranged from 2.25 percent to 4.50 percent with a weighted average rate on amounts outstanding of 2.55 percent . New Debt Issuances and Debt Exchanges Completed in 2017 On November 8, 2017, Windstream Services completed a private placement offering of $400.0 million in aggregate principal amount of 8.625 percent senior first lien notes due October 31, 2025 (“2025 Notes”). The notes were issued at a price of 99.0 percent to yield 8.802 percent . The notes were co-issued by Windstream Finance Corp. (“Windstream Finance”), a direct wholly-owned subsidiary of Windstream Services, and are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The notes and the guarantees are secured by a first priority lien on Windstream Services’ and the guarantors’ assets that secure the obligations under the senior secured credit facility. Windstream Services used the net proceeds of the offering to repay approximately $250.0 million of borrowings under its revolving line of credit and to repay $139.0 million of amounts outstanding under its Tranche B6 term loan. 6. Long-term Debt and Lease Obligations, Continued: In November 2017, Windstream Services completed exchange offers for its 7.750 percent senior unsecured notes due October 15, 2020 (“2020 Notes”), 7.750 percent senior unsecured notes due October 1, 2021 (“2021 Notes”), 7.500 percent senior unsecured notes due June 1, 2022 (“2022 Notes”), and 7.500 percent senior unsecured notes due April 1, 2023 (“April 2023 Notes”) as follows: • accepted for exchange $167.5 million aggregate principal amount of 2022 Notes and $223.1 million aggregate principal amount of April 2023 Notes in exchange for $420.6 million aggregate principal amount of new 6.375 percent senior notes due August 1, 2023 (“August 2023 Notes”). • accepted for exchange $181.2 million aggregate principal amount of 2021 Notes in exchange for $141.3 million aggregate principal amount of new August 2023 Notes and approximately $50.0 million principal amount of 2025 Notes. • accepted for exchange $158.0 million aggregate principal amount of 2020 Notes in exchange for approximately $150.0 million of aggregate principal amount of 2025 Notes. In completing these exchange offers, Windstream Services issued $561.9 million aggregate principal amount of new August 2023 Notes and issued $200.0 million aggregate principal amount of 2025 Notes. Pursuant to exchanges offers for its 2021 and 2022 Notes, in December 2017, Windstream Services issued $834.3 million in aggregate principal amount of 8.750 percent senior notes due December 15, 2024 (“2024 Notes”) for exchange of $539.2 million aggregate principal amount of 2021 Notes and $232.1 million aggregate principal amount of 2022 Notes. The 2024 notes were issued at par and were co-issued by Windstream Finance and are guaranteed by each of our domestic subsidiaries that guarantees debt under Windstream Services’ senior secured credit facility. The 2024 Notes require a one-time mandatory redemption payment of $150.0 million payable on February 26, 2018. Additionally, as part of the 2024 Notes, Windstream Services agreed to certain provisions that prohibits its ability to issue restricted payments to its parent company, Windstream Holdings, if Windstream Services’ consolidated leverage ratio, as defined in the 2024 Notes, exceeds 3.50 to 1.0, except for purposes of allowing restricted payments to Windstream Holdings for the purposes of making rent payments under the master lease with Uniti and to pay certain administrative expenses. The provisions indirectly impacts, and could limit, Windstream Holdings’ future issuance of dividends to holders of its common stock and its engagement in stock repurchase programs. In completing the exchange transactions, Windstream Services incurred $27.7 million in fees, consisting of $6.0 million in consent fees payable to lenders and $21.7 million in arrangement, legal and other third-party fees, and the lenders received a net exchange premium of $95.1 million in the form of additional future principal payments. Based on an analysis of participating creditors, Windstream Services concluded that a portion of the exchanges should be accounted for as a debt modification and the remainder as a debt extinguishment. For the portion of the exchanges accounted for under the extinguishment method of accounting, Windstream Services recognized a net loss of $55.5 million , consisting of the write-off of a portion of the net exchange premium and consent fees and unamortized premium and debt issuance costs related to the original notes. The remaining $45.2 million of net exchange premium and $4.0 million of consent fees were capitalized and deferred over the terms of the new notes in accordance with debt modification accounting. The $21.7 million in arrangement, legal and other third-party fees were allocated on a lender-by-lender basis to creditors resulting in $13.8 million of fees expensed as additional interest expense under debt modification accounting, while the remaining $7.9 million of fees were capitalized and amortized over the terms of the new notes in accordance with the extinguishment method of accounting. Debentures and Notes Repaid in 2017 During 2017, under a debt repurchase program authorized by Windstream Services’ board of directors, Windstream Services repurchased in the open market $49.1 million aggregate principal amount of its 2020 Notes at a repurchase price of $45.3 million , including accrued and unpaid interest. At the time of repurchase, there was $0.3 million in unamortized net premium and debt issuance costs related to the repurchased notes. The repurchases were funded utilizing available borrowings under the amended revolving line of credit and were accounted for under the extinguishment method of accounting. 6. Long-term Debt and Lease Obligations, Continued: Debentures and Notes Repaid in 2016 During 2016, Windstream Services repurchased $441.1 million aggregate principal amount of its 2017 Notes for total consideration of $477.5 million , plus accrued interest, pursuant to a cash tender offer. Under the tender offer, Windstream Services paid total consideration of $1,082.50 per $1,000 principal amount of the 2017 Notes, which included a $30 early tender payment, plus accrued and unpaid interest. Windstream Services also repurchased $93.5 million aggregate principal amount of the 2017 Notes at a repurchase price of $99.5 million , including accrued and unpaid interest, under a debt repurchase program authorized by Windstream Services’ board of directors. In September 2016, Windstream Services redeemed the remaining $369.5 million aggregate principal amount outstanding of the 2017 Notes at a redemption price of $396.4 million , which included a premium payable to creditors of $26.9 million . At the time of the repurchases and redemption, there was $8.4 million in unamortized net discount and debt issuance costs related to these notes. Proceeds from the issuance of the Tranche B6 term loan and available borrowings under the amended revolving line of credit were used to fund the redemption and repurchases of the 2017 Notes, which were accounted for as debt extinguishments. Pursuant to the debt repurchase program discussed above, during 2016, Windstream Services repurchased in the open market $466.8 million aggregate principal amount of its senior unsecured notes consisting of $111.1 million aggregate principal amount of 2021 Notes, $44.8 million aggregate principal amount of 2022 Notes, and $196.6 million aggregate principal amount of April 2023 Notes and $114.3 million aggregate principal amount of August 2023 Notes. At the time of repurchase, there was $5.3 million in unamortized net discount and debt issuance costs related to the repurchased notes. The repurchases were funded utilizing available borrowings under the amended revolving line of credit and were accounted for under the extinguishment method of accounting. Debentures and Notes Repaid in 2015 During 2015, Windstream Services repurchased in the open market $299.5 million aggregate principal amount of its senior unsecured notes consisting of $195.9 million aggregate principal amount of 2017 Notes, $29.6 million aggregate principal amount of 2021 Notes, $14.1 million aggregate principal amount of 2022 Notes, and $59.9 million aggregate principal amount of April 2023 Notes. At the time of repurchase, there was $3.8 million in unamortized net discount and debt issuance costs related to the repurchased notes. The repurchases were funded utilizing available borrowings under the amended revolving line of credit. Windstream Services redeemed all of its $400.0 million aggregate principal amount of 8.125 percent senior unsecured notes due September 1, 2018 (the “2018 Notes”), at a redemption price payable in cash equal to $1,040.63 per $1,000 principal amount of the notes, plus accrued and unpaid interest. At the time of redemption, there was $1.4 million and $4.0 million in unamortized discount and debt issuance costs, respectively, related to the 2018 Notes. PAETEC Holding, LLC (“PAETEC”), a direct, wholly owned subsidiary of Windstream Services, redeemed all $450.0 million of the outstanding aggregate principal amount of 9.875 percent notes due 2018 (the “PAETEC 2018 Notes”), at a redemption price payable in cash equal to $1,049.38 per $1,000 principal amount of the notes, plus accrued and unpaid interest. At the time of redemption, there was $16.9 million in unamortized premium related to the PAETEC 2018 Notes. Windstream used a portion of the $1.035 billion cash payment received from Uniti in the spin-off of certain telecommunication network assets to redeem the 2018 Notes and the PAETEC 2018 Notes. The repurchases and redemptions were accounted for under the extinguishment method of accounting. In conjunction with the REIT spin-off, Windstream completed a debt-for-debt exchange retiring $1.7 billion aggregate principal amount of borrowings outstanding under Tranches A3, A4 and B4 of Windstream Services’ senior credit facility and $752.2 million aggregate principal amount of borrowings outstanding under the revolving line of credit. Following the completion of the debt-for-debt exchange, Windstream Services repaid the remaining $241.8 million aggregate principal amount of borrowings under Tranche B4 and repaid all $1.9 million of the outstanding aggregate principal amount of unsecured notes issued by a subsidiary, Cinergy Communications Company, utilizing available borrowings under the amended revolving line of credit. The debt-for-debt exchange and repayments were accounted for under the extinguishment method of accounting and as a result, Windstream Services recognized a loss due to the extinguishment of the aforementioned debt obligations of $15.9 million in 2015. 6. Long-term Debt and Lease Obligations, Continued: Net Loss on Early Extinguishment of Debt The net loss on early extinguishment of debt was comprised of the following: (Millions) (Premium) discount on early redemption Third-party fees for early redemption Unamortized (discount) premium on original issuance, net Unamortized debt issuance costs on original issuance Net (loss) gain on early extinguishment of debt Year ended December 31, 2017: Senior secured credit facility $ — $ — $ (1.8 ) $ (2.3 ) $ (4.1 ) Broadview 2017 Notes — — 0.2 — 0.2 EarthLink 2019 and 2020 Notes (18.3 ) — 16.3 — (2.0 ) Partial repurchases of 2020 Notes 5.3 — 0.1 (0.4 ) 5.0 Exchanges of 2020, 2021, 2022, and April 2023 Notes (49.9 ) (2.0 ) 2.2 (5.8 ) (55.5 ) Total $ (62.9 ) $ (2.0 ) $ 17.0 $ (8.5 ) $ (56.4 ) Year ended December 31, 2016: Senior secured credit facility $ — $ — $ (1.7 ) $ (1.4 ) $ (3.1 ) 2017 Notes (67.5 ) (2.4 ) (3.0 ) (5.4 ) (78.3 ) Partial repurchase of 2021, 2022 and 2023 Notes 68.7 — 0.9 (6.2 ) 63.4 Total $ 1.2 $ (2.4 ) $ (3.8 ) $ (13.0 ) $ (18.0 ) Year ended December 31, 2015: Senior secured credit facility $ (6.6 ) $ (0.7 ) $ — $ (8.6 ) $ (15.9 ) 2018 Notes (16.3 ) — (1.4 ) (4.0 ) (21.7 ) 2017 Notes (8.6 ) — (0.9 ) (1.8 ) (11.3 ) Partial repurchase of 2021, 2022 and 2023 Notes 19.4 — 0.3 (1.4 ) 18.3 PAETEC 2018 Notes (22.2 ) — 16.9 — (5.3 ) Cinergy Communications Company Notes (0.5 ) — — — (0.5 ) Total $ (34.8 ) $ (0.7 ) $ 14.9 $ (15.8 ) $ (36.4 ) 6. Long-term Debt and Lease Obligations, Continued: Maturities for long-term debt outstanding as of December 31, 2017 , excluding $61.6 million of unamortized net discount and $62.0 million of unamortized debt issuance costs, were as follows for the years ended December 31: Year (Millions) 2018 $ 169.3 2019 19.3 2020 1,287.2 2021 1,246.9 2022 47.3 Thereafter 3,197.5 Total $ 5,967.5 Windstream Services may call certain debentures and notes at various premiums on early redemption. These debentures and notes consist of the remaining aggregate principal amounts due related to the 2020, 2021, 2022, April 2023, August 2023, 2024 and 2025 Notes. In addition, Windstream Services may call debt issued by Windstream Holdings of the Midwest, Inc. at various premiums upon early redemption. Debt Compliance The terms of Windstream Services’ credit facility and indentures include customary covenants that, among other things, require maintenance of certain financial ratios and restrict Windstream Services’ ability to incur additional indebtedness. These financial ratios include a maximum leverage ratio of 4.5 to 1.0 and a minimum interest coverage ratio of 2.75 to 1.0 . In addition, the covenants include restrictions on dividend and certain other types of payments, including restricted payments to Windstream Holdings by Windstream Services. As of December 31, 2017 , Windstream Services was in compliance with all of these covenants. In addition, certain of Windstream Services’ debt agreements contain various covenants and restrictions specific to the subsidiary that is the legal counterparty to the agreement. As previously discussed, the 2024 Notes include certain provisions that prohibit Windstream Services’ ability to issue restricted payments to Windstream Holdings, if its consolidated leverage ratio, as defined in the 2024 Notes, exceeds 3.50 to 1.0, except for purposes of allowing restricted payments to Windstream Holdings for the purposes of making rent payments under the master lease with Uniti and to pay certain administrative expenses. Under Windstream Services’ long-term debt agreements, acceleration of principal payments would occur upon payment default, violation of debt covenants not cured within 30 days, a change in control including a person or group obtaining 50 percent or more of Windstream Services’ outstanding voting stock, or breach of certain other conditions set forth in the borrowing agreements. Windstream Services and its subsidiaries were in compliance with these covenants as of December 31, 2017 . On September 22, 2017, Windstream Services received a purported notice of default dated September 21, 2017 (the “Original Notice”) from a noteholder that claims to hold greater than 25 percent in aggregate principal amount of the 6.375 percent 2023 Notes issued under the indenture dated January 23, 2013 (as amended and supplemented, the “2013 Indenture”), between Windstream Services, as issuer, Windstream Finance Corp., as co-issuer, the guarantors party thereto and U.S. Bank National Association, as trustee (the “Trustee”). The Original Notice alleged that the transfer of certain assets and the subsequent lease of those assets in connection with the spin-off of Uniti in April 2015 constituted a “sale and leaseback transaction” (as defined in the 2013 Indenture) which did not comply with the Sale and Leaseback covenant under the 2013 Indenture. The Original Notice further alleged that Windstream Services violated the restricted payment covenant under the 2013 Indenture by not delivering an officers’ certificate as required by the 2013 Indenture and that it made a restricted payment in reliance on the restricted payment builder basket during the pendency of an alleged default which is prohibited by the 2013 Indenture. As previously discussed, on November 6, 2017, Windstream Services completed the early settlement of certain previously announced offers to exchange certain of its existing senior notes for additional 6.375 percent 2023 Notes and received consents from holders representing a majority of the outstanding aggregate principal amount of the 6.375 percent 2023 Notes to certain waivers and amendments relating to the defaults alleged in the Original Notice (the “Exchange and Consent Transactions”). On November 6, 2017, Windstream Services, the co-issuer, the guarantors party thereto and the Trustee executed a supplemental indenture to the 2013 Indenture giving effect to such waivers and amendments. 6. Long-term Debt and Lease Obligations, Continued: On November 27, 2017, Windstream Services received a second purported notice of default dated November 27, 2017 (the “Second Notice”) from the noteholder which alleged that certain of the Exchange and Consent Transactions violated the terms of the Indenture. The noteholder withdrew the Second Notice on December 6, 2017, and the noteholder then issued Windstream Services a Notice of Acceleration, dated December 7, 2017. The Notice of Acceleration claimed that the principal amount, and all accrued interest, owed under the note associated with the 2013 Indenture was now due and payable as result of Windstream Services allegedly not curing the alleged defaults set forth in the Original Notice within the sixty-day cure period set forth in the 2013 Indenture. Windstream Services disputes that any amounts are due and owing. Windstream Services has denied all of the allegations made by the noteholder in the Original Notice, the Second Notice (now withdrawn) and the Notice of Acceleration, and asserted the allegations are without merit in litigation pending in federal district court in the Southern District of New York involving the Trustee, Windstream Services and the noteholder. In fact, Windstream Services maintains that claims asserted by the noteholder and the Trustee are mooted in light of the exchange and consent transactions discussed herein and that Windstream Services has been, and remains, in compliance with all of the covenants under the 2013 Indenture. However, there is no guarantee that Windstream Services will ultimately be successful in the litigation. If an “Event of Default” is found to have occurred by the court, then such “Event of Default” could also constitute an “Event of Default” under the Windstream Services’ Credit Agreement. In addition, if an “Event of Default” is deemed to have occurred under the 2013 Indenture and Windstream Services’ obligations under the 2013 Indenture and the 6.375 percent 2023 Notes are accelerated, this could also constitute an “Event of Default” under the indentures governing the Windstream Services’ other senior notes. During the fourth quarter of 2017, Windstream Services completed consent solicitations with respect to its 2020 Notes, 2021 Notes, 2022 Notes, April 2023 Notes and the existing 6.375 percent 2023 Notes (collectively “the Windstream Services Notes”), pursuant to which noteholders agreed to waive alleged defaults with respect to the transactions related to the spin-off of Uniti and amend the indentures governing the Windstream Services Notes to give effect to such waivers and amendments. Windstream Services received such consents from the holders representing a majority of the outstanding aggregate principal amount of the Windstream Services Notes. Windstream Services, the trustee under the indentures governing the Windstream Services Notes and the other parties to such indentures have executed supplemental indentures giving effect to the waivers and amendments pursuant to the consent solicitation. The waivers and amendments are now effective and operative and, as such, are binding on all holders of the Windstream Services Notes. Consent delivered pursuant to the consent solicitations may not be revoked. Long-term Lease Obligations Leaseback of Telecommunications Network Assets – Following the spin-off transaction (see Note 5), on April 24, 2015, Windstream Holdings entered into a long-term triple-net master lease with Uniti to lease back the telecommunications network assets. Under terms of the master lease, Windstream Holdings has the exclusive right to use the telecommunications network assets for an initial term of 15 years with up to four , five -year renewal options. Windstream Holdings is required to pay all property taxes, insurance, and repair or maintenance costs associated with the leased property. The master lease provides for an annual rent of $650.0 million paid in equal monthly installments in advance and is fixed for the first three years. Thereafter, rent will increase on an annual basis at a base rent escalator of 0.5 percent . Future lease payments due under the agreement reset to fair market rental rates upon Windstream Holdings’ execution of the renewal options. During December 2015, we requested and Uniti agreed to fund $43.1 million of capital expenditures. As a result, the annual lease payment increased at a rate of 8.125 percent of the funds received from Uniti, or from $650.0 million to $653.5 million . Uniti also has the right, but not the obligation, upon Windstream’s request, to fund additional capital expenditures of Windstream in an aggregate amount of up to $250.0 million for a maximum period of five years . Monthly rent paid by us to Uniti will increase in accordance with the master lease effective as of the date of the funding. If Uniti exercises this right, the lease payments under the master lease will be adjusted at a rate of 8.125 percent of the capital expenditures funded by Uniti during the first two years and at a floating rate based on Uniti’s cost of capital thereafter. Additionally, if Uniti agrees to fund the entire $250.0 million , the initial term of the master lease will be increased from 15 years to 20 years and the number of renewal terms will be reduced from four renewal terms of five years each to three renewal terms of five years each. Due to various forms of continuing involvement, including Windstream Services or its subsidiaries, retaining bare legal title (but not beneficial ownership) to the various easements, permits and pole attachments related to the telecommunications network assets, we accounted for the t |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Derivatives [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Derivatives: Windstream Services enters into interest rate swap agreements to mitigate the interest rate risk inherent in its variable rate senior secured credit facility. Derivative instruments are accounted for in accordance with authoritative guidance for recognition, measurement and disclosures about derivative instruments and hedging activities, including when a derivative or other financial instrument can be designated as a hedge. This guidance requires recognition of all derivative instruments at fair value, and accounting for the changes in fair value depends on whether the derivative has been designated as, qualifies as and is effective as a hedge. Changes in fair value of the effective portions of cash flow hedges are recorded as a component of other comprehensive income (loss) in the current period. Any ineffective portion of the hedges is recognized in earnings in the current period. As of December 31, 2017, Windstream Services was party to three pay fixed, receive variable interest rate swap agreements to serve as cash flow hedges of the interest rate risk inherent in its senior secured credit facility. The swaps have a notional value of $675.0 million and mature on October 17, 2021. The average fixed interest rate paid is 2.984 percent and includes a component which serves to settle the liability existing on Windstream Services swaps at the time of the transaction. Windstream Services also was a party to an additional pay fixed, receive variable interest rate swap agreement with a bank counterparty with a notional value of $200.0 million , fixed interest rate paid of 1.1275 percent and a maturity date of October 17, 2021. The variable rate received on these four swaps is based on one-month LIBOR and resets on the seventeenth day of each month. On February 27, 2017, Windstream Services entered into two new pay fixed, receive variable interest rate swap agreements with bank counterparties with a total notional value of $500.0 million and maturing on October 17, 2021. The fixed rate paid on the new swaps is 1.8812 percent percent. Similar to Windstream Services’ other four swaps, the variable rate received on the new swaps is the one-month LIBOR and resets on the seventeenth day of each month. Windstream Services has designated each of its six swaps as cash flow hedges of the interest rate risk inherent in borrowings outstanding under its senior secured credit facility due to changes in the LIBOR benchmark interest rate. All of the swaps are hedging probable variable cash flows which extend up to one year beyond the maturity of certain components of Windstream Services’ variable rate debt. Consistent with past practice, Windstream Services expects to extend or otherwise replace these components of its debt with variable rate debt. The three renegotiated swaps are off-market swaps, meaning they contain an embedded financing element, which the swap counterparties recover through an incremental charge in the fixed rate over what would be charged for an at-market swap. As such, a portion of the cash payment on the swaps represents the rate that Windstream Services would pay on a hypothetical at-market interest rate swap and is recognized in interest expense. The remaining portion represents the repayment of the embedded financing element and reduces the initial swap liability. As a result of refinancing transactions completed in 2013, 2015 and 2016, Windstream Services de-designated certain interest rate swaps and froze the accumulated net gains and losses in accumulated other comprehensive income related to those swaps. The frozen balance is amortized from accumulated other comprehensive income to interest expense over the remaining life of the original swaps. All derivative instruments are recognized at fair value in the accompanying consolidated balance sheets as either assets or liabilities, depending on the rights or obligations under the related contracts. Set forth below is information related to our interest rate swap agreements: (Millions, except for percentages) 2017 2016 Designated portion, measured at fair value Other assets $ 11.8 $ 6.3 Other current liabilities $ 7.8 $ 13.4 Other non-current liabilities $ 10.5 $ 21.9 Accumulated other comprehensive income $ 33.7 $ 22.3 De-designated portion, unamortized value Accumulated other comprehensive loss $ (5.4 ) $ (10.7 ) Weighted average fixed rate paid 0.82 % 1.82 % Variable rate received 1.49 % 0.74 % Derivatives are assessed for effectiveness each quarter and any ineffectiveness is recognized in other (expense) income, net in our consolidated statements of operations. Ineffectiveness recognized on the cash flow hedges was $(0.1) million , $1.4 million and $(3.7) million for the years ended December 31, 2017 , 2016 and 2015 , respectively. 7. Derivatives, Continued: All or a portion of the change in fair value of Windstream Services’ interest rate swap agreements recorded in accumulated other comprehensive income may be recognized in earnings in certain situations. If Windstream Services extinguishes all of its variable rate debt, or a portion of its variable rate debt such that the variable rate interest received on the swaps exceeds the variable rate interest paid on its debt, all or a portion of the change in fair value of the swaps may be recognized in earnings. In addition, the change in fair value of the swaps may be recognized in earnings if Windstream Services determines it is no longer probable that it will have future variable rate cash flows to hedge against or if a swap agreement is terminated prior to maturity. Windstream Services has assessed the counterparty risk and determined that no substantial risk of default exists as of December 31, 2017 . Each counterparty is a bank with a current credit rating at or above A , as determined by Moody’s Investors Service, Standard & Poor’s Corporation and Fitch Ratings. Windstream Services expects to recognize losses of $0.8 million , net of taxes, in interest expense in the next twelve months related to the unamortized value of the de-designated portion of interest rate swap agreements and the interest settlements for those interest swap agreements at December 31, 2017 . Payments on the swaps are presented in the financing activities section of the accompanying consolidated statements of cash flows due to the embedded financing element discussed above. Changes in derivative instruments were as follows for the years ended December 31: (Millions) 2017 2016 2015 Changes in fair value of effective portion, net of tax (a) $ 7.0 $ 4.9 $ (5.4 ) Amortization of unrealized losses on de-designated interest rate swaps, net of tax (a) $ 3.3 $ 2.9 $ 7.1 (a) Included as a component of other comprehensive income (loss) and will be reclassified into earnings as the hedged transaction affects earnings. The agreements with each of the derivative counterparties contain cross-default provisions, whereby if Windstream Services were to default on certain indebtedness, it could also be declared in default on its derivative obligations and may be required to net settle any outstanding derivative liability positions with its counterparties at the swap termination value of $22.8 million including accrued interest and excluding the credit valuation adjustment to measure non-performance risk. In addition, certain of the agreements with the counterparties contain provisions where if a specified event or condition, such as a merger, occurs that materially changes Windstream Services’ creditworthiness in an adverse manner, Windstream Services may be required to fully collateralize its derivative obligations. At December 31, 2017 , Windstream Services had not posted any collateral related to its interest rate swap agreements. Balance Sheet Offsetting Windstream Services is party to master netting arrangements, which are designed to reduce credit risk by permitting net settlement of transactions, with counterparties. For financial statement presentation purposes, Windstream Services does not offset assets and liabilities under these arrangements. The following tables present the assets and liabilities subject to an enforceable master netting arrangement as of December 31, 2017 and 2016 . 7. Derivatives, Continued: Information pertaining to derivative assets was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Recognized Assets Net Amount of Assets presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2017: Interest rate swaps $ 11.8 $ 11.8 $ (2.9 ) $ — $ 8.9 December 31, 2016: Interest rate swaps $ 6.3 $ 6.3 $ — $ — $ 6.3 Information pertaining to derivative liabilities was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Recognized Liabilities Net Amount of Liabilities presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2017: Interest rate swaps $ 18.3 $ 18.3 $ (2.9 ) $ — $ 15.4 December 31, 2016: Interest rate swaps $ 35.3 $ 35.3 $ — $ — $ 35.3 |
Fair Value Measurements_
Fair Value Measurements: | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements: | Fair Value Measurements: Fair value of financial and non-financial assets and liabilities is defined as an exit price, representing the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants. Authoritative guidance defines the following three tier hierarchy for assessing the inputs used in fair value measurements: Level 1 – Quoted prices in active markets for identical assets or liabilities Level 2 – Observable inputs other than quoted prices in active markets for identical assets or liabilities Level 3 – Unobservable inputs The highest priority is given to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority is given to unobservable inputs (level 3 measurement). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the determination of fair value assets and liabilities and their placement within the fair value hierarchy levels. Our non-financial assets and liabilities, including property, plant and equipment, goodwill, intangible assets and asset retirement obligations, are measured at fair value on a non-recurring basis. No event occurred during the year ended December 31, 2017 requiring these non-financial assets and liabilities to be subsequently recognized at fair value. Our financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, long-term debt and interest rate swaps. The carrying amount of cash, accounts receivable and accounts payable was estimated by management to approximate fair value due to the relatively short period of time to maturity for those instruments. Cash equivalents, long-term debt and interest rate swaps are measured at fair value on a recurring basis. Cash equivalents were not significant as of December 31, 2017 or 2016. 8. Fair Value Measurements, Continued: The fair values of interest rate swaps and long-term debt were determined using the following inputs at December 31: (Millions) 2017 2016 Recorded at Fair Value in the Financial Statements: Derivatives: Interest rate swap assets - Level 2 $ 11.8 $ 6.3 Interest rate swap liabilities - Level 2 $ 18.3 $ 35.3 Not Recorded at Fair Value in the Financial Statements: (a) Long-term debt, including current maturities - Level 2 $ 4,824.2 $ 4,884.4 (a) Recognized at carrying value of $5,905.9 million and $4,914.6 million in long-term debt, including current maturities, and excluding unamortized debt issuance costs, in the accompanying consolidated balance sheets as of December 31, 2017 and 2016 , respectively. The fair values of interest rate swaps are determined based on the present value of expected future cash flows using observable, quoted LIBOR swap rates for the full term of the swaps and also incorporate credit valuation adjustments to appropriately reflect both Windstream Services’ own non-performance risk and non-performance risk of the respective counterparties. As of December 31, 2017 and 2016 , the fair values of the interest rate swaps were reduced by $4.8 million and $1.7 million , respectively, to reflect non-performance risk. In calculating the fair value of Windstream Services’ long-term debt, the fair value of the debentures and notes was calculated based on quoted market prices of the specific issuances in an active market when available. The fair value of the other debt obligations was estimated based on appropriate market interest rates applied to the debt instruments. In calculating the fair value of the Windstream Holdings of the Midwest, Inc. notes, an appropriate market price of similar instruments in an active market considering credit quality, nonperformance risk and maturity of the instrument was used. We do not have any assets or liabilities measured for purposes of the fair value hierarchy at fair value using significant unobservable inputs (Level 3). We recognize transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no other transfers within the fair value hierarchy during the year ended December 31, 2017 . |
Employee Benefit Plans and Post
Employee Benefit Plans and Postretirement Benefits: | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plans and Postretirement Benefits: | Employee Benefit Plans and Postretirement Benefits: We maintain a non-contributory qualified defined benefit pension plan. Future benefit accruals for all eligible nonbargaining employees covered by the pension plan have ceased. We also maintain supplemental executive retirement plans that provide unfunded, non-qualified supplemental retirement benefits to a select group of management employees. Additionally, we provide postretirement healthcare and life insurance benefits for eligible employees. Employees share in, and we fund, the costs of these plans as benefits are paid. The components of pension benefit expense (including provision for executive retirement agreements) and postretirement benefits expense (income) were as follows for the years ended December 31: Pension Benefits Postretirement Benefits (Millions) 2017 2016 2015 2017 2016 2015 Benefits earned during the year $ 8.1 $ 8.7 $ 9.5 $ — $ — $ — Interest cost on benefit obligation 46.3 53.2 53.2 1.1 1.3 1.3 Net actuarial loss 10.5 60.7 8.7 — — — Amortization of net actuarial loss — — — 0.1 0.2 1.0 Amortization of prior service credit (0.4 ) (0.3 ) (0.1 ) (0.3 ) (0.8 ) (3.8 ) Plan curtailments and settlements — 0.1 — — (5.5 ) (18.0 ) Expected return on plan assets (54.4 ) (63.3 ) (70.1 ) — — — Net periodic benefit expense (income) $ 10.1 $ 59.1 $ 1.2 $ 0.9 $ (4.8 ) $ (19.5 ) During October 2016, Windstream Services settled $138.5 million of its pension benefit obligations by irrevocably transferring the retiree pension liabilities to an insurance company through the purchase of group annuity contracts. The purchase of the annuity contracts was funded with pension plan assets. In connection with the settlement, Windstream Services re-measured its pension benefit obligations as of the settlement date. In accordance with our accounting policy, we immediately recognize as net periodic benefit expense any actuarial gains or losses arising due to changes in actuarial assumptions at year-end or whenever an interim re-measurement is required. As a result, Windstream Services recognized a pre-tax actuarial loss of $68.2 million in the fourth quarter of 2016. The actuarial loss primarily resulted from a reduction in the discount rate used to measure the pension benefit obligations from 4.55 percent at January 1, 2016 to 3.80 percent as of the settlement date. The actuarial loss from the settlement was partially offset by a pre-tax actuarial gain due to the annual year-end measurement of our pension benefit obligations and reflected the effects of an increase in the discount rate from 3.80 percent to 4.19 percent at December 31, 2016. During 2016, we made changes to our postretirement medical plan, eliminating medical and prescription drug subsidies primarily for certain active participants effective March 14, 2016. As a result, we remeasured the plan and recognized curtailment gains totaling $5.5 million , of which $4.5 million was recognized in cost of services and $1.0 million was recognized in selling, general and administrative expenses, with the offsetting effect recorded as a reduction in accumulated other comprehensive loss. During 2015, we made changes to our postretirement medical plan, eliminating medical and prescription drug subsidies primarily for certain active participants effective on June 8, 2015, October 1, 2015, and November 1, 2015. As a result, we remeasured the plan and recognized curtailment gains totaling $18.0 million , of which $14.3 million was recognized in cost of services expenses and $3.7 million was recognized in selling, general and administrative expenses, with the offsetting effects recorded as a reduction in accumulated other comprehensive income of $18.0 million . In determining our annual postretirement benefits cost, we amortize unrecognized actuarial gains and losses exceeding 10.0 percent of the projected benefit obligation over the lesser of 10 years or the average remaining service life of active employees. We do not amortize unrecognized actuarial gains and losses below the 10.0 percent corridor. 9. Employee Benefit Plans and Postretirement Benefits, Continued: A summary of plan assets, projected benefit obligation and funded status of the plans (including executive retirement agreements) were as follows at December 31: Pension Benefits Postretirement Benefits (Millions) 2017 2016 2017 2016 Fair value of plan assets at beginning of year $ 799.4 $ 966.6 $ 0.4 $ 0.4 Actual return on plan assets 97.3 46.5 — — Employer contributions (a) 30.1 2.2 3.0 2.5 Participant contributions — — 3.0 3.6 Benefits paid (b) (85.9 ) (68.7 ) (6.0 ) (6.1 ) Settlements 0.5 (147.2 ) — — Fair value of plan assets at end of year $ 841.4 $ 799.4 $ 0.4 $ 0.4 Projected benefit obligation at beginning of year $ 1,145.4 $ 1,255.5 $ 28.0 $ 29.0 Interest cost on projected benefit obligations 46.3 53.2 1.1 1.3 Service costs 8.1 8.7 — — Participant contributions — — 3.0 3.6 Plan amendments (9.1 ) — — — Actuarial loss 53.1 43.8 1.3 0.2 Benefits paid (b) (85.9 ) (68.7 ) (6.0 ) (6.1 ) Settlements — (147.1 ) — — Projected benefit obligation at end of year $ 1,157.9 $ 1,145.4 $ 27.4 $ 28.0 Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: Current liabilities $ (20.1 ) $ (27.9 ) $ (1.9 ) $ (1.9 ) Noncurrent liabilities (296.4 ) (318.1 ) (25.1 ) (25.7 ) Funded status recognized in the consolidated balance sheets $ (316.5 ) $ (346.0 ) $ (27.0 ) $ (27.6 ) Amounts recognized in accumulated other comprehensive income: Net actuarial loss $ — $ — $ (5.9 ) $ (4.7 ) Prior service credits 10.2 1.5 1.2 1.5 Net amount recognized in accumulated other comprehensive income $ 10.2 $ 1.5 $ (4.7 ) $ (3.2 ) (a) During 2017, we made contributions totaling $29.0 million to the qualified pension plan to satisfy our 2017 and remaining 2016 funding requirements using proceeds from the ATM Program and available cash on hand. We also contributed $3.0 million to the postretirement plan excluding amounts that were funded by participant contributions to the plan. (b) Pension benefits paid from Windstream’s assets totaled $1.1 million and $0.9 million in 2017 and 2016 , respectively. All postretirement benefits in both years were paid from Windstream’s assets in both years. Estimated amounts to be amortized from accumulated other comprehensive income into net periodic benefit expense (income) in 2017, including executive retirement agreements, are as follows: (Millions) Pension Benefits Postretirement Benefits Net actuarial loss $ — $ 0.3 Prior service credits $ (4.7 ) $ (0.3 ) The accumulated benefit obligation of our pension plan and executive retirement agreements, was $1,141.7 million , $1,105.5 million and $1,236.9 million at December 31, 2017 , 2016 and 2015 , respectively. 9. Employee Benefit Plans and Postretirement Benefits, Continued: Assumptions – Actuarial assumptions used to calculate pension and postretirement benefits expense (income) were as follows for the years ended December 31: Pension Benefits (a) Postretirement Benefits (Millions) 2017 2016 2015 2017 2016 2015 Discount rate 4.19 % 4.40 % 4.14 % 4.26 % 4.67 % 4.21 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % 2.00 % — % — % — % (a) As a result of the remeasurement of our pension benefit obligation due to the purchase of annuities as previously discussed, key assumptions including the discount rate were updated as of the remeasurement date. Actuarial assumptions used to calculate the projected benefit obligations were as follows at December 31: Pension Benefits Postretirement Benefits 2017 2016 2017 2016 Discount rate 3.68 % 4.19 % 3.74 % 4.26 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % — % — % In developing the expected long-term rate of return assumption, we considered the plan’s historical rate of return, as well as input from our investment advisors. Projected returns on qualified pension plan assets were based on broad equity and bond indices and include a targeted asset allocation of 28.0 percent to equities, 55.0 percent to fixed income securities, and 17.0 percent to alternative investments, with an aggregate expected long-term rate of return of approximately 7.0 percent . Information regarding the healthcare cost trend rate was as follows for the years ended December 31: 2017 2016 Healthcare cost trend rate assumed for next year 6.50 % 6.75 % Rate that the cost trend ultimately declines to 5.00 % 5.00 % Year that the rate reaches the terminal rate 2024 2024 For the year ended December 31, 2017 , a one percent increase in the assumed healthcare cost trend rate would increase the postretirement benefit cost by approximately $0.1 million , while a one percent decrease in the rate would reduce the postretirement benefit cost by approximately $0.1 million . As of December 31, 2017 , a one percent increase in the assumed healthcare cost trend rate would increase the postretirement benefit obligation by approximately $2.3 million , while a one percent decrease in the rate would reduce the postretirement benefit obligation by approximately $1.9 million . Plan Assets – Our pension plan assets are allocated to asset categories based on the specific strategy employed by the asset’s investment manager. The asset allocation for our pension plan by asset category was as follows for the years ended December 31: Target Allocation Percentage of Plan Assets Asset Category 2018 2017 2016 Equity securities 22.4% - 32.4% 28.9 % 27.8 % Fixed income securities 42% - 67% 53.3 % 54.3 % Alternative investments 11.6% - 21.6% 15.7 % 16.5 % Money market and other short-term interest bearing securities 0.0% - 6.5% 2.1 % 1.4 % 100.0 % 100.0 % 9. Employee Benefit Plans and Postretirement Benefits, Continued: We utilize a third party to assist in evaluating the allocation of the total assets in the pension trust, taking into consideration the pension liabilities and funded status of the pension plan. Assets are managed utilizing a liability driven investment approach, meaning that assets are managed within a risk management framework which addresses the need to generate incremental returns in the context of an appropriate level of risk, based on plan liability profiles and changes in funded status. The return objectives are to satisfy funding obligations when and as prescribed by law and to keep pace with the growth of the pension plan liabilities. Given the long time horizon for paying out benefits and our strong financial condition, the pension plan can accept an average level of risk relative to other similar plans. The liquidity needs of the pension plan are manageable given that lump sum payments are not available to most participants. Equity securities include stocks of both large and small capitalization domestic and international companies. Equity securities are expected to provide both diversification and long-term real asset growth. Domestic equities may include modest holdings of non-U.S. equities, purchased by domestic equity managers as long as they are traded in the U.S and denominated in U.S. dollars and both active and passive (index) investment strategies. International equities provide a broad exposure to return opportunities and investment characteristics associated with the world equity markets outside the U.S. The pension plan’s equity holdings are diversified by investment style, market capitalization, market or region, and economic sector. The pension plan is permitted to make investments in our common stock. Fixed income securities include securities issued by the U.S. Government and other governmental agencies, asset-backed securities and debt securities issued by domestic and international entities, and derivative instruments comprised of swaps, futures, forwards and options. These securities are expected to provide diversification benefits, and are expected to reduce asset volatility and pension funding volatility, and a stable source of income. Alternative investments may include hedge funds and hedge funds of funds, commodities, both private and public real estate and private equity investments. In addition to attractive diversification benefits, the alternative investments are expected to provide both income and capital appreciation. Investments in money market and other short-term interest bearing securities are maintained to provide liquidity for benefit payments with protection of principal being the primary objective. The fair values of our pension plan assets were determined using the following inputs as of December 31, 2017 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund (a) $ 56.0 $ — $ 56.0 $ — Common collective trust funds (b) 202.0 — 202.0 — Government and agency securities (c) 250.7 — 250.7 — Corporate bonds and asset backed securities (c) 27.3 — 27.3 — Common and preferred stocks - domestic (c) 35.0 35.0 — — Common and preferred stocks - international (c) 26.5 26.5 — — Mutual fund (c) 51.7 51.7 — — Real estate LLCs (d) 72.7 — — 72.7 Derivative financial instruments (e) 6.4 — 6.4 — Other investments (f) 1.3 0.5 — 0.8 Investments included in fair value hierarchy 729.6 $ 113.7 $ 542.4 $ 73.5 Other investments measured at NAV: Pooled funds (g) 85.1 Real estate and private equity funds (h) 36.6 Total investments 851.3 Dividends and interest receivable 4.4 Pending trades and other liabilities (14.3 ) Total plan assets $ 841.4 9. Employee Benefit Plans and Postretirement Benefits, Continued: The fair values of our pension plan assets were determined using the following inputs as of December 31, 2016 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund (a) $ 54.6 $ — $ 54.6 $ — Common collective trust funds (b) 183.2 — 183.2 — Government and agency securities (c) 224.8 — 224.8 — Corporate bonds and asset backed securities (c) 30.5 — 30.5 — Common and preferred stocks - domestic (c) 31.3 31.3 — — Common and preferred stocks - international (c) 22.5 22.5 — — Mutual fund (c) 49.1 49.1 — — Real estate LLCs (d) 78.4 — — 78.4 Derivative financial instruments (e) 8.9 — 8.9 — Other investments (f) 1.3 0.5 — 0.8 Investments included in fair value hierarchy 684.6 $ 103.4 $ 502.0 $ 79.2 Other investments measured at NAV: Pooled funds (g) 84.2 Real estate and private equity funds (h) 34.3 Total investments 803.1 Dividends and interest receivable 7.2 Pending trades and other liabilities (10.9 ) Total plan assets $ 799.4 (a) Money market fund is valued based on the fair value of the underlying assets held as determined by the fund manager on the last business day of the year. The underlying assets are mostly comprised of certificates of deposit, time deposits and commercial paper valued at amortized cost. (b) Units in common collective trust funds are valued by reference to the funds' underlying assets and are based on the net asset value as reported by the fund manager on the last business day of the year. The underlying assets are mostly comprised of publicly traded equity securities and fixed income securities. These securities are valued at the official closing price of, or the last reported sale prices as of the close of business or, in the absence of any sales, at the latest available bid price. (c) Government and agency securities, corporate bonds and asset backed securities, common and preferred stocks, and mutual funds traded in active markets on securities exchanges are valued at their quoted market price on the last day of the year. Securities traded in markets that are not considered active are valued based on quoted market prices, broker or dealer quotes or alternative pricing sources with reasonable levels of price transparency. (d) This category consists of real estate properties contributed by Windstream to limited liability companies ("LLCs") wholly- owned by the pension plan. The fair value of these properties is based on independent appraisals. (See also Note 6.) (e) Derivative financial instruments consist primarily of swaps and are valued at fair value based on models that reflect the contractual terms of the instruments. Inputs include primarily observable market information, such as swap curves, benchmark yields, rating updates and interdealer broker quotes at the end of the year. (f) Other investments consist of a guaranteed annuity contract and investments in foreign currency. The guaranteed annuity contract is reported at contract value which approximates fair value and is based on the value of the underlying contracts as determined by the insurance company. Investments in foreign currency are valued at their quoted market price on the last day of the year. 9. Employee Benefit Plans and Postretirement Benefits, Continued: (g) The pooled investment funds are valued based on the net asset value of the fund as determined by the fund manager on the last business day of the year, and is derived from the fair value of each underlying investment held by the pooled fund. These investments have not been classified within the fair value hierarchy. (h) The real estate fund is valued based on the net asset value of the fund on the last business day of the year. The net asset value is derived from the fair value of the underlying net assets of the fund. Private equity funds consist of investments in limited partnerships and are valued based on the pension plan's capital account balance at year end as reported in the audited financial statements of the partnership. These investments have not been classified within the fair value hierarchy. The following is a reconciliation of the beginning and ending balances of pension plan assets that are measured at fair value using significant unobservable inputs: (Millions) Domestic equities Real estate LLCs Guaranteed annuity contract Total Balance at December 31, 2015 $ 0.1 $ 76.6 $ 1.1 $ 77.8 Unrealized (loss) gains (0.1 ) 1.8 0.1 1.8 Purchases and sales, net — — (0.4 ) (0.4 ) Balance at December 31, 2016 — 78.4 0.8 79.2 Unrealized (loss) gains — (5.7 ) 0.1 (5.6 ) Purchases and sales, net — — (0.1 ) (0.1 ) Balance at December 31, 2017 $ — $ 72.7 $ 0.8 $ 73.5 Transfers between levels of the fair value hierarchy are recognized at the end of the reporting period. There were no transfers in or out of levels 1, 2, or 3 for the years ended December 31, 2017 and 2016. There have been no significant changes in the methodology used to value investments from prior year. The valuation methods used may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the valuation methods are consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. Estimated Future Employer Contributions and Benefit Payments – Estimated future employer contributions, benefit payments, including executive retirement agreements, are as follows as of December 31, 2017 : (Millions) Pension Benefits Postretirement Benefits Expected employer contributions in 2018 $ 20.1 $ 1.9 Expected benefit payments: 2018 $ 77.9 $ 1.9 2019 78.9 1.6 2020 77.9 1.5 2021 76.3 1.4 2022 76.1 1.4 2023-2027 360.1 7.0 9. Employee Benefit Plans and Postretirement Benefits, Continued: For 2018, the expected employer contribution for pension benefits consists of $19.2 million to the qualified pension plan to satisfy our remaining 2017 and our 2018 annual funding requirements and $0.9 million necessary to fund the expected benefit payments of our unfunded supplemental executive retirement pension plans to avoid certain benefit restrictions. We intend to fund these contributions using our common stock, cash or a combination thereof. Employee Savings Plan – We also sponsor an employee savings plan under section 401(k) of the Internal Revenue Code, which covers substantially all salaried employees and certain bargaining unit employees. Windstream matches on an annual basis up to a maximum of 4.0 percent of employee pre-tax contributions to the plan for employees contributing up to 5.0 percent of their eligible pre-tax compensation. Excluding amounts capitalized, we recorded expense of $22.9 million , $21.1 million and $19.3 million in 2017 , 2016 and 2015 , respectively, related to our matching contribution under the employee savings plan, which was included in cost of services and selling, general and administrative expenses in our consolidated statements of operations. Expense related to our 2017 matching contribution expected to be made in Windstream stock is included in share-based compensation expense in the accompanying consolidated statements of cash flow. In March 2017, we contributed 3.1 million shares of our common stock with a fair value of $22.7 million , as determined by the plan trustee, and $0.6 million in cash to the plan for the 2016 annual matching contribution. During 2016, we contributed 3.2 million shares of our common stock with a value of $24.0 million to the plan for the 2015 annual matching contribution. During 2015, we contributed 2.7 million shares of our common stock to the plan for the 2014 annual matching contribution. At the time of these contributions, the shares had a value of approximately $21.6 million as determined by the plan trustee. |
Share-Based Compensation Plans_
Share-Based Compensation Plans: | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation Plans: | Share-Based Compensation Plans: Under the Amended and Restated 2006 Equity Incentive Plan (the “Incentive Plan”), we may issue a maximum of 24.3 million equity stock awards in the form of restricted stock, restricted stock units, stock appreciation rights or stock options. As of December 31, 2017 , the Incentive Plan had remaining capacity of 3.7 million awards. As of December 31, 2017 , we had additional remaining capacity of 6.6 million awards from a similar equity incentive plan assumed in the merger with EarthLink. Restricted Stock and Restricted Stock Units - Our board of directors approves grants of restricted stock and restricted stock units to officers, executives, non-employee directors and certain management employees. These grants include the standard annual grants to these employee and director groups as a key component of their annual incentive compensation plan and one-time grants. Grants may include time-based and performance-based awards. Time-based awards granted to employees generally vest over a service period of two or three years. Performance-based restricted stock units may vest in a number of shares from zero to 150.0 percent of their award based on attainment of specified targets over a three -year period. The 2017 restricted stock grants were approved by the board of directors in February 2017 and were comprised of both time-based and performance based restricted stock units. The three-year operating targets for the performance based restricted stock units were approved by the board of directors in May 2017. The 2016 three-year operating targets for the performance based restricted stock units were approved by the board of directors in February 2016. For performance-based restricted stock units granted in 2015 the operating targets for the third vesting period were approved by the board of directors in February 2017. For the 2017, 2016 and 2015 annual measurement periods, each of the operating targets were met by the end of their respective measurement periods. We calculate the fair value of the award based on Windstream Holdings’ closing price on the grant date determined in accordance with the applicable authoritative guidance. For accounting purposes, the grant date is deemed to be the date on which the performance measures are set, which may differ from the actual grant date. During the third quarter of 2017, we granted approximately 1.1 million restricted shares to new executive employees as an inducement to join Windstream, including four former employees of Broadview. Each of the equity awards was granted as a material inducement for the employee’s acceptance of employment with Windstream and generally addressed forfeited compensation and compensation opportunities with a former employer. Subject to each employee’s continued service through the applicable vesting dates, one-third of each reward will vest on March 1, 2018, 2019 and 2020, respectively. These equity awards were approved by the Compensation Committee of the board of directors of Windstream and the shares were granted outside of the Incentive Plan. 10. Share-Based Compensation Plans, Continued: The vesting periods and grant date fair value for restricted stock and restricted stock units issued, including the EarthLink replacement awards, were as follows for the years ended December 31: (Number of shares in thousands) 2017 2016 2015 Service-based restricted stock and restricted units: Vest variably over remaining service period, up to three-years 2,858.7 1,380.9 2,739.2 Vest ratably over a three-year service period 2,451.4 — — Vest variably over a three-year service period — — 62.6 Vest one year from date of grant, service based - granted to non-employee directors 207.2 198.0 73.7 Vest two years from date of grant, service based — 53.2 6.9 Vest three years from date of grant, service based 33.8 53.6 381.1 Total granted 5,551.1 1,685.7 3,263.5 Grant date fair value (Dollars in millions) $ 33.3 $ 9.9 $ 35.0 Performance restricted units: Vest variably over remaining required service period, up to three years 2,370.9 — — Vest contingently at the end of the respective performance period 1,258.6 1,380.0 283.4 Total granted 3,629.5 1,380.0 283.4 Grant date fair value (Dollars in millions) $ 26.1 $ 7.9 $ 2.9 Service-based restricted stock and restricted unit activity for the year ended December 31, 2017 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2016 3,283.8 $ 10.27 Replacement grants related to merger with EarthLink 2,858.7 $ 7.19 Granted 2,692.4 $ 4.72 Vested (2,664.7 ) $ 10.13 Forfeited (1,056.1 ) $ 7.43 Non-vested at December 31, 2017 5,114.1 $ 6.29 Performance restricted stock unit activity for the year ended December 31, 2017 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2016 1,206.3 $ 5.64 Replacement grants related to merger with EarthLink 2,370.9 $ 7.19 Granted 1,258.6 $ 7.22 Vested (1,780.7 ) $ 7.30 Forfeited (451.6 ) $ 6.17 Non-vested at December 31, 2017 2,603.5 $ 6.58 At December 31, 2017 , unrecognized compensation expense for restricted stock and restricted stock units totaled $22.2 million and is expected to be recognized over the weighted average vesting period of 1.5 years . Unrecognized compensation expense is included in additional paid-in capital in the accompanying consolidated balance sheets and statements of shareholders’ and member equity. The total fair value of shares vested was $40.0 million , $22.9 million and $23.9 million during 2017 , 2016 and 2015 , respectively. Share-based compensation expense recognized for restricted stock and restricted stock units was $32.5 million , $19.9 million and $25.0 million for 2017 , 2016 and 2015 , respectively. 10. Share-Based Compensation Plans, Continued: In addition to including amounts related to restricted stock and restricted units, share-based compensation expense presented in the accompanying consolidated statements of cash flow also includes amounts related to certain management incentive compensation plans and the matching contribution to the employee savings plan for which payments to eligible participants are expected to be made in Windstream Holdings common stock. Except for 2015 payments made under the applicable management incentive compensation plans had been in the form of cash. A summary of share-based compensation expense was as follows for the years ended December 31: (Millions) 2017 2016 2015 Restricted stock and restricted units and stock options $ 32.5 $ 19.9 $ 25.0 Employee savings plan (See Note 9) 22.9 21.1 19.3 Management incentive compensation plans — 0.6 11.0 Share-based compensation expense $ 55.4 $ 41.6 $ 55.3 |
Merger, Integration and Other C
Merger, Integration and Other Costs and Restructuring Charges: | 12 Months Ended |
Dec. 31, 2017 | |
Merger, Integration and Other Costs and Restructuring Charges [Abstract] | |
Merger, Integration and Restructuring Charges: | Merger, Integration and Other Costs and Restructuring Charges: We incur costs to complete a merger or acquisition and integrate its operations into our business, which are presented as merger and integration expense in our consolidated results of operations. These costs include transaction costs, such as accounting, legal, consulting and broker fees; severance and related costs; IT and network conversion; rebranding and marketing; and contract termination fees. During 2017, we incurred investment banking fees, legal, accounting and other consulting fees, severance and employee benefit costs, contract and lease termination costs, and other integration expenses related to the mergers with EarthLink and Broadview. We also incurred legal fees in 2017 related to pending litigation related to the REIT spin-off. During 2015, we incurred investment banking fees, legal, accounting and other consulting fees related to the REIT spin-off and the sale of a portion of our data center business. During the fourth quarter of 2015, we began a network optimization project designed to consolidate traffic onto network facilities operated by us and reduce the usage of other carriers’ networks in our acquired CLEC markets. In undertaking this initiative, we incurred exit costs to migrate traffic to existing lower cost circuits and to terminate existing contracts prior to their expiration. We completed this project in 2017. In connection with a prior acquisition, we incurred lease termination costs related to the exit from an office facility obtained in the acquisition. During 2016, we renegotiated the terms of the lease resulting in the elimination of any future rental payments due under the original lease agreement. As a result, we recorded a $2.0 million reduction in the liability associated with this lease. Restructuring charges are primarily incurred as a result of evaluations of our operating structure. Among other things, these evaluations explore opportunities to provide greater flexibility in managing and financing existing and future strategic operations, for task automation and the balancing of our workforce based on the current needs of our customers. Severance, lease exit costs and other related charges are included in restructuring charges. During the second half of 2017, we completed a restructuring of our workforce to improve our overall cost structure and gain operational efficiencies. In undertaking these efforts, we eliminated approximately 725 employees. In addition to this initiative, we completed other reductions in our workforce during the first half of 2017 eliminating approximately 375 employees in our ILEC small business and enterprise segments as well as in our engineering, finance and information technology work groups to more efficiently manage our operations. In completing these workforce reductions, we incurred in total severance and other employee benefit costs of $35.0 million . Restructuring charges for 2017 also include lease termination costs associated with vacated facilities and consulting fees. During 2016 and 2015, restructuring charges primarily consisted of severance and other employee-related costs totaling $18.7 million and $15.6 million , respectively, related to the completion of several small workforce reductions. In 2015, we also incurred charges of $3.1 million related to a special shareholder meeting. 11. Merger, Integration and Other Costs and Restructuring Charges, Continued: The following is a summary of the merger, integration and other costs and restructuring charges recorded for the years ended December 31: (Millions) 2017 2016 2015 Merger, integration and other costs: Information technology conversion costs $ 3.0 $ 0.3 $ 7.5 Costs related to merger with EarthLink (a) 104.1 2.7 — Costs related to merger with Broadview (b) 14.3 — — Costs related to REIT spin-off (See Note 5) 7.5 — 65.1 Costs related to sale of data center business — 0.9 10.3 Network optimization and contract termination costs 8.5 11.9 5.9 Consulting and other costs — — 6.2 Reversal of lease termination costs — (2.0 ) — Total merger, integration and other costs 137.4 13.8 95.0 Restructuring charges 43.0 20.3 20.7 Total merger, integration and other costs and restructuring charges $ 180.4 $ 34.1 $ 115.7 (a) In 2017, these amounts include investment banking, legal and other consulting services of $24.0 million , severance and employee benefit costs for EarthLink employees terminated after the Merger of $39.0 million , share-based compensation expense of $10.1 million attributable to the accelerated vesting of assumed equity awards for terminated EarthLink employees, rebranding and marketing of $5.3 million and other miscellaneous expenses of $3.2 million , respectively. We also incurred contract and lease termination costs of $22.5 million as a result of vacating certain facilities related to the acquired operations of EarthLink. (b) Includes investment banking, legal and other consulting fees of $4.5 million and severance and employee benefit costs for Broadview employees terminated after the acquisition of $4.7 million .We also incurred contract and lease termination costs of $3.7 million as a result of vacating certain facilities related to the acquired operations of Broadview. After giving consideration to tax benefits on deductible items, merger, integration and other costs and restructuring charges decreased net income $113.6 million , $21.0 million and $71.2 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. The following is a summary of the activity related to the liabilities associated with merger, integration and other costs and restructuring charges at December 31: Restructuring Charges (Millions) Merger, Integration and Other Charges Severance and Benefit Costs Other Exit Costs Total Balance at December 31, 2015 $ 2.5 $ 2.6 $ — $ 5.1 Expenses incurred in period 15.8 18.7 1.6 36.1 Reversal of accrued lease termination costs (2.0 ) — — (2.0 ) Cash outlays during the period (14.8 ) (17.0 ) (1.6 ) (33.4 ) Balance at December 31, 2016 1.5 4.3 — 5.8 Expenses incurred in period 137.4 35.0 8.0 180.4 Cash outlays during the period (128.6 ) (34.3 ) (3.8 ) (166.7 ) Balance at December 31, 2017 $ 10.3 $ 5.0 $ 4.2 $ 19.5 Payments of these liabilities will be funded through operating cash flows. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss): | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income (Loss): Accumulated other comprehensive income (loss) balances, net of tax, were as follows for the years ended December 31: (Millions) 2017 2016 2015 Pension and postretirement plans $ 4.0 $ (1.2 ) $ 2.8 Unrealized holding loss on available-for-sale securities — — (286.5 ) Unrealized holding gains (losses) on interest rate swaps Designated portion 20.7 13.7 (0.6 ) De-designated portion (3.3 ) (6.6 ) (0.1 ) Accumulated other comprehensive income (loss) $ 21.4 $ 5.9 $ (284.4 ) Changes in accumulated other comprehensive income (loss) balances, net of tax, were as follows: (Millions) Net (Gains) Losses on Interest Rate Swaps Pension and Postretirement Plans Total Balance at December 31, 2016 $ 7.1 $ (1.2 ) $ 5.9 Other comprehensive income (loss) before reclassifications 7.0 5.7 12.7 Amounts reclassified from other accumulated comprehensive income (loss) (a) 3.3 (0.5 ) 2.8 Balance at December 31, 2017 $ 17.4 $ 4.0 $ 21.4 (a) See separate table below for details about these reclassifications. 12. Accumulated Other Comprehensive Income (Loss), Continued: Reclassifications out of accumulated other comprehensive income (loss) were as follows for the years ended December 31: Details about Accumulated Other Comprehensive Income (Loss) Components (Millions) Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Consolidated Statements of Operations 2017 2016 2015 Available-for-sale securities: Gain on disposal recognized in the period $ — $ (51.5 ) $ — Net gain on disposal of investment in Uniti common stock Other-than-temporary impairment loss recognized in the period — 181.9 — Other-than-temporary — 130.4 — Net (loss) income Losses on interest rate swaps: Amortization of net unrealized losses on de-designated interest rate swaps 5.3 4.8 11.6 Interest expense 5.3 4.8 11.6 (Loss) income before income taxes (2.0 ) (1.9 ) (4.5 ) Income tax (benefit) expense 3.3 2.9 7.1 Net (loss) income Pension and postretirement plans: Plan curtailments — (5.5 ) (18.0 ) (a) Amortization of net actuarial loss 0.1 0.2 1.0 (a) Amortization of prior service credits (0.7 ) (1.1 ) (3.9 ) (a) (0.6 ) (6.4 ) (20.9 ) (Loss) income before income taxes 0.1 2.5 8.0 Income tax (benefit) expense (0.5 ) (3.9 ) (12.9 ) Net (loss) income Total reclassifications for the period, net of tax $ 2.8 $ 129.4 $ (5.8 ) Net (loss) income (a) These accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit expense (income) (See Note 9). |
Income Taxes_
Income Taxes: | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes: | Income Taxes: Income tax (benefit) expense was as follows for the years ended December 31: (Millions) 2017 2016 2015 Current: Federal $ (0.3 ) $ (2.7 ) $ 9.1 State 4.9 1.0 23.2 4.6 (1.7 ) 32.3 Deferred: Federal (328.0 ) (130.2 ) 15.0 State (84.7 ) (8.1 ) (31.3 ) (412.7 ) (138.3 ) (16.3 ) Income tax (benefit) expense $ (408.1 ) $ (140.0 ) $ 16.0 Deferred income tax (benefit) expense for all three years primarily resulted from temporary differences between depreciation and amortization expense for income tax purposes and depreciation and amortization expense recorded in the accompanying consolidated financial statements. Goodwill is not amortized for financial statement purposes in accordance with authoritative guidance on goodwill and other intangible assets; however, the goodwill impairment charge recorded in 2017 resulted in the recognition of a deferred income tax benefit. Differences between the federal income tax statutory rates and effective income tax rates, which include both federal and state income taxes, were as follows for the years ended December 31: 2017 2016 2015 Statutory federal income tax rate 35.0 % 35.0 % 35.0 % Increase (decrease) State income taxes, net of federal benefit 3.6 3.7 4.0 Adjust deferred taxes for state net operating loss carryforward — (0.6 ) 16.0 Transaction costs (0.1 ) (0.2 ) 18.7 Valuation allowance (0.1 ) — (48.4 ) Income tax reserves — 0.1 12.2 Research and development credit 0.1 0.8 (8.4 ) Adjustment of deferred taxes for legal entity restructuring — — 6.8 Disallowed loss — (12.1 ) — Tax credits — — (1.0 ) Debt exchange (6.1 ) — — 2017 Federal tax reform (7.6 ) — — Goodwill impairment (8.4 ) — — Other items, net (0.2 ) — 2.0 Effective income tax rate 16.2 % 26.7 % 36.9 % In connection with the spin-off in 2015, we adjusted our deferred tax assets and liabilities, including our valuation allowance related to our federal and state net operating loss carryforwards, to reflect the transfer of the telecommunication network assets and consumer CLEC business to Uniti and the recognition of the long-term lease obligation related to the master lease with Uniti. For income tax purposes, the spin-off of the telecommunications network assets is treated as an operating lease. The disallowed loss in 2016 was attributable to the disposal of the Uniti common stock. With regard to the debt exchange that occurred in 2017, a portion was treated as cancellation of debt (COD) income for tax purposes and resulted in non-deductible original issue discount (OID). We also recorded the impact of the portion of the goodwill impairment that is non-deductible. 13. Income Taxes, Continued: Federal Tax Reform – On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law in the United States. It is the largest sweeping tax reform legislation in 30 years. The most significant change is the reduction of the statutory corporate tax rate from 35 percent to 21 percent effective January 1, 2018. As of December 31, 2017, we have not fully completed our accounting for the impacts of the Act. However, we have reasonably estimated the effects on our deferred tax account balances due to the re-measurement required for the rate change. The federal tax rate change from the 2017 federal tax reform resulted in a decrease of our net deferred tax assets of $192.2 million and corresponding deferred income expense which is included in the provisional income tax expense during the period it was enacted. In other cases, we have not been able to make reasonable estimates regarding the impact of the Act and continue to account for those items under existing GAAP and statutory tax provisions in effect on December 31, 2017. For periods beginning in 2018, we will calculate all federal income tax expense based on the new rate set forth in the Act. On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of US GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. In accordance with SAB 118, the Company has determined that the $192.2 million of the deferred tax expense recorded in connection with the remeasurement of certain deferred tax assets and liabilities was a provisional amount and a reasonable estimate at December 31, 2017. Additional work is necessary to do a more detailed analysis. Any subsequent adjustment to these amounts will be recorded to tax expense in the quarter of 2018 when the analysis is complete. The significant components of the net deferred income tax liability (asset) were as follows at December 31: (Millions) 2017 2016 Property, plant and equipment $ 876.3 $ 1,395.8 Goodwill and other intangible assets 532.5 1,265.6 Operating loss and credit carryforward (595.6 ) (528.8 ) Postretirement and other employee benefits (85.6 ) (142.4 ) Unrealized holding loss and interest rate swaps 4.5 (0.2 ) Deferred compensation (2.8 ) (4.0 ) Bad debt (14.5 ) (19.4 ) Long-term lease obligations (1,226.3 ) (1,932.7 ) Deferred debt costs (2.0 ) 8.9 Restricted stock (7.9 ) (9.4 ) Other, net (29.0 ) (28.4 ) (550.4 ) 5.0 Valuation allowance 179.6 146.5 Deferred income taxes, net $ (370.8 ) $ 151.5 Deferred tax assets $ (2,000.7 ) $ (2,695.9 ) Deferred tax liabilities 1,629.9 2,847.4 Deferred income taxes, net $ (370.8 ) $ 151.5 At December 31, 2017 and 2016 , we had federal net operating loss carryforwards of approximately $1,796.6 million and $1,094.2 million , respectively, which expire in varying amounts from 2018 through 2037. The loss carryforwards at December 31, 2017 were primarily losses acquired in conjunction with our acquisitions including PAETEC, EarthLink and Broadview. The 2017 increase is primarily associated with our acquisitions of EarthLink and Broadview. 13. Income Taxes, Continued: At December 31, 2017 and 2016 , we had state net operating loss carryforwards of approximately $2,805.4 million and $1,788.8 million , respectively, which expire annually in varying amounts from 2018 through 2037. The loss carryforwards at December 31, 2017 were primarily losses acquired in conjunction with our acquisitions including PAETEC and EarthLink. Federal and state tax rules limit the deductibility of loss carryforwards in years following an ownership change. As a result of these limitations or the expected lack of sufficient future taxable income, we believe that it is more likely than not that the benefit from certain federal and state loss carryforwards will not be realized prior to their expiration. In September 2015, Windstream's board of directors adopted a shareholder rights plan designed to protect our net operating loss carryforwards from the effect of limitations imposed by federal and state tax rules following an ownership change. This plan was designed to deter an ownership change (as defined in IRC Section 382) from occurring, and therefore protect our ability to utilize our federal and state net operating loss carryforwards in the future. The plan is not meant to be an anti-takeover measure and our board of directors has established a procedure to consider requests to exempt the acquisition of Windstream common stock from the rights plan, if such acquisition would not limit or impair the availability of our net loss carryforwards. We establish valuation allowances when necessary to reduce deferred tax assets to amounts expected to be realized. Therefore, as of December 31, 2017 and 2016 , we recorded valuation allowances of $173.0 million and $140.3 million , respectively, related to federal and state loss carryforwards which are expected to expire before they are utilized. The amount of federal tax credit carryforward at December 31, 2017 and 2016 , was approximately $44.2 million and $48.7 million , respectively, which expire in varying amounts from 2031 through 2037. The amount of state tax credit carryforward at December 31, 2017 and 2016 , was approximately $19.9 million and $22.7 million , respectively, which expire in varying amounts from 2018 through 2027. Due to the expected lack of sufficient future taxable income, we believe that it is more likely than not that the benefit from some of the state tax credit carryforwards will not be realized prior to their expiration. Therefore, as of December 31, 2017 and 2016, we recorded a valuation allowance of approximately $6.6 million and $6.2 million , net of federal benefit, respectively, to reduce our state deferred tax assets to amounts expected to be realized. An examination of Windstream's 2015 federal income tax return was completed by the Internal Revenue Service during 2017 with no changes made to the reported tax or tax attributes carried forward from that year. We account for uncertainty in taxes in accordance with authoritative guidance. A reconciliation of the unrecognized tax benefits is as follows: (Millions) 2017 2016 2015 Beginning balance $ 8.8 $ 10.1 $ 5.6 Additions based on EarthLink acquisition 2.5 — — Additions based on tax positions related to current year 0.7 0.7 5.0 Reductions for tax positions of prior years (1.2 ) (1.6 ) (0.5 ) Settlements (2.1 ) (0.4 ) — Ending balance $ 8.7 $ 8.8 $ 10.1 We do not expect or anticipate a significant increase or decrease over the next twelve months in the unrecognized tax benefits reported above. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate are $8.3 million , $8.6 million and $9.9 million (net of indirect benefits) for the years ended December 31, 2017 , 2016 and 2015, respectively. We file income tax returns in the U.S. federal jurisdiction and various states. With few exceptions, we are no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years prior to 2014. However, due to acquired net operating losses, tax authorities have the ability to adjust those net operating losses related to closed years. We have identified Arkansas, California, Florida, Georgia, Illinois, Iowa, Kentucky, Nebraska, New York, North Carolina, Pennsylvania, Texas and Virginia as “major” state taxing jurisdictions. We recognize accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. During the years ended December 31, 2017 , 2016 and 2015, we recognized approximately $0.2 million , $0.1 million , and $0.1 million in interest and penalties. Furthermore, we had approximately $0.3 million , $0.1 million , and $0.1 million of interest and penalties accrued as of December 31, 2017 , 2016 and 2015, respectively. |
Commitments and Contingencies_
Commitments and Contingencies: | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies: | Commitments and Contingencies: Lease Commitments Minimum rental commitments for all non-cancellable operating leases, consisting principally of leases for network facilities, real estate, office space and office equipment were as follows as of December 31, 2017 : Year (Millions) 2018 $ 166.8 2019 130.6 2020 93.1 2021 64.2 2022 48.2 Thereafter 145.2 Total $ 648.1 Rental expense totaled $161.6 million , $115.5 million and $128.0 million in 2017 , 2016 and 2015 , respectively. Litigation On February 9, 2015, a putative stockholder filed a Shareholder Class Action Complaint in the Delaware Court of Chancery (the “Court”), captioned Doppelt v. Windstream Holdings, Inc., et al. , C.A. No. 10629-VCN, against the Company and its board of directors. This complaint was accompanied by a motion for a preliminary injunction seeking to enjoin the spin-off. The Court, ruling from the bench on February 19, 2015 - the day before a special meeting of stockholders was scheduled to vote on a reverse stock split and amended governing documents (the “Proposals”) - denied plaintiff’s motion for a preliminary injunction, reasoning that much of the information sought by plaintiff had been disclosed in public filings available on the United States Securities and Exchange Commission’s website, the Windstream Holdings’ board of directors was in no way conflicted, and while approval of the Proposals would facilitate the spin-off, approval was not necessary to effect the spin-off. On March 16, 2015, plaintiff, joined by a second putative Windstream stockholder, filed an Amended Shareholder Class Action Complaint alleging breaches of fiduciary duty by the Company and its Board concerning Windstream’s disclosures and seeking to rescind the spin-off and unspecified monetary damages. On February 5, 2016, the Court dismissed Windstream as a named party and also dismissed the plaintiffs’ demand to rescind the spin-off, but otherwise denied Windstream’s motion to dismiss plaintiffs’ claims. On or about January 27, 2017, the plaintiffs filed a motion seeking class certification which the Court granted on April 17, 2017. The parties have reached a preliminary settlement of all claims that is subject to court approval. As outlined in other sections in this report, in a notice letter received September 22, 2017 (the “Original Notice”), Aurelius Capital Master, Ltd. ("Aurelius") asserted an alleged default of certain senior unsecured notes, the 6.375 percent Senior Notes due 2023 of Windstream Services, LLC, based on alleged violations of the associated indenture (the "2013 Indenture"). Aurelius primarily alleged that Services violated the 2013 Indenture by executing the REIT Spin-Off in April 2015 that, according to Aurelius, constituted a Sale and Leaseback Transaction that was prohibited under Section 4.19 of the Indenture and that violated Section 4.07 of the 2013 Indenture by not delivering certain required Officers' Certificates associated with alleged Restricted Payments. The Original Notice purported to constitute a written notice of default, which would trigger a 60-day grace or cure period after which the Indenture trustee or holders of at least 25 percent in aggregate principal amount of outstanding Notes could declare the principal amount of all outstanding 6.375 percent Notes to be immediately due and payable. Windstream Services filed suit against U.S. Bank N.A., the Indenture Trustee (the “Trustee”), in Delaware Chancery Court seeking a declaration that it had not violated any provision of the 2013 Indenture and injunctive relief. On October 12, 2017, the Trustee filed suit in the Southern District of New York seeking a declaration that defaults had occurred. Windstream Services filed an answer and affirmative defenses in response to the Trustee’s complaint the following day, as well as counterclaims against the Trustee and Aurelius for declaratory relief. The Delaware action was subsequently dismissed. 14. Commitments and Contingencies, Continued: On October 18, 2017, Windstream Services launched debt exchange offers with respect to its senior notes, including the Notes, and on October 31, 2017, learned that based on tenders of notes in the exchange offers and consents delivered in the consent solicitation, upon early settlement of the exchange offers, holders representing the requisite percentage of the Notes needed to waive the defaults alleged in the Original Notice would be received. On November 6, 2017, Services and the Trustee executed a supplemental indenture, and new 6.375 percent Notes were issued, which gave effect to the waivers and consents for the Notes, is binding on all noteholders, and negates assertions made by Aurelius and the Indenture Trustee. On November 22, 2017, Windstream Services filed a motion for judgment on the pleadings seeking dismissal of the Trustee’s complaint, which motion was denied without prejudice. On the same date, Aurelius filed counterclaims seeking a declaration that the new 6.375 percent Notes were improperly issued and that the debt exchange offers and consent solicitation were void. Windstream asserted that such counterclaims should be dismissed pursuant to Section 6.06 of the Indenture, which contains a "no-action" clause. Aurelius amended its counterclaims, and on February 2, 2018, Services filed an answer and affirmative defenses in response to the amended counterclaims. Additionally, on December 7, 2017, Aurelius served an alleged notice of an Event of Default and acceleration, claiming that the outstanding principal amount, along with accrued interest, under the Notes was due and payable. We believe no default under the 2013 Indenture has occurred and the claims asserted by Aurelius and the Indenture Trustee are without merit. Windstream Services further maintains that the consent and exchange processes discussed above moots the claims asserted by the Trustee and Aurelius, and that is has been, and remains, in compliance with all of the covenants under the 2013 Indenture. However, there is no guarantee of success in the litigation and any adverse ruling could have a material adverse effect on our future consolidated results of operations, cash flows or financial condition. Discovery in this action is now proceeding. No trial date has been set by the court. We are party to various legal proceedings and the ultimate resolution of these legal proceedings cannot be determined at this time. However, based on current circumstances, management does not believe such proceedings, individually or in the aggregate, will have a material adverse effect on our future consolidated results of operations, cash flows or financial condition. Finally, management is currently not aware of any environmental matters, individually or in the aggregate, that would have a material adverse effect on our consolidated financial condition or results of our operations. Other Matters Windstream and one of its Business customers had an agreement pursuant to which Windstream provided communication services to several of the customer’s locations. The majority of funding for the services is administered by the Universal Service Administrative Company (“USAC”) pursuant to the Universal Service Rural Health Care Telecommunications Program that offers reduced rates for broadband and telecommunications services to rural health care facilities. In March 2017, USAC issued a funding denial to the customer on the basis that certain rules of the FCC were violated with the selection of Windstream as the service provider. Due to an alleged conflict of interest created by a third-party Windstream channel partner that acted as a consultant for the customer regarding the agreement, USAC asserted that Windstream’s selection was not based upon a fair and open competitive bidding process. USAC’s denial addressed accrued funding of approximately $16.6 million , as well as funding of approximately $6.0 million previously remitted to us. Windstream, along with the customer, has appealed the denial, and while the ultimate resolution is not currently predictable, if there is a future adverse legal ruling against Windstream, the ruling could constitute a material adverse outcome on our future consolidated results of operations, cash flows or financial condition. |
Segment Information_ (Notes)
Segment Information: (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Information: Effective November 1, 2017, we implemented a new business unit organizational structure designed to strengthen our ability to achieve our operational, strategic and financial goals. We have disaggregated our operations between customers located in service areas in which we are the incumbent local exchange carrier (“ILEC”) and provide services over network facilities operated by us and those customers located in service areas in which we are a competitive local exchange carrier (“CLEC”) and provide services over network facilities primarily leased from other carriers. We have further disaggregated our CLEC operations between enterprise, wholesale and consumer customers. Following our reorganization, we now operate and report the following four segments: 15. Segment Information, Continued: • Consumer & Small Business - We manage as one business our residential and small business operations in those markets in which we are the ILEC due to the similarities with respect to service offerings, marketing strategies and customer service delivery. Products and services offered to customers include traditional local and long-distance voice services, high-speed Internet services, and value-added services such as security and online back-up, which are delivered primarily over network facilities operated by us. We offer consumer video services through relationships with DirecTV and Dish Network LLC and we also own and operate cable television franchises in some of our service areas. We offer Kinetic, a complete video entertainment offering in several of our markets. Residential customers can bundle voice, high-speed Internet and video services, to provide one convenient billing solution and receive bundle discounts. Small Business services offer a wide range of advanced Internet, voice, and web conferencing products. These services are equipped to deliver high-speed Internet with competitive speeds, value added services to enhance business productivity and options to bundle services for a global business solution to meet our small business customer needs. • Enterprise - Products and services offered to our business customers include integrated voice and data services, which deliver voice and broadband services over a single Internet connection, data transport services, multi-site networking services which provide a fast and private connection between business locations, as well as a variety of other data services, including cloud computing and collocation and managed services as an alternative to traditional information technology infrastructure. • Wholesale - Our wholesale operations are focused on providing network bandwidth to other telecommunications carriers, network operators, and content providers. These services include special access services, which provide access and network transport services to end users, Ethernet and Wave transport up to 100 Gbps, and dark fiber and colocation services. Wholesale services also include fiber-to-the-tower connections to support the wireless backhaul market. In addition, we offer voice and data carrier services to other communications providers and to larger-scale purchasers of network capacity. We also offer traditional services including special access services and Time Division Multiplexing (“TDM”) private line transport. The combination of these services allow wholesale customers to provide voice and data services to their customers through the use of our network or in combination with their own networks. • Consumer CLEC - Products and services offered to customers include traditional voice and long-distance services, nationwide Internet access services, both dial-up and high-speed, as well as value added services including online backup and various e-mail services. The accounting policies used in measuring segment operating results are the same as those described in Note 2. We evaluate performance of the segments based on contribution margin, which is computed as segment revenues and sales less segment operating expenses. All of our revenues and sales have been assigned to our operating segments based upon each customer’s classification to an individual segment and include all services provided to that customer. We evaluate performance of the segments based on segment income, which is computed as segment revenues and sales less segment operating expenses. Segment revenues are based upon each customer’s classification to an individual segment and include all services provided to that customer. During the fourth quarter of 2017, in conjunction with reorganizing our operations, we now assign all of our revenues and sales to our business segments including regulatory and other revenues. Previously, revenue from federal and state universal service funds, CAF Phase II support, funds received from federal access recovery mechanisms, revenues from providing switched access services, including usage-based revenues from long-distance companies and other carriers for access to our network to complete long-distance calls, reciprocal compensation received from wireless and other local connecting carriers for the use of network facilities, certain surcharges assessed to our customers, including billings for our required contributions to federal and state USF programs, and product sales to contractors were not assigned to our segments. We have also assigned the related operating expenses associated with these revenues. Previously, these expenses were not allocated to the segments and were included within other unassigned operating expenses in reconciling total segment income to total consolidated net (loss) income. We believe these changes more accurately present the operating results of each of our business segments. Accordingly, for 2017 and 2016, there are no differences between total segment revenues and sales and total consolidated revenues and sales. For 2015, revenues attributable to the sold data center and directory publishing businesses, as well as the consumer CLEC business transferred to Uniti are not assigned to the segments and are included in other service revenues. Prior period segment information has been revised to reflect these changes for all periods presented. The changes had no impact on our consolidated results of operations. 15. Segment Information, Continued: Segment expenses include specific expenses incurred as a direct result of providing services and products to segment customers; selling, general and administrative expenses that are directly associated with specific segment customers or activities; and certain allocated expenses which include network expenses, facilities expenses and other expenses, such as vehicle and real estate-related expenses. We do not assign depreciation and amortization expense, goodwill impairment, merger, integration and other costs, restructuring charges, share-based compensation and pension costs to our segments, because these expenses are centrally managed and are not monitored by or reported to the chief operating decision maker (“CODM”) by segment. Similarly, certain costs related to centrally-managed administrative functions, such as accounting and finance, information technology, network management, legal and human resources, are not assigned to our segments. Interest expense and net loss on early extinguishment of debt have also been excluded from segment operating results because we manage our financing activities on a total company basis and have not assigned any long-term debt obligations to the segments. Amounts related to our investment in Uniti common stock consisting of dividend income, net gain on disposal and other-than-temporary impairment loss, as well as other (expense) income, net, and income tax benefit are not monitored as a part of our segment operations and, therefore, these items also have been excluded from our segment operating results. Asset information by segment is not monitored or reported to the CODM and therefore has not been presented. All of our customers are located in the United States and we do not have any single customer that provides more than 10 percent of our total consolidated revenues and sales. The following table summarizes our segment results for the years ended December 31: (Millions) 2017 2016 2015 Consumer & Small Business: Revenues and sales $ 1,978.3 $ 2,063.3 $ 2,118.3 Costs and expenses 848.5 870.7 913.8 Segment income 1,129.8 1,192.6 1,204.5 Enterprise: Revenues and sales 2,942.1 2,587.9 2,708.9 Costs and expenses 2,364.9 2,075.7 2,184.1 Segment income 577.2 512.2 524.8 Wholesale: Revenues and sales 756.6 720.8 794.0 Costs and expenses 226.8 194.5 187.5 Segment income 529.8 526.3 606.5 CLEC Consumer: Revenues and sales 175.9 15.0 12.9 Costs and expenses 86.9 13.1 12.3 Segment income 89.0 1.9 0.6 Total segment revenues and sales 5,852.9 5,387.0 5,634.1 Total segment costs and expenses 3,527.1 3,154.0 3,297.7 Total segment income $ 2,325.8 $ 2,233.0 $ 2,336.4 The following table reconciles total segment revenues and sales to total consolidated revenues and sales: (Millions) 2017 2016 2015 Total segment revenues and sales $ 5,852.9 $ 5,387.0 $ 5,634.1 Revenues and sales related to disposed businesses — — 131.2 Total revenue and sales $ 5,852.9 $ 5,387.0 $ 5,765.3 15. Segment Information, Continued: The following table reconciles segment income to consolidated net (loss) income for the years ended December 31: (Millions) 2017 2016 2015 Total segment income $ 2,325.8 $ 2,233.0 $ 2,336.4 Revenues and sales related to disposed businesses — — 131.2 Depreciation and amortization (1,470.0 ) (1,263.5 ) (1,366.5 ) Goodwill impairment (1,840.8 ) — — Merger, integration and other costs (137.4 ) (13.8 ) (95.0 ) Restructuring charges (43.0 ) (20.3 ) (20.7 ) Other unassigned operating expenses (428.1 ) (420.0 ) (387.7 ) Operating expenses related to disposed businesses — — (88.3 ) Dividend income on Uniti common stock — 17.6 48.2 Other (expense) income, net — (1.2 ) 9.3 Net gain on disposal of investment in Uniti common stock — 15.2 — Gain (loss) on sale of data center business 0.6 (10.0 ) 326.1 Net loss on early extinguishment of debt (56.4 ) (18.0 ) (36.4 ) Other-than-temporary impairment loss on investment in Uniti common stock — (181.9 ) — Interest expense (875.4 ) (860.6 ) (813.2 ) Income tax (benefit) expense 408.1 140.0 (16.0 ) Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 |
Supplemental Guarantor Informat
Supplemental Guarantor Information: | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information Disclosure [Abstract] | |
Supplemental Guarantor Information: | Supplemental Guarantor Information: Debentures and notes, without collateral, issued by Windstream Services, LLC In connection with the issuance of the 7.750 percent senior notes due October 15, 2020, the 7.750 percent senior notes due October 1, 2021, the 7.500 percent senior notes due June 1, 2022, the 7.500 percent senior notes due April 1, 2023, the 6.375 percent senior notes due August 1, 2023, 8.750 percent senior notes due December 15, 2024, and the 8.625 percent senior first lien notes due October 31, 2025 (“the guaranteed notes”), certain of Windstream Services’ wholly-owned subsidiaries (the “Guarantors”), provide guarantees of those debentures. These guarantees are full and unconditional, subject to certain customary release provisions, as well as joint and several. All personal property assets and related operations of the Guarantors are pledged as collateral on the senior secured credit facility of Windstream Services. Certain Guarantors may be subject to restrictions on their ability to distribute earnings to Windstream Services. The remaining subsidiaries of Windstream Services (the “Non-Guarantors”) are not guarantors of the guaranteed notes. Windstream Holdings is not a guarantor of any Windstream Services debt instruments. Following the mergers, the acquired legal entities of EarthLink and Broadview have been designated as either Guarantors or Non-Guarantors. Accordingly, the financial information presented herein includes the acquired EarthLink operations beginning on February 27, 2017 and acquired Broadview operations beginning on July 28, 2017. The following information presents condensed consolidating and combined statements of comprehensive income (loss) for the years ended December 31, 2017 , 2016 and 2015 , condensed consolidating and combined balance sheets as of December 31, 2017 and 2016 , and condensed consolidating and combined statements of cash flows for the years ended December 31, 2017 , 2016 and 2015 of Windstream Services, the Guarantors and the Non-Guarantors. Investments consist of investments in net assets of subsidiaries held by Windstream Services and other subsidiaries, and have been presented using the equity method of accounting. 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,190.5 $ 4,668.5 $ (99.3 ) $ 5,759.7 Product sales — 83.6 9.6 — 93.2 Total revenues and sales — 1,274.1 4,678.1 (99.3 ) 5,852.9 Costs and expenses: Cost of services — 565.4 2,496.7 (97.2 ) 2,964.9 Cost of products sold — 77.2 16.3 — 93.5 Selling, general and administrative — 162.4 734.5 (2.1 ) 894.8 Depreciation and amortization 9.3 365.0 1,095.7 — 1,470.0 Goodwill impairment 979.4 — 861.4 — 1,840.8 Merger, integration and other costs — 1.6 135.8 — 137.4 Restructuring charges — 8.5 34.5 — 43.0 Total costs and expenses 988.7 1,180.1 5,374.9 (99.3 ) 7,444.4 Operating (loss) income (988.7 ) 94.0 (696.8 ) — (1,591.5 ) (Losses) earnings from consolidated subsidiaries (1,018.8 ) (195.5 ) 11.6 1,202.7 — Other income (expense), net 0.2 0.2 (0.4 ) — — Loss on sale of data center business — — 0.6 — 0.6 Net (loss) gain on early extinguishment of debt (54.6 ) (2.0 ) 0.2 — (56.4 ) Intercompany interest income (expense) 84.5 (39.6 ) (44.9 ) — — Interest expense (375.8 ) (149.0 ) (350.6 ) — (875.4 ) Loss before income taxes (2,353.2 ) (291.9 ) (1,080.3 ) 1,202.7 (2,522.7 ) Income tax (benefit) expense (237.8 ) (39.0 ) (130.5 ) — (407.3 ) Net loss $ (2,115.4 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,115.4 ) Comprehensive loss $ (2,099.9 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,099.9 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,011.0 $ 4,304.9 $ (36.0 ) $ 5,279.9 Product sales — 96.4 10.7 — 107.1 Total revenues and sales — 1,107.4 4,315.6 (36.0 ) 5,387.0 Costs and expenses: Cost of services — 417.0 2,294.0 (33.2 ) 2,677.8 Cost of products sold — 86.7 11.8 — 98.5 Selling, general and administrative — 150.7 648.1 (2.8 ) 796.0 Depreciation and amortization 13.8 301.4 948.3 — 1,263.5 Merger, integration and other costs — — 13.8 — 13.8 Restructuring charges — 2.9 17.4 — 20.3 Total costs and expenses 13.8 958.7 3,933.4 (36.0 ) 4,869.9 Operating (loss) income (13.8 ) 148.7 382.2 — 517.1 Losses from consolidated subsidiaries (65.1 ) (65.7 ) (15.1 ) 145.9 — Dividend income on Uniti common stock 17.6 — — — 17.6 Other income (expense), net 1.8 (0.8 ) (2.2 ) — (1.2 ) Net gain on disposal of investment in Uniti common stock 15.2 — — — 15.2 Loss on sale of data center business — — (10.0 ) — (10.0 ) Net loss on early extinguishment of debt (18.0 ) — — — (18.0 ) Other-than-temporary impairment loss on (181.9 ) — — — (181.9 ) Intercompany interest income (expense) 116.6 (44.6 ) (72.0 ) — — Interest expense (355.1 ) (149.5 ) (356.0 ) — (860.6 ) Loss before income taxes (482.7 ) (111.9 ) (73.1 ) 145.9 (521.8 ) Income tax benefit (100.2 ) (16.3 ) (22.8 ) — (139.3 ) Net loss $ (382.5 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (382.5 ) Comprehensive loss $ (92.2 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (92.2 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2015 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,163.2 $ 4,461.0 $ (25.6 ) $ 5,598.6 Product sales — 145.3 21.4 — 166.7 Total revenues and sales — 1,308.5 4,482.4 (25.6 ) 5,765.3 Costs and expenses: Cost of services — 493.6 2,290.6 (22.2 ) 2,762.0 Cost of products sold — 125.0 20.2 — 145.2 Selling, general and administrative — 186.8 681.1 (3.4 ) 864.5 Depreciation and amortization 18.3 334.5 1,013.7 — 1,366.5 Merger, integration and other costs — — 95.0 — 95.0 Restructuring charges — 9.4 11.3 — 20.7 Total costs and expenses 18.3 1,149.3 4,111.9 (25.6 ) 5,253.9 Operating (loss) income (18.3 ) 159.2 370.5 — 511.4 Earnings (losses) from consolidated subsidiaries 239.6 (149.9 ) (7.8 ) (81.9 ) — Dividend income on Uniti common stock 48.2 — — — 48.2 Other (expense) income, net (2.5 ) 0.8 11.0 — 9.3 Gain on sale of data center business — — 326.1 — 326.1 Net loss on early extinguishment of debt (30.7 ) (5.3 ) (0.4 ) — (36.4 ) Intercompany interest income (expense) 115.9 (46.5 ) (69.4 ) — — Interest expense (440.1 ) (122.0 ) (251.1 ) — (813.2 ) (Loss) income before income taxes (87.9 ) (163.7 ) 378.9 (81.9 ) 45.4 Income tax (benefit) expense (116.5 ) (15.8 ) 149.1 — 16.8 Net income (loss) $ 28.6 $ (147.9 ) $ 229.8 $ (81.9 ) $ 28.6 Comprehensive (loss) income $ (267.9 ) $ (147.9 ) $ 229.8 $ (81.9 ) $ (267.9 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.5 $ 40.9 $ — $ 43.4 Accounts receivable, net — 185.2 461.1 (3.3 ) 643.0 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 18.3 1,949.8 (1,968.1 ) — Inventories — 76.9 16.1 — 93.0 Prepaid expenses and other 25.6 44.3 83.2 — 153.1 Total current assets 25.6 332.2 2,551.1 (1,976.4 ) 932.5 Investments in consolidated subsidiaries 5,603.7 575.9 401.0 (6,580.6 ) — Notes receivable - affiliate — 306.9 — (306.9 ) — Goodwill 657.2 1,712.8 472.4 — 2,842.4 Other intangibles, net 479.8 461.7 512.9 — 1,454.4 Net property, plant and equipment 5.8 1,318.3 4,067.7 — 5,391.8 Deferred income taxes — 460.7 205.2 (295.1 ) 370.8 Other assets 25.7 15.5 51.2 — 92.4 Total Assets $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 Liabilities and Equity (Deficit) Current Liabilities: Current maturities of long-term debt $ 169.3 $ — $ — $ — $ 169.3 Current portion of long-term lease obligations — 55.2 133.4 — 188.6 Accounts payable — 123.4 370.6 — 494.0 Affiliates payable, net 1,968.1 — — (1,968.1 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 40.7 169.9 (3.3 ) 207.3 Accrued taxes — 23.8 65.7 — 89.5 Accrued interest 50.2 1.8 0.6 — 52.6 Other current liabilities 15.6 102.7 223.8 — 342.1 Total current liabilities 2,203.2 347.6 969.0 (1,976.4 ) 1,543.4 Long-term debt 5,575.0 99.6 — — 5,674.6 Long-term lease obligations — 1,350.1 3,293.2 — 4,643.3 Notes payable - affiliate — — 306.9 (306.9 ) — Deferred income taxes 295.1 — — (295.1 ) — Other liabilities 23.4 77.1 421.4 — 521.9 Total liabilities 8,096.7 1,874.4 4,990.5 (2,578.4 ) 12,383.2 Commitments and Contingencies (See Note 14) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,187.1 3,958.6 1,358.1 (5,316.7 ) 1,187.1 Accumulated other comprehensive income 21.4 — 4.0 (4.0 ) 21.4 (Accumulated deficit) retained earnings (2,507.4 ) (688.4 ) 1,827.0 (1,138.6 ) (2,507.4 ) Total equity (deficit) (1,298.9 ) 3,309.6 3,271.0 (6,580.6 ) (1,298.9 ) Total Liabilities and Equity (Deficit) $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.2 $ 56.9 $ — $ 59.1 Accounts receivable, net — 178.9 439.7 — 618.6 Notes receivable - affiliate — 4.8 — (4.8 ) — Affiliates receivable, net — 531.9 2,106.8 (2,638.7 ) — Inventories — 65.9 11.6 — 77.5 Prepaid expenses and other 10.1 36.5 65.1 — 111.7 Total current assets 10.1 820.2 2,680.1 (2,643.5 ) 866.9 Investments in consolidated subsidiaries 6,081.8 297.7 231.4 (6,610.9 ) — Notes receivable - affiliate — 310.5 — (310.5 ) — Goodwill 1,636.7 1,364.4 1,212.5 — 4,213.6 Other intangibles, net 515.2 258.8 546.5 — 1,320.5 Net property, plant and equipment 6.9 1,234.3 4,042.3 — 5,283.5 Deferred income taxes — 320.2 102.5 (422.7 ) — Other assets 19.5 16.0 50.0 — 85.5 Total Assets $ 8,270.2 $ 4,622.1 $ 8,865.3 $ (9,987.6 ) $ 11,770.0 Liabilities and Equity Current Liabilities: Current maturities of long-term debt $ 14.9 $ — $ — $ — $ 14.9 Current portion of long-term lease obligations — 49.5 119.2 — 168.7 Accounts payable — 101.5 288.7 — 390.2 Affiliates payable, net 2,638.7 — — (2,638.7 ) — Notes payable - affiliate — — 4.8 (4.8 ) — Advance payments and customer deposits — 40.9 137.2 — 178.1 Accrued taxes — 21.3 56.7 — 78.0 Accrued interest 55.4 1.8 0.9 — 58.1 Other current liabilities 32.9 69.9 263.8 — 366.6 Total current liabilities 2,741.9 284.9 871.3 (2,643.5 ) 1,254.6 Long-term debt 4,749.2 99.5 — — 4,848.7 Long-term lease obligations — 1,405.3 3,426.6 — 4,831.9 Notes payable - affiliate — — 310.5 (310.5 ) — Deferred income taxes 574.2 — — (422.7 ) 151.5 Other liabilities 34.9 53.2 425.2 — 513.3 Total liabilities 8,100.2 1,842.9 5,033.6 (3,376.7 ) 11,600.0 Commitments and Contingencies (See Note 14) Equity: Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 556.1 3,143.3 825.3 (3,968.6 ) 556.1 Accumulated other comprehensive income (loss) 5.9 — (1.2 ) 1.2 5.9 (Accumulated deficit) retained earnings (392.0 ) (403.5 ) 2,925.7 (2,522.2 ) (392.0 ) Total equity 170.0 2,779.2 3,831.7 (6,610.9 ) 170.0 Total Liabilities and Equity $ 8,270.2 $ 4,622.1 $ 8,865.3 $ (9,987.6 ) $ 11,770.0 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (342.7 ) $ 301.6 $ 992.1 $ — $ 951.0 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.5 ) (120.4 ) (787.7 ) — (908.6 ) Acquisition of Broadview, net of cash acquired (63.3 ) — — — (63.3 ) Cash acquired from EarthLink — 0.7 4.3 — 5.0 Other, net — (5.0 ) (11.3 ) — (16.3 ) Net cash used in investing activities (63.8 ) (124.7 ) (794.7 ) — (983.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (83.7 ) — — — (83.7 ) Contribution from Windstream Holdings, Inc. 9.6 — — — 9.6 Repayments of debt and swaps (1,682.6 ) (435.3 ) (160.0 ) — (2,277.9 ) Proceeds of debt issuance 2,614.6 — — — 2,614.6 Debt issuance costs (27.1 ) — — — (27.1 ) Intercompany transactions, net (413.0 ) 338.7 74.3 — — Payments under long-term lease obligations — (49.5 ) (119.2 ) — (168.7 ) Payments under capital lease obligations — (34.0 ) (5.0 ) — (39.0 ) Other, net (11.3 ) 3.5 (3.5 ) — (11.3 ) Net cash provided from (used in) financing activities 406.5 (176.6 ) (213.4 ) — 16.5 Increase (decrease) in cash and cash equivalents — 0.3 (16.0 ) — (15.7 ) Cash and Cash Equivalents: Beginning of period — 2.2 56.9 — 59.1 End of period $ — $ 2.5 $ 40.9 $ — $ 43.4 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (143.2 ) $ 363.2 $ 705.4 $ — $ 925.4 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.6 ) (177.6 ) (811.6 ) — (989.8 ) Proceeds from the sale of property — 1.0 5.3 — 6.3 Other, net (4.1 ) — (2.4 ) — (6.5 ) Net cash used in investing activities (4.7 ) (176.6 ) (808.7 ) — (990.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (88.5 ) — — — (88.5 ) Repayments of debt and swaps (3,263.7 ) — — — (3,263.7 ) Proceeds of debt issuance 3,674.5 — — — 3,674.5 Debt issuance costs (12.4 ) — — — (12.4 ) Intercompany transactions, net (155.0 ) (142.5 ) 294.2 3.3 — Payments under long-term lease obligations — (44.9 ) (107.9 ) — (152.8 ) Payments under capital lease obligations — (1.7 ) (56.0 ) — (57.7 ) Other, net (7.0 ) 3.6 (3.6 ) — (7.0 ) Net cash provided from (used in) financing activities 147.9 (185.5 ) 126.7 3.3 92.4 Increase in cash and cash equivalents — 1.1 23.4 3.3 27.8 Cash and Cash Equivalents: Beginning of period — 1.1 33.5 (3.3 ) 31.3 End of period $ — $ 2.2 $ 56.9 $ — $ 59.1 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2015 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (337.4 ) $ 259.8 $ 1,105.4 $ — $ 1,027.8 Cash Flows from Investing Activities: Additions to property, plant and equipment (1.0 ) (187.2 ) (867.1 ) — (1,055.3 ) Changes in restricted cash 6.7 — — — 6.7 Grant funds received for broadband stimulus projects 23.5 — — — 23.5 Network expansion funded by Connect America — (18.6 ) (55.3 ) — (73.9 ) Disposition of data center business — — 574.2 — 574.2 Other, net (9.6 ) 0.1 12.3 — 2.8 Net cash provided from (used in) investing activities 19.6 (205.7 ) (335.9 ) — (522.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (416.6 ) — — — (416.6 ) Payment received from Uniti in spin-off 1,035.0 — — — 1,035.0 Funding received from Uniti for tenant capital — 19.6 23.5 — 43.1 Repayments of debt and swaps (2,898.9 ) (450.0 ) (2.0 ) — (3,350.9 ) Proceeds of debt issuance 2,335.0 — — — 2,335.0 Debt issuance costs (4.3 ) — — — (4.3 ) Intercompany transactions, net 277.1 409.8 (709.6 ) 22.7 — Payments under long-term lease obligations — (35.6 ) (67.0 ) — (102.6 ) Payments under capital lease obligations — (4.2 ) (27.3 ) — (31.5 ) Other, net (9.5 ) 3.6 (3.6 ) — (9.5 ) Net cash provided from (used in) financing activities 317.8 (56.8 ) (786.0 ) 22.7 (502.3 ) (Decrease) increase in cash and cash equivalents — (2.7 ) (16.5 ) 22.7 3.5 Cash and Cash Equivalents: Beginning of period — 3.8 50.0 (26.0 ) 27.8 End of period $ — $ 1.1 $ 33.5 $ (3.3 ) $ 31.3 |
Quarterly Financial Information
Quarterly Financial Information - (Unaudited): | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information - (Unaudited): | Quarterly Financial Information – (Unaudited): For the Year Ended December 31, 2017 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,852.9 $ 1,497.9 $ 1,497.7 $ 1,491.6 $ 1,365.7 Operating (loss) income $ (1,593.5 ) $ (1,789.3 ) $ 43.0 $ 106.8 $ 46.0 Net loss $ (2,116.6 ) $ (1,835.7 ) $ (101.5 ) $ (68.1 ) $ (111.3 ) Basic and diluted loss per share: (a) Net loss ($12.52 ) ($10.26 ) ($.55 ) ($.37 ) ($.89 ) (a) Quarterly loss per share amounts may not add to full-year loss per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. Significant items affecting our historical operating trends in the quarterly periods of 2017 were as follows: • As discussed in Note 4, we recognized in the fourth quarter of 2017 a goodwill impairment charge of $1,840.8 million . • As discussed in Note 9, we recognize actuarial gains and losses for pension benefits as a component of net periodic benefit expense (income) in the fourth quarter of each year, unless an earlier measurement date is required. Results of operations for the fourth quarter of 2017 include net pre-tax actuarial losses related to pension benefits of $10.5 million or an after-tax charge of $7.7 million , respectively. • Operating (loss) income in each of the quarters of 2017 was adversely impacted by increases in depreciation and amortization expense when compared to the same periods a year ago. The increases were primarily attributable to the mergers with Broadview and EarthLink and the implementation of new depreciation rates in the fourth quarter of 2016 that shortened the depreciable lives of assets used by certain of our subsidiaries partially offset by the effects of extending the useful lives of certain fiber assets from 20 to 25 years. • Operating (loss) income and net loss in each of the quarters of 2017 included incremental merger, integration and other charges related to our mergers with Broadview and EarthLink. These incremental charges totaled $20.4 million , $31.5 million , $13.4 million and $53.1 million in the fourth, third, second and first quarters of 2017, respectively. See Note 11 for additional information. • Operating income and net loss in the third quarter of 2017 included incremental restructuring charges related to a workforce reduction designed to improve our overall cost structure and gain operational efficiencies. In undertaking these efforts, we eliminated approximately 700 employees and incurred a restructuring charge of $22.8 million , principally consisting of severance and employee benefit costs (see Note 11). For the Year Ended December 31, 2016 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,387.0 $ 1,309.1 $ 1,344.9 $ 1,359.6 $ 1,373.4 Operating income $ 515.4 $ 73.7 $ 129.4 $ 154.6 $ 157.7 Net (loss) income $ (383.5 ) $ (86.9 ) $ (66.2 ) $ 1.5 $ (231.9 ) Basic and diluted (loss) earnings per share: (a) Net (loss) income ($4.11 ) ($.94 ) ($.72 ) $.01 ($2.52 ) (a) Quarterly (loss) earnings per share amounts may not add to full-year (loss) earnings per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. 17. Quarterly Financial Information – (Unaudited), Continued: Significant items affecting our historical operating trends in the quarterly periods of 2016 were as follows: • Results of operations for the fourth quarter of 2016 include net pre-tax actuarial losses related to pension benefits of $60.7 million or an after-tax charge of $37.2 million , respectively. • Operating income in each of the first three quarters of 2016 was favorably impacted by decreases in depreciation and amortization expense when compared to the same periods a year ago. The decreases were primarily attributable to fully depreciating at the end of 2015 a large number of assets acquired in connection with acquisitions completed in 2010 and 2011 and the 2015 disposals of the data center, consumer CLEC and directory publishing operations. • Net (loss) income for the first and second quarters of 2016 was adversely impacted by additional interest expense of $126.9 million and $125.4 million , respectively, attributable to the long-term lease obligation under the master lease agreement with Uniti. This additional interest expense increased the net loss $77.9 million and $76.9 million in the first and second quarters of 2016, respectively. (See Note 6). • Net (loss) income for the first quarter of 2016 included an other-than-temporary impairment charge of $181.9 million related to our investment in Uniti. (See Note 5). |
Subsequent Event (Notes)
Subsequent Event (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events: | Subsequent Events: On January 3, 2018, Windstream Holdings signed a definitive agreement to acquire MASS Communications (“MASS”), a privately held telecommunications network management company for approximately $37.5 million in an all-cash transaction. MASS Communications serves a broad range of small to mid-sized global enterprises in the financial, legal, healthcare, technology, education and government sectors, providing custom engineered voice, data and networking solutions. The transaction is expected to close by the second quarter of 2018, subject to customary closing conditions, including receipt of necessary federal and state regulatory approvals. In January 2018, we completed a workforce reduction eliminating approximately 400 employees to further streamline our operations. We incurred approximately $12.2 million of severance and employee benefits costs in eliminating these positions. As previously discussed in Note 6, on February 26, 2018, Windstream Services made the required one-time mandatory redemption payment of $150.0 million related to the 2024 Notes using available borrowing capacity under its revolving line of credit. |
Summary of Significant Accoun35
Summary of Significant Accounting Policies and Changes: (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates – The preparation of financial statements, in accordance with U.S. GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements, and such differences could be material. |
Cash and Cash Equivalents | Cash and Cash Equivalents – Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. |
Accounts Receivable | Accounts Receivable – Accounts receivable consist principally of trade receivables from customers and are generally unsecured and due within 30 days. Expected credit losses related to trade accounts receivable are recorded as an allowance for doubtful accounts in the consolidated balance sheets. In establishing the allowance for doubtful accounts, we consider a number of factors, including historical collection experience, aging of the accounts receivable balances, current economic conditions and a specific customer’s ability to meet its financial obligations. When internal collection efforts on accounts have been exhausted, the accounts are written off by reducing the allowance for doubtful accounts. Concentration of credit risk with respect to accounts receivable is limited because a large number of geographically diverse customers make up our customer base. Due to varying customer billing cycle cut-off, we must estimate service revenues earned but not yet billed at the end of each reporting period. Included in accounts receivable are unbilled receivables related to communications services and product sales of $23.8 million and $33.0 million at December 31, 2017 and 2016 , respectively. |
Inventories | Inventories – Inventories consist of finished goods and are stated at the lower of cost or net realizable value. Cost is determined using either an average original cost or specific identification method of valuation. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets – Prepaid expenses and other current assets consist of prepaid services, rent, insurance, taxes, maintenance contracts and refundable deposits. Prepayments are expensed on a straight-line basis over the corresponding life of the underlying agreements. |
Connect America Fund Support | Connect America Fund Support – In conjunction with reforming USF, the Federal Communications Commission (“FCC”) established the Connect America Fund (“CAF”) which provides incremental broadband funding to a number of unserved and underserved locations. CAF includes both short-term (“ CAF Phase I”) and a longer-term (“CAF Phase II”) framework. During 2015, we received $73.9 million in CAF Phase I support for upgrades and new deployments of broadband service. Pursuant to commitments we made with the FCC, we agreed to match, on at least a dollar-for-dollar basis, the total amount of CAF Phase I support we received. As of January 1, 2016, we had utilized all CAF Phase I support we had received. CAF Phase I support received and used to construct network assets during 2015 has been presented within the investing activities section of the consolidated statements of cash flows. In August 2015, Windstream accepted CAF Phase II support offers for 17 of 18 states in which it is an incumbent provider, totaling approximately $175.0 million in annual funding. Support was retroactive to the beginning of 2015 and will continue for six additional years. Windstream is obligated to offer broadband service at speeds of 10/1 Mbps or better to approximately 400,000 eligible locations in high-cost areas in those 17 states. Funds received under CAF Phase II are recognized as service revenues ratably over the period to which the funding pertains. |
Asset Disposals | Asset Disposals – On December 18, 2015, Windstream Services completed the sale of a substantial portion of our data center business to TierPoint LLC (“TierPoint”) for $574.2 million in cash, net of the $0.8 million working capital settlement, and recorded a pre-tax gain of $326.1 million . Excluding the effects of the gain, the data center business incurred a pretax loss of $(0.5) million in 2015. The sale of the data center business did not represent a strategic shift in our business nor have a major effect on our consolidated results of operations, financial position or cash flows, and accordingly, did not qualify for reporting as a discontinued operation. As part of the transaction, we established an ongoing reciprocal strategic partnership with TierPoint, allowing both companies to sell their respective products and services to each other’s prospective customers through referrals. Pursuant to the terms of the Membership Interest Purchase Agreement, Windstream Services agreed to indemnify TierPoint for certain losses attributable to any alleged breaches of representations and warranties made by us with such indemnification liability capped at $10.0 million . On November 22, 2016, TierPoint submitted a notice of a claim to us for indemnification and payment of $10.0 million . Due to the nature of the claims and the potential difficulty in defending against such claims, as of December 31, 2016, we recorded a loss of $10.0 million related to the indemnification claim. During the second quarter of 2017, we made a cash payment to TierPoint of $9.4 million to settle this claim. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets – Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired through various business combinations. The cost of acquired entities at the date of the acquisition is allocated to identifiable assets, and the excess of the total purchase price over the amounts assigned to identifiable assets has been recorded as goodwill. In accordance with authoritative guidance, goodwill is to be assigned to a company’s reporting units and tested for impairment at least annually or sooner when circumstances indicate an impairment may exist using a consistent measurement date, which for us is November 1st of each year. Goodwill is tested at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment, referred to as a component. A component of an operating segment is a reporting unit for which discrete financial information is available and our executive management team regularly reviews the operating results of that component. Additionally, components of an operating segment can be combined as a single reporting unit if the components have similar economic characteristics. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired. If the carrying value of the reporting unit exceeds its fair value, then an impairment loss is recognized equal to the amount by which the carrying value exceeds the reporting unit’s fair value; however, the impairment loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Prior to performing the quantitative evaluation, an entity has the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit exceeds the carrying value. Under the qualitative assessment, if an entity determines that it is more likely than not that a reporting unit’s fair value exceeds its carrying value, then the entity is not required to complete the quantitative goodwill impairment evaluation. As further discussed in Notes 2, 4 and 15 to the consolidated financial statements, during the fourth quarter of 2017, we reassessed our reporting unit structure as of November 1, 2017 in conjunction with the reorganization of our business operations. As of the reassessment date, we determined that we had four reporting units consisting of Consumer & Small Business, Enterprise, Wholesale and Consumer CLEC, which is also consistent with how we defined our four reportable operating segments. Our reporting units are not separate legal entities with discrete balance sheet information. Accordingly, in determining the reporting unit’s carrying value, assets and liabilities were assigned to the reporting units using a combination of specification identification and consistent and reasonable allocation methodologies as appropriate. As described in Note 15, except for the allocation of all revenues, sales and related expenses that were previously not assigned to the segments (these amounts were historically assigned to each reporting unit for the purposes of determining each reporting unit’s fair value in conjunction with the goodwill impairment test), and the inclusion of the Small Business portion of the former Consumer and Small Business CLEC reporting unit into the Enterprise reporting unit, the reorganization did not significantly change the composition of our Consumer & Small Business, Enterprise and Wholesale reporting units with respect to customers, products and service offerings and methods of service delivery. Accordingly, we did not change the amount of goodwill allocated to the reporting units from December 31, 2016. We also incrementally added goodwill to the Enterprise, Wholesale and Consumer and Small Business CLEC reporting units the goodwill attributable to the EarthLink and Broadview acquisitions. As a result of combining Small Business CLEC of the former Consumer and Small Business CLEC segment into Enterprise and separating Consumer CLEC into its own segment, we allocated the goodwill of the former Consumer and Small Business CLEC reporting unit on a relative fair value basis between the Enterprise and Consumer CLEC reporting units. We also confirmed, immediately before the reorganization and reallocation of goodwill, that an impairment did not exist in the Consumer and Small Business CLEC and Enterprise reporting units. We performed a quantitative goodwill impairment test as of our annual measurement date of November 1, 2017. The results of our annual impairment test are discussed in Note 4. Other intangible assets arising from business combinations such as franchise rights, customer lists, trade names and internally developed technology and software are initially recorded at estimated fair value. We amortize customer lists using the sum-of-the-years-digits method over the estimated lives of the customer relationships. All other intangible assets are amortized using a straight-line method over the estimated useful lives. (See Note 4 for additional information.) |
Net Property, Plant and Equipment | Net Property, Plant and Equipment – Property, plant and equipment are stated at original cost, less accumulated depreciation. Property, plant and equipment consists of central office equipment, office and warehouse facilities, outside communications plant, customer premise equipment, furniture, fixtures, vehicles, machinery, other equipment and software to support the business units in the distribution of telecommunications products. The costs of additions, replacements, substantial improvements and extension of the network to the customer premise, including related labor costs, are capitalized, while the costs of maintenance and repairs are expensed as incurred. Capitalized labor costs include non-cash share-based compensation and the matching stock contribution to the employee savings plan for those employees directly involved with construction activities. Depreciation expense amounted to $1,229.0 million , $1,078.3 million , and $1,146.3 million in 2017 , 2016 and 2015 , respectively. 2. Summary of Significant Accounting Policies and Changes, Continued: Net property, plant and equipment consisted of the following as of December 31: (Millions) Depreciable Lives 2017 2016 Land $ 65.4 $ 42.8 Building and improvements 3-40 years 420.3 608.8 Central office equipment 3-40 years 7,170.5 6,493.6 Outside communications plant 7-47 years 7,882.5 7,390.9 Furniture, vehicles and other equipment 1-23 years 2,308.7 1,835.5 Construction in progress 440.8 618.8 18,288.2 16,990.4 Less accumulated depreciation (12,896.4 ) (11,706.9 ) Net property, plant and equipment $ 5,391.8 $ 5,283.5 Of the total net property, plant and equipment at December 31, 2017 and 2016 listed above, approximately $2.0 billion and $2.2 billion , respectively, has been legally transferred to Uniti Group, Inc. (“Uniti”) (formerly Communications Sales & Leasing, Inc.) as a result of the spin-off and leaseback by Windstream Holdings (see Note 5). Under the master lease agreement with Uniti, any capital improvements, including upgrades or replacements to the leased network assets, funded by us become the property of Uniti at the time such improvements are placed in service. As further discussed in Note 6, we accounted for the spin-off transaction as a failed spin-leaseback for financial reporting purposes and, as a result the net book value of the assets initially transferred to Uniti and any subsequent capital improvements made by us continue to be reported in our consolidated balance sheet as property, plant and equipment and are depreciated over the shorter of the estimated useful life of the asset or the initial lease term of 15 years . Our regulated operations use a group composite depreciation method. Under this method, when plant is retired, the original cost, net of salvage value, is charged against accumulated depreciation and no immediate gain or loss is recognized on the disposition of the plant. For our non-regulated operations, when depreciable plant is retired or otherwise disposed of, the related cost and accumulated depreciation are deducted from the plant accounts, with the corresponding gain or loss reflected in operating results. In accordance with the terms of certain broadband stimulus grants we received from the Rural Utilities Service (“RUS”) to fund 75 percent of the costs related to specified construction projects, the RUS retained a security interest in the assets funded by these grants for the duration of their economic life, which varies by grant for periods up to 23 years . In the event of default of terms of the agreement, the RUS could exercise the rights under its retained security interest to gain control and ownership of these assets. In addition, in the event of a proposed change in control of Windstream, the acquiring party would need to receive approval from the RUS prior to consummating the proposed transaction, for which pre-approval will not be reasonably withheld. At December 31, 2017, the net book value of assets funded by broadband stimulus grants was $93.6 million . We capitalize interest in connection with the acquisition or construction of plant assets. Capitalized interest is included in the cost of the asset with a corresponding reduction in interest expense. Capitalized interest amounted to $7.0 million , $10.7 million and $10.4 million in 2017 , 2016 and 2015 , respectively. |
Asset Retirement Obligations | Asset Retirement Obligations – We recognize asset retirement obligations in accordance with authoritative guidance on accounting for asset retirement obligations and conditional asset retirement obligations, which requires recognition of a liability for the fair value of an asset retirement obligation if the amount can be reasonably estimated. Our asset retirement obligations include legal obligations to remediate the asbestos in certain buildings if we exit them, to properly dispose of our chemically-treated telephone poles at the time they are removed from service and to restore certain leased properties to their previous condition upon exit from the lease. These asset retirement obligations totaled $53.0 million and $53.3 million as of December 31, 2017 and 2016 , respectively, and are included in other liabilities in the accompanying consolidated balance sheets. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets – We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable from future, undiscounted net cash flows expected to be generated by the asset group. If the asset group is not fully recoverable, an impairment loss would be recognized for the difference between the carrying value of the asset group and its estimated fair value based on discounted net future cash flows. |
Derivative Instruments | Derivative Instruments – Windstream Services enters into interest rate swap agreements to mitigate the interest rate risk inherent in its variable rate senior secured credit facility. Derivative instruments are accounted for in accordance with authoritative guidance for recognition, measurement and disclosures about derivative instruments and hedging activities, including when a derivative or other financial instrument can be designated as a hedge. This guidance requires recognition of all derivative instruments at fair value, and accounting for the changes in fair value depends on whether the derivative has been designated as, qualifies as and is effective as a hedge. Changes in fair value of the effective portions of cash flow hedges are recorded as a component of other comprehensive (loss) income in the current period. Any ineffective portion of the hedges is recognized in earnings in the current period. |
Revenue Recognition | Revenue Recognition – Service revenues are primarily derived from providing access to or usage of our networks and facilities. Service revenues are recognized over the period that the corresponding services are rendered to customers. Revenues that are billed in advance include monthly recurring network access and data services, special access and monthly recurring voice, Internet and other related charges. The unearned portion of these revenues is included in advance payments and customer deposits in the accompanying consolidated balance sheets. Revenues derived from other telecommunications services, including interconnection, long-distance and enhanced service revenues are recognized monthly as services are provided. Revenue from sales of indefeasible rights to use fiber optic network facilities (“IRUs”) and the related telecommunications network maintenance arrangements is generally recognized over the term of the related lease or contract. Sales of communications products including customer premise equipment are recognized when products are delivered to and accepted by customers. Fees assessed to customers for service activation are deferred upon service activation and recognized as service revenue on a straight-line basis over the expected life of the customer relationship in accordance with authoritative guidance on multiple element arrangements. Certain costs associated with activating such services are deferred and recognized as an operating expense over the same period. In determining whether to include in revenues and expenses the taxes and surcharges assessed and collected from customers and remitted to government authorities, including USF charges, sales, use, value added and excise taxes, we evaluate, among other factors, whether we are the primary obligor or principal tax payer for the fees and taxes assessed in each jurisdiction in which we operate. In those jurisdictions for which we are the primary obligor, we record the taxes and surcharges on a gross basis and include in revenues and costs of services and products. In jurisdictions in which we function as a collection agent for the government authority, we record the taxes on a net basis and exclude the amounts from our revenues and costs of services and products. |
Advertising | Advertising – Advertising costs are expensed as incurred. Advertising expense totaled $47.8 million , $44.0 million and $52.9 million in 2017 , 2016 and 2015 , respectively. |
Share-Based Compensation | Share-Based Compensation – In accordance with authoritative guidance on share-based compensation, we value all time-based awards to employees at fair value on the date of the grant, and recognize that value as compensation expense over the period that each award vests. Performance-based awards are valued at fair value when performance targets are set. Share-based compensation expense for performance-based awards is recognized when it is probable and estimable that targets will be met as measured against performance metrics. Share-based compensation expense is included in cost of services and selling, general and administrative expenses in the accompanying consolidated statements of operations. |
Pension Benefits | Pension Benefits – We recognize changes in the fair value of plan assets and actuarial gains and losses due to actual experience differing from actuarial assumptions, as a component of net periodic benefit (income) expense in the fourth quarter in the year in which the gains and losses occur, and if applicable in any quarter in which an interim remeasurement is required. The remaining components of net periodic benefit (income) expense, primarily benefits earned, interest cost and expected return on plan assets, are recognized ratably on a quarterly basis. |
Operating Leases | Operating Leases – Certain of our operating lease agreements include scheduled rent escalations during the initial lease term and/or during succeeding optional renewal periods. We account for these operating leases in accordance with authoritative guidance for operating leases with non-level rent payments. Accordingly, the scheduled increases in rent expense are recognized on a straight-line basis over the initial lease term and those renewal periods that are reasonably assured. The difference between rent expense and rent paid is recorded as deferred rent and is included in other liabilities in the accompanying consolidated balance sheets. Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term, including renewal option periods that are reasonably assured. |
Income Taxes | Income Taxes – We account for income taxes in accordance with guidance on accounting for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period of the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. We account for uncertain tax positions in accordance with authoritative guidance which prescribes a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. Our evaluations of tax positions consider various factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, information obtained during in process audit activities and changes in facts or circumstances related to a tax position. We also accrue for potential interest and penalties related to unrecognized tax benefits in income tax expense (benefit). Windstream Holdings and its domestic subsidiaries, including Windstream Services, file a consolidated federal income tax return. As such, Windstream Services and its subsidiaries are not separate taxable entities for federal and certain state income tax purposes. In instances when Windstream Services does not file a separate return, income taxes as presented within the accompanying consolidated financial statements attribute current and deferred income taxes of Windstream Holdings to Windstream Services and its subsidiaries in a manner that is systematic, rational and consistent with the asset and liability method. Income tax provisions presented for Windstream Services and its subsidiaries are prepared under the “separate return method.” The separate return method represents a hypothetical computation assuming that the reported revenue and expenses of Windstream Services and its subsidiaries were incurred by separate taxable entities. |
(Loss) Earnings Per Share | (Loss) Earnings Per Share – We compute basic (loss) earnings per share by dividing net (loss) income applicable to common shares by the weighted average number of common shares outstanding during each period. Our non-vested restricted shares containing a non-forfeitable right to receive dividends on a one-to-one per share ratio to common shares are considered participating securities, and the impact is included in the computation of (loss) earnings per share pursuant to the two-class method. Calculations of (loss) earnings per share under the two-class method exclude from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator. Commencing in the third quarter of 2017, we have eliminated our quarterly common stock dividend. Diluted (loss) earnings per share is computed by dividing net (loss) income applicable to common shares by the weighted average number of common shares adjusted to include the effect of potentially dilutive securities. Potentially dilutive securities include incremental shares issuable upon vesting of restricted stock units and from exercise of outstanding stock options and warrants. Diluted (loss) earnings per share excludes all potentially dilutive securities if their effect is anti-dilutive. We also issue performance-based restricted stock units as part of our share-based compensation plan. Certain of these restricted stock units contain a forfeitable right to receive dividends. Because dividends attributable to these shares are forfeited if the vesting provisions are not met, they are considered non-participating restricted shares and are not dilutive under the two-class method until the performance conditions have been satisfied. Restricted stock units, stock options and warrants granted in conjunction with past acquisitions are included in the computation of dilutive earnings (loss) per share using the treasury stock method. 2. Summary of Significant Accounting Policies and Changes, Continued: A reconciliation of net (loss) income and number of shares used in computing basic and diluted (loss) earnings per share was as follows for the years ended December 31: (Millions, except per share amounts) 2017 2016 2015 Basic and diluted (loss) earnings per share: Numerator: Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Income allocable to participating securities (1.3 ) (2.5 ) (3.5 ) Net (loss) income attributable to common shares $ (2,117.9 ) $ (386.0 ) $ 23.9 Denominator: Basic and diluted shares outstanding Weighted average shares outstanding 172.7 99.1 102.0 Weighted average participating securities (3.6 ) (5.2 ) (3.1 ) Weighted average basic and diluted shares outstanding 169.1 93.9 98.9 Basic and diluted (loss) earnings per share: Net (loss) income ($12.52 ) ($4.11 ) $.24 We have excluded from the computation of diluted shares the effect of restricted stock units and options to purchase shares of our common stock because their inclusion would have an anti-dilutive effect due to our reported net losses for the years ended December 31, 2017 and 2016 . We had 3.9 million restricted stock units and 0.2 million stock options outstanding as of December 31, 2017 , compared to 1.3 million restricted stock units and 0.4 million stock options outstanding at December 31, 2016 . Options to purchase shares of our common stock that were excluded from the computation of diluted shares because the exercise prices were greater than the average market price of our common stock and, therefore, the effect would be anti-dilutive, totaled approximately 0.5 million shares for the year ended December 31, 2015 . |
New Accounting Pronouncements, Policy | Revenue Recognition – In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The standard outlines a single comprehensive revenue recognition model for entities to follow in accounting for revenue from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity should recognize revenue for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive for those goods or services. ASU 2014-09 also includes new accounting principles related to the deferral and amortization of contract acquisition and fulfillment costs. ASU 2014-09 may be adopted by applying the provisions of the new standard on a retrospective basis to all periods presented in the financial statements or on a modified retrospective basis which would result in the recognition of a cumulative effect adjustment in the year of adoption. When issued, ASU 2014-09 was to be effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Early adoption was not permitted. In July 2015, the FASB deferred the effective date of ASU 2014-09 by one year to December 15, 2017 for annual reporting periods beginning after that date, or January 1, 2018, for calendar year-end companies like Windstream. Entities are permitted to early adopt the standard, but not before the original effective date of December 15, 2016. In 2016, the FASB issued the following updates to the revenue recognition guidance: • ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) to improve the operability and understandability of the implementation guidance on principal versus agent considerations. • ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing to provide more detailed guidance with respect to identifying performance obligations and accounting for licensing arrangements, including intellectual property licenses, royalties, license restrictions and renewals. 2. Summary of Significant Accounting Policies and Changes, Continued: • ASU No. 2016-11, Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting to rescind several SEC Staff announcements that are codified in Topic 605: Revenue Recognition, including, among other items, guidance relating to accounting for consideration given by a vendor to a customer, as well as accounting for shipping and handling fees and freight services. • ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients to provide clarification to Topic 606 on how to assess collectability, present sales tax, treat noncash consideration, and account for completed and modified contracts at the time of transition. This guidance also clarifies that an entity retrospectively applying the guidance in Topic 606 is not required to disclose the effect of the accounting change in the period of adoption. • ASU No. 2016-20, Technical Corrections and Improvements to Topic 606: Revenue from Contracts with Customers to provide additional clarification and guidance with respect to a number of issues including impairment testing for capitalized contract costs, losses on construction and production-type contracts, and disclosures of prior-period and remaining performance obligations. The effective date and transition requirements for each of these amendments are the same as the effective date and transition requirements of ASU 2014-09. We will adopt this standard effective January 1, 2018 utilizing the modified retrospective basis. We have established a cross-functional team to implement the standard and have identified and are in the process of implementing changes to our systems, processes and internal controls to meet the standard’s reporting and disclosure requirements. We do not expect the effects of the standard on our consolidated statements of operations to be material. Primarily due to changes in the timing of recognition of certain installation services and discounts, promotional credits and price guarantees given to customers, we will recognize contract assets of approximately $15.0 million and contract liabilities of approximately $3.0 million in our consolidated balance sheets. In addition, the requirement to defer incremental contract acquisition and fulfillment costs, including sales commissions and installation costs, and recognize such costs over the contract period or expected customer life will result in the recognition of additional contract assets of approximately $30.0 million to $35.0 million in our consolidated balance sheets. Accordingly, we expect to record a cumulative effect adjustment, net of tax, as a credit to accumulated deficit of approximately $30.0 million to $35.0 million as of January 1, 2018. Leases – In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which will require that virtually all lease arrangements that do not meet the criteria of a short-term lease be presented on the lessee’s balance sheet by recording a right-of-use asset and a lease liability equal to the present value of the related future lease payments. The income statement impacts of the leases will depend on the nature of the leasing arrangement and will be similar to existing accounting for operating and capital leases. The new standard does not substantially change the accounting for lessors. The new standard will also require additional disclosures regarding an entity’s leasing arrangements and will be effective for the first interim reporting period within annual periods beginning after December 15, 2018, although early adoption is permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. We will adopt ASU 2016-02 effective January 1, 2019, and we are currently assessing the impact the new standard will have on our consolidated financial statements. Financial Instruments - Credit Losses – In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This standard introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses will require entities to incorporate considerations of historical information, current information and reasonable and supportable forecasts. This new standard also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, and the guidance is to be applied using a modified retrospective transition approach. Early adoption is permitted for annual and interim reporting periods beginning after December 15, 2018. We are currently assessing the timing of adoption and the impact the new standard will have on our consolidated financial statements. 2. Summary of Significant Accounting Policies and Changes, Continued: Statement of Cash Flows –In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). This standard provides guidance on how certain cash receipts and cash payments should be presented and classified in the statement of cash flows, including among others, debt prepayment and extinguishment costs, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims and distributions received from equity method investees. The standard also clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use of the underlying cash flows. ASU 2016-15 is effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. We will adopt this standard effective January 1, 2018. Except for changing the classification of debt prepayment penalties and fees paid to lenders in conjunction with the early termination of long-term debt obligations from operating activities to financing activities, we do not expect this standard to have a significant impact on our consolidated statement of cash flows. Definition of a Business – In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business (“ASU 2017-01”). The standard clarifies the definition of a business when evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. Under the new guidance an integrated set of activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output to be considered a business. ASU 2017-01 provides a framework to assist entities in evaluating whether both an input and a substantive process are present and removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for an integrated set of activities to be a business, outputs generally are a key element of a business; therefore, the new guidance provides more stringent criteria for an integrated sets of activities without outputs. Furthermore, ASU 2017-01 narrows the definition of the term output so that it is consistent with how outputs are described in Topic 606. ASU 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those annual reporting periods. We will adopt this standard effective January 1, 2018. Following adoption, we expect that fewer transactions will be accounted for as acquisitions or disposals of businesses. Presentation of Defined Benefit Retirement Costs – In March 2017, the FASB issued ASU 2017-07, Compensation-Retirement Benefits (Topic 715) Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (“ASU 2017-07”). This standard changes the income statement presentation of defined benefit plan expense by requiring separation between operating expense (service cost component) and non-operating expense (all other components, including interest cost, amortization of prior service cost, actuarial gains and losses, curtailments and settlements). The operating expense component will be reported in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period while the non-operating components will be reported in other income and expense. In addition, only the service cost component will be eligible for capitalization as part of an asset such as inventory or property, plant and equipment. Retrospective application of the change in income statement presentation is required, while the change in capitalized benefit cost is to be applied prospectively. The ASU is effective for fiscal years beginning after December 15, 2017. We will adopt this standard effective January 1, 2018. The impact of the retrospective adoption of this standard will result in a decrease to our consolidated operating loss of $2.9 million and an increase to our consolidated operating income of $45.6 million with corresponding increases to other expense, net, for the years ended December 31, 2017 and 2016, respectively. There will be no change to our reported consolidated net loss for fiscal years 2017 and 2016. Following adoption, we expect the impact of only capitalizing service cost to be immaterial to our consolidated financial statements. Hedging Activities - In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities. This standard modifies hedge accounting to allow more hedging strategies to qualify for hedge accounting, amends presentation and disclosure requirements, and changes how entities assess effectiveness of their hedging transactions. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We will early adopt this standard effective January 1, 2018. Following adoption, we expect the impact of this new guidance to be immaterial to our consolidated financial statements. |
Schedule I - Condensed Financ36
Schedule I - Condensed Financial Information of the Registrant (Parent Company) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Statements of Comprehensive Income (Loss) | STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the years ended December 31, (Millions) 2017 2016 2015 Operating revenues: Leasing income from subsidiaries $ 653.5 $ 653.6 $ 446.0 Total operating revenues 653.5 653.6 446.0 Costs and expenses: Selling, general and administrative 1.9 1.7 2.0 Depreciation expense 336.2 354.0 239.7 Total costs and expenses 338.1 355.7 241.7 Operating income 315.4 297.9 204.3 Interest expense on long-term lease obligation with Uniti (484.9 ) (500.8 ) (351.6 ) Loss before income taxes and equity in subsidiaries (169.5 ) (202.9 ) (147.3 ) Income tax benefit (43.0 ) (78.4 ) (57.0 ) Loss before equity in subsidiaries (126.5 ) (124.5 ) (90.3 ) Equity (losses) earnings from subsidiaries (1,990.1 ) (259.0 ) 117.7 Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Comprehensive loss $ (2,101.1 ) $ (93.2 ) $ (269.1 ) See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,190.5 $ 4,668.5 $ (99.3 ) $ 5,759.7 Product sales — 83.6 9.6 — 93.2 Total revenues and sales — 1,274.1 4,678.1 (99.3 ) 5,852.9 Costs and expenses: Cost of services — 565.4 2,496.7 (97.2 ) 2,964.9 Cost of products sold — 77.2 16.3 — 93.5 Selling, general and administrative — 162.4 734.5 (2.1 ) 894.8 Depreciation and amortization 9.3 365.0 1,095.7 — 1,470.0 Goodwill impairment 979.4 — 861.4 — 1,840.8 Merger, integration and other costs — 1.6 135.8 — 137.4 Restructuring charges — 8.5 34.5 — 43.0 Total costs and expenses 988.7 1,180.1 5,374.9 (99.3 ) 7,444.4 Operating (loss) income (988.7 ) 94.0 (696.8 ) — (1,591.5 ) (Losses) earnings from consolidated subsidiaries (1,018.8 ) (195.5 ) 11.6 1,202.7 — Other income (expense), net 0.2 0.2 (0.4 ) — — Loss on sale of data center business — — 0.6 — 0.6 Net (loss) gain on early extinguishment of debt (54.6 ) (2.0 ) 0.2 — (56.4 ) Intercompany interest income (expense) 84.5 (39.6 ) (44.9 ) — — Interest expense (375.8 ) (149.0 ) (350.6 ) — (875.4 ) Loss before income taxes (2,353.2 ) (291.9 ) (1,080.3 ) 1,202.7 (2,522.7 ) Income tax (benefit) expense (237.8 ) (39.0 ) (130.5 ) — (407.3 ) Net loss $ (2,115.4 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,115.4 ) Comprehensive loss $ (2,099.9 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,099.9 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,011.0 $ 4,304.9 $ (36.0 ) $ 5,279.9 Product sales — 96.4 10.7 — 107.1 Total revenues and sales — 1,107.4 4,315.6 (36.0 ) 5,387.0 Costs and expenses: Cost of services — 417.0 2,294.0 (33.2 ) 2,677.8 Cost of products sold — 86.7 11.8 — 98.5 Selling, general and administrative — 150.7 648.1 (2.8 ) 796.0 Depreciation and amortization 13.8 301.4 948.3 — 1,263.5 Merger, integration and other costs — — 13.8 — 13.8 Restructuring charges — 2.9 17.4 — 20.3 Total costs and expenses 13.8 958.7 3,933.4 (36.0 ) 4,869.9 Operating (loss) income (13.8 ) 148.7 382.2 — 517.1 Losses from consolidated subsidiaries (65.1 ) (65.7 ) (15.1 ) 145.9 — Dividend income on Uniti common stock 17.6 — — — 17.6 Other income (expense), net 1.8 (0.8 ) (2.2 ) — (1.2 ) Net gain on disposal of investment in Uniti common stock 15.2 — — — 15.2 Loss on sale of data center business — — (10.0 ) — (10.0 ) Net loss on early extinguishment of debt (18.0 ) — — — (18.0 ) Other-than-temporary impairment loss on (181.9 ) — — — (181.9 ) Intercompany interest income (expense) 116.6 (44.6 ) (72.0 ) — — Interest expense (355.1 ) (149.5 ) (356.0 ) — (860.6 ) Loss before income taxes (482.7 ) (111.9 ) (73.1 ) 145.9 (521.8 ) Income tax benefit (100.2 ) (16.3 ) (22.8 ) — (139.3 ) Net loss $ (382.5 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (382.5 ) Comprehensive loss $ (92.2 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (92.2 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2015 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,163.2 $ 4,461.0 $ (25.6 ) $ 5,598.6 Product sales — 145.3 21.4 — 166.7 Total revenues and sales — 1,308.5 4,482.4 (25.6 ) 5,765.3 Costs and expenses: Cost of services — 493.6 2,290.6 (22.2 ) 2,762.0 Cost of products sold — 125.0 20.2 — 145.2 Selling, general and administrative — 186.8 681.1 (3.4 ) 864.5 Depreciation and amortization 18.3 334.5 1,013.7 — 1,366.5 Merger, integration and other costs — — 95.0 — 95.0 Restructuring charges — 9.4 11.3 — 20.7 Total costs and expenses 18.3 1,149.3 4,111.9 (25.6 ) 5,253.9 Operating (loss) income (18.3 ) 159.2 370.5 — 511.4 Earnings (losses) from consolidated subsidiaries 239.6 (149.9 ) (7.8 ) (81.9 ) — Dividend income on Uniti common stock 48.2 — — — 48.2 Other (expense) income, net (2.5 ) 0.8 11.0 — 9.3 Gain on sale of data center business — — 326.1 — 326.1 Net loss on early extinguishment of debt (30.7 ) (5.3 ) (0.4 ) — (36.4 ) Intercompany interest income (expense) 115.9 (46.5 ) (69.4 ) — — Interest expense (440.1 ) (122.0 ) (251.1 ) — (813.2 ) (Loss) income before income taxes (87.9 ) (163.7 ) 378.9 (81.9 ) 45.4 Income tax (benefit) expense (116.5 ) (15.8 ) 149.1 — 16.8 Net income (loss) $ 28.6 $ (147.9 ) $ 229.8 $ (81.9 ) $ 28.6 Comprehensive (loss) income $ (267.9 ) $ (147.9 ) $ 229.8 $ (81.9 ) $ (267.9 ) |
Balance Sheets | BALANCE SHEETS (Millions, except par value) Assets 2017 2016 Current Assets: Distributions receivable from Windstream Services $ 1.1 $ 15.0 Total current assets 1.1 15.0 Investment and affiliate related balances 292.3 1,937.5 Net property, plant and equipment 1,611.1 1,947.3 Deferred income taxes 1,556.6 1,212.9 Total Assets $ 3,461.1 $ 5,112.7 Liabilities and Shareholders’ Equity (Deficit) Current liabilities: Accrued dividends $ 1.0 $ 15.0 Current portion of long-term lease obligation 188.6 168.7 Total current liabilities 189.6 183.7 Long-term lease obligation 4,570.4 4,759.0 Total liabilities 4,760.0 4,942.7 Shareholders’ Equity (Deficit): Common stock, $0.0001 par value, 375.0 shares authorized, 182.7 and 96.3 shares issued and outstanding, respectively — — Additional paid-in capital 1,191.9 559.7 Accumulated other comprehensive income 21.4 5.9 Accumulated deficit (2,512.2 ) (395.6 ) Total shareholders’ equity (deficit) (1,298.9 ) 170.0 Total Liabilities and Shareholders’ Equity (Deficit) $ 3,461.1 $ 5,112.7 See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Condensed Consolidating Balance Sheet As of December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.5 $ 40.9 $ — $ 43.4 Accounts receivable, net — 185.2 461.1 (3.3 ) 643.0 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 18.3 1,949.8 (1,968.1 ) — Inventories — 76.9 16.1 — 93.0 Prepaid expenses and other 25.6 44.3 83.2 — 153.1 Total current assets 25.6 332.2 2,551.1 (1,976.4 ) 932.5 Investments in consolidated subsidiaries 5,603.7 575.9 401.0 (6,580.6 ) — Notes receivable - affiliate — 306.9 — (306.9 ) — Goodwill 657.2 1,712.8 472.4 — 2,842.4 Other intangibles, net 479.8 461.7 512.9 — 1,454.4 Net property, plant and equipment 5.8 1,318.3 4,067.7 — 5,391.8 Deferred income taxes — 460.7 205.2 (295.1 ) 370.8 Other assets 25.7 15.5 51.2 — 92.4 Total Assets $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 Liabilities and Equity (Deficit) Current Liabilities: Current maturities of long-term debt $ 169.3 $ — $ — $ — $ 169.3 Current portion of long-term lease obligations — 55.2 133.4 — 188.6 Accounts payable — 123.4 370.6 — 494.0 Affiliates payable, net 1,968.1 — — (1,968.1 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 40.7 169.9 (3.3 ) 207.3 Accrued taxes — 23.8 65.7 — 89.5 Accrued interest 50.2 1.8 0.6 — 52.6 Other current liabilities 15.6 102.7 223.8 — 342.1 Total current liabilities 2,203.2 347.6 969.0 (1,976.4 ) 1,543.4 Long-term debt 5,575.0 99.6 — — 5,674.6 Long-term lease obligations — 1,350.1 3,293.2 — 4,643.3 Notes payable - affiliate — — 306.9 (306.9 ) — Deferred income taxes 295.1 — — (295.1 ) — Other liabilities 23.4 77.1 421.4 — 521.9 Total liabilities 8,096.7 1,874.4 4,990.5 (2,578.4 ) 12,383.2 Commitments and Contingencies (See Note 14) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,187.1 3,958.6 1,358.1 (5,316.7 ) 1,187.1 Accumulated other comprehensive income 21.4 — 4.0 (4.0 ) 21.4 (Accumulated deficit) retained earnings (2,507.4 ) (688.4 ) 1,827.0 (1,138.6 ) (2,507.4 ) Total equity (deficit) (1,298.9 ) 3,309.6 3,271.0 (6,580.6 ) (1,298.9 ) Total Liabilities and Equity (Deficit) $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.2 $ 56.9 $ — $ 59.1 Accounts receivable, net — 178.9 439.7 — 618.6 Notes receivable - affiliate — 4.8 — (4.8 ) — Affiliates receivable, net — 531.9 2,106.8 (2,638.7 ) — Inventories — 65.9 11.6 — 77.5 Prepaid expenses and other 10.1 36.5 65.1 — 111.7 Total current assets 10.1 820.2 2,680.1 (2,643.5 ) 866.9 Investments in consolidated subsidiaries 6,081.8 297.7 231.4 (6,610.9 ) — Notes receivable - affiliate — 310.5 — (310.5 ) — Goodwill 1,636.7 1,364.4 1,212.5 — 4,213.6 Other intangibles, net 515.2 258.8 546.5 — 1,320.5 Net property, plant and equipment 6.9 1,234.3 4,042.3 — 5,283.5 Deferred income taxes — 320.2 102.5 (422.7 ) — Other assets 19.5 16.0 50.0 — 85.5 Total Assets $ 8,270.2 $ 4,622.1 $ 8,865.3 $ (9,987.6 ) $ 11,770.0 Liabilities and Equity Current Liabilities: Current maturities of long-term debt $ 14.9 $ — $ — $ — $ 14.9 Current portion of long-term lease obligations — 49.5 119.2 — 168.7 Accounts payable — 101.5 288.7 — 390.2 Affiliates payable, net 2,638.7 — — (2,638.7 ) — Notes payable - affiliate — — 4.8 (4.8 ) — Advance payments and customer deposits — 40.9 137.2 — 178.1 Accrued taxes — 21.3 56.7 — 78.0 Accrued interest 55.4 1.8 0.9 — 58.1 Other current liabilities 32.9 69.9 263.8 — 366.6 Total current liabilities 2,741.9 284.9 871.3 (2,643.5 ) 1,254.6 Long-term debt 4,749.2 99.5 — — 4,848.7 Long-term lease obligations — 1,405.3 3,426.6 — 4,831.9 Notes payable - affiliate — — 310.5 (310.5 ) — Deferred income taxes 574.2 — — (422.7 ) 151.5 Other liabilities 34.9 53.2 425.2 — 513.3 Total liabilities 8,100.2 1,842.9 5,033.6 (3,376.7 ) 11,600.0 Commitments and Contingencies (See Note 14) Equity: Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 556.1 3,143.3 825.3 (3,968.6 ) 556.1 Accumulated other comprehensive income (loss) 5.9 — (1.2 ) 1.2 5.9 (Accumulated deficit) retained earnings (392.0 ) (403.5 ) 2,925.7 (2,522.2 ) (392.0 ) Total equity 170.0 2,779.2 3,831.7 (6,610.9 ) 170.0 Total Liabilities and Equity $ 8,270.2 $ 4,622.1 $ 8,865.3 $ (9,987.6 ) $ 11,770.0 |
Statements of Cash Flows | STATEMENTS OF CASH FLOWS For the years ended December 31, (Millions) 2017 2016 2015 Cash Provided from Operating Activities: Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Adjustments to reconcile net (loss) income to net cash provided from operations: Equity losses (earnings) from subsidiaries 1,990.1 259.0 (117.7 ) Depreciation expense 336.2 354.0 239.7 Deferred income taxes (41.3 ) (77.7 ) (56.2 ) Net cash provided from operating activities 168.4 151.8 93.2 Cash Flows from Investing Activities: Additions to property, plant and equipment — — (43.1 ) Net cash used in investing activities — — (43.1 ) Cash Flows from Financing Activities: Distributions from Windstream Services 83.7 88.5 416.6 Funding received from Uniti for tenant capital improvements for tenant capital improvements — — 43.1 Dividends paid to shareholders (64.4 ) (58.6 ) (369.2 ) Contribution to Windstream Services (9.6 ) — — Proceeds from the issuance of stock 9.6 — — Stock repurchases (19.0 ) (28.9 ) (46.2 ) Payments under long-term lease obligation (168.7 ) (152.8 ) (94.4 ) Net cash used in financing activities (168.4 ) (151.8 ) (50.1 ) Change in cash and cash equivalents — — — Cash and Cash Equivalents: Beginning of period — — — End of period $ — $ — $ — See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (342.7 ) $ 301.6 $ 992.1 $ — $ 951.0 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.5 ) (120.4 ) (787.7 ) — (908.6 ) Acquisition of Broadview, net of cash acquired (63.3 ) — — — (63.3 ) Cash acquired from EarthLink — 0.7 4.3 — 5.0 Other, net — (5.0 ) (11.3 ) — (16.3 ) Net cash used in investing activities (63.8 ) (124.7 ) (794.7 ) — (983.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (83.7 ) — — — (83.7 ) Contribution from Windstream Holdings, Inc. 9.6 — — — 9.6 Repayments of debt and swaps (1,682.6 ) (435.3 ) (160.0 ) — (2,277.9 ) Proceeds of debt issuance 2,614.6 — — — 2,614.6 Debt issuance costs (27.1 ) — — — (27.1 ) Intercompany transactions, net (413.0 ) 338.7 74.3 — — Payments under long-term lease obligations — (49.5 ) (119.2 ) — (168.7 ) Payments under capital lease obligations — (34.0 ) (5.0 ) — (39.0 ) Other, net (11.3 ) 3.5 (3.5 ) — (11.3 ) Net cash provided from (used in) financing activities 406.5 (176.6 ) (213.4 ) — 16.5 Increase (decrease) in cash and cash equivalents — 0.3 (16.0 ) — (15.7 ) Cash and Cash Equivalents: Beginning of period — 2.2 56.9 — 59.1 End of period $ — $ 2.5 $ 40.9 $ — $ 43.4 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (143.2 ) $ 363.2 $ 705.4 $ — $ 925.4 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.6 ) (177.6 ) (811.6 ) — (989.8 ) Proceeds from the sale of property — 1.0 5.3 — 6.3 Other, net (4.1 ) — (2.4 ) — (6.5 ) Net cash used in investing activities (4.7 ) (176.6 ) (808.7 ) — (990.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (88.5 ) — — — (88.5 ) Repayments of debt and swaps (3,263.7 ) — — — (3,263.7 ) Proceeds of debt issuance 3,674.5 — — — 3,674.5 Debt issuance costs (12.4 ) — — — (12.4 ) Intercompany transactions, net (155.0 ) (142.5 ) 294.2 3.3 — Payments under long-term lease obligations — (44.9 ) (107.9 ) — (152.8 ) Payments under capital lease obligations — (1.7 ) (56.0 ) — (57.7 ) Other, net (7.0 ) 3.6 (3.6 ) — (7.0 ) Net cash provided from (used in) financing activities 147.9 (185.5 ) 126.7 3.3 92.4 Increase in cash and cash equivalents — 1.1 23.4 3.3 27.8 Cash and Cash Equivalents: Beginning of period — 1.1 33.5 (3.3 ) 31.3 End of period $ — $ 2.2 $ 56.9 $ — $ 59.1 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2015 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (337.4 ) $ 259.8 $ 1,105.4 $ — $ 1,027.8 Cash Flows from Investing Activities: Additions to property, plant and equipment (1.0 ) (187.2 ) (867.1 ) — (1,055.3 ) Changes in restricted cash 6.7 — — — 6.7 Grant funds received for broadband stimulus projects 23.5 — — — 23.5 Network expansion funded by Connect America — (18.6 ) (55.3 ) — (73.9 ) Disposition of data center business — — 574.2 — 574.2 Other, net (9.6 ) 0.1 12.3 — 2.8 Net cash provided from (used in) investing activities 19.6 (205.7 ) (335.9 ) — (522.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (416.6 ) — — — (416.6 ) Payment received from Uniti in spin-off 1,035.0 — — — 1,035.0 Funding received from Uniti for tenant capital — 19.6 23.5 — 43.1 Repayments of debt and swaps (2,898.9 ) (450.0 ) (2.0 ) — (3,350.9 ) Proceeds of debt issuance 2,335.0 — — — 2,335.0 Debt issuance costs (4.3 ) — — — (4.3 ) Intercompany transactions, net 277.1 409.8 (709.6 ) 22.7 — Payments under long-term lease obligations — (35.6 ) (67.0 ) — (102.6 ) Payments under capital lease obligations — (4.2 ) (27.3 ) — (31.5 ) Other, net (9.5 ) 3.6 (3.6 ) — (9.5 ) Net cash provided from (used in) financing activities 317.8 (56.8 ) (786.0 ) 22.7 (502.3 ) (Decrease) increase in cash and cash equivalents — (2.7 ) (16.5 ) 22.7 3.5 Cash and Cash Equivalents: Beginning of period — 3.8 50.0 (26.0 ) 27.8 End of period $ — $ 1.1 $ 33.5 $ (3.3 ) $ 31.3 |
Other Parent Company Disclosures | Background and Basis of Presentation: Notwithstanding the accounting treatment for the spin-off transaction as further discussed below, Windstream Holdings, Inc. (“Windstream Holdings”) has no material assets or operations other than its ownership in Windstream Services, LLC (“Windstream Services”) and its subsidiaries. Windstream Holdings owns a 100 percent interest in Windstream Services. On April 24, 2015, Windstream Holdings completed the spin-off of certain telecommunications network assets and other real estate, into an independent, publicly traded real estate investment trust (“REIT”), Uniti Group, Inc. (“Uniti”), formerly Communications Sales & Leasing, Inc. Following the spin-off transaction, Windstream Holdings entered into a long-term triple-net master lease with Uniti to lease back the telecommunications network assets. Due to various forms of continuing involvement, including Windstream Services or its subsidiaries, retaining bare legal title (but not beneficial ownership) to the various easements, permits and pole attachments related to the telecommunications network assets, the transaction was accounted for as a failed spin-leaseback for financial reporting purposes. As a result, the accompanying condensed parent company financial statements include the telecommunications network assets and other real estate assets, the long-term lease obligation associated with the master lease and the related deferred income taxes. As the master lease was entered into by Windstream Holdings for the direct benefit of Windstream Services and its subsidiaries, Windstream Services is also deemed to have continuing involvement due to retaining its regulatory obligations associated with operating the telecommunications network assets. Accordingly, the effects of the failed spin-leaseback transaction have also been reflected in the standalone consolidated financial statements of Windstream Services (collectively referred to as “Uniti spin transactions”). Certain covenants within Windstream Services’ senior secured credit facility may restrict its ability to distribute funds to Windstream Holdings in the form of dividends, loans or advances. Accordingly, these condensed financial statements of Windstream Holdings have been presented on a “Parent Only” basis. Under this basis of presentation, Windstream Holdings’ investment in its consolidated subsidiaries are presented under the equity method of accounting. Amounts reflected in these condensed parent company financial statements for investment and affiliated related balances and equity earnings from subsidiaries have been adjusted to account for the effects of the telecommunications network assets, long-term lease obligation, depreciation expense, principal and interest payments on the long-term lease obligation and related income tax effects that are also included in the net income and equity of Windstream Services. Equity income (losses) from subsidiaries for 2017 and 2016 includes $125.3 million and $123.5 million , respectively, of intercompany income related to the Uniti spin transactions. The condensed parent company financial statements should be read in conjunction with the consolidated financial statements and notes of Windstream Holdings and subsidiaries included in the Financial Supplement to this Annual Report on Form 10-K. |
Summary of Significant Accoun37
Summary of Significant Accounting Policies and Changes: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment Disclosure | Net property, plant and equipment consisted of the following as of December 31: (Millions) Depreciable Lives 2017 2016 Land $ 65.4 $ 42.8 Building and improvements 3-40 years 420.3 608.8 Central office equipment 3-40 years 7,170.5 6,493.6 Outside communications plant 7-47 years 7,882.5 7,390.9 Furniture, vehicles and other equipment 1-23 years 2,308.7 1,835.5 Construction in progress 440.8 618.8 18,288.2 16,990.4 Less accumulated depreciation (12,896.4 ) (11,706.9 ) Net property, plant and equipment $ 5,391.8 $ 5,283.5 |
Reconciliation of Earnings Per Share | A reconciliation of net (loss) income and number of shares used in computing basic and diluted (loss) earnings per share was as follows for the years ended December 31: (Millions, except per share amounts) 2017 2016 2015 Basic and diluted (loss) earnings per share: Numerator: Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Income allocable to participating securities (1.3 ) (2.5 ) (3.5 ) Net (loss) income attributable to common shares $ (2,117.9 ) $ (386.0 ) $ 23.9 Denominator: Basic and diluted shares outstanding Weighted average shares outstanding 172.7 99.1 102.0 Weighted average participating securities (3.6 ) (5.2 ) (3.1 ) Weighted average basic and diluted shares outstanding 169.1 93.9 98.9 Basic and diluted (loss) earnings per share: Net (loss) income ($12.52 ) ($4.11 ) $.24 |
Completion of Mergers (Tables)
Completion of Mergers (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed for Broadview. (Millions) Initial Allocation Adjustments Preliminary Allocation Fair value of assets acquired: Accounts receivable $ 19.7 $ (2.3 ) $ 17.4 Other current assets 7.7 (0.6 ) 7.1 Property, plant and equipment 37.1 — 37.1 Goodwill 111.3 10.0 121.3 Customer lists (a) 57.0 (12.0 ) 45.0 Trade names (b) 21.0 — 21.0 Developed technology (c) 10.0 — 10.0 Deferred income taxes — 9.7 9.7 Other assets 0.6 2.0 2.6 Total assets acquired 264.4 6.8 271.2 Fair value of liabilities assumed: Short-term debt obligations 160.2 — 160.2 Other current liabilities 40.2 6.7 46.9 Other liabilities 0.7 0.1 0.8 Total liabilities assumed 201.1 6.8 207.9 Cash paid, net of cash acquired $ 63.3 $ — $ 63.3 (a) Customer lists are amortized using the sum-of-years digits methodology over a weighted average life of 10 years . (b) Trade names are amortized on a straight-line basis over an estimated useful life of 1 and 10 years . (c) Internally developed technology is amortized on a straight-line basis over an estimated useful life of 5 years . The preliminary fair values of the assets acquired and liabilities assumed were determined with the assistance of a third-party valuation firm. The customer list was valued based on the present value of future cash flows and the trade names and developed technology were valued using the relief-from-royalty method, both of which are income approaches. Significant assumptions utilized in these income approaches were based on our specific information and projections, which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance. The fair value of Broadview’s short-term debt obligations, consisting of a revolving credit facility and 10.5 percent senior notes due November 15, 2017 (“Broadview 2017 Notes”), were based on redemption cost and quoted market prices, respectively. The results of Broadview’s operations are included in our consolidated results of operations beginning on July 28, 2017. For the year ended December 31, 2017 , our consolidated results of operations include revenues and sales of $119.9 million and operating income of $6.0 million attributable to Broadview. We incurred $14.3 million of merger and integration expenses during year ended December 31, 2017 related to the completion of this acquisition (see Note 11). Pro forma financial information for Broadview has not been presented because the effects of this acquisition were not material to our consolidated results of operations. 3. Completion of Mergers, Continued: EarthLink Holdings Corp. On February 27, 2017, Windstream Holdings completed its merger with EarthLink Holdings Corp. (“EarthLink”), pursuant to the terms of the Agreement and Plan of Merger (the “Merger Agreement”) dated November 5, 2016, whereby EarthLink merged into Europa Merger Sub, Inc., an wholly-owned subsidiary of Windstream Services, LLC, and survived, and immediately following, merged with Europa Merger Sub, LLC, a wholly-owned subsidiary of Windstream Services, LLC, with Merger Sub surviving and changing its name to EarthLink Holdings, LLC (the “Merger”). EarthLink Holdings, LLC is a direct, wholly-owned subsidiary of Windstream Services and provides data, voice and managed network services to retail and wholesale business customers and nationwide Internet access and related value-added services to residential customers. In the Merger, we added approximately 700,000 customers and approximately 16,000 incremental route fiber miles, which expanded our national footprint to approximately 150,000 fiber route miles and enhanced our ability to offer customers expanded products, services and enhanced enterprise solutions. We also expect to achieve operating expense and capital expenditure synergies in integrating the acquired operations. Pursuant to the terms of the Merger Agreement, each share of EarthLink common stock was exchanged for .818 of Windstream Holdings common stock. No fractional shares were issued in the Merger, with a cash payment being made in lieu of fractional shares. Employee restricted stock units issued by EarthLink that were outstanding as of the merger date were exchanged for an equivalent number of Windstream Holdings restricted stock units based on the same exchange ratio of EarthLink common stock to Windstream Holdings common stock of .818 per share. The replacement restricted stock units remain subject to the vesting and other terms and conditions prescribed by the EarthLink equity plans that were assumed by us in the Merger. In the aggregate, Windstream Holdings issued 87.8 million shares of its common stock and 5.2 million of replacement equity awards. Windstream also assumed $435.3 million aggregate principal amount of EarthLink’s long-term debt, which we refinanced, as further discussed in Note 6. The Merger qualifies as a tax-free reorganization for U.S. federal income tax purposes and is valued at approximately $1.1 billion . We accounted for the Merger using the acquisition method of accounting and accordingly, the cost of the acquisition was allocated to the assets acquired and liabilities assumed based on their fair values as of the Merger date. During 2017, we adjusted the purchase price allocation based on additional information received subsequent to the Merger date. We adjusted our preliminary purchase price allocation to reduce total merger consideration by $4.3 million to update the portion of the fair value of replacement equity awards attributable to future vesting requirements. We also adjusted the estimated fair value of certain acquired tangible and intangible assets, primarily consisting of an increase of $11.6 million in property, plant and equipment and a decrease of $7.0 million to customer lists, based on updates to the information about facts and circumstances that existed at the time of the Merger applicable to the third-party valuations of these assets. The impact of these changes on depreciation and amortization was not material to our consolidated results of operations. Based on additional information received and further analysis, we adjusted the purchase price allocation applicable to acquired net operating losses, resulting in a $125.7 million reduction in the valuation allowance associated with the net deferred tax assets acquired in the Merger. Our initial purchase price allocation had yielded a net deferred tax asset which had been fully offset by a valuation allowance. In addition, we recorded adjustments to the assumed asset retirement obligations and certain contingent liabilities and other reserves based on the receipt of additional information about facts and circumstances that existed at the time of the Merger. The revisions to the merger consideration and estimated fair values of assets acquired and liabilities assumed resulted in an offsetting decrease to goodwill of $128.4 million . Goodwill associated with the Merger was primarily attributable to the EarthLink workforce and expected synergies. As a result of past acquisitions completed by EarthLink, approximately $54.8 million of goodwill recorded in the Merger is expected to be deductible for income tax purposes. 3. Completion of Mergers, Continued: The following table summarizes the fair values of the assets acquired and liabilities assumed for EarthLink. (Millions) Preliminary Allocation Adjustments Final Allocation Fair value of assets acquired: Cash and other current assets $ 37.7 $ (3.5 ) $ 34.2 Accounts receivable 75.3 (1.5 ) 73.8 Property, plant and equipment 344.0 11.6 355.6 Goodwill 476.7 (128.4 ) 348.3 Customer lists (a) 275.0 (7.0 ) 268.0 Trade name, developed technology and software (b) 31.0 — 31.0 Deferred income taxes — 125.7 125.7 Other assets 0.3 0.9 1.2 Total assets acquired 1,240.0 (2.2 ) 1,237.8 Fair value of liabilities assumed: Current liabilities 119.5 5.7 125.2 Long-term debt 449.1 — 449.1 Other liabilities 24.5 (3.6 ) 20.9 Total liabilities assumed 593.1 2.1 595.2 Common stock and replacement equity awards issued to EarthLink shareholders (c) $ 646.9 $ (4.3 ) $ 642.6 (a) Customer lists are amortized using the sum-of-years digit methodology over a weighted average life of 5.5 years . (b) Trade name of $8.0 million is amortized on a straight-line basis over an estimated useful life of 7 years . Internally developed technology and software of $23.0 million are amortized on a straight-line basis over an estimated useful life of 3 years . (c) Total merger consideration of $642.6 million consisted of $631.4 million related to shares issued to EarthLink shareholders and $11.2 million related to replacement equity awards. |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma consolidated results of operations of Windstream for the years ended December 31, 2017 and 2016 assume that the Merger occurred as of January 1, 2016: Year Ended December 31, (Millions) 2017 2016 Revenues and sales $ 6,002.4 $ 6,369.3 Operating (loss) income $ (1,562.1 ) $ 453.7 Net loss $ (2,098.3 ) $ (431.3 ) Loss per share ($11.45 ) ($2.41 ) |
Goodwill and Other Intangible39
Goodwill and Other Intangible Assets: Goodwill and Other Intangible Assets: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill were as follows: (Millions) Balance at December 31, 2016 and 2015 $ 4,213.6 Acquisitions completed during the period: Broadview 121.3 EarthLink 348.3 Goodwill impairment (1,840.8 ) Balance at December 31, 2017 $ 2,842.4 4. Goodwill and Other Intangible Assets, Continued: Goodwill assigned to our operating segments and changes in the carrying amount of goodwill by reportable segment were as follows: (Millions) Consumer & Small Business Enterprise Wholesale Consumer and Small Business CLEC (a) Consumer CLEC Total Balance at December 31, 2016 and 2015 $ 2,321.2 $ 598.0 $ 1,176.4 $ 118.0 $ — $ 4,213.6 Acquisitions completed during the period: Broadview — 10.7 — 110.6 — 121.3 EarthLink — 116.1 120.7 111.5 — 348.3 Reallocation adjustment (b) — 237.0 — (340.1 ) 103.1 — Goodwill impairment (1,417.8 ) — (423.0 ) — — (1,840.8 ) Balance at December 31, 2017 $ 903.4 $ 961.8 $ 874.1 $ — $ 103.1 $ 2,842.4 (a) Prior to the acquisition of EarthLink, this segment was called Small Business CLEC. (b) Represents adjustment to reallocate goodwill of the former Consumer and Small Business CLEC reporting unit to the Enterprise and Consumer CLEC reporting units, using a relative fair value basis. |
Schedule of Finite-Lived Intangible Assets | Intangible assets were as follows at December 31: 2017 2016 (Millions) Gross Cost Accumulated Amortization Net Carrying Value Gross Cost Accumulated Amortization Net Carrying Value Franchise rights $ 1,285.1 $ (371.8 ) $ 913.3 $ 1,285.1 $ (328.9 ) $ 956.2 Customer lists 2,104.6 (1,626.6 ) 478.0 1,791.7 (1,442.4 ) 349.3 Cable franchise rights 17.3 (9.1 ) 8.2 17.3 (8.0 ) 9.3 Trade names 29.0 (2.2 ) 26.8 — — — Developed technology and software 33.0 (7.1 ) 25.9 — — — Patents 10.6 (8.4 ) 2.2 10.6 (4.9 ) 5.7 Balance $ 3,479.6 $ (2,025.2 ) $ 1,454.4 $ 3,104.7 $ (1,784.2 ) $ 1,320.5 |
Schedule of Finite-Lived Intangible Assets, Methodology and Estimated Useful Life | Intangible asset amortization methodology and useful lives were as follows as of December 31, 2017 : Intangible Assets Amortization Methodology Estimated Useful Life Franchise rights straight-line 30 years Customer lists sum of years digits 5.5 - 15 years Cable franchise rights straight-line 15 years Trade names straight-line 1 - 10 years Developed technology and software straight-line 3 - 5 years Patents straight-line 3 years |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Amortization expense for intangible assets subject to amortization was estimated to be as follows for each of the years ended December 31 : Year (Millions) 2018 $ 222.9 2019 179.3 2020 138.6 2021 103.5 2022 72.2 Thereafter 737.9 Total $ 1,454.4 |
Long-term Debt and Lease Obli40
Long-term Debt and Lease Obligations: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Long-term Debt and Capital Lease Obligations [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt was as follows at December 31: (Millions) 2017 2016 Issued by Windstream Services: Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 $ — $ 572.3 Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) 1,192.6 894.8 Senior secured credit facility, Tranche B7 – variable rates, due February 17, 2024 574.2 — Senior secured credit facility, Revolving line of credit – variable rates, due 775.0 475.0 Debentures and notes, without collateral: 2020 Notes – 7.750%, due October 15, 2020 492.9 700.0 2021 Notes – 7.750%, due October 1, 2021 88.9 809.3 2022 Notes – 7.500%, due June 1, 2022 41.6 441.2 2023 Notes – 7.500%, due April 1, 2023 120.4 343.5 2023 Notes – 6.375%, due August 1, 2023 1,147.6 585.7 2024 Notes – 8.750%, due December 15, 2024 834.3 — 2025 Notes – 8.625%, due October 31, 2025 600.0 — Issued by subsidiaries of the Company: Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 (b) 100.0 100.0 Net (discount) premium on long-term debt (c) (61.6 ) (7.2 ) Unamortized debt issuance costs (c) (62.0 ) (51.0 ) 5,843.9 4,863.6 Less current maturities (169.3 ) (14.9 ) Total long-term debt $ 5,674.6 $ 4,848.7 Weighted average interest rate 6.6 % 7.0 % Weighted maturity 5.1 years 4.7 years 6. Long-term Debt and Lease Obligations, Continued: (a) If the maturity of the revolving line of credit is not extended prior to April 24, 2020, the maturity date of the Tranche B6 term loan will be April 24, 2020; provided further, if the 2020 Notes have not been repaid or refinanced prior to July 15, 2020 with indebtedness having a maturity date no earlier than March 29, 2021, the maturity date of the Tranche B6 term loan will be July 15, 2020. (b) These bonds are secured equally with the senior secured credit facility with respect to the assets of Windstream Holdings of the Midwest, Inc. (c) The net (discount) premium balance and unamortized debt issuance costs are amortized using the interest method over the life of the related debt instrument. |
Schedule of Maturities of Long-term Debt | Maturities for long-term debt outstanding as of December 31, 2017 , excluding $61.6 million of unamortized net discount and $62.0 million of unamortized debt issuance costs, were as follows for the years ended December 31: Year (Millions) 2018 $ 169.3 2019 19.3 2020 1,287.2 2021 1,246.9 2022 47.3 Thereafter 3,197.5 Total $ 5,967.5 |
Schedule of Current and Noncurrent Other Lease Obligations [Table Text Block] | A summary of the current and noncurrent portions of the long-term lease obligations was as follows: December 31, 2017 December 31, 2016 (Millions) Current Noncurrent Total Current Noncurrent Total Assets Subject to Leaseback: Telecommunications network assets $ 188.6 $ 4,570.3 $ 4,758.9 $ 168.7 $ 4,759.0 $ 4,927.7 Real estate contributed to pension plan — 73.0 73.0 — 72.9 72.9 Total $ 188.6 $ 4,643.3 $ 4,831.9 $ 168.7 $ 4,831.9 $ 5,000.6 |
Schedule of Extinguishment of Debt | The net loss on early extinguishment of debt was comprised of the following: (Millions) (Premium) discount on early redemption Third-party fees for early redemption Unamortized (discount) premium on original issuance, net Unamortized debt issuance costs on original issuance Net (loss) gain on early extinguishment of debt Year ended December 31, 2017: Senior secured credit facility $ — $ — $ (1.8 ) $ (2.3 ) $ (4.1 ) Broadview 2017 Notes — — 0.2 — 0.2 EarthLink 2019 and 2020 Notes (18.3 ) — 16.3 — (2.0 ) Partial repurchases of 2020 Notes 5.3 — 0.1 (0.4 ) 5.0 Exchanges of 2020, 2021, 2022, and April 2023 Notes (49.9 ) (2.0 ) 2.2 (5.8 ) (55.5 ) Total $ (62.9 ) $ (2.0 ) $ 17.0 $ (8.5 ) $ (56.4 ) Year ended December 31, 2016: Senior secured credit facility $ — $ — $ (1.7 ) $ (1.4 ) $ (3.1 ) 2017 Notes (67.5 ) (2.4 ) (3.0 ) (5.4 ) (78.3 ) Partial repurchase of 2021, 2022 and 2023 Notes 68.7 — 0.9 (6.2 ) 63.4 Total $ 1.2 $ (2.4 ) $ (3.8 ) $ (13.0 ) $ (18.0 ) Year ended December 31, 2015: Senior secured credit facility $ (6.6 ) $ (0.7 ) $ — $ (8.6 ) $ (15.9 ) 2018 Notes (16.3 ) — (1.4 ) (4.0 ) (21.7 ) 2017 Notes (8.6 ) — (0.9 ) (1.8 ) (11.3 ) Partial repurchase of 2021, 2022 and 2023 Notes 19.4 — 0.3 (1.4 ) 18.3 PAETEC 2018 Notes (22.2 ) — 16.9 — (5.3 ) Cinergy Communications Company Notes (0.5 ) — — — (0.5 ) Total $ (34.8 ) $ (0.7 ) $ 14.9 $ (15.8 ) $ (36.4 ) |
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments under capital lease obligations were as follows for the years ended December 31: Year (Millions) 2018 $ 58.8 2019 35.1 2020 16.9 2021 2.5 2022 0.7 Thereafter 1.1 Total future payments 115.1 Less: Amounts representing interest 8.3 Present value of minimum lease payments $ 106.8 |
Interest Expense, Net Disclosure | Interest expense was as follows for the years ended December 31: (Millions) 2017 2016 2015 Interest expense - long-term debt $ 376.1 $ 350.9 $ 442.0 Interest expense - long-term lease obligations: Telecommunications network assets 484.9 500.8 351.6 Real estate contributed to pension plan 6.2 5.8 6.7 Impact of interest rate swaps 10.1 11.0 20.5 Interest on capital leases and other 5.1 2.8 2.8 Less capitalized interest expense (7.0 ) (10.7 ) (10.4 ) Total interest expense $ 875.4 $ 860.6 $ 813.2 |
Schedule of Future Minimum Lease Payments for Other Lease Obligations [Table Text Block] | Undiscounted future minimum payments during the initial terms of the leases were as follows for the years ended December 31: (Millions) Leaseback of Telecommunications Network Assets Leaseback of Real Estate Contributed to Pension Plan Total Year 2018 $ 655.7 $ 6.3 $ 662.0 2019 658.9 6.5 665.4 2020 662.2 6.7 668.9 2021 665.6 6.9 672.5 2022 668.9 7.1 676.0 Thereafter 4,995.4 62.3 5,057.7 Total $ 8,306.7 $ 95.8 $ 8,402.5 |
Derivatives Schedule of Derivat
Derivatives Schedule of Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Set forth below is information related to our interest rate swap agreements: (Millions, except for percentages) 2017 2016 Designated portion, measured at fair value Other assets $ 11.8 $ 6.3 Other current liabilities $ 7.8 $ 13.4 Other non-current liabilities $ 10.5 $ 21.9 Accumulated other comprehensive income $ 33.7 $ 22.3 De-designated portion, unamortized value Accumulated other comprehensive loss $ (5.4 ) $ (10.7 ) Weighted average fixed rate paid 0.82 % 1.82 % Variable rate received 1.49 % 0.74 % |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | Changes in derivative instruments were as follows for the years ended December 31: (Millions) 2017 2016 2015 Changes in fair value of effective portion, net of tax (a) $ 7.0 $ 4.9 $ (5.4 ) Amortization of unrealized losses on de-designated interest rate swaps, net of tax (a) $ 3.3 $ 2.9 $ 7.1 (a) Included as a component of other comprehensive income (loss) and will be reclassified into earnings as the hedged transaction affects earnings. |
Offsetting Assets | Information pertaining to derivative assets was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Recognized Assets Net Amount of Assets presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2017: Interest rate swaps $ 11.8 $ 11.8 $ (2.9 ) $ — $ 8.9 December 31, 2016: Interest rate swaps $ 6.3 $ 6.3 $ — $ — $ 6.3 |
Offsetting Liabilities | Information pertaining to derivative liabilities was as follows: Gross Amounts Not Offset in the Consolidated Balance Sheets (Millions) Gross Amount of Recognized Liabilities Net Amount of Liabilities presented in the Consolidated Balance Sheets Financial Instruments Cash Collateral Received Net Amount December 31, 2017: Interest rate swaps $ 18.3 $ 18.3 $ (2.9 ) $ — $ 15.4 December 31, 2016: Interest rate swaps $ 35.3 $ 35.3 $ — $ — $ 35.3 |
Fair Value Measurements_ (Table
Fair Value Measurements: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value of cash equivalents and interest rate swaps | The fair values of interest rate swaps and long-term debt were determined using the following inputs at December 31: (Millions) 2017 2016 Recorded at Fair Value in the Financial Statements: Derivatives: Interest rate swap assets - Level 2 $ 11.8 $ 6.3 Interest rate swap liabilities - Level 2 $ 18.3 $ 35.3 Not Recorded at Fair Value in the Financial Statements: (a) Long-term debt, including current maturities - Level 2 $ 4,824.2 $ 4,884.4 (a) Recognized at carrying value of $5,905.9 million and $4,914.6 million in long-term debt, including current maturities, and excluding unamortized debt issuance costs, in the accompanying consolidated balance sheets as of December 31, 2017 and 2016 , respectively. |
Employee Benefit Plans and Po43
Employee Benefit Plans and Postretirement Benefits: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Pension And Other Postretirement Benefits, Net Periodic Benefit Costs, Disclosure | The components of pension benefit expense (including provision for executive retirement agreements) and postretirement benefits expense (income) were as follows for the years ended December 31: Pension Benefits Postretirement Benefits (Millions) 2017 2016 2015 2017 2016 2015 Benefits earned during the year $ 8.1 $ 8.7 $ 9.5 $ — $ — $ — Interest cost on benefit obligation 46.3 53.2 53.2 1.1 1.3 1.3 Net actuarial loss 10.5 60.7 8.7 — — — Amortization of net actuarial loss — — — 0.1 0.2 1.0 Amortization of prior service credit (0.4 ) (0.3 ) (0.1 ) (0.3 ) (0.8 ) (3.8 ) Plan curtailments and settlements — 0.1 — — (5.5 ) (18.0 ) Expected return on plan assets (54.4 ) (63.3 ) (70.1 ) — — — Net periodic benefit expense (income) $ 10.1 $ 59.1 $ 1.2 $ 0.9 $ (4.8 ) $ (19.5 ) |
Summary of plan assets, projected benefit obligation and funded status of the plans | A summary of plan assets, projected benefit obligation and funded status of the plans (including executive retirement agreements) were as follows at December 31: Pension Benefits Postretirement Benefits (Millions) 2017 2016 2017 2016 Fair value of plan assets at beginning of year $ 799.4 $ 966.6 $ 0.4 $ 0.4 Actual return on plan assets 97.3 46.5 — — Employer contributions (a) 30.1 2.2 3.0 2.5 Participant contributions — — 3.0 3.6 Benefits paid (b) (85.9 ) (68.7 ) (6.0 ) (6.1 ) Settlements 0.5 (147.2 ) — — Fair value of plan assets at end of year $ 841.4 $ 799.4 $ 0.4 $ 0.4 Projected benefit obligation at beginning of year $ 1,145.4 $ 1,255.5 $ 28.0 $ 29.0 Interest cost on projected benefit obligations 46.3 53.2 1.1 1.3 Service costs 8.1 8.7 — — Participant contributions — — 3.0 3.6 Plan amendments (9.1 ) — — — Actuarial loss 53.1 43.8 1.3 0.2 Benefits paid (b) (85.9 ) (68.7 ) (6.0 ) (6.1 ) Settlements — (147.1 ) — — Projected benefit obligation at end of year $ 1,157.9 $ 1,145.4 $ 27.4 $ 28.0 Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: Current liabilities $ (20.1 ) $ (27.9 ) $ (1.9 ) $ (1.9 ) Noncurrent liabilities (296.4 ) (318.1 ) (25.1 ) (25.7 ) Funded status recognized in the consolidated balance sheets $ (316.5 ) $ (346.0 ) $ (27.0 ) $ (27.6 ) Amounts recognized in accumulated other comprehensive income: Net actuarial loss $ — $ — $ (5.9 ) $ (4.7 ) Prior service credits 10.2 1.5 1.2 1.5 Net amount recognized in accumulated other comprehensive income $ 10.2 $ 1.5 $ (4.7 ) $ (3.2 ) (a) During 2017, we made contributions totaling $29.0 million to the qualified pension plan to satisfy our 2017 and remaining 2016 funding requirements using proceeds from the ATM Program and available cash on hand. We also contributed $3.0 million to the postretirement plan excluding amounts that were funded by participant contributions to the plan. (b) Pension benefits paid from Windstream’s assets totaled $1.1 million and $0.9 million in 2017 and 2016 , respectively. All postretirement benefits in both years were paid from Windstream’s assets in both years. |
Pension And Other Postretirement Benefits, Expected Amortization Of Accumulated Other Comprehensive Income, Disclosure | Estimated amounts to be amortized from accumulated other comprehensive income into net periodic benefit expense (income) in 2017, including executive retirement agreements, are as follows: (Millions) Pension Benefits Postretirement Benefits Net actuarial loss $ — $ 0.3 Prior service credits $ (4.7 ) $ (0.3 ) |
Pension and Other Postretirement Benefits, Net Periodic Benefit Costs Weighted Average Assumptions Disclosure | Actuarial assumptions used to calculate pension and postretirement benefits expense (income) were as follows for the years ended December 31: Pension Benefits (a) Postretirement Benefits (Millions) 2017 2016 2015 2017 2016 2015 Discount rate 4.19 % 4.40 % 4.14 % 4.26 % 4.67 % 4.21 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % 2.00 % — % — % — % (a) As a result of the remeasurement of our pension benefit obligation due to the purchase of annuities as previously discussed, key assumptions including the discount rate were updated as of the remeasurement date. |
Benefit Obligations Weighted Average Assumptions Disclosure | Actuarial assumptions used to calculate the projected benefit obligations were as follows at December 31: Pension Benefits Postretirement Benefits 2017 2016 2017 2016 Discount rate 3.68 % 4.19 % 3.74 % 4.26 % Expected return on plan assets 7.00 % 7.00 % 7.00 % 7.00 % Rate of compensation increase 2.00 % 2.00 % — % — % |
Health Care Cost Trend Rates Assumptions Disclosure | Information regarding the healthcare cost trend rate was as follows for the years ended December 31: 2017 2016 Healthcare cost trend rate assumed for next year 6.50 % 6.75 % Rate that the cost trend ultimately declines to 5.00 % 5.00 % Year that the rate reaches the terminal rate 2024 2024 |
Weighted-Average Allocation of Assets Related to Defined Benefit Plans Disclosure | The asset allocation for our pension plan by asset category was as follows for the years ended December 31: Target Allocation Percentage of Plan Assets Asset Category 2018 2017 2016 Equity securities 22.4% - 32.4% 28.9 % 27.8 % Fixed income securities 42% - 67% 53.3 % 54.3 % Alternative investments 11.6% - 21.6% 15.7 % 16.5 % Money market and other short-term interest bearing securities 0.0% - 6.5% 2.1 % 1.4 % 100.0 % 100.0 % |
Schedule of Defined Benefit Plans Disclosures | The fair values of our pension plan assets were determined using the following inputs as of December 31, 2017 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund (a) $ 56.0 $ — $ 56.0 $ — Common collective trust funds (b) 202.0 — 202.0 — Government and agency securities (c) 250.7 — 250.7 — Corporate bonds and asset backed securities (c) 27.3 — 27.3 — Common and preferred stocks - domestic (c) 35.0 35.0 — — Common and preferred stocks - international (c) 26.5 26.5 — — Mutual fund (c) 51.7 51.7 — — Real estate LLCs (d) 72.7 — — 72.7 Derivative financial instruments (e) 6.4 — 6.4 — Other investments (f) 1.3 0.5 — 0.8 Investments included in fair value hierarchy 729.6 $ 113.7 $ 542.4 $ 73.5 Other investments measured at NAV: Pooled funds (g) 85.1 Real estate and private equity funds (h) 36.6 Total investments 851.3 Dividends and interest receivable 4.4 Pending trades and other liabilities (14.3 ) Total plan assets $ 841.4 9. Employee Benefit Plans and Postretirement Benefits, Continued: The fair values of our pension plan assets were determined using the following inputs as of December 31, 2016 : Quoted Price in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Millions) Fair Value Level 1 Level 2 Level 3 Money market fund (a) $ 54.6 $ — $ 54.6 $ — Common collective trust funds (b) 183.2 — 183.2 — Government and agency securities (c) 224.8 — 224.8 — Corporate bonds and asset backed securities (c) 30.5 — 30.5 — Common and preferred stocks - domestic (c) 31.3 31.3 — — Common and preferred stocks - international (c) 22.5 22.5 — — Mutual fund (c) 49.1 49.1 — — Real estate LLCs (d) 78.4 — — 78.4 Derivative financial instruments (e) 8.9 — 8.9 — Other investments (f) 1.3 0.5 — 0.8 Investments included in fair value hierarchy 684.6 $ 103.4 $ 502.0 $ 79.2 Other investments measured at NAV: Pooled funds (g) 84.2 Real estate and private equity funds (h) 34.3 Total investments 803.1 Dividends and interest receivable 7.2 Pending trades and other liabilities (10.9 ) Total plan assets $ 799.4 (a) Money market fund is valued based on the fair value of the underlying assets held as determined by the fund manager on the last business day of the year. The underlying assets are mostly comprised of certificates of deposit, time deposits and commercial paper valued at amortized cost. (b) Units in common collective trust funds are valued by reference to the funds' underlying assets and are based on the net asset value as reported by the fund manager on the last business day of the year. The underlying assets are mostly comprised of publicly traded equity securities and fixed income securities. These securities are valued at the official closing price of, or the last reported sale prices as of the close of business or, in the absence of any sales, at the latest available bid price. (c) Government and agency securities, corporate bonds and asset backed securities, common and preferred stocks, and mutual funds traded in active markets on securities exchanges are valued at their quoted market price on the last day of the year. Securities traded in markets that are not considered active are valued based on quoted market prices, broker or dealer quotes or alternative pricing sources with reasonable levels of price transparency. (d) This category consists of real estate properties contributed by Windstream to limited liability companies ("LLCs") wholly- owned by the pension plan. The fair value of these properties is based on independent appraisals. (See also Note 6.) (e) Derivative financial instruments consist primarily of swaps and are valued at fair value based on models that reflect the contractual terms of the instruments. Inputs include primarily observable market information, such as swap curves, benchmark yields, rating updates and interdealer broker quotes at the end of the year. (f) Other investments consist of a guaranteed annuity contract and investments in foreign currency. The guaranteed annuity contract is reported at contract value which approximates fair value and is based on the value of the underlying contracts as determined by the insurance company. Investments in foreign currency are valued at their quoted market price on the last day of the year. 9. Employee Benefit Plans and Postretirement Benefits, Continued: (g) The pooled investment funds are valued based on the net asset value of the fund as determined by the fund manager on the last business day of the year, and is derived from the fair value of each underlying investment held by the pooled fund. These investments have not been classified within the fair value hierarchy. (h) The real estate fund is valued based on the net asset value of the fund on the last business day of the year. The net asset value is derived from the fair value of the underlying net assets of the fund. Private equity funds consist of investments in limited partnerships and are valued based on the pension plan's capital account balance at year end as reported in the audited financial statements of the partnership. These investments have not been classified within the fair value hierarchy. |
Pension Plan Assets, Unobservable Input Reconciliation | The following is a reconciliation of the beginning and ending balances of pension plan assets that are measured at fair value using significant unobservable inputs: (Millions) Domestic equities Real estate LLCs Guaranteed annuity contract Total Balance at December 31, 2015 $ 0.1 $ 76.6 $ 1.1 $ 77.8 Unrealized (loss) gains (0.1 ) 1.8 0.1 1.8 Purchases and sales, net — — (0.4 ) (0.4 ) Balance at December 31, 2016 — 78.4 0.8 79.2 Unrealized (loss) gains — (5.7 ) 0.1 (5.6 ) Purchases and sales, net — — (0.1 ) (0.1 ) Balance at December 31, 2017 $ — $ 72.7 $ 0.8 $ 73.5 |
Pension and Other Postretirement Benefits, Expected Benefit Payments Disclosure | Estimated future employer contributions, benefit payments, including executive retirement agreements, are as follows as of December 31, 2017 : (Millions) Pension Benefits Postretirement Benefits Expected employer contributions in 2018 $ 20.1 $ 1.9 Expected benefit payments: 2018 $ 77.9 $ 1.9 2019 78.9 1.6 2020 77.9 1.5 2021 76.3 1.4 2022 76.1 1.4 2023-2027 360.1 7.0 |
Share-Based Compensation Plan44
Share-Based Compensation Plans: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Nonvested Share Activity | The vesting periods and grant date fair value for restricted stock and restricted stock units issued, including the EarthLink replacement awards, were as follows for the years ended December 31: (Number of shares in thousands) 2017 2016 2015 Service-based restricted stock and restricted units: Vest variably over remaining service period, up to three-years 2,858.7 1,380.9 2,739.2 Vest ratably over a three-year service period 2,451.4 — — Vest variably over a three-year service period — — 62.6 Vest one year from date of grant, service based - granted to non-employee directors 207.2 198.0 73.7 Vest two years from date of grant, service based — 53.2 6.9 Vest three years from date of grant, service based 33.8 53.6 381.1 Total granted 5,551.1 1,685.7 3,263.5 Grant date fair value (Dollars in millions) $ 33.3 $ 9.9 $ 35.0 Performance restricted units: Vest variably over remaining required service period, up to three years 2,370.9 — — Vest contingently at the end of the respective performance period 1,258.6 1,380.0 283.4 Total granted 3,629.5 1,380.0 283.4 Grant date fair value (Dollars in millions) $ 26.1 $ 7.9 $ 2.9 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | estricted stock and restricted unit activity for the year ended December 31, 2017 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2016 3,283.8 $ 10.27 Replacement grants related to merger with EarthLink 2,858.7 $ 7.19 Granted 2,692.4 $ 4.72 Vested (2,664.7 ) $ 10.13 Forfeited (1,056.1 ) $ 7.43 Non-vested at December 31, 2017 5,114.1 $ 6.29 Performance restricted stock unit activity for the year ended December 31, 2017 was as follows: (Thousands) Underlying Number of Shares Weighted Average Fair Value Per Share Non-vested at December 31, 2016 1,206.3 $ 5.64 Replacement grants related to merger with EarthLink 2,370.9 $ 7.19 Granted 1,258.6 $ 7.22 Vested (1,780.7 ) $ 7.30 Forfeited (451.6 ) $ 6.17 Non-vested at December 31, 2017 2,603.5 $ 6.58 |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | A summary of share-based compensation expense was as follows for the years ended December 31: (Millions) 2017 2016 2015 Restricted stock and restricted units and stock options $ 32.5 $ 19.9 $ 25.0 Employee savings plan (See Note 9) 22.9 21.1 19.3 Management incentive compensation plans — 0.6 11.0 Share-based compensation expense $ 55.4 $ 41.6 $ 55.3 |
Merger, Integration and Other45
Merger, Integration and Other Costs and Restructuring Charges: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Merger, Integration and Other Costs and Restructuring Charges [Abstract] | |
Schedule of Merger, Integration and Other Costs and Restructuring Activities | The following is a summary of the merger, integration and other costs and restructuring charges recorded for the years ended December 31: (Millions) 2017 2016 2015 Merger, integration and other costs: Information technology conversion costs $ 3.0 $ 0.3 $ 7.5 Costs related to merger with EarthLink (a) 104.1 2.7 — Costs related to merger with Broadview (b) 14.3 — — Costs related to REIT spin-off (See Note 5) 7.5 — 65.1 Costs related to sale of data center business — 0.9 10.3 Network optimization and contract termination costs 8.5 11.9 5.9 Consulting and other costs — — 6.2 Reversal of lease termination costs — (2.0 ) — Total merger, integration and other costs 137.4 13.8 95.0 Restructuring charges 43.0 20.3 20.7 Total merger, integration and other costs and restructuring charges $ 180.4 $ 34.1 $ 115.7 |
Schedule of Restructuring and Reorganization Costs (Benefits), Net | The following is a summary of the activity related to the liabilities associated with merger, integration and other costs and restructuring charges at December 31: Restructuring Charges (Millions) Merger, Integration and Other Charges Severance and Benefit Costs Other Exit Costs Total Balance at December 31, 2015 $ 2.5 $ 2.6 $ — $ 5.1 Expenses incurred in period 15.8 18.7 1.6 36.1 Reversal of accrued lease termination costs (2.0 ) — — (2.0 ) Cash outlays during the period (14.8 ) (17.0 ) (1.6 ) (33.4 ) Balance at December 31, 2016 1.5 4.3 — 5.8 Expenses incurred in period 137.4 35.0 8.0 180.4 Cash outlays during the period (128.6 ) (34.3 ) (3.8 ) (166.7 ) Balance at December 31, 2017 $ 10.3 $ 5.0 $ 4.2 $ 19.5 |
Accumulated Other Comprehensi46
Accumulated Other Comprehensive Income (Loss): (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income | Accumulated other comprehensive income (loss) balances, net of tax, were as follows for the years ended December 31: (Millions) 2017 2016 2015 Pension and postretirement plans $ 4.0 $ (1.2 ) $ 2.8 Unrealized holding loss on available-for-sale securities — — (286.5 ) Unrealized holding gains (losses) on interest rate swaps Designated portion 20.7 13.7 (0.6 ) De-designated portion (3.3 ) (6.6 ) (0.1 ) Accumulated other comprehensive income (loss) $ 21.4 $ 5.9 $ (284.4 ) |
Changes in accumulated other comprehensive income, net of tax | Changes in accumulated other comprehensive income (loss) balances, net of tax, were as follows: (Millions) Net (Gains) Losses on Interest Rate Swaps Pension and Postretirement Plans Total Balance at December 31, 2016 $ 7.1 $ (1.2 ) $ 5.9 Other comprehensive income (loss) before reclassifications 7.0 5.7 12.7 Amounts reclassified from other accumulated comprehensive income (loss) (a) 3.3 (0.5 ) 2.8 Balance at December 31, 2017 $ 17.4 $ 4.0 $ 21.4 (a) See separate table below for details about these reclassifications. |
Reclassifications out of accumulated other comprehensive income | Reclassifications out of accumulated other comprehensive income (loss) were as follows for the years ended December 31: Details about Accumulated Other Comprehensive Income (Loss) Components (Millions) Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Consolidated Statements of Operations 2017 2016 2015 Available-for-sale securities: Gain on disposal recognized in the period $ — $ (51.5 ) $ — Net gain on disposal of investment in Uniti common stock Other-than-temporary impairment loss recognized in the period — 181.9 — Other-than-temporary — 130.4 — Net (loss) income Losses on interest rate swaps: Amortization of net unrealized losses on de-designated interest rate swaps 5.3 4.8 11.6 Interest expense 5.3 4.8 11.6 (Loss) income before income taxes (2.0 ) (1.9 ) (4.5 ) Income tax (benefit) expense 3.3 2.9 7.1 Net (loss) income Pension and postretirement plans: Plan curtailments — (5.5 ) (18.0 ) (a) Amortization of net actuarial loss 0.1 0.2 1.0 (a) Amortization of prior service credits (0.7 ) (1.1 ) (3.9 ) (a) (0.6 ) (6.4 ) (20.9 ) (Loss) income before income taxes 0.1 2.5 8.0 Income tax (benefit) expense (0.5 ) (3.9 ) (12.9 ) Net (loss) income Total reclassifications for the period, net of tax $ 2.8 $ 129.4 $ (5.8 ) Net (loss) income (a) These accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit expense (income) (See Note 9). |
Income Taxes_ Income Taxes_ (Ta
Income Taxes: Income Taxes: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure Table | Income tax (benefit) expense was as follows for the years ended December 31: (Millions) 2017 2016 2015 Current: Federal $ (0.3 ) $ (2.7 ) $ 9.1 State 4.9 1.0 23.2 4.6 (1.7 ) 32.3 Deferred: Federal (328.0 ) (130.2 ) 15.0 State (84.7 ) (8.1 ) (31.3 ) (412.7 ) (138.3 ) (16.3 ) Income tax (benefit) expense $ (408.1 ) $ (140.0 ) $ 16.0 |
Income Tax Rate Reconciliation | Differences between the federal income tax statutory rates and effective income tax rates, which include both federal and state income taxes, were as follows for the years ended December 31: 2017 2016 2015 Statutory federal income tax rate 35.0 % 35.0 % 35.0 % Increase (decrease) State income taxes, net of federal benefit 3.6 3.7 4.0 Adjust deferred taxes for state net operating loss carryforward — (0.6 ) 16.0 Transaction costs (0.1 ) (0.2 ) 18.7 Valuation allowance (0.1 ) — (48.4 ) Income tax reserves — 0.1 12.2 Research and development credit 0.1 0.8 (8.4 ) Adjustment of deferred taxes for legal entity restructuring — — 6.8 Disallowed loss — (12.1 ) — Tax credits — — (1.0 ) Debt exchange (6.1 ) — — 2017 Federal tax reform (7.6 ) — — Goodwill impairment (8.4 ) — — Other items, net (0.2 ) — 2.0 Effective income tax rate 16.2 % 26.7 % 36.9 % |
Components of Deferred Tax Assets and Liabilities | The significant components of the net deferred income tax liability (asset) were as follows at December 31: (Millions) 2017 2016 Property, plant and equipment $ 876.3 $ 1,395.8 Goodwill and other intangible assets 532.5 1,265.6 Operating loss and credit carryforward (595.6 ) (528.8 ) Postretirement and other employee benefits (85.6 ) (142.4 ) Unrealized holding loss and interest rate swaps 4.5 (0.2 ) Deferred compensation (2.8 ) (4.0 ) Bad debt (14.5 ) (19.4 ) Long-term lease obligations (1,226.3 ) (1,932.7 ) Deferred debt costs (2.0 ) 8.9 Restricted stock (7.9 ) (9.4 ) Other, net (29.0 ) (28.4 ) (550.4 ) 5.0 Valuation allowance 179.6 146.5 Deferred income taxes, net $ (370.8 ) $ 151.5 Deferred tax assets $ (2,000.7 ) $ (2,695.9 ) Deferred tax liabilities 1,629.9 2,847.4 Deferred income taxes, net $ (370.8 ) $ 151.5 |
Unrecognized Tax Benefits Reconciliation, Table | We account for uncertainty in taxes in accordance with authoritative guidance. A reconciliation of the unrecognized tax benefits is as follows: (Millions) 2017 2016 2015 Beginning balance $ 8.8 $ 10.1 $ 5.6 Additions based on EarthLink acquisition 2.5 — — Additions based on tax positions related to current year 0.7 0.7 5.0 Reductions for tax positions of prior years (1.2 ) (1.6 ) (0.5 ) Settlements (2.1 ) (0.4 ) — Ending balance $ 8.7 $ 8.8 $ 10.1 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases of Lessee Disclosure | Minimum rental commitments for all non-cancellable operating leases, consisting principally of leases for network facilities, real estate, office space and office equipment were as follows as of December 31, 2017 : Year (Millions) 2018 $ 166.8 2019 130.6 2020 93.1 2021 64.2 2022 48.2 Thereafter 145.2 Total $ 648.1 |
Segment Information_ (Tables)
Segment Information: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The following table summarizes our segment results for the years ended December 31: (Millions) 2017 2016 2015 Consumer & Small Business: Revenues and sales $ 1,978.3 $ 2,063.3 $ 2,118.3 Costs and expenses 848.5 870.7 913.8 Segment income 1,129.8 1,192.6 1,204.5 Enterprise: Revenues and sales 2,942.1 2,587.9 2,708.9 Costs and expenses 2,364.9 2,075.7 2,184.1 Segment income 577.2 512.2 524.8 Wholesale: Revenues and sales 756.6 720.8 794.0 Costs and expenses 226.8 194.5 187.5 Segment income 529.8 526.3 606.5 CLEC Consumer: Revenues and sales 175.9 15.0 12.9 Costs and expenses 86.9 13.1 12.3 Segment income 89.0 1.9 0.6 Total segment revenues and sales 5,852.9 5,387.0 5,634.1 Total segment costs and expenses 3,527.1 3,154.0 3,297.7 Total segment income $ 2,325.8 $ 2,233.0 $ 2,336.4 |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | The following table reconciles total segment revenues and sales to total consolidated revenues and sales: (Millions) 2017 2016 2015 Total segment revenues and sales $ 5,852.9 $ 5,387.0 $ 5,634.1 Revenues and sales related to disposed businesses — — 131.2 Total revenue and sales $ 5,852.9 $ 5,387.0 $ 5,765.3 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | The following table reconciles segment income to consolidated net (loss) income for the years ended December 31: (Millions) 2017 2016 2015 Total segment income $ 2,325.8 $ 2,233.0 $ 2,336.4 Revenues and sales related to disposed businesses — — 131.2 Depreciation and amortization (1,470.0 ) (1,263.5 ) (1,366.5 ) Goodwill impairment (1,840.8 ) — — Merger, integration and other costs (137.4 ) (13.8 ) (95.0 ) Restructuring charges (43.0 ) (20.3 ) (20.7 ) Other unassigned operating expenses (428.1 ) (420.0 ) (387.7 ) Operating expenses related to disposed businesses — — (88.3 ) Dividend income on Uniti common stock — 17.6 48.2 Other (expense) income, net — (1.2 ) 9.3 Net gain on disposal of investment in Uniti common stock — 15.2 — Gain (loss) on sale of data center business 0.6 (10.0 ) 326.1 Net loss on early extinguishment of debt (56.4 ) (18.0 ) (36.4 ) Other-than-temporary impairment loss on investment in Uniti common stock — (181.9 ) — Interest expense (875.4 ) (860.6 ) (813.2 ) Income tax (benefit) expense 408.1 140.0 (16.0 ) Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 |
Supplemental Guarantor Inform50
Supplemental Guarantor Information: (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Statement of Comprehensive Income (Loss) | STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the years ended December 31, (Millions) 2017 2016 2015 Operating revenues: Leasing income from subsidiaries $ 653.5 $ 653.6 $ 446.0 Total operating revenues 653.5 653.6 446.0 Costs and expenses: Selling, general and administrative 1.9 1.7 2.0 Depreciation expense 336.2 354.0 239.7 Total costs and expenses 338.1 355.7 241.7 Operating income 315.4 297.9 204.3 Interest expense on long-term lease obligation with Uniti (484.9 ) (500.8 ) (351.6 ) Loss before income taxes and equity in subsidiaries (169.5 ) (202.9 ) (147.3 ) Income tax benefit (43.0 ) (78.4 ) (57.0 ) Loss before equity in subsidiaries (126.5 ) (124.5 ) (90.3 ) Equity (losses) earnings from subsidiaries (1,990.1 ) (259.0 ) 117.7 Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Comprehensive loss $ (2,101.1 ) $ (93.2 ) $ (269.1 ) See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,190.5 $ 4,668.5 $ (99.3 ) $ 5,759.7 Product sales — 83.6 9.6 — 93.2 Total revenues and sales — 1,274.1 4,678.1 (99.3 ) 5,852.9 Costs and expenses: Cost of services — 565.4 2,496.7 (97.2 ) 2,964.9 Cost of products sold — 77.2 16.3 — 93.5 Selling, general and administrative — 162.4 734.5 (2.1 ) 894.8 Depreciation and amortization 9.3 365.0 1,095.7 — 1,470.0 Goodwill impairment 979.4 — 861.4 — 1,840.8 Merger, integration and other costs — 1.6 135.8 — 137.4 Restructuring charges — 8.5 34.5 — 43.0 Total costs and expenses 988.7 1,180.1 5,374.9 (99.3 ) 7,444.4 Operating (loss) income (988.7 ) 94.0 (696.8 ) — (1,591.5 ) (Losses) earnings from consolidated subsidiaries (1,018.8 ) (195.5 ) 11.6 1,202.7 — Other income (expense), net 0.2 0.2 (0.4 ) — — Loss on sale of data center business — — 0.6 — 0.6 Net (loss) gain on early extinguishment of debt (54.6 ) (2.0 ) 0.2 — (56.4 ) Intercompany interest income (expense) 84.5 (39.6 ) (44.9 ) — — Interest expense (375.8 ) (149.0 ) (350.6 ) — (875.4 ) Loss before income taxes (2,353.2 ) (291.9 ) (1,080.3 ) 1,202.7 (2,522.7 ) Income tax (benefit) expense (237.8 ) (39.0 ) (130.5 ) — (407.3 ) Net loss $ (2,115.4 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,115.4 ) Comprehensive loss $ (2,099.9 ) $ (252.9 ) $ (949.8 ) $ 1,202.7 $ (2,099.9 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,011.0 $ 4,304.9 $ (36.0 ) $ 5,279.9 Product sales — 96.4 10.7 — 107.1 Total revenues and sales — 1,107.4 4,315.6 (36.0 ) 5,387.0 Costs and expenses: Cost of services — 417.0 2,294.0 (33.2 ) 2,677.8 Cost of products sold — 86.7 11.8 — 98.5 Selling, general and administrative — 150.7 648.1 (2.8 ) 796.0 Depreciation and amortization 13.8 301.4 948.3 — 1,263.5 Merger, integration and other costs — — 13.8 — 13.8 Restructuring charges — 2.9 17.4 — 20.3 Total costs and expenses 13.8 958.7 3,933.4 (36.0 ) 4,869.9 Operating (loss) income (13.8 ) 148.7 382.2 — 517.1 Losses from consolidated subsidiaries (65.1 ) (65.7 ) (15.1 ) 145.9 — Dividend income on Uniti common stock 17.6 — — — 17.6 Other income (expense), net 1.8 (0.8 ) (2.2 ) — (1.2 ) Net gain on disposal of investment in Uniti common stock 15.2 — — — 15.2 Loss on sale of data center business — — (10.0 ) — (10.0 ) Net loss on early extinguishment of debt (18.0 ) — — — (18.0 ) Other-than-temporary impairment loss on (181.9 ) — — — (181.9 ) Intercompany interest income (expense) 116.6 (44.6 ) (72.0 ) — — Interest expense (355.1 ) (149.5 ) (356.0 ) — (860.6 ) Loss before income taxes (482.7 ) (111.9 ) (73.1 ) 145.9 (521.8 ) Income tax benefit (100.2 ) (16.3 ) (22.8 ) — (139.3 ) Net loss $ (382.5 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (382.5 ) Comprehensive loss $ (92.2 ) $ (95.6 ) $ (50.3 ) $ 145.9 $ (92.2 ) 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Comprehensive Income (Loss) For the Year Ended December 31, 2015 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Revenues and sales: Service revenues $ — $ 1,163.2 $ 4,461.0 $ (25.6 ) $ 5,598.6 Product sales — 145.3 21.4 — 166.7 Total revenues and sales — 1,308.5 4,482.4 (25.6 ) 5,765.3 Costs and expenses: Cost of services — 493.6 2,290.6 (22.2 ) 2,762.0 Cost of products sold — 125.0 20.2 — 145.2 Selling, general and administrative — 186.8 681.1 (3.4 ) 864.5 Depreciation and amortization 18.3 334.5 1,013.7 — 1,366.5 Merger, integration and other costs — — 95.0 — 95.0 Restructuring charges — 9.4 11.3 — 20.7 Total costs and expenses 18.3 1,149.3 4,111.9 (25.6 ) 5,253.9 Operating (loss) income (18.3 ) 159.2 370.5 — 511.4 Earnings (losses) from consolidated subsidiaries 239.6 (149.9 ) (7.8 ) (81.9 ) — Dividend income on Uniti common stock 48.2 — — — 48.2 Other (expense) income, net (2.5 ) 0.8 11.0 — 9.3 Gain on sale of data center business — — 326.1 — 326.1 Net loss on early extinguishment of debt (30.7 ) (5.3 ) (0.4 ) — (36.4 ) Intercompany interest income (expense) 115.9 (46.5 ) (69.4 ) — — Interest expense (440.1 ) (122.0 ) (251.1 ) — (813.2 ) (Loss) income before income taxes (87.9 ) (163.7 ) 378.9 (81.9 ) 45.4 Income tax (benefit) expense (116.5 ) (15.8 ) 149.1 — 16.8 Net income (loss) $ 28.6 $ (147.9 ) $ 229.8 $ (81.9 ) $ 28.6 Comprehensive (loss) income $ (267.9 ) $ (147.9 ) $ 229.8 $ (81.9 ) $ (267.9 ) |
Condensed Consolidating Balance Sheet | BALANCE SHEETS (Millions, except par value) Assets 2017 2016 Current Assets: Distributions receivable from Windstream Services $ 1.1 $ 15.0 Total current assets 1.1 15.0 Investment and affiliate related balances 292.3 1,937.5 Net property, plant and equipment 1,611.1 1,947.3 Deferred income taxes 1,556.6 1,212.9 Total Assets $ 3,461.1 $ 5,112.7 Liabilities and Shareholders’ Equity (Deficit) Current liabilities: Accrued dividends $ 1.0 $ 15.0 Current portion of long-term lease obligation 188.6 168.7 Total current liabilities 189.6 183.7 Long-term lease obligation 4,570.4 4,759.0 Total liabilities 4,760.0 4,942.7 Shareholders’ Equity (Deficit): Common stock, $0.0001 par value, 375.0 shares authorized, 182.7 and 96.3 shares issued and outstanding, respectively — — Additional paid-in capital 1,191.9 559.7 Accumulated other comprehensive income 21.4 5.9 Accumulated deficit (2,512.2 ) (395.6 ) Total shareholders’ equity (deficit) (1,298.9 ) 170.0 Total Liabilities and Shareholders’ Equity (Deficit) $ 3,461.1 $ 5,112.7 See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Condensed Consolidating Balance Sheet As of December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.5 $ 40.9 $ — $ 43.4 Accounts receivable, net — 185.2 461.1 (3.3 ) 643.0 Notes receivable - affiliate — 5.0 — (5.0 ) — Affiliates receivable, net — 18.3 1,949.8 (1,968.1 ) — Inventories — 76.9 16.1 — 93.0 Prepaid expenses and other 25.6 44.3 83.2 — 153.1 Total current assets 25.6 332.2 2,551.1 (1,976.4 ) 932.5 Investments in consolidated subsidiaries 5,603.7 575.9 401.0 (6,580.6 ) — Notes receivable - affiliate — 306.9 — (306.9 ) — Goodwill 657.2 1,712.8 472.4 — 2,842.4 Other intangibles, net 479.8 461.7 512.9 — 1,454.4 Net property, plant and equipment 5.8 1,318.3 4,067.7 — 5,391.8 Deferred income taxes — 460.7 205.2 (295.1 ) 370.8 Other assets 25.7 15.5 51.2 — 92.4 Total Assets $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 Liabilities and Equity (Deficit) Current Liabilities: Current maturities of long-term debt $ 169.3 $ — $ — $ — $ 169.3 Current portion of long-term lease obligations — 55.2 133.4 — 188.6 Accounts payable — 123.4 370.6 — 494.0 Affiliates payable, net 1,968.1 — — (1,968.1 ) — Notes payable - affiliate — — 5.0 (5.0 ) — Advance payments and customer deposits — 40.7 169.9 (3.3 ) 207.3 Accrued taxes — 23.8 65.7 — 89.5 Accrued interest 50.2 1.8 0.6 — 52.6 Other current liabilities 15.6 102.7 223.8 — 342.1 Total current liabilities 2,203.2 347.6 969.0 (1,976.4 ) 1,543.4 Long-term debt 5,575.0 99.6 — — 5,674.6 Long-term lease obligations — 1,350.1 3,293.2 — 4,643.3 Notes payable - affiliate — — 306.9 (306.9 ) — Deferred income taxes 295.1 — — (295.1 ) — Other liabilities 23.4 77.1 421.4 — 521.9 Total liabilities 8,096.7 1,874.4 4,990.5 (2,578.4 ) 12,383.2 Commitments and Contingencies (See Note 14) Equity (Deficit): Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 1,187.1 3,958.6 1,358.1 (5,316.7 ) 1,187.1 Accumulated other comprehensive income 21.4 — 4.0 (4.0 ) 21.4 (Accumulated deficit) retained earnings (2,507.4 ) (688.4 ) 1,827.0 (1,138.6 ) (2,507.4 ) Total equity (deficit) (1,298.9 ) 3,309.6 3,271.0 (6,580.6 ) (1,298.9 ) Total Liabilities and Equity (Deficit) $ 6,797.8 $ 5,184.0 $ 8,261.5 $ (9,159.0 ) $ 11,084.3 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Balance Sheet As of December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Assets Current Assets: Cash and cash equivalents $ — $ 2.2 $ 56.9 $ — $ 59.1 Accounts receivable, net — 178.9 439.7 — 618.6 Notes receivable - affiliate — 4.8 — (4.8 ) — Affiliates receivable, net — 531.9 2,106.8 (2,638.7 ) — Inventories — 65.9 11.6 — 77.5 Prepaid expenses and other 10.1 36.5 65.1 — 111.7 Total current assets 10.1 820.2 2,680.1 (2,643.5 ) 866.9 Investments in consolidated subsidiaries 6,081.8 297.7 231.4 (6,610.9 ) — Notes receivable - affiliate — 310.5 — (310.5 ) — Goodwill 1,636.7 1,364.4 1,212.5 — 4,213.6 Other intangibles, net 515.2 258.8 546.5 — 1,320.5 Net property, plant and equipment 6.9 1,234.3 4,042.3 — 5,283.5 Deferred income taxes — 320.2 102.5 (422.7 ) — Other assets 19.5 16.0 50.0 — 85.5 Total Assets $ 8,270.2 $ 4,622.1 $ 8,865.3 $ (9,987.6 ) $ 11,770.0 Liabilities and Equity Current Liabilities: Current maturities of long-term debt $ 14.9 $ — $ — $ — $ 14.9 Current portion of long-term lease obligations — 49.5 119.2 — 168.7 Accounts payable — 101.5 288.7 — 390.2 Affiliates payable, net 2,638.7 — — (2,638.7 ) — Notes payable - affiliate — — 4.8 (4.8 ) — Advance payments and customer deposits — 40.9 137.2 — 178.1 Accrued taxes — 21.3 56.7 — 78.0 Accrued interest 55.4 1.8 0.9 — 58.1 Other current liabilities 32.9 69.9 263.8 — 366.6 Total current liabilities 2,741.9 284.9 871.3 (2,643.5 ) 1,254.6 Long-term debt 4,749.2 99.5 — — 4,848.7 Long-term lease obligations — 1,405.3 3,426.6 — 4,831.9 Notes payable - affiliate — — 310.5 (310.5 ) — Deferred income taxes 574.2 — — (422.7 ) 151.5 Other liabilities 34.9 53.2 425.2 — 513.3 Total liabilities 8,100.2 1,842.9 5,033.6 (3,376.7 ) 11,600.0 Commitments and Contingencies (See Note 14) Equity: Common stock — 39.4 81.9 (121.3 ) — Additional paid-in capital 556.1 3,143.3 825.3 (3,968.6 ) 556.1 Accumulated other comprehensive income (loss) 5.9 — (1.2 ) 1.2 5.9 (Accumulated deficit) retained earnings (392.0 ) (403.5 ) 2,925.7 (2,522.2 ) (392.0 ) Total equity 170.0 2,779.2 3,831.7 (6,610.9 ) 170.0 Total Liabilities and Equity $ 8,270.2 $ 4,622.1 $ 8,865.3 $ (9,987.6 ) $ 11,770.0 |
Condensed Consolidating Statement of Cash Flows | STATEMENTS OF CASH FLOWS For the years ended December 31, (Millions) 2017 2016 2015 Cash Provided from Operating Activities: Net (loss) income $ (2,116.6 ) $ (383.5 ) $ 27.4 Adjustments to reconcile net (loss) income to net cash provided from operations: Equity losses (earnings) from subsidiaries 1,990.1 259.0 (117.7 ) Depreciation expense 336.2 354.0 239.7 Deferred income taxes (41.3 ) (77.7 ) (56.2 ) Net cash provided from operating activities 168.4 151.8 93.2 Cash Flows from Investing Activities: Additions to property, plant and equipment — — (43.1 ) Net cash used in investing activities — — (43.1 ) Cash Flows from Financing Activities: Distributions from Windstream Services 83.7 88.5 416.6 Funding received from Uniti for tenant capital improvements for tenant capital improvements — — 43.1 Dividends paid to shareholders (64.4 ) (58.6 ) (369.2 ) Contribution to Windstream Services (9.6 ) — — Proceeds from the issuance of stock 9.6 — — Stock repurchases (19.0 ) (28.9 ) (46.2 ) Payments under long-term lease obligation (168.7 ) (152.8 ) (94.4 ) Net cash used in financing activities (168.4 ) (151.8 ) (50.1 ) Change in cash and cash equivalents — — — Cash and Cash Equivalents: Beginning of period — — — End of period $ — $ — $ — See Notes to Condensed Financial Information (Parent Company) and Notes to Consolidated Financial Statements of Windstream Holdings, Inc. and Subsidiaries included in the Financial Supplement Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2017 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (342.7 ) $ 301.6 $ 992.1 $ — $ 951.0 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.5 ) (120.4 ) (787.7 ) — (908.6 ) Acquisition of Broadview, net of cash acquired (63.3 ) — — — (63.3 ) Cash acquired from EarthLink — 0.7 4.3 — 5.0 Other, net — (5.0 ) (11.3 ) — (16.3 ) Net cash used in investing activities (63.8 ) (124.7 ) (794.7 ) — (983.2 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (83.7 ) — — — (83.7 ) Contribution from Windstream Holdings, Inc. 9.6 — — — 9.6 Repayments of debt and swaps (1,682.6 ) (435.3 ) (160.0 ) — (2,277.9 ) Proceeds of debt issuance 2,614.6 — — — 2,614.6 Debt issuance costs (27.1 ) — — — (27.1 ) Intercompany transactions, net (413.0 ) 338.7 74.3 — — Payments under long-term lease obligations — (49.5 ) (119.2 ) — (168.7 ) Payments under capital lease obligations — (34.0 ) (5.0 ) — (39.0 ) Other, net (11.3 ) 3.5 (3.5 ) — (11.3 ) Net cash provided from (used in) financing activities 406.5 (176.6 ) (213.4 ) — 16.5 Increase (decrease) in cash and cash equivalents — 0.3 (16.0 ) — (15.7 ) Cash and Cash Equivalents: Beginning of period — 2.2 56.9 — 59.1 End of period $ — $ 2.5 $ 40.9 $ — $ 43.4 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2016 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (143.2 ) $ 363.2 $ 705.4 $ — $ 925.4 Cash Flows from Investing Activities: Additions to property, plant and equipment (0.6 ) (177.6 ) (811.6 ) — (989.8 ) Proceeds from the sale of property — 1.0 5.3 — 6.3 Other, net (4.1 ) — (2.4 ) — (6.5 ) Net cash used in investing activities (4.7 ) (176.6 ) (808.7 ) — (990.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (88.5 ) — — — (88.5 ) Repayments of debt and swaps (3,263.7 ) — — — (3,263.7 ) Proceeds of debt issuance 3,674.5 — — — 3,674.5 Debt issuance costs (12.4 ) — — — (12.4 ) Intercompany transactions, net (155.0 ) (142.5 ) 294.2 3.3 — Payments under long-term lease obligations — (44.9 ) (107.9 ) — (152.8 ) Payments under capital lease obligations — (1.7 ) (56.0 ) — (57.7 ) Other, net (7.0 ) 3.6 (3.6 ) — (7.0 ) Net cash provided from (used in) financing activities 147.9 (185.5 ) 126.7 3.3 92.4 Increase in cash and cash equivalents — 1.1 23.4 3.3 27.8 Cash and Cash Equivalents: Beginning of period — 1.1 33.5 (3.3 ) 31.3 End of period $ — $ 2.2 $ 56.9 $ — $ 59.1 16. Supplemental Guarantor Information, Continued: Condensed Consolidating Statement of Cash Flows For the Year Ended December 31, 2015 (Millions) Windstream Services Guarantors Non- Guarantors Eliminations Consolidated Cash Provided from Operating Activities: Net cash (used in) provided from operating activities $ (337.4 ) $ 259.8 $ 1,105.4 $ — $ 1,027.8 Cash Flows from Investing Activities: Additions to property, plant and equipment (1.0 ) (187.2 ) (867.1 ) — (1,055.3 ) Changes in restricted cash 6.7 — — — 6.7 Grant funds received for broadband stimulus projects 23.5 — — — 23.5 Network expansion funded by Connect America — (18.6 ) (55.3 ) — (73.9 ) Disposition of data center business — — 574.2 — 574.2 Other, net (9.6 ) 0.1 12.3 — 2.8 Net cash provided from (used in) investing activities 19.6 (205.7 ) (335.9 ) — (522.0 ) Cash Flows from Financing Activities: Distributions to Windstream Holdings, Inc. (416.6 ) — — — (416.6 ) Payment received from Uniti in spin-off 1,035.0 — — — 1,035.0 Funding received from Uniti for tenant capital — 19.6 23.5 — 43.1 Repayments of debt and swaps (2,898.9 ) (450.0 ) (2.0 ) — (3,350.9 ) Proceeds of debt issuance 2,335.0 — — — 2,335.0 Debt issuance costs (4.3 ) — — — (4.3 ) Intercompany transactions, net 277.1 409.8 (709.6 ) 22.7 — Payments under long-term lease obligations — (35.6 ) (67.0 ) — (102.6 ) Payments under capital lease obligations — (4.2 ) (27.3 ) — (31.5 ) Other, net (9.5 ) 3.6 (3.6 ) — (9.5 ) Net cash provided from (used in) financing activities 317.8 (56.8 ) (786.0 ) 22.7 (502.3 ) (Decrease) increase in cash and cash equivalents — (2.7 ) (16.5 ) 22.7 3.5 Cash and Cash Equivalents: Beginning of period — 3.8 50.0 (26.0 ) 27.8 End of period $ — $ 1.1 $ 33.5 $ (3.3 ) $ 31.3 |
Quarterly Financial Informati51
Quarterly Financial Information - (Unaudited): Quarterly Financial Information - (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | For the Year Ended December 31, 2017 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,852.9 $ 1,497.9 $ 1,497.7 $ 1,491.6 $ 1,365.7 Operating (loss) income $ (1,593.5 ) $ (1,789.3 ) $ 43.0 $ 106.8 $ 46.0 Net loss $ (2,116.6 ) $ (1,835.7 ) $ (101.5 ) $ (68.1 ) $ (111.3 ) Basic and diluted loss per share: (a) Net loss ($12.52 ) ($10.26 ) ($.55 ) ($.37 ) ($.89 ) (a) Quarterly loss per share amounts may not add to full-year loss per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. Significant items affecting our historical operating trends in the quarterly periods of 2017 were as follows: • As discussed in Note 4, we recognized in the fourth quarter of 2017 a goodwill impairment charge of $1,840.8 million . • As discussed in Note 9, we recognize actuarial gains and losses for pension benefits as a component of net periodic benefit expense (income) in the fourth quarter of each year, unless an earlier measurement date is required. Results of operations for the fourth quarter of 2017 include net pre-tax actuarial losses related to pension benefits of $10.5 million or an after-tax charge of $7.7 million , respectively. • Operating (loss) income in each of the quarters of 2017 was adversely impacted by increases in depreciation and amortization expense when compared to the same periods a year ago. The increases were primarily attributable to the mergers with Broadview and EarthLink and the implementation of new depreciation rates in the fourth quarter of 2016 that shortened the depreciable lives of assets used by certain of our subsidiaries partially offset by the effects of extending the useful lives of certain fiber assets from 20 to 25 years. • Operating (loss) income and net loss in each of the quarters of 2017 included incremental merger, integration and other charges related to our mergers with Broadview and EarthLink. These incremental charges totaled $20.4 million , $31.5 million , $13.4 million and $53.1 million in the fourth, third, second and first quarters of 2017, respectively. See Note 11 for additional information. • Operating income and net loss in the third quarter of 2017 included incremental restructuring charges related to a workforce reduction designed to improve our overall cost structure and gain operational efficiencies. In undertaking these efforts, we eliminated approximately 700 employees and incurred a restructuring charge of $22.8 million , principally consisting of severance and employee benefit costs (see Note 11). For the Year Ended December 31, 2016 (Millions, except per share amounts) Total 4th 3rd 2nd 1st Revenues and sales $ 5,387.0 $ 1,309.1 $ 1,344.9 $ 1,359.6 $ 1,373.4 Operating income $ 515.4 $ 73.7 $ 129.4 $ 154.6 $ 157.7 Net (loss) income $ (383.5 ) $ (86.9 ) $ (66.2 ) $ 1.5 $ (231.9 ) Basic and diluted (loss) earnings per share: (a) Net (loss) income ($4.11 ) ($.94 ) ($.72 ) $.01 ($2.52 ) (a) Quarterly (loss) earnings per share amounts may not add to full-year (loss) earnings per share amounts due to the difference in weighted-average common shares for the quarters compared to the weighted-average common shares for the year. 17. Quarterly Financial Information – (Unaudited), Continued: Significant items affecting our historical operating trends in the quarterly periods of 2016 were as follows: • Results of operations for the fourth quarter of 2016 include net pre-tax actuarial losses related to pension benefits of $60.7 million or an after-tax charge of $37.2 million , respectively. • Operating income in each of the first three quarters of 2016 was favorably impacted by decreases in depreciation and amortization expense when compared to the same periods a year ago. The decreases were primarily attributable to fully depreciating at the end of 2015 a large number of assets acquired in connection with acquisitions completed in 2010 and 2011 and the 2015 disposals of the data center, consumer CLEC and directory publishing operations. • Net (loss) income for the first and second quarters of 2016 was adversely impacted by additional interest expense of $126.9 million and $125.4 million , respectively, attributable to the long-term lease obligation under the master lease agreement with Uniti. This additional interest expense increased the net loss $77.9 million and $76.9 million in the first and second quarters of 2016, respectively. (See Note 6). • Net (loss) income for the first quarter of 2016 included an other-than-temporary impairment charge of $181.9 million related to our investment in Uniti. (See Note 5). |
Schedule I - Condensed Financ52
Schedule I - Condensed Financial Information of the Registrant (Parent Company) Statement of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Selling, general and administrative | $ 896.8 | $ 797.7 | $ 866.5 | ||||||||
Depreciation expense | 1,229 | 1,078.3 | 1,146.3 | ||||||||
Total costs and expenses | 7,446.4 | 4,871.6 | 5,255.9 | ||||||||
Operating (loss) income | $ (1,789.3) | $ 43 | $ 106.8 | $ 46 | $ 73.7 | $ 129.4 | $ 154.6 | $ 157.7 | (1,593.5) | 515.4 | 509.4 |
Loss before income taxes and equity in subsidiaries | (2,524.7) | (523.5) | 43.4 | ||||||||
Income tax (benefit) expense | (408.1) | (140) | 16 | ||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | 1.5 | (231.9) | (2,116.6) | (383.5) | 27.4 |
Comprehensive (loss) income | (2,101.1) | (93.2) | (269.1) | ||||||||
Winstream Holdings, Inc. [Member] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Leasing income from subsidiaries | 653.5 | 653.6 | 446 | ||||||||
Total operating revenues | 653.5 | 653.6 | 446 | ||||||||
Selling, general and administrative | 1.9 | 1.7 | 2 | ||||||||
Depreciation expense | 336.2 | 354 | 239.7 | ||||||||
Total costs and expenses | 338.1 | 355.7 | 241.7 | ||||||||
Operating (loss) income | 315.4 | 297.9 | 204.3 | ||||||||
Loss before income taxes and equity in subsidiaries | (169.5) | (202.9) | (147.3) | ||||||||
Income tax (benefit) expense | (43) | (78.4) | (57) | ||||||||
Loss before equity in subsidiaries | (126.5) | (124.5) | (90.3) | ||||||||
Equity (losses) earnings from subsidiaries | (1,990.1) | (259) | 117.7 | ||||||||
Net (loss) income | (2,116.6) | (383.5) | 27.4 | ||||||||
Comprehensive (loss) income | (2,101.1) | (93.2) | (269.1) | ||||||||
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Interest expense on long-term lease obligation with Uniti | $ (125.4) | $ (126.9) | (484.9) | (500.8) | (351.6) | ||||||
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | Winstream Holdings, Inc. [Member] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Interest expense on long-term lease obligation with Uniti | $ (484.9) | $ (500.8) | $ (351.6) |
Schedule I - Condensed Financ53
Schedule I - Condensed Financial Information of the Registrant (Parent Company) Balance Sheet (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Total current assets | $ 932.5 | $ 866.9 | ||
Net property, plant and equipment | 5,391.8 | 5,283.5 | ||
Total Assets | 11,084.3 | 11,770 | ||
Current portion of long-term lease obligations | 188.6 | 168.7 | ||
Total current liabilities | 1,543.4 | 1,254.6 | ||
Long-term lease obligations | 4,643.3 | 4,831.9 | ||
Total liabilities | 12,383.2 | 11,600 | ||
Common stock, $0.0001 par value, 375.0 shares authorized, 182.7 and 96.3 shares issued and outstanding, respectively | 0 | 0 | ||
Additional paid-in capital | 1,191.9 | 559.7 | ||
Accumulated other comprehensive income | 21.4 | 5.9 | $ (284.4) | |
Accumulated deficit | (2,512.2) | (395.6) | ||
Total shareholders’ equity | (1,298.9) | 170 | $ 306.4 | $ 224.8 |
Total Liabilities and Shareholders' Equity | $ 11,084.3 | $ 11,770 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized | 375,000,000 | 375,000,000 | ||
Common stock, shares issued | 182,700,000 | 96,300,000 | ||
Common stock, shares outstanding | 182,700,000 | 96,300,000 | ||
Winstream Holdings, Inc. [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Distributions receivable from Windstream Services | $ 1.1 | $ 15 | ||
Total current assets | 1.1 | 15 | ||
Investment and affiliate related balances | 292.3 | 1,937.5 | ||
Net property, plant and equipment | 1,611.1 | 1,947.3 | ||
Deferred income taxes | 1,556.6 | 1,212.9 | ||
Total Assets | 3,461.1 | 5,112.7 | ||
Accrued dividends | 1 | 15 | ||
Current portion of long-term lease obligations | 188.6 | 168.7 | ||
Total current liabilities | 189.6 | 183.7 | ||
Long-term lease obligations | 4,570.4 | 4,759 | ||
Total liabilities | 4,760 | 4,942.7 | ||
Common stock, $0.0001 par value, 375.0 shares authorized, 182.7 and 96.3 shares issued and outstanding, respectively | 0 | 0 | ||
Additional paid-in capital | 1,191.9 | 559.7 | ||
Accumulated other comprehensive income | 21.4 | 5.9 | ||
Accumulated deficit | (2,512.2) | (395.6) | ||
Total shareholders’ equity | (1,298.9) | 170 | ||
Total Liabilities and Shareholders' Equity | $ 3,461.1 | $ 5,112.7 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized | 375,000,000 | 375,000,000 | ||
Common stock, shares issued | 182,700,000 | 96,300,000 | ||
Common stock, shares outstanding | 182,700,000 | 96,300,000 |
Schedule I - Condensed Financ54
Schedule I - Condensed Financial Information of the Registrant (Parent Company) Statement of Cash Flow (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | $ (2,116.6) | $ (383.5) | $ 27.4 |
Depreciation expense | 1,229 | 1,078.3 | 1,146.3 | ||||||||
Deferred Income Tax Expense (Benefit) | (412.7) | (138.3) | (16.3) | ||||||||
Net cash (used in) provided from operations | 950.7 | 924.4 | 1,026.6 | ||||||||
Additions to property, plant and equipment | (908.6) | (989.8) | (1,055.3) | ||||||||
Net cash provided from (used in) investing activities | (983.2) | (990) | (522) | ||||||||
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 | ||||||||
Dividends paid to shareholders | (64.4) | (58.6) | (369.2) | ||||||||
Proceeds from issuance of stock | 9.6 | 0 | 0 | ||||||||
Stock repurchases | (19) | (28.9) | (46.2) | ||||||||
Payments under long-term lease obligations | (168.7) | (152.8) | (102.6) | ||||||||
Net cash provided from (used in) financing activities | 16.8 | 93.4 | (501.1) | ||||||||
(Decrease) increase in cash and cash equivalents | (15.7) | 27.8 | 3.5 | ||||||||
Cash and Cash Equivalents: | |||||||||||
Beginning of period | 59.1 | 31.3 | 59.1 | 31.3 | 27.8 | ||||||
End of period | 43.4 | 59.1 | 43.4 | 59.1 | 31.3 | ||||||
Winstream Holdings, Inc. [Member] | |||||||||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Net (loss) income | (2,116.6) | (383.5) | 27.4 | ||||||||
Equity earnings (losses) from subsidiaries | 1,990.1 | 259 | (117.7) | ||||||||
Depreciation expense | 336.2 | 354 | 239.7 | ||||||||
Deferred Income Tax Expense (Benefit) | (41.3) | (77.7) | (56.2) | ||||||||
Net cash (used in) provided from operations | 168.4 | 151.8 | 93.2 | ||||||||
Additions to property, plant and equipment | 0 | 0 | (43.1) | ||||||||
Net cash provided from (used in) investing activities | 0 | 0 | (43.1) | ||||||||
Distributions from Windstream Services | 83.7 | 88.5 | 416.6 | ||||||||
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 | ||||||||
Dividends paid to shareholders | (64.4) | (58.6) | (369.2) | ||||||||
Distributions to Windstream Holdings, Inc. | (9.6) | 0 | 0 | ||||||||
Proceeds from issuance of stock | 9.6 | 0 | 0 | ||||||||
Stock repurchases | (19) | (28.9) | (46.2) | ||||||||
Payments under long-term lease obligations | (168.7) | (152.8) | (94.4) | ||||||||
Net cash provided from (used in) financing activities | (168.4) | (151.8) | (50.1) | ||||||||
(Decrease) increase in cash and cash equivalents | 0 | 0 | 0 | ||||||||
Cash and Cash Equivalents: | |||||||||||
Beginning of period | $ 0 | $ 0 | 0 | 0 | 0 | ||||||
End of period | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Schedule I - Condensed Financ55
Schedule I - Condensed Financial Information of the Registrant (Parent Company) Background and Presentation (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | ||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 100.00% | |
Windstream Holdings, Inc. [Domain] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Intercompany Income Related to the Spin-Off Transaction | $ 125.3 | $ 123.5 |
Schedule II - Valuation and Q56
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Reversal of lease termination costs | $ 0 | $ (2) | $ 0 |
Allowance for doubtful accounts, customers and others: | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | 27.1 | 33.1 | 43.4 |
Additions Charged to Cost and Expenses | 45.8 | 43.8 | 47.1 |
Additions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 43.2 | 49.8 | 57.4 |
Balance at End of Period | 29.7 | 27.1 | 33.1 |
Valuation allowance for deferred tax assets: | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | 146.5 | 147.9 | 94.9 |
Additions Charged to Cost and Expenses | 2.5 | 0 | 3.8 |
Additions Charged to Other Accounts | 41.8 | 0 | 75.4 |
Deductions | 11.2 | 1.4 | 26.2 |
Balance at End of Period | 179.6 | 146.5 | 147.9 |
Accrued liabilities related to merger, integration and other costs and restructuring charges: | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | 5.8 | 5.1 | 11.2 |
Additions Charged to Cost and Expenses | 180.4 | 34.1 | 115.7 |
Additions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 166.7 | 33.4 | 121.8 |
Balance at End of Period | $ 19.5 | $ 5.8 | $ 5.1 |
Background and Basis for Pres57
Background and Basis for Presentation: (Details) | 12 Months Ended |
Dec. 31, 2017Mishares | |
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 100.00% |
Number of States Incumbent Provider | shares | 18 |
Number of Fiber Route Miles | Mi | 150,000 |
Net Property, Plant and Equipme
Net Property, Plant and Equipment (Details) - USD ($) $ in Millions | Apr. 24, 2015 | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | |||
Land | $ 65.4 | $ 42.8 | |
Building and improvements | 420.3 | 608.8 | |
Central office equipment | 7,170.5 | 6,493.6 | |
Outside communications plant | 7,882.5 | 7,390.9 | |
Furniture, vehicles and other equipment | 2,308.7 | 1,835.5 | |
Construction in progress | 440.8 | 618.8 | |
Gross property, plant and equipment | 18,288.2 | 16,990.4 | |
Less accumulated depreciation | (12,896.4) | (11,706.9) | |
Net property, plant and equipment | 5,391.8 | 5,283.5 | |
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Net property, plant and equipment | $ 2,000 | $ 2,200 | |
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | |||
Property, Plant and Equipment [Line Items] | |||
Long-term Lease Obligation, Lease Terms | 15 years |
Reconciliation of Net Income an
Reconciliation of Net Income and Number of Shares Used in Computing Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||||||||||
Net (loss) income | $ (2,116.6) | $ (383.5) | $ 27.4 | ||||||||
Income allocable to participating securities | (1.3) | (2.5) | (3.5) | ||||||||
Net (loss) income attributable to common shares | $ (2,117.9) | $ (386) | $ 23.9 | ||||||||
Basic and diluted shares outstanding | |||||||||||
Weighted average shares outstanding | 172.7 | 99.1 | 102 | ||||||||
Weighted average participating securities | (3.6) | (5.2) | (3.1) | ||||||||
Weighted average basic and diluted shares outstanding | 169.1 | 93.9 | 98.9 | ||||||||
Net (loss) income | $ (10.26) | $ (0.55) | $ (0.37) | $ (0.89) | $ (0.94) | $ (0.72) | $ 0.01 | $ (2.52) | $ (12.52) | $ (4.11) | $ 0.24 |
Summary of Significant Accoun60
Summary of Significant Accounting Policies and Changes: (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)sharesstatesreporting_unit | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | |
Significant Accounting Policies [Line Items] | |||
Reporting Units | reporting_unit | 4 | ||
Unbilled Contracts Receivable | $ 23.8 | $ 33 | |
Total authorized Connect America Fund Support | $ 73.9 | ||
Estimated Annual Connect America Fund Phase II Support | 175 | ||
Number of Years of Connect America Fund Phase II Funding | 6 years | ||
Eligible locations for Connect America Fund Phase II Support | 400,000 | ||
Number of States Accepted Connect America Funding | states | 17 | ||
Number of States Incumbent Provider | shares | 18 | ||
Disposition of data center business | $ 0 | 0 | 574.2 |
Reductions in Proceeds from Divestiture of Business | 0.8 | ||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 |
Income (Loss) from Individually Significant Component Disposed of or Held-for-sale, Excluding Discontinued Operations, Attributable to Parent, before Income Tax | (0.5) | ||
Net property, plant and equipment | $ 5,391.8 | 5,283.5 | |
Percentage of Receivable Broadband Stimulus Recorded to Construction in Progress | 75.00% | ||
Economic life of assets funded by Broadband Stimulus Grants | 23 years | ||
Net book value of assets funded by broadband stimulus grants | $ 93.6 | ||
Interest Costs Capitalized | 7 | 10.7 | 10.4 |
Asset retirement obligation | 53 | 53.3 | |
Advertising expense | 47.8 | $ 44 | $ 52.9 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 500,000 | ||
Payments for Legal Settlements | 9.4 | ||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | |||
Significant Accounting Policies [Line Items] | |||
Net property, plant and equipment | $ 2,000 | $ 2,200 | |
Restricted Stock Units (RSUs) | |||
Significant Accounting Policies [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 3,900,000 | 1,300,000 | |
Employee Stock Option | |||
Significant Accounting Policies [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 200,000 | 400,000 | |
Adjustments for New Accounting Pronouncement [Member] | Restatement Adjustment [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Operating Results | $ 2.9 | $ 45.6 | |
Other Assets | Accounting Standards Update 2014-09 [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 15 | ||
Advance payments and customer deposits [Member] | Accounting Standards Update 2014-09 [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 3 | ||
Minimum | Other Assets | Accounting Standards Update 2014-09 [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 30 | ||
Minimum | Retained earnings (accumulated deficit) [Member] | Accounting Standards Update 2014-09 [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 30 | ||
Maximum | Other Assets | Accounting Standards Update 2014-09 [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 35 | ||
Maximum | Retained earnings (accumulated deficit) [Member] | Accounting Standards Update 2014-09 [Member] | |||
Significant Accounting Policies [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 35 |
Summary of Significant Accoun61
Summary of Significant Accounting Policies and Changes: Summary of Significant Accounting Policies and Changes (Phantom) (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum | Building and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Minimum | Central office equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Minimum | Outside communications plant | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Minimum | Furniture, vehicles and other equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 1 year |
Maximum | Building and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Maximum | Central office equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Maximum | Outside communications plant | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 47 years |
Maximum | Furniture, vehicles and other equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 23 years |
Summary of Significant Accoun62
Summary of Significant Accounting Policies and Changes: Change in Accounting Estimate (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Change in Accounting Estimate [Line Items] | |||||||||||
Change in Accounting Estimate, Description | The calculation of depreciation and amortization expense is based on the estimated economic useful lives of the underlying property, plant and equipment and finite-lived intangible assets. We periodically obtain updated depreciation studies to evaluate whether certain useful lives remain appropriate in accordance with authoritative guidance. With the assistance of a third-party valuation advisor, we completed analyses of the depreciable lives of assets held for use of certain subsidiaries during 2016. Based on the results of the analyses, we implemented new depreciation rates in the fourth quarter of 2016, the effects of which resulted in an increase to depreciation expense. Additionally, in the fourth quarter of 2016, we reassessed the estimated useful lives of certain fiber assets, extending the useful life of such assets from 20 to 25 years. The net impact of these changes resulted in increases to depreciation expense of $35.3 million and $8.8 million for the years ended December 31, 2017 and 2016, respectively, which increased our reported net loss by $22.2 million and $5.4 million or $.13 and $.06 per share for the years ended December 31, 2017 and 2016, respectively. | ||||||||||
Depreciation | $ 1,229 | $ 1,078.3 | $ 1,146.3 | ||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | $ (2,116.6) | $ (383.5) | $ 27.4 |
Per Share | $ (10.26) | $ (0.55) | $ (0.37) | $ (0.89) | $ (0.94) | $ (0.72) | $ 0.01 | $ (2.52) | $ (12.52) | $ (4.11) | $ 0.24 |
Service Life [Member] | |||||||||||
Change in Accounting Estimate [Line Items] | |||||||||||
Depreciation | $ 35.3 | $ 8.8 | |||||||||
Net (loss) income | $ 22.2 | $ 5.4 | |||||||||
Per Share | $ 0.13 | $ 0.06 |
Completion of Mergers (Details)
Completion of Mergers (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Goodwill | $ 2,842.4 | $ 2,842.4 | $ 2,842.4 | $ 4,213.6 | $ 4,213.6 | ||
Broadview [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Accounts receivable | 17.4 | 17.4 | 17.4 | $ 19.7 | |||
Other current assets | 7.1 | 7.1 | 7.1 | 7.7 | |||
Property, plant and equipment | 37.1 | 37.1 | 37.1 | 37.1 | |||
Goodwill | 121.3 | 121.3 | 121.3 | 111.3 | |||
Deferred income taxes | 9.7 | 9.7 | 9.7 | 0 | |||
Other assets | 2.6 | 2.6 | 2.6 | 0.6 | |||
Total assets acquired | 271.2 | 271.2 | 271.2 | 264.4 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Accounts Receivable | (2.3) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Current Assets | (0.6) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | 0 | ||||||
Goodwill, Purchase Accounting Adjustments | 10 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Income Taxes, Noncurrent | 9.7 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Assets | 2 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Assets Assumed | 6.8 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||||||
Short-term debt obligations | 160.2 | 160.2 | 160.2 | 160.2 | |||
Other current liabilities | 46.9 | 46.9 | 46.9 | 40.2 | |||
Other liabilities | 0.8 | 0.8 | 0.8 | 0.7 | |||
Total liabilities assumed | 207.9 | 207.9 | 207.9 | 201.1 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | 0 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Current Liabilities | 6.7 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Liabilities | 0.1 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Liabilities Assumed | 6.8 | ||||||
Cash paid, net of cash acquired | 63.3 | 63.3 | 63.3 | 63.3 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Cash Paid to Acquire | 0 | ||||||
EarthLink [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Cash and other current assets | 34.2 | $ 37.7 | 34.2 | 34.2 | |||
Accounts receivable | 73.8 | 75.3 | 73.8 | 73.8 | |||
Property, plant and equipment | 355.6 | 344 | 355.6 | 355.6 | |||
Goodwill | 348.3 | 476.7 | 348.3 | 348.3 | |||
Deferred income taxes | 125.7 | 0 | 125.7 | 125.7 | |||
Other assets | 1.2 | 0.3 | 1.2 | 1.2 | |||
Total assets acquired | 1,237.8 | 1,240 | 1,237.8 | 1,237.8 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Accounts Receivable | (1.5) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Current Assets | (3.5) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | 11.6 | ||||||
Goodwill, Purchase Accounting Adjustments | (128.4) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Income Taxes, Noncurrent | 125.7 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Assets | 0.9 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Assets Assumed | (2.2) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||||||
Current liabilities | 125.2 | 119.5 | 125.2 | 125.2 | |||
Long-term debt | 449.1 | 449.1 | 449.1 | 449.1 | |||
Other liabilities | 20.9 | 24.5 | 20.9 | 20.9 | |||
Total liabilities assumed | 595.2 | 593.1 | 595.2 | 595.2 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | 0 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Current Liabilities | 5.7 | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Liabilities | (3.6) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Liabilities Assumed | 2.1 | ||||||
Common stock and replacement equity awards issued to EarthLink shareholders (c) | 646.9 | 642.6 | |||||
Reduction in Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | (4.3) | (4.3) | (4.3) | ||||
Customer lists | Broadview [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Intangible assets acquired | 45 | 45 | 45 | 57 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | (12) | ||||||
Customer lists | EarthLink [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Intangible assets acquired | 268 | 275 | 268 | 268 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | (7) | ||||||
Trade Names | Broadview [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Intangible assets acquired | 21 | 21 | 21 | 21 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | 0 | ||||||
Trade Names | EarthLink [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Intangible assets acquired | 8 | 8 | 8 | ||||
Developed Technology Rights [Member] | Broadview [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Intangible assets acquired | 10 | 10 | 10 | $ 10 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | 0 | ||||||
Trade name, developed technology and software [Member] | EarthLink [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||||
Intangible assets acquired | $ 31 | $ 31 | 31 | $ 31 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | $ 0 |
Completion of Mergers Additiona
Completion of Mergers Additional information (Details) | Jul. 28, 2017USD ($)$ / shares | Feb. 27, 2017Mishares | Dec. 31, 2017USD ($)Mi$ / shares | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($)Mi$ / shares | Dec. 31, 2017USD ($)Mi$ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($) | Sep. 30, 2017USD ($) |
Business Acquisition [Line Items] | |||||||||
Costs related to merger with Broadview | $ 14,300,000 | $ 0 | $ 0 | ||||||
Costs related to merger with EarthLink | $ 104,100,000 | $ 2,700,000 | $ 0 | ||||||
Number of Fiber Route Miles | Mi | 150,000 | 150,000 | 150,000 | ||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of Customers | 20,000 | ||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 10,800,000 | $ 10,800,000 | $ 10,800,000 | ||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 119,900,000 | ||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 6,000,000 | ||||||||
Number of Fiber Route Miles | 3,000 | ||||||||
Business Combination, Consideration Transferred | $ 230,000,000 | ||||||||
Other assets | 2,600,000 | 2,600,000 | 2,600,000 | $ 600,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | 0 | ||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||
Business Acquisition, Share Price | $ / shares | $ 6.98 | ||||||||
Payments to Acquire Businesses, Gross | $ 69,800,000 | ||||||||
Short-term debt obligations | 160,200,000 | 160,200,000 | 160,200,000 | 160,200,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Income Taxes, Noncurrent | 9,700,000 | ||||||||
Goodwill, Purchase Accounting Adjustments | 10,000,000 | ||||||||
Total liabilities assumed | 207,900,000 | 207,900,000 | 207,900,000 | 201,100,000 | |||||
EarthLink [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of Customers | Mi | 700,000 | ||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 54,800,000 | 54,800,000 | 54,800,000 | ||||||
Common stock and replacement equity awards issued to EarthLink shareholders (c) | $ 646,900,000 | 642,600,000 | |||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 751,100,000 | ||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | (61,000,000) | ||||||||
Number of Fiber Route Miles | Mi | 16,000 | ||||||||
Business Combination, Equity Interest Issued or Issuable | shares | 0.818 | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 435,300,000 | ||||||||
Business Combination, Consideration Transferred | 1,100,000,000 | ||||||||
Other assets | 1,200,000 | 300,000 | 1,200,000 | 1,200,000 | |||||
Reduction in Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | (4,300,000) | (4,300,000) | (4,300,000) | ||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | 11,600,000 | ||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Income Taxes, Noncurrent | 125,700,000 | ||||||||
Goodwill, Purchase Accounting Adjustments | (128,400,000) | ||||||||
Total liabilities assumed | 595,200,000 | 593,100,000 | 595,200,000 | $ 595,200,000 | |||||
Customer lists | Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||||||||
Intangible assets acquired | 45,000,000 | 45,000,000 | $ 45,000,000 | 57,000,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | (12,000,000) | ||||||||
Customer lists | EarthLink [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 5 years 6 months | ||||||||
Intangible assets acquired | 268,000,000 | $ 275,000,000 | 268,000,000 | $ 268,000,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | (7,000,000) | ||||||||
Trade Names | Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Intangible assets acquired | 21,000,000 | 21,000,000 | $ 21,000,000 | $ 21,000,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | 0 | ||||||||
Trade Names | EarthLink [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 7 years | ||||||||
Intangible assets acquired | 8,000,000 | 8,000,000 | $ 8,000,000 | ||||||
Developed technology and software [Member] | Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||||||||
Developed technology and software [Member] | EarthLink [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||||||||
Intangible assets acquired | $ 23,000,000 | $ 23,000,000 | $ 23,000,000 | ||||||
Common Stock [Member] | EarthLink [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Common stock and replacement equity awards issued to EarthLink shareholders (c) | 631,400,000 | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 87,800,000 | ||||||||
Restricted Stock and Restricted Stock Units | EarthLink [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Common stock and replacement equity awards issued to EarthLink shareholders (c) | $ 11,200,000 | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 5,200,000 | ||||||||
Senior Notes [Member] | Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.50% | ||||||||
Minimum | Customer lists | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 5 years 6 months | ||||||||
Minimum | Trade Names | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 1 year | ||||||||
Minimum | Trade Names | Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 1 year | ||||||||
Minimum | Developed technology and software [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||||||||
Maximum | Customer lists | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||||||||
Maximum | Trade Names | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||||||||
Maximum | Trade Names | Broadview [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||||||||
Maximum | Developed technology and software [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-Lived Intangible Asset, Useful Life | 5 years |
Completion of Mergers Pro Forma
Completion of Mergers Pro Forma Consolidated Results of Operations (Details) - EarthLink [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | ||
Revenues and sales | $ 6,002.4 | $ 6,369.3 |
Operating (loss) income | (1,562.1) | 453.7 |
Net loss | $ (2,098.3) | $ (431.3) |
Loss per share | $ (11.45) | $ (2.41) |
Goodwill and Other Intangible66
Goodwill and Other Intangible Assets: Schedule of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Mar. 31, 2017 | |
Goodwill [Roll Forward] | |||||
Goodwill | $ 4,213.6 | $ 4,213.6 | $ 4,213.6 | ||
Balance, Beginning of Period | 4,213.6 | 4,213.6 | |||
Goodwill, Reallocation Adjustment | 0 | ||||
Goodwill, Impairment Loss | (1,840.8) | 0 | 0 | ||
Balance, End of Period | 2,842.4 | 4,213.6 | 4,213.6 | ||
Consumer and Small Business | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 2,321.2 | 2,321.2 | |||
Balance, Beginning of Period | 2,321.2 | ||||
Goodwill, Reallocation Adjustment | 0 | ||||
Goodwill, Impairment Loss | (1,417.8) | ||||
Balance, End of Period | 903.4 | 2,321.2 | |||
Enterprise | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 598 | 598 | 598 | ||
Balance, Beginning of Period | 598 | 598 | |||
Goodwill, Reallocation Adjustment | 237 | ||||
Goodwill, Impairment Loss | 0 | ||||
Balance, End of Period | 961.8 | 598 | 598 | ||
Wholesale | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 1,176.4 | 1,176.4 | |||
Balance, Beginning of Period | 1,176.4 | ||||
Goodwill, Reallocation Adjustment | 0 | ||||
Goodwill, Impairment Loss | (423) | ||||
Balance, End of Period | 874.1 | 1,176.4 | |||
Consumer and Small Business CLEC | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 118 | 118 | 118 | ||
Balance, Beginning of Period | 118 | 118 | |||
Goodwill, Reallocation Adjustment | (340.1) | ||||
Goodwill, Impairment Loss | 0 | ||||
Balance, End of Period | 0 | 118 | $ 118 | ||
CLEC Consumer | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 0 | 0 | |||
Balance, Beginning of Period | 0 | ||||
Goodwill, Reallocation Adjustment | 103.1 | ||||
Goodwill, Impairment Loss | 0 | ||||
Balance, End of Period | 103.1 | $ 0 | |||
Broadview [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 121.3 | $ 111.3 | |||
Goodwill, Acquired During Period | 121.3 | ||||
Balance, End of Period | 121.3 | ||||
Broadview [Member] | Consumer and Small Business | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 0 | ||||
Broadview [Member] | Enterprise | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 10.7 | ||||
Broadview [Member] | Wholesale | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 0 | ||||
Broadview [Member] | Consumer and Small Business CLEC | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 110.6 | ||||
Broadview [Member] | CLEC Consumer | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 0 | ||||
EarthLink [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill | 348.3 | $ 476.7 | |||
Goodwill, Acquired During Period | 348.3 | ||||
Balance, End of Period | 348.3 | ||||
EarthLink [Member] | Consumer and Small Business | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 0 | ||||
EarthLink [Member] | Enterprise | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 116.1 | ||||
EarthLink [Member] | Wholesale | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 120.7 | ||||
EarthLink [Member] | Consumer and Small Business CLEC | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | 111.5 | ||||
EarthLink [Member] | CLEC Consumer | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Acquired During Period | $ 0 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill and Other Intangible Assets [Abstract] | |||
Amortization expense for intangible assets subject to amortization | $ 241 | $ 185.2 | $ 220.2 |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | 3,479.6 | 3,104.7 | |
Accumulated Amortization | (2,025.2) | (1,784.2) | |
Net Carrying Value | 1,454.4 | 1,320.5 | |
Franchise rights | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | 1,285.1 | 1,285.1 | |
Accumulated Amortization | (371.8) | (328.9) | |
Net Carrying Value | $ 913.3 | 956.2 | |
Finite-Lived Intangible Asset, Useful Life | 30 years | ||
Customer lists | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | $ 2,104.6 | 1,791.7 | |
Accumulated Amortization | (1,626.6) | (1,442.4) | |
Net Carrying Value | 478 | 349.3 | |
Cable franchise rights | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | 17.3 | 17.3 | |
Accumulated Amortization | (9.1) | (8) | |
Net Carrying Value | $ 8.2 | 9.3 | |
Finite-Lived Intangible Asset, Useful Life | 15 years | ||
Trade Names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | $ 29 | 0 | |
Accumulated Amortization | (2.2) | 0 | |
Net Carrying Value | 26.8 | 0 | |
Developed technology and software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | 33 | 0 | |
Accumulated Amortization | (7.1) | 0 | |
Net Carrying Value | 25.9 | 0 | |
Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Cost | 10.6 | 10.6 | |
Accumulated Amortization | (8.4) | (4.9) | |
Net Carrying Value | $ 2.2 | $ 5.7 | |
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Maximum | Customer lists | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 15 years | ||
Maximum | Trade Names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||
Maximum | Developed technology and software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 5 years |
Intangible Asset Amortization M
Intangible Asset Amortization Methodology and Useful Lives (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 2,842.4 | $ 4,213.6 | $ 4,213.6 |
Franchise rights | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Methodology | straight-line | ||
Estimated useful life (in years) | 30 years | ||
Customer lists | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Methodology | sum of years digits | ||
Customer lists | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 5 years 6 months | ||
Customer lists | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 15 years | ||
Cable franchise rights | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Methodology | straight-line | ||
Estimated useful life (in years) | 15 years | ||
Trade Names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Methodology | straight-line | ||
Trade Names | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 1 year | ||
Trade Names | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 10 years | ||
Developed technology and software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Methodology | straight-line | ||
Developed technology and software [Member] | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 3 years | ||
Developed technology and software [Member] | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 5 years | ||
Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Methodology | straight-line | ||
Estimated useful life (in years) | 3 years |
Goodwill and Other Intangible69
Goodwill and Other Intangible Assets: Schedule of Finite-Lived Intangible Assets, Future Amortization (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
2,018 | $ 222.9 | |
2,019 | 179.3 | |
2,020 | 138.6 | |
2,021 | 103.5 | |
2,022 | 72.2 | |
Thereafter | 737.9 | |
Net Carrying Value | $ 1,454.4 | $ 1,320.5 |
Spin-off of Certain Network a70
Spin-off of Certain Network and Real Estate Assets: (Details) | Apr. 24, 2015USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Dividends, Cash | $ 48,800,000 | $ 58,200,000 | $ 231,500,000 | |
Number of swaps terminated | 7 | |||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | $ 181,900,000 | 0 | |
Number of Debt-for-Equity Exchanges | 2 | |||
Net gain on disposal of investment in Uniti common stock | $ 0 | $ 15,200,000 | $ 0 | |
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net book value of Network Assets transferred to CS&L | $ 2,500,000,000 | |||
Percent of REIT Shares Distributed | 80.40% | |||
Dividends, Cash | $ 1,035,000,000 | |||
REIT debt issued to Windstream Services, LLC. | 2,500,000,000 | |||
Costs associated with Termination of Swaps | $ 22,700,000 | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.60% | |||
Costs Associated with Debt Exchange | $ 35,400,000 | |||
Windstream Holdings, Inc. [Domain] | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Senior Notes | 1,700,000,000 | |||
Line of Credit | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Repayments of Lines of Credit | 672,000,000 | |||
Revolving Line of Credit, Due 2020 [Member] | Line of Credit | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Repayments of Lines of Credit | $ 752,200,000 | |||
Interest Rate Swap | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Derivative, Number of Instruments Held | 6 | |||
Interest Rate Swap | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Derivative, Number of Instruments Held | 10 | |||
Common Stock [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Investments, Fair Value Disclosure | $ 653,800,000 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Mar. 29, 2016 | |
Debt Instrument [Line Items] | |||
Net (discount) premium on long-term debt (c) | $ (61.6) | $ (7.2) | |
Unamortized Debt Issuance Expense | (62) | (51) | |
Carrying value | 5,843.9 | 4,863.6 | |
Less current maturities | (169.3) | (14.9) | |
Total long-term debt | $ 5,674.6 | $ 4,848.7 | |
Weighted average interest rate | 6.60% | 7.00% | |
Weighted maturity | 5 years 1 month | 4 years 8 months | |
Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 | Secured Debt | |||
Debt Instrument [Line Items] | |||
Senior Notes | $ 0 | $ 572.3 | |
Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) | Secured Debt | |||
Debt Instrument [Line Items] | |||
Senior Notes | 1,192.6 | 894.8 | |
Net (discount) premium on long-term debt (c) | $ (15) | ||
Senior secured credit facility, Tranche B7 - variable rates, due February 17, 2024 [Member] | Secured Debt | |||
Debt Instrument [Line Items] | |||
Senior Notes | 574.2 | 0 | |
Senior secured credit facility, Revolving line of credit – variable rates, due April 24, 2020 | Line of Credit | |||
Debt Instrument [Line Items] | |||
Long-term Line of Credit | 775 | 475 | |
2020 Notes – 7.750%, due October 15, 2020 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 492.9 | 700 | |
2021 Notes – 7.750%, due October 1, 2021 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 88.9 | 809.3 | |
2022 Notes – 7.500%, due June 1, 2022 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 41.6 | 441.2 | |
2023 Notes – 7.500%, due April 1, 2023 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 120.4 | 343.5 | |
2023 Notes – 6.375%, due August 1, 2023 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 1,147.6 | 585.7 | |
2024 Notes – 8.750%, due December 15, 2024 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 834.3 | 0 | |
2025 Notes – 8.625%, due October 31, 2025 | Unsecured Debt | |||
Debt Instrument [Line Items] | |||
Notes Payable | 600 | 0 | |
Windstream Holdings of the Midwest, Inc. | Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 (b) | Secured Debt | |||
Debt Instrument [Line Items] | |||
Debentures and notes issued by subsidiaries | $ 100 | $ 100 |
Long-Term Debt Interest Rates (
Long-Term Debt Interest Rates (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Instrument [Line Items] | |
Interest Rate Increase, Basis Points | 1.00% |
2017 Notes – 7.875%, due November 1, 2017 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 7.875% |
2020 Notes – 7.750%, due October 15, 2020 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 7.75% |
2021 Notes – 7.750%, due October 1, 2021 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 7.75% |
2022 Notes – 7.500%, due June 1, 2022 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 7.50% |
2023 Notes – 7.500%, due April 1, 2023 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 7.50% |
2023 Notes – 6.375%, due August 1, 2023 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 6.375% |
2024 Notes – 8.750%, due December 15, 2024 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 8.75% |
2025 Notes – 8.625%, due October 31, 2025 | Unsecured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 8.625% |
Windstream Holdings of the Midwest, Inc. | Windstream Holdings of the Midwest, Inc. – 6.75%, due April 1, 2028 (b) | Secured Debt | |
Debt Instrument [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 6.75% |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Feb. 17, 2017 | Mar. 29, 2016 | May 27, 2015 | Apr. 24, 2015 | Dec. 29, 2017 | Nov. 22, 2017 | Dec. 31, 2017 | Sep. 30, 2016 | Aug. 23, 2016 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 13, 2017 | Nov. 08, 2017 | Nov. 06, 2017 | Feb. 27, 2017 |
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Fee Amount | $ 27,700,000 | $ 27,700,000 | $ 21,700,000 | ||||||||||||||
Debt instrument, Consent Fees paid to Lender | 6,000,000 | 6,000,000 | |||||||||||||||
Discount (Premium) on exchanges of debt | $ 95,100,000 | ||||||||||||||||
Repayments of Debt | $ 158,000,000 | ||||||||||||||||
2,018 | $ 169,300,000 | 169,300,000 | |||||||||||||||
(Premium) discount on early redemption | (62,900,000) | $ 1,200,000 | $ (34,800,000) | ||||||||||||||
Dividends, Cash | $ 48,800,000 | $ 58,200,000 | 231,500,000 | ||||||||||||||
Long-term Debt, Weighted Average Interest Rate | 6.60% | 6.60% | 7.00% | ||||||||||||||
Debt Instrument, Unamortized Discount (Premium), Net | $ 61,600,000 | $ 61,600,000 | $ 7,200,000 | ||||||||||||||
Net loss on early extinguishment of debt | (56,400,000) | (18,000,000) | (36,400,000) | ||||||||||||||
Premium on exchanges related to debt modification accounting | 45,200,000 | ||||||||||||||||
Debt Issuance Costs, Gross | 4,000,000 | ||||||||||||||||
Interest expense | (13,800,000) | (875,400,000) | (860,600,000) | (813,200,000) | |||||||||||||
Equipment acquired under capital leases | 79,100,000 | 50,800,000 | |||||||||||||||
Defined Benefit Plan, Contributions by Employer, Non Cash, Value | $ 72,200,000 | ||||||||||||||||
Other Lease Obligation, Lease Terms | 10 years | ||||||||||||||||
Annual Rent Escalations | 2.00% | ||||||||||||||||
Unamortized Debt Issuance Expense | $ 62,000,000 | 62,000,000 | 51,000,000 | ||||||||||||||
Amortization of Debt Discount (Premium) | (17,000,000) | 3,800,000 | (14,900,000) | ||||||||||||||
Write off of Deferred Debt Issuance Cost | 8,500,000 | 13,000,000 | 15,800,000 | ||||||||||||||
Third party fees for early redemption | 2,000,000 | 2,400,000 | 700,000 | ||||||||||||||
Senior secured credit facility, Tranche B7 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||||||||||||||
Extinguishment of Debt, Type [Domain] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Issuance Costs, Gross | 7,900,000 | ||||||||||||||||
Windstream Services, LLC [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Net loss on early extinguishment of debt | (56,400,000) | (18,000,000) | (36,400,000) | ||||||||||||||
Interest expense | (875,400,000) | (860,600,000) | (813,200,000) | ||||||||||||||
Unsecured Debt [Member] | Partial Repurchase of 2021, 2022, 2023 Notes [Domain] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
(Premium) discount on early redemption | (49,900,000) | 68,700,000 | 19,400,000 | ||||||||||||||
Net loss on early extinguishment of debt | (55,500,000) | 63,400,000 | 18,300,000 | ||||||||||||||
Amortization of Debt Discount (Premium) | (2,200,000) | (900,000) | (300,000) | ||||||||||||||
Write off of Deferred Debt Issuance Cost | 5,800,000 | 6,200,000 | 1,400,000 | ||||||||||||||
Third party fees for early redemption | $ 2,000,000 | $ 0 | 0 | ||||||||||||||
Unsecured Debt [Member] | 2025 Notes – 8.625%, due October 31, 2025 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Senior note, new borrowings, issuance percentage | 99.00% | ||||||||||||||||
New borrowings yield percentage | $ 0 | ||||||||||||||||
Debt Instrument, Face Amount | 150,000,000 | $ 400,000,000 | $ 50,000,000 | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.625% | 8.625% | |||||||||||||||
Notes Payable | $ 600,000,000 | $ 600,000,000 | $ 0 | ||||||||||||||
Unsecured Debt [Member] | 2024 Notes – 8.750%, due December 15, 2024 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
2,018 | 150,000,000 | ||||||||||||||||
Debt Instrument, Face Amount | $ 834,300,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.75% | 8.75% | |||||||||||||||
Notes Payable | $ 834,300,000 | $ 834,300,000 | 0 | ||||||||||||||
Unsecured Debt [Member] | Notes 2021 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of Debt | 539,200,000 | 181,200,000 | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.75% | 7.75% | |||||||||||||||
Notes Payable | $ 88,900,000 | $ 88,900,000 | 809,300,000 | ||||||||||||||
Net debt assumed | 111,100,000 | 111,100,000 | 29,600,000 | ||||||||||||||
Unsecured Debt [Member] | Notes 2023 [Member] [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Net debt assumed | $ 114,300,000 | $ 114,300,000 | |||||||||||||||
Unsecured Debt [Member] | 2018 Notes – 8.125%, due September 1, 2018 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
(Premium) discount on early redemption | (16,300,000) | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.125% | 8.125% | |||||||||||||||
Notes Payable | $ 400,000,000 | ||||||||||||||||
Net loss on early extinguishment of debt | (21,700,000) | ||||||||||||||||
Debt instrument, Redemption Price Payable per $1,000 | 1,040.63 | ||||||||||||||||
Amortization of Debt Discount (Premium) | 1,400,000 | 1,400,000 | |||||||||||||||
Write off of Deferred Debt Issuance Cost | 4,000,000 | 4,000,000 | |||||||||||||||
Third party fees for early redemption | 0 | ||||||||||||||||
Unsecured Debt [Member] | 2020 Notes – 7.750%, due October 15, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of Debt | $ 45,300,000 | ||||||||||||||||
(Premium) discount on early redemption | $ 5,300,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.75% | 7.75% | |||||||||||||||
Notes Payable | $ 492,900,000 | $ 492,900,000 | 700,000,000 | ||||||||||||||
Net debt assumed | 49,100,000 | 49,100,000 | |||||||||||||||
Net loss on early extinguishment of debt | 5,000,000 | ||||||||||||||||
Amortization of Debt Discount (Premium) | (100,000) | ||||||||||||||||
Write off of Deferred Debt Issuance Cost | 400,000 | ||||||||||||||||
Third party fees for early redemption | 0 | ||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 300,000 | $ 300,000 | |||||||||||||||
Unsecured Debt [Member] | 2022 Notes – 7.500%, due June 1, 2022 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of Debt | $ 232,100,000 | 167,500,000 | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | 7.50% | |||||||||||||||
Notes Payable | $ 41,600,000 | $ 41,600,000 | 441,200,000 | ||||||||||||||
Net debt assumed | $ 44,800,000 | $ 44,800,000 | 14,100,000 | ||||||||||||||
Unsecured Debt [Member] | 2023 Notes – 7.500%, due April 1, 2023 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of Debt | 223,100,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | 7.50% | |||||||||||||||
Notes Payable | $ 120,400,000 | $ 120,400,000 | 343,500,000 | ||||||||||||||
Net debt assumed | $ 196,600,000 | $ 196,600,000 | 59,900,000 | ||||||||||||||
Unsecured Debt [Member] | 2023 Notes – 6.375%, due August 1, 2023 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Face Amount | 141,300,000 | $ 420,600,000 | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.375% | 6.375% | |||||||||||||||
Notes Payable | $ 1,147,600,000 | $ 1,147,600,000 | 585,700,000 | ||||||||||||||
Unsecured Debt [Member] | Partial Repurchase of 2017, 2021, 2022, 2023 Notes [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Unamortized Net Discount and Debt Issuance Costs | 3,800,000 | ||||||||||||||||
Net debt assumed | 466,800,000 | 466,800,000 | 299,500,000 | ||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 5,300,000 | $ 5,300,000 | |||||||||||||||
Unsecured Debt [Member] | 2017 Notes – 7.875%, due November 1, 2017 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Repurchase, Early Tender Payment | $ 30 | ||||||||||||||||
Repayments of Debt | 477,500,000 | $ 99,500,000 | $ 396,400,000 | ||||||||||||||
(Premium) discount on early redemption | (26,900,000) | (67,500,000) | (8,600,000) | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.875% | 7.875% | |||||||||||||||
Net debt assumed | 441,100,000 | $ 369,500,000 | $ 93,500,000 | 195,900,000 | |||||||||||||
Net loss on early extinguishment of debt | (78,300,000) | (11,300,000) | |||||||||||||||
Amortization of Debt Discount (Premium) | 3,000,000 | 900,000 | |||||||||||||||
Write off of Deferred Debt Issuance Cost | 5,400,000 | 1,800,000 | |||||||||||||||
Third party fees for early redemption | 2,400,000 | 0 | |||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 8,400,000 | ||||||||||||||||
Debt Repurchase, Total Consideration Paid per $1,000 | 1,082.50 | ||||||||||||||||
Debt Repurchase, Principal Amount on Which Total Consideration Paid | 1,000 | ||||||||||||||||
Unsecured Debt [Member] | Windstream Services, LLC [Member] | 2025 Notes – 8.625%, due October 31, 2025 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Face Amount | 200,000,000 | ||||||||||||||||
Unsecured Debt [Member] | Windstream Services, LLC [Member] | 2023 Notes – 6.375%, due August 1, 2023 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Face Amount | $ 561,900,000 | ||||||||||||||||
Unsecured Debt [Member] | PAETEC Holding Corp. | PAETEC 2018 Notes – 9.875%, due December 1, 2018 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
(Premium) discount on early redemption | (22,200,000) | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.875% | 9.875% | |||||||||||||||
Net debt assumed | 450,000,000 | ||||||||||||||||
Net loss on early extinguishment of debt | (5,300,000) | ||||||||||||||||
Debt instrument, Redemption Price Payable per $1,000 | 1,049.38 | ||||||||||||||||
Amortization of Debt Discount (Premium) | $ 16,900,000 | (16,900,000) | |||||||||||||||
Write off of Deferred Debt Issuance Cost | 0 | ||||||||||||||||
Third party fees for early redemption | 0 | ||||||||||||||||
Secured Debt | Senior secured credit facility, Tranche B7 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Senior secured credit facilities, new borrowings | $ 580,000,000 | ||||||||||||||||
Senior note, new borrowings, issuance percentage | 99.50% | ||||||||||||||||
Secured Debt | Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Senior secured credit facilities, new borrowings | 600,000,000 | $ 450,000,000 | |||||||||||||||
Senior note, new borrowings, issuance percentage | 99.00% | ||||||||||||||||
Senior Notes | $ 1,192,600,000 | $ 1,192,600,000 | 894,800,000 | ||||||||||||||
Repayments of Debt | 139,000,000 | ||||||||||||||||
Debt Instrument, Unamortized Discount (Premium), Net | 15,000,000 | ||||||||||||||||
Debt Issuance Costs, Line of Credit Arrangements, Gross | $ 11,700,000 | ||||||||||||||||
Net loss on early extinguishment of debt | 2,900,000 | (3,100,000) | |||||||||||||||
Senior Secured Credit Facilities, Repriced | 597,000,000 | ||||||||||||||||
Line of Credit Facility, Increase (Decrease), Net | 300,000,000 | ||||||||||||||||
Third party fees for early redemption | $ 6,700,000 | ||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 24,400,000 | ||||||||||||||||
Secured Debt | Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Senior Notes | 0 | 0 | 572,300,000 | ||||||||||||||
Net loss on early extinguishment of debt | $ (1,200,000) | ||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 6,300,000 | ||||||||||||||||
Secured Debt | Senior secured credit facility, Tranche B4 – variable rates, due January 23, 2020 (a) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of Debt | $ 241,800,000 | ||||||||||||||||
Secured Debt | EarthLink 2019 Notes [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.875% | ||||||||||||||||
Secured Debt | EarthLink 2020 Notes [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.375% | ||||||||||||||||
Secured Debt | Senior Notes [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
(Premium) discount on early redemption | 0 | 0 | (6,600,000) | ||||||||||||||
Net loss on early extinguishment of debt | (4,100,000) | (3,100,000) | (15,900,000) | ||||||||||||||
Amortization of Debt Discount (Premium) | 1,800,000 | 1,700,000 | 0 | ||||||||||||||
Write off of Deferred Debt Issuance Cost | 2,300,000 | 1,400,000 | 8,600,000 | ||||||||||||||
Third party fees for early redemption | 0 | 0 | $ 700,000 | ||||||||||||||
Secured Debt | Cinergy Communications Company | Cinergy Communications Company – 6.58%, due January 1, 2022 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Net debt assumed | $ 1,900,000 | ||||||||||||||||
Line of Credit | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of Credit Facility, Increase, Additional Borrowings | 160,000,000 | ||||||||||||||||
Repayments of Lines of Credit | 672,000,000 | ||||||||||||||||
Line of Credit | Senior secured credit facility, Revolving line of credit – variable rates, due April 24, 2020 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of Credit Facility, Increase, Additional Borrowings | 1,196,000,000 | 2,791,000,000 | |||||||||||||||
Repayments of Lines of Credit | 250,000,000 | 896,000,000 | $ 2,616,000,000 | ||||||||||||||
Letters of Credit under Revolving Line of Credit, Maximum | 30,000,000 | 30,000,000 | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 1,250,000,000 | 1,250,000,000 | |||||||||||||||
Letters of Credit Outstanding, Amount | 23,200,000 | 23,200,000 | |||||||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 451,800,000 | 451,800,000 | |||||||||||||||
Line of Credit | Revolving Line of Credit, Due 2020 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term Debt, Weighted Average Interest Rate | 3.16% | 2.55% | |||||||||||||||
Pension Plan, Defined Benefit | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Other Lease Obligation, Lease Terms | 20 years | ||||||||||||||||
Annual Rent Escalations | 3.00% | ||||||||||||||||
Lease Obligation, Annual Rent Adjusted for Repurchase of Data Center | $ 6,000,000 | ||||||||||||||||
Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.50% | ||||||||||||||||
Leverage ratio under covenant | 4.5 | 4.5 | |||||||||||||||
Maximum | Line of Credit | Revolving Line of Credit, Due 2020 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | 4.50% | |||||||||||||||
Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.40% | ||||||||||||||||
Interest coverage ratio under covenant | 2.75 | 2.75 | |||||||||||||||
Minimum | Secured Debt | Senior secured credit facility, Tranche B7 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Quarterly Amortization Payment on Term Loans, Stated As A Percent of Initial Principal Amount | 0.25% | ||||||||||||||||
Minimum | Line of Credit | Revolving Line of Credit, Due 2020 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.65% | 2.25% | |||||||||||||||
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term Lease Obligation, Lease Terms | 15 years | ||||||||||||||||
Effective interest rate, Master Lease Agreement | 10.10% | ||||||||||||||||
Long-term Lease Obligation | $ 5,100,000,000 | ||||||||||||||||
Other Lease Obligation, Lease Terms, with CapEx Funding | 20 years | ||||||||||||||||
Number of Renewal Options | 4 | ||||||||||||||||
Lease Term of Renewal Options | 5 years | ||||||||||||||||
Number of Renewal Options, Reduced | 3 | ||||||||||||||||
Other Long-term Lease Obligation, Annual Rental Payments | $ 650,000,000 | ||||||||||||||||
Other Long-term Lease Obligation, Annual Rental Payment Adjusted for Funding of Capital Expenditures | 653,500,000 | ||||||||||||||||
Amount of Capital Expenditures that could be Funded by the REIT | $ 250,000,000 | ||||||||||||||||
Annual Rent Escalations After Third Year of Initial Lease Term | 0.50% | ||||||||||||||||
2015 Funding Request for CapEx to be paid by CS&L | $ 43,100,000 | ||||||||||||||||
Adjustment to Rate of Master Lease if CapEx Funded | 8.125% | ||||||||||||||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Dividends, Cash | $ 1,035,000,000 | ||||||||||||||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | Windstream Holdings, Inc. [Domain] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Senior Notes | 1,700,000,000 | ||||||||||||||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | Line of Credit | Revolving Line of Credit, Due 2020 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of Lines of Credit | $ 752,200,000 | ||||||||||||||||
Secured Debt | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Quarterly Amortization Payment on Term Loans, Stated As A Percent of Initial Principal Amount | 0.25% | ||||||||||||||||
Base Rate [Member] | Revolving Credit Facility [Member] | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||||||||||
Base Rate [Member] | Revolving Credit Facility [Member] | Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||||||||||||||||
Base Rate [Member] | Secured Debt | Maximum | Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | ||||||||||||||||
Base Rate [Member] | Secured Debt | Minimum | Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Secured Debt | Senior secured credit facility, Tranche B7 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | ||||||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum | Secured Debt | Senior secured credit facility, Tranche B7 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Minimum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||||||||||||||
Long-term Debt [Member] | Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Third party fees for early redemption | $ 600,000 | ||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 21,300,000 | ||||||||||||||||
Long-term Debt [Member] | Senior secured credit facility, Tranche B5 – variable rates, due August 8, 2019 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 5,100,000 | ||||||||||||||||
Interest Expense [Member] | Senior secured credit facility, Tranche B6 – variable rates, due March 29, 2021 (a) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Third party fees for early redemption | $ 6,100,000 |
Loss on Extinguishment of Debt
Loss on Extinguishment of Debt (Details) - USD ($) $ in Millions | May 27, 2015 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | $ (62.9) | $ 1.2 | $ (34.8) | ||
Third-party fees for early redemption | (2) | (2.4) | (0.7) | ||
Unamortized (discount) premium on original issuance, net | 17 | (3.8) | 14.9 | ||
Unamortized debt issuance costs on original issuance | (8.5) | (13) | (15.8) | ||
Net (loss) gain on early extinguishment of debt | 56.4 | 18 | 36.4 | ||
Unsecured Debt | 2020 Notes – 7.750%, due October 15, 2020 | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | 5.3 | ||||
Third-party fees for early redemption | 0 | ||||
Unamortized (discount) premium on original issuance, net | 0.1 | ||||
Unamortized debt issuance costs on original issuance | (0.4) | ||||
Net (loss) gain on early extinguishment of debt | (5) | ||||
Unsecured Debt | 2017 Notes – 7.875%, due November 1, 2017 | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | $ (26.9) | (67.5) | (8.6) | ||
Third-party fees for early redemption | (2.4) | 0 | |||
Unamortized (discount) premium on original issuance, net | (3) | (0.9) | |||
Unamortized debt issuance costs on original issuance | (5.4) | (1.8) | |||
Net (loss) gain on early extinguishment of debt | 78.3 | 11.3 | |||
Unsecured Debt | Partial Repurchase of 2021, 2022, 2023 Notes [Domain] | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | (49.9) | 68.7 | 19.4 | ||
Third-party fees for early redemption | (2) | 0 | 0 | ||
Unamortized (discount) premium on original issuance, net | 2.2 | 0.9 | 0.3 | ||
Unamortized debt issuance costs on original issuance | (5.8) | (6.2) | (1.4) | ||
Net (loss) gain on early extinguishment of debt | 55.5 | (63.4) | (18.3) | ||
Unsecured Debt | 2018 Notes – 8.125%, due September 1, 2018 | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | (16.3) | ||||
Third-party fees for early redemption | 0 | ||||
Unamortized (discount) premium on original issuance, net | $ (1.4) | (1.4) | |||
Unamortized debt issuance costs on original issuance | (4) | (4) | |||
Net (loss) gain on early extinguishment of debt | 21.7 | ||||
Unsecured Debt | Cinergy Communications Company | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | (0.5) | ||||
Third-party fees for early redemption | 0 | ||||
Unamortized (discount) premium on original issuance, net | 0 | ||||
Unamortized debt issuance costs on original issuance | 0 | ||||
Net (loss) gain on early extinguishment of debt | 0.5 | ||||
Unsecured Debt | PAETEC Holding Corp. | Notes, December 2018 [Member] | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | (22.2) | ||||
Third-party fees for early redemption | 0 | ||||
Unamortized (discount) premium on original issuance, net | $ (16.9) | 16.9 | |||
Unamortized debt issuance costs on original issuance | 0 | ||||
Net (loss) gain on early extinguishment of debt | 5.3 | ||||
Secured Debt | Senior Notes [Member] | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | 0 | 0 | (6.6) | ||
Third-party fees for early redemption | 0 | 0 | (0.7) | ||
Unamortized (discount) premium on original issuance, net | (1.8) | (1.7) | 0 | ||
Unamortized debt issuance costs on original issuance | (2.3) | (1.4) | (8.6) | ||
Net (loss) gain on early extinguishment of debt | 4.1 | $ 3.1 | $ 15.9 | ||
Broadview [Member] | Secured Debt | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | 0 | ||||
Third-party fees for early redemption | 0 | ||||
Unamortized (discount) premium on original issuance, net | 0.2 | ||||
Unamortized debt issuance costs on original issuance | 0 | ||||
Net (loss) gain on early extinguishment of debt | (0.2) | ||||
EarthLink [Member] | Secured Debt | |||||
Extinguishment of Debt [Line Items] | |||||
(Premium) discount on early redemption | (18.3) | ||||
Third-party fees for early redemption | 0 | ||||
Unamortized (discount) premium on original issuance, net | 16.3 | ||||
Unamortized debt issuance costs on original issuance | 0 | ||||
Net (loss) gain on early extinguishment of debt | $ 2 |
Long-term Debt and Lease Obli75
Long-term Debt and Lease Obligations: Long-term debt, Maturities, Repayments (Details) $ in Millions | Dec. 31, 2017USD ($) |
Long-term debt, Maturities, Repayments [Abstract] | |
2,018 | $ 169.3 |
2,019 | 19.3 |
2,020 | 1,287.2 |
2,021 | 1,246.9 |
2,022 | 47.3 |
Thereafter | 3,197.5 |
Total | $ 5,967.5 |
Long-term Debt and Lease Obli76
Long-term Debt and Lease Obligations: Current and Noncurrent Assets Subject to Leaseback (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Current and Noncurrent Long-Term Lease Obligations [Line Items] | ||
Long-term Lease Obligations, Current Portion | $ 188.6 | $ 168.7 |
Long-term Lease Obligations, Excluding Current Portion | 4,643.3 | 4,831.9 |
Total Long-Term Lease Obligation | 4,831.9 | 5,000.6 |
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | ||
Schedule of Current and Noncurrent Long-Term Lease Obligations [Line Items] | ||
Long-term Lease Obligations, Current Portion | 188.6 | 168.7 |
Long-term Lease Obligations, Excluding Current Portion | 4,570.3 | 4,759 |
Total Long-Term Lease Obligation | 4,758.9 | 4,927.7 |
Long-term Lease Obligation, Defined Benefit Plan, Non Cash Contribution [Domain] | ||
Schedule of Current and Noncurrent Long-Term Lease Obligations [Line Items] | ||
Long-term Lease Obligations, Current Portion | 0 | 0 |
Long-term Lease Obligations, Excluding Current Portion | 73 | 72.9 |
Total Long-Term Lease Obligation | $ 73 | $ 72.9 |
Long-term Debt and Lease Obli77
Long-term Debt and Lease Obligations: Long-term Lease Obligations (Details) $ in Millions | Dec. 31, 2017USD ($) |
Long-term Lease Obligations [Line Items] | |
2,018 | $ 662 |
2,019 | 665.4 |
2,020 | 668.9 |
2,021 | 672.5 |
2,022 | 676 |
Thereafter | 5,057.7 |
Total maturities of other lease obligations | 8,402.5 |
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | |
Long-term Lease Obligations [Line Items] | |
2,018 | 655.7 |
2,019 | 658.9 |
2,020 | 662.2 |
2,021 | 665.6 |
2,022 | 668.9 |
Thereafter | 4,995.4 |
Total maturities of other lease obligations | 8,306.7 |
Long-term Lease Obligation, Defined Benefit Plan, Non Cash Contribution [Domain] | |
Long-term Lease Obligations [Line Items] | |
2,018 | 6.3 |
2,019 | 6.5 |
2,020 | 6.7 |
2,021 | 6.9 |
2,022 | 7.1 |
Thereafter | 62.3 |
Total maturities of other lease obligations | $ 95.8 |
Long-term Debt and Lease Obli78
Long-term Debt and Lease Obligations: Capital Lease Obligations (Details) $ in Millions | Dec. 31, 2017USD ($) |
Capital Leases [Abstract] | |
2,018 | $ 58.8 |
2,019 | 35.1 |
2,020 | 16.9 |
2,021 | 2.5 |
2,022 | 0.7 |
Thereafter | 1.1 |
Total future payments | 115.1 |
Less: Amounts representing interest | 8.3 |
Present value of minimum lease payments | $ 106.8 |
Interest Expense (Details)
Interest Expense (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Dec. 29, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Interest Expense, Net Disclosure [Line Items] | ||||||
Interest expense - long-term debt | $ 376.1 | $ 350.9 | $ 442 | |||
Impact of interest rate swaps | 10.1 | 11 | 20.5 | |||
Interest on capital leases and other | 5.1 | 2.8 | 2.8 | |||
Less capitalized interest expense | (7) | (10.7) | (10.4) | |||
Total interest expense | $ 13.8 | 875.4 | 860.6 | 813.2 | ||
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | ||||||
Interest Expense, Net Disclosure [Line Items] | ||||||
Interest expense related to long-term lease obligations | $ 125.4 | $ 126.9 | 484.9 | 500.8 | 351.6 | |
Long-term Lease Obligation, Defined Benefit Plan, Non Cash Contribution [Domain] | ||||||
Interest Expense, Net Disclosure [Line Items] | ||||||
Interest expense related to long-term lease obligations | $ 6.2 | $ 5.8 | $ 6.7 |
Derivative Instruments_ Schedul
Derivative Instruments: Schedule of Derivative Instruments (Details) - Interest Rate Swap - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Derivative [Line Items] | ||
Derivative, Weighted Average Fixed Interest Rate | 0.82% | 1.82% |
Variable rate received | 1.49% | 0.74% |
Other Assets | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | $ 11.8 | $ 6.3 |
Other current liabilities | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 7.8 | 13.4 |
Other noncurrent liabilities | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 10.5 | 21.9 |
Accumulated other comprehensive income (loss) | Designated portion, measured at fair value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 33.7 | 22.3 |
Accumulated other comprehensive income (loss) | De-designated portion, unamortized value | ||
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | $ (5.4) | $ (10.7) |
Derivative Instruments_ Derivat
Derivative Instruments: Derivative Instruments, Gain (Loss) (Details) - Interest Rate Swap - Other Comprehensive Income (Loss) [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Changes in fair value of effective portion, net of tax (a) | $ 7 | $ 4.9 | $ (5.4) |
De-Designated Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amortization of unrealized losses on de-designated interest rate swaps, net of tax (a) | $ 3.3 | $ 2.9 | $ 7.1 |
Derivative Instruments_ Deriv82
Derivative Instruments: Derivatives Offsetting Assets (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Derivative Asset, Fair Value, Amount Offset Against Collateral [Abstract] | ||
Gross Amount of Recognized Assets | $ 11.8 | $ 6.3 |
Net Amount of Assets presented in the Consolidated Balance Sheets | 11.8 | 6.3 |
Financial Instruments, Derivative Asset, Not Subject to Master Netting Arrangement | (2.9) | 0 |
Cash Collateral Received, Derivative Asset | 0 | 0 |
Net Amount, Interest rate swaps | $ 8.9 | $ 6.3 |
Derivatives Offsetting Liabilti
Derivatives Offsetting Liabilties (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Derivative Liability, Fair Value, Amount Offset Against Collateral [Abstract] | ||
Gross Amount of Recognized Liabilities, Derivatives | $ 18.3 | $ 35.3 |
Net Amount of Liabilities, Derivatives, Amount Not Offset Against Collateral | 18.3 | 35.3 |
Financial Instruments, Derivative Liabilities, Not Subject to Master Netting Arrangement | (2.9) | 0 |
Cash Collateral Received, Derivative Liabilities | 0 | 0 |
Net Amount, Derivatives | $ 15.4 | $ 35.3 |
Derivatives Additional informat
Derivatives Additional information (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 27, 2017 | Sep. 21, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Assets Needed for Immediate Settlement, Aggregate Fair Value | $ 22,800,000 | ||||
Other Expense | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain (Loss) on Cash Flow Hedge Ineffectiveness, Net | $ (100,000) | $ 1,400,000 | $ (3,700,000) | ||
Interest Rate Swap | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Number of Instruments Renegotiated | 3 | ||||
Derivative, Number of Instruments Held | 6 | ||||
Notional Amount of Interest Rate Cash Flow Hedge Derivatives | $ 675,000,000 | $ 500,000,000 | $ 200,000,000 | ||
Derivative, Fixed Interest Rate | 1.8812% | 1.1275% | |||
Weighted average fixed rate paid | 2.984% | ||||
Debt Instrument, Credit Rating | A | ||||
De-Designated Hedging Instrument [Member] | Interest Rate Swap | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | $ (800,000) |
Fair Value Measurements_ (Detai
Fair Value Measurements: (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Item] | ||
Interest rate swap liabilities - Level 2 | $ 18.3 | $ 35.3 |
Fair Value, Measurements, Recurring | Level 2 measurements: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Item] | ||
Long-term debt, including current maturities | 4,824.2 | 4,884.4 |
Fair Value, Measurements, Recurring | Level 2 measurements: | Other Liabilities | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Item] | ||
Interest rate swap assets - Level 2 | 11.8 | 6.3 |
Interest rate swap liabilities - Level 2 | $ 18.3 | $ 35.3 |
Fair Value Measurements_ Fair V
Fair Value Measurements: Fair Value (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value, Option, Events Triggering Election, Reasons | No | |
Interest Rate Swap | Other Liabilities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Decrease in fair value of interest rate swaps to reflect non-performance risk | $ 4.8 | $ 1.7 |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, including current maturities | $ 5,905.9 | $ 4,914.6 |
Employee Benefit Plans and Po87
Employee Benefit Plans and Postretirement Benefits: Components of Pension Expense and Postretirement Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Benefits earned during the year | $ 8.1 | $ 8.7 | $ 9.5 |
Interest cost on benefit obligation | 46.3 | 53.2 | 53.2 |
Net actuarial loss (gain) | 10.5 | 60.7 | 8.7 |
Amortization of net actuarial loss | 0 | 0 | 0 |
Amortization of prior service credit | (0.4) | (0.3) | (0.1) |
Plan curtailments and settlements | 0 | 0.1 | 0 |
Expected return on plan assets | (54.4) | (63.3) | (70.1) |
Net periodic benefit expense (income) | 10.1 | 59.1 | 1.2 |
Postretirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Benefits earned during the year | 0 | 0 | 0 |
Interest cost on benefit obligation | 1.1 | 1.3 | 1.3 |
Net actuarial loss (gain) | 0 | 0 | 0 |
Amortization of net actuarial loss | 0.1 | 0.2 | 1 |
Amortization of prior service credit | (0.3) | (0.8) | (3.8) |
Plan curtailments and settlements | 0 | (5.5) | (18) |
Expected return on plan assets | 0 | 0 | 0 |
Net periodic benefit expense (income) | $ 0.9 | $ (4.8) | $ (19.5) |
Employee Benefit Plans and Po88
Employee Benefit Plans and Postretirement Benefits: Summary of Plan Assets, Projected Benefit Obligation and Funded Status of Plans (Details) - USD ($) $ in Millions | Oct. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Change in Fair Value of Plan Assets | ||||
Fair value of plan assets at beginning of year | $ 799.4 | |||
Employer contributions | 29 | |||
Fair value of plan assets at end of year | 841.4 | $ 799.4 | ||
Change in Projected Benefit Obligation | ||||
Settlements | $ (138.5) | |||
Pension Benefits | ||||
Change in Fair Value of Plan Assets | ||||
Fair value of plan assets at beginning of year | 799.4 | 966.6 | ||
Actual return on plan assets | 97.3 | 46.5 | ||
Employer contributions | 30.1 | 2.2 | ||
Participant contributions | 0 | 0 | ||
Benefits paid | (85.9) | (68.7) | ||
Settlements | 0.5 | 147.2 | ||
Fair value of plan assets at end of year | 841.4 | 799.4 | $ 966.6 | |
Change in Projected Benefit Obligation | ||||
Projected benefit obligation at beginning of year | 1,145.4 | 1,255.5 | ||
Interest cost on projected benefit obligations | 46.3 | 53.2 | 53.2 | |
Service costs | 8.1 | 8.7 | 9.5 | |
Participant contributions | 0 | 0 | ||
Plan amendments | (9.1) | 0 | ||
Benefits paid | (85.9) | (68.7) | ||
Settlements | 0 | (147.1) | ||
Projected benefit obligation at end of year | 1,157.9 | 1,145.4 | 1,255.5 | |
Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: | ||||
Current liabilities | (20.1) | (27.9) | ||
Noncurrent liabilities | (296.4) | (318.1) | ||
Funded status recognized in the consolidated balance sheets | (316.5) | (346) | ||
Amounts recognized in accumulated other comprehensive income (loss): | ||||
Net actuarial loss | 0 | 0 | ||
Prior service credits | 10.2 | 1.5 | ||
Net amount recognized in accumulated other comprehensive income | 10.2 | 1.5 | ||
Pension benefits paid from Company assets | 1.1 | 0.9 | ||
Postretirement Benefits | ||||
Change in Fair Value of Plan Assets | ||||
Fair value of plan assets at beginning of year | 0.4 | 0.4 | ||
Actual return on plan assets | 0 | 0 | ||
Employer contributions | 3 | 2.5 | ||
Participant contributions | 3 | 3.6 | ||
Benefits paid | (6) | (6.1) | ||
Settlements | 0 | 0 | ||
Fair value of plan assets at end of year | 0.4 | 0.4 | 0.4 | |
Change in Projected Benefit Obligation | ||||
Projected benefit obligation at beginning of year | 28 | 29 | ||
Interest cost on projected benefit obligations | 1.1 | 1.3 | 1.3 | |
Service costs | 0 | 0 | 0 | |
Participant contributions | 3 | 3.6 | ||
Plan amendments | 0 | 0 | ||
Benefits paid | (6) | (6.1) | ||
Settlements | 0 | 0 | ||
Projected benefit obligation at end of year | 27.4 | 28 | $ 29 | |
Plan assets less than projected benefit obligation recognized in the consolidated balance sheet: | ||||
Current liabilities | (1.9) | (1.9) | ||
Noncurrent liabilities | (25.1) | (25.7) | ||
Funded status recognized in the consolidated balance sheets | (27) | (27.6) | ||
Amounts recognized in accumulated other comprehensive income (loss): | ||||
Net actuarial loss | (5.9) | (4.7) | ||
Prior service credits | 1.2 | 1.5 | ||
Net amount recognized in accumulated other comprehensive income | (4.7) | $ (3.2) | ||
Pension and Other Postretirement Benefit Contributions | $ 3 |
Employee Benefit Plans and Po89
Employee Benefit Plans and Postretirement Benefits: Estimated Amounts to be Amortized from Accumulated Other Comprehensive Income (Loss) into Net Periodic Benefit Expense (Income) (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Net actuarial loss | $ 0 |
Prior service credits | (4.7) |
Postretirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Net actuarial loss | 0.3 |
Prior service credits | $ (0.3) |
Employee Benefit Plans and Po90
Employee Benefit Plans and Postretirement Benefits: Actuarial Assumptions Used to Calculate Pension and Postretirement Expense (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 4.19% | 4.40% | 4.14% |
Expected return on plan assets | 7.00% | 7.00% | 7.00% |
Rate of compensation increase | 2.00% | 2.00% | 2.00% |
Postretirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 4.26% | 4.67% | 4.21% |
Expected return on plan assets | 7.00% | 7.00% | 7.00% |
Rate of compensation increase | 0.00% | 0.00% | 0.00% |
Employee Benefit Plans and Po91
Employee Benefit Plans and Postretirement Benefits: Actuarial Assumptions Used to Calculate the Projected Benefit Obligations (Details) | Dec. 31, 2017 | Dec. 31, 2016 | Oct. 14, 2016 | Jan. 01, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Discount rate | 4.19% | 3.80% | 4.55% | |
Pension Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Discount rate | 3.68% | 4.19% | ||
Expected return on plan assets | 7.00% | 7.00% | ||
Rate of compensation increase | 2.00% | 2.00% | ||
Postretirement Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Discount rate | 3.74% | 4.26% | ||
Expected return on plan assets | 7.00% | 7.00% | ||
Rate of compensation increase | 0.00% | 0.00% |
Employee Benefit Plans and Po92
Employee Benefit Plans and Postretirement Benefits: Information Regarding the Healthcare Cost Trend Rate (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | ||
Healthcare cost trend rate assumed for next year | 6.50% | 6.75% |
Rate that the cost trend ultimately declines to | 5.00% | 5.00% |
Year that the rate reaches the terminal rate | 2,024 | 2,024 |
Employee Benefit Plans and Po93
Employee Benefit Plans and Postretirement Benefits: Asset Allocation for the Pension Plan, by Asset Category (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 100.00% | 100.00% |
Equity Securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 28.90% | 27.80% |
Defined Benefit Plan, Information about Plan Assets [Abstract] | ||
Target plan asset allocations, minimum | 22.40% | |
Target plan asset allocations, maximum | 32.40% | |
Fixed Income Securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 53.30% | 54.30% |
Defined Benefit Plan, Information about Plan Assets [Abstract] | ||
Target plan asset allocations, minimum | 42.00% | |
Target plan asset allocations, maximum | 67.00% | |
Alternative Investments [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 15.70% | 16.50% |
Defined Benefit Plan, Information about Plan Assets [Abstract] | ||
Target plan asset allocations, minimum | 11.60% | |
Target plan asset allocations, maximum | 21.60% | |
Money market and other short-term interest bearing securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 2.10% | 1.40% |
Defined Benefit Plan, Information about Plan Assets [Abstract] | ||
Target plan asset allocations, minimum | 0.00% | |
Target plan asset allocations, maximum | 6.50% |
Employee Benefit Plans and Po94
Employee Benefit Plans and Postretirement Benefits: Fair Values of Pension and Post Retirement Benefit Plan Assets (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | $ 841.4 | $ 799.4 | |
Investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 851.3 | 803.1 | |
Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 841.4 | 799.4 | $ 966.6 |
Pension Benefits | Investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 729.6 | 684.6 | |
Pension Benefits | Investments | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 113.7 | 103.4 | |
Pension Benefits | Investments | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 542.4 | 502 | |
Pension Benefits | Investments | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 73.5 | 79.2 | 77.8 |
Pension Benefits | Investments | Money market fund (a) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 56 | 54.6 | |
Pension Benefits | Investments | Money market fund (a) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Money market fund (a) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 56 | 54.6 | |
Pension Benefits | Investments | Money market fund (a) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common collective trust funds (b) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 202 | 183.2 | |
Pension Benefits | Investments | Common collective trust funds (b) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common collective trust funds (b) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 202 | 183.2 | |
Pension Benefits | Investments | Common collective trust funds (b) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Government and agency securities (c) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 250.7 | 224.8 | |
Pension Benefits | Investments | Government and agency securities (c) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Government and agency securities (c) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 250.7 | 224.8 | |
Pension Benefits | Investments | Government and agency securities (c) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities (c) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 27.3 | 30.5 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities (c) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities (c) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 27.3 | 30.5 | |
Pension Benefits | Investments | Corporate bonds and asset backed securities (c) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - domestic (c) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 35 | 31.3 | |
Pension Benefits | Investments | Common and preferred stocks - domestic (c) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 35 | 31.3 | |
Pension Benefits | Investments | Common and preferred stocks - domestic (c) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - domestic (c) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | 0.1 |
Pension Benefits | Investments | Common and preferred stocks - international (c) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 26.5 | 22.5 | |
Pension Benefits | Investments | Common and preferred stocks - international (c) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 26.5 | 22.5 | |
Pension Benefits | Investments | Common and preferred stocks - international (c) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Common and preferred stocks - international (c) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Mutual fund (c) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 51.7 | 49.1 | |
Pension Benefits | Investments | Mutual fund (c) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 51.7 | 49.1 | |
Pension Benefits | Investments | Mutual fund (c) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Mutual fund (c) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Real estate LLCs (d) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 72.7 | 78.4 | |
Pension Benefits | Investments | Real estate LLCs (d) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Real estate LLCs (d) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Real estate LLCs (d) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 72.7 | 78.4 | $ 76.6 |
Pension Benefits | Investments | Derivative [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 6.4 | 8.9 | |
Pension Benefits | Investments | Derivative [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Derivative [Member] | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 6.4 | 8.9 | |
Pension Benefits | Investments | Derivative [Member] | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Other investments (f) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 1.3 | 1.3 | |
Pension Benefits | Investments | Other investments (f) | Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0.5 | 0.5 | |
Pension Benefits | Investments | Other investments (f) | Significant Other Observable Inputs - Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0 | 0 | |
Pension Benefits | Investments | Other investments (f) | Significant Unobservable Inputs - Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 0.8 | 0.8 | |
Pension Benefits | Investments | Hedge Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 85.1 | 84.2 | |
Pension Benefits | Investments | Private Equity Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 36.6 | 34.3 | |
Pension Benefits | Dividends and interest receivable | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | 4.4 | 7.2 | |
Pension Benefits | Pending trades | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair Value | $ 14.3 | $ 10.9 |
Employee Benefit Plans and Po95
Employee Benefit Plans and Postretirement Benefits: Pension Plan Assets, Unobservable Input Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | $ 799.4 | |
Fair value of plan assets at end of year | 841.4 | $ 799.4 |
Investments | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 803.1 | |
Fair value of plan assets at end of year | 851.3 | 803.1 |
Pension Benefits | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 799.4 | 966.6 |
Fair value of plan assets at end of year | 841.4 | 799.4 |
Pension Benefits | Investments | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 684.6 | |
Fair value of plan assets at end of year | 729.6 | 684.6 |
Pension Benefits | Investments | Domestic equities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 31.3 | |
Fair value of plan assets at end of year | 35 | 31.3 |
Pension Benefits | Investments | Real estate LLCs (d) | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 78.4 | |
Fair value of plan assets at end of year | 72.7 | 78.4 |
Pension Benefits | Significant Unobservable Inputs - Level 3 | Investments | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 79.2 | 77.8 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | (5.6) | 1.8 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) | (0.1) | (0.4) |
Fair value of plan assets at end of year | 73.5 | 79.2 |
Pension Benefits | Significant Unobservable Inputs - Level 3 | Investments | Domestic equities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 0 | 0.1 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | 0 | (0.1) |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) | 0 | 0 |
Fair value of plan assets at end of year | 0 | 0 |
Pension Benefits | Significant Unobservable Inputs - Level 3 | Investments | Real estate LLCs (d) | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 78.4 | 76.6 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | (5.7) | 1.8 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) | 0 | 0 |
Fair value of plan assets at end of year | 72.7 | 78.4 |
Pension Benefits | Significant Unobservable Inputs - Level 3 | Investments | Guaranteed annuity contract | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value of plan assets at beginning of year | 0.8 | 1.1 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Earnings | 0.1 | 0.1 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases, (Sales), Issuances, (Settlements) | (0.1) | (0.4) |
Fair value of plan assets at end of year | $ 0.8 | $ 0.8 |
Employee Benefit Plans and Po96
Employee Benefit Plans and Postretirement Benefits: Estimated Future Employer Contributions, Benefit Payments, Including Executive Retirement Agreements (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Expected employer contributions in 2018 | $ 19.2 |
Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Expected employer contributions in 2018 | 20.1 |
Expected benefit payments: | |
2,018 | 77.9 |
2,019 | 78.9 |
2,020 | 77.9 |
2,021 | 76.3 |
2,022 | 76.1 |
2023-2027 | 360.1 |
Postretirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Expected employer contributions in 2018 | 1.9 |
Expected benefit payments: | |
2,018 | 1.9 |
2,019 | 1.6 |
2,020 | 1.5 |
2,021 | 1.4 |
2,022 | 1.4 |
2023-2027 | $ 7 |
Employee Benefit Plans and Po97
Employee Benefit Plans and Postretirement Benefits: (Details) - USD ($) shares in Millions | Oct. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2016 |
Defined Benefit Plan Disclosure [Line Items] | |||||
Transfers In or Out of Levels 1, 2, or 3 | $ 0 | ||||
Defined Benefit Plan, Settlements, Benefit Obligation | $ 138,500,000 | ||||
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year | $ 19,200,000 | ||||
Matching contribution to employee savings accounts, maximum | 4.00% | ||||
Matching contribution to employee savings accounts, employees contributions, minimum | 5.00% | ||||
Recorded expenses related to the employee savings plan | $ 22,900,000 | $ 21,100,000 | $ 19,300,000 | ||
Annual matching contribution to defined contribution plan, Common Stock | 3.1 | 3.2 | 2.7 | ||
Defined Contribution Plan, Contributions by Employer, Common Stock, Value | $ 22,700,000 | $ 24,000,000 | $ 21,600,000 | ||
Defined Contribution Plan, Contributions by Employer, Cash | 600,000 | ||||
Defined Benefit Plan, Actuarial Gain (Loss) | $ (68,200,000) | ||||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 3.80% | 4.19% | 4.55% | ||
Pension Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Settlements, Benefit Obligation | 0 | $ 147,100,000 | |||
Defined Benefit Plan, Accumulated Benefit Obligation | $ 1,141,700,000 | $ 1,105,500,000 | 1,236,900,000 | ||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Expected Long Term Return on Assets | 7.00% | 7.00% | |||
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year | $ 20,100,000 | ||||
Defined Benefit Plan, Actuarial Gain (Loss) | $ 53,100,000 | $ 43,800,000 | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 3.68% | 4.19% | |||
Postretirement Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Settlements, Benefit Obligation | $ 0 | $ 0 | |||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | $ 5,500,000 | 18,000,000 | |||
Minimum percentage of unrecognized actuarial gains or losses that are amortized over the lesser of 10 years or the average remaining service life of active employees | 10.00% | ||||
Unrealized Actuarial Gains (Losses), Amortization Period, Maximum | 10 years | ||||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Expected Long Term Return on Assets | 7.00% | 7.00% | |||
One percent increase in the assumed healthcare cost trend rate, increase in postretirement benefit cost | $ 100,000 | ||||
One percent decrease in the assumed healthcare cost trend rate, decrease in postretirement benefit cost | 100,000 | ||||
One percent increase in the assumed healthcare cost trend rate, increase in postretirement benefit obligation | 2,300,000 | ||||
One percent decrease in the assumed healthcare cost trend rate, decrease in postretirement benefit obligation | 1,900,000 | ||||
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year | 1,900,000 | ||||
Defined Benefit Plan, Actuarial Gain (Loss) | $ 1,300,000 | $ 200,000 | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 3.74% | 4.26% | |||
Other Pension Plan, Postretirement or Supplemental Plans [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year | $ 900,000 | ||||
Cost of services | Postretirement Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | $ 4,500,000 | 14,300,000 | |||
Selling, general and administrative [Member] | Postretirement Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | $ 1,000,000 | 3,700,000 | |||
Equity Securities [Member] | Pension Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Target Plan Asset Allocations | 28.00% | ||||
Fixed Income Funds [Member] | Pension Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Target Plan Asset Allocations | 55.00% | ||||
Alternative Investments [Member] | Pension Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Target Plan Asset Allocations | 17.00% | ||||
Accumulated Other Comprehensive Income (Loss) | Postretirement Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | $ 18,000,000 |
Vesting Periods and Grant Date
Vesting Periods and Grant Date Fair Value for Shares Issued (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 5,114,100 | 3,283,800 | |
Total granted | 5,551,100 | 1,685,700 | 3,263,500 |
Grant date fair value (Dollars in millions) | $ 33.3 | $ 9.9 | $ 35 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 2,603,500 | 1,206,300 | |
Total granted | 3,629,500 | 1,380,000 | 283,400 |
Grant date fair value (Dollars in millions) | $ 26.1 | $ 7.9 | $ 2.9 |
Vest ratably over a three-year service period | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 2,451,400 | 0 | 0 |
Vest variably over a three-year service period | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 0 | 0 | 62,600 |
Vest one year from date of grant, service based - granted to non-employee directors | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 207,200 | 198,000 | 73,700 |
Vest two years from date of grant, service based | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 0 | 53,200 | 6,900 |
Vest three years from date of grant, service based | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 33,800 | 53,600 | 381,100 |
Vest variably over remaining required service period, up to three years | Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 2,858,700 | 1,380,900 | 2,739,200 |
Vest variably over remaining required service period, up to three years | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 2,370,900 | 0 | 0 |
Vest contingently at the end of the respective performance period | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares | 1,258,600 | 1,380,000 | 283,400 |
Restricted Share Activity (Deta
Restricted Share Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Stock and Restricted Stock Units | |||
(Thousands) Underlying Number of Shares | |||
Beginning balance | 3,283,800 | ||
Granted | 5,551,100 | 1,685,700 | 3,263,500 |
Vested | (2,664,700) | ||
Forfeited | (1,056,100) | ||
Ending balance | 5,114,100 | 3,283,800 | |
Weighted Average Fair Value Per Share | |||
Beginning balance | $ 10.27 | ||
Vested | 10.13 | ||
Forfeited | 7.43 | ||
Ending balance | $ 6.29 | $ 10.27 | |
Restricted Stock Units (RSUs) | |||
(Thousands) Underlying Number of Shares | |||
Beginning balance | 1,206,300 | ||
Granted | 3,629,500 | 1,380,000 | 283,400 |
Vested | (1,780,700) | ||
Forfeited | (451,600) | ||
Ending balance | 2,603,500 | 1,206,300 | |
Weighted Average Fair Value Per Share | |||
Beginning balance | $ 5.64 | ||
Vested | 7.30 | ||
Forfeited | 6.17 | ||
Ending balance | $ 6.58 | $ 5.64 | |
EarthLink [Member] | Restricted Stock and Restricted Stock Units | |||
(Thousands) Underlying Number of Shares | |||
Granted | 2,858,700 | ||
Weighted Average Fair Value Per Share | |||
Granted | $ 7.19 | ||
EarthLink [Member] | Restricted Stock Units (RSUs) | |||
(Thousands) Underlying Number of Shares | |||
Granted | 2,370,900 | ||
Weighted Average Fair Value Per Share | |||
Granted | $ 7.19 | ||
Windstream Holdings, Inc. [Domain] | Restricted Stock and Restricted Stock Units | |||
(Thousands) Underlying Number of Shares | |||
Granted | 2,692,400 | ||
Weighted Average Fair Value Per Share | |||
Granted | $ 4.72 | ||
Windstream Holdings, Inc. [Domain] | Restricted Stock Units (RSUs) | |||
(Thousands) Underlying Number of Shares | |||
Granted | 1,258,600 | ||
Weighted Average Fair Value Per Share | |||
Granted | $ 7.22 |
Share-Based Compensation Pla100
Share-Based Compensation Plans: Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Share-based Compensation Expense [Line Items] | |||
Employee savings plan (See Note 9) | $ 22.9 | $ 21.1 | $ 19.3 |
Management incentive compensation plans | 0 | 0.6 | 11 |
Share-based compensation expense | 55.4 | 41.6 | 55.3 |
Common Stock and Additional Paid-In Capital | Restricted Stock and Restricted Stock Units | |||
Schedule of Share-based Compensation Expense [Line Items] | |||
Restricted stock and restricted units and stock options | $ 32.5 | $ 19.9 | $ 25 |
Share-Based Compensation Plans
Share-Based Compensation Plans - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Operating Target Consideration Period | 3 years | |||
Unrecognized compensation expense | $ 22.2 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 6 months | |||
Fair value of shares vested | $ 40 | $ 22.9 | $ 23.9 | |
Share-based compensation expense | $ 35.8 | 21.8 | 25 | |
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 1.1 | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 2 years | |||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 3 years | |||
Common Stock and Additional Paid-In Capital | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 35.8 | 21.8 | 25 | |
Restricted Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum number of shares available for issuance under the Windstream 2006 Equity Incentive Plan | 24.3 | |||
Available shares for grant | 3.7 | |||
Restricted Stock Units (RSUs) | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance-based restricted stock units, as a percentage of the award | 150.00% | |||
Restricted Stock and Restricted Stock Units | Common Stock and Additional Paid-In Capital | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 32.5 | $ 19.9 | $ 25 | |
PAETEC Holding Corp. | Restricted Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Available shares for grant | 6.6 |
Merger, Integration and Othe102
Merger, Integration and Other Costs and Restructuring Charges: (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Sep. 30, 2017USD ($)position | Jun. 30, 2017USD ($)position | Dec. 31, 2017USD ($)position | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||
Information technology conversion costs | $ 3 | $ 0.3 | $ 7.5 | ||
Costs related to merger with EarthLink (a) | 104.1 | 2.7 | 0 | ||
Costs related to merger with Broadview (b) | 14.3 | 0 | 0 | ||
Costs related to REIT spin-off (See Note 5) | 7.5 | 0 | 65.1 | ||
Costs related to sale of data center business | 0 | 0.9 | 10.3 | ||
Network optimization and contract termination costs | 8.5 | 11.9 | 5.9 | ||
Consulting and other costs | 0 | 0 | 6.2 | ||
Reversal of lease termination costs | 0 | 2 | 0 | ||
Total merger, integration and other costs | 137.4 | 13.8 | 95 | ||
Restructuring charges | $ 22.8 | 43 | 20.3 | 20.7 | |
Total merger, integration and other costs and restructuring charges | $ 180.4 | 34.1 | 115.7 | ||
Restructuring and Related Cost, Number of Positions Eliminated | position | 700 | 375 | 725 | ||
Restructuring and Related Cost, Cost Incurred to Date | $ 35 | ||||
Decrease in net income due to merger, integration and restructuring charges | 113.6 | 21 | 71.2 | ||
Restructuring Integration and Merger Cost [Roll Forward] | |||||
Balance, beginning of period | $ 5.8 | 5.8 | 5.1 | ||
Expenses incurred during the period | 180.4 | 36.1 | |||
Reversal of accrued lease termination costs | 0 | (2) | 0 | ||
Cash outlays during the period | (166.7) | (33.4) | |||
Balance, end of period | 19.5 | 5.8 | 5.1 | ||
Workforce Reductions [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and Related Cost, Cost Incurred to Date | 18.7 | 15.6 | |||
Other Restructuring [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reversal of lease termination costs | 0 | ||||
Restructuring and Related Cost, Cost Incurred to Date | 3.1 | ||||
Restructuring Integration and Merger Cost [Roll Forward] | |||||
Balance, beginning of period | 0 | 0 | 0 | ||
Expenses incurred during the period | 8 | 1.6 | |||
Reversal of accrued lease termination costs | 0 | ||||
Cash outlays during the period | (3.8) | (1.6) | |||
Balance, end of period | 4.2 | 0 | 0 | ||
Merger, integration and other charges [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reversal of lease termination costs | 2 | ||||
Restructuring Integration and Merger Cost [Roll Forward] | |||||
Balance, beginning of period | 1.5 | 1.5 | 2.5 | ||
Expenses incurred during the period | 137.4 | 15.8 | |||
Reversal of accrued lease termination costs | (2) | ||||
Cash outlays during the period | (128.6) | (14.8) | |||
Balance, end of period | 10.3 | 1.5 | 2.5 | ||
Employee Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reversal of lease termination costs | 0 | ||||
Restructuring Integration and Merger Cost [Roll Forward] | |||||
Balance, beginning of period | $ 4.3 | 4.3 | 2.6 | ||
Expenses incurred during the period | 35 | 18.7 | |||
Reversal of accrued lease termination costs | 0 | ||||
Cash outlays during the period | (34.3) | (17) | |||
Balance, end of period | 5 | $ 4.3 | $ 2.6 | ||
EarthLink [Member] | Other Restructuring [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 3.2 | ||||
EarthLink [Member] | Accelerated vesting, share based compensation [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 10.1 | ||||
EarthLink [Member] | Rebranding and Marketing [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 5.3 | ||||
EarthLink [Member] | Contract Termination [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 22.5 | ||||
EarthLink [Member] | Investment banking, legal and other consulting fees [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 24 | ||||
EarthLink [Member] | Employee Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 39 | ||||
Broadview [Member] | Contract Termination [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 3.7 | ||||
Broadview [Member] | Investment banking, legal and other consulting fees [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | 4.5 | ||||
Broadview [Member] | Employee Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Costs | $ 4.7 |
Accumulated Other Comprehens103
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pension and postretirement plans | $ 4 | $ (1.2) | $ 2.8 |
Unrealized holding loss on available-for-sale securities | 0 | 0 | (286.5) |
Unrealized holding gains (losses) on interest rate swaps | |||
Accumulated other comprehensive income (loss) | 21.4 | 5.9 | (284.4) |
Interest Rate Swap | |||
Unrealized holding gains (losses) on interest rate swaps | |||
Designated portion | 20.7 | 13.7 | (0.6) |
De-designated portion | $ (3.3) | $ (6.6) | $ (0.1) |
Accumulated Other Comprehens104
Accumulated Other Comprehensive Income (Loss) (Roll-Forward) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated other comprehensive income [Roll Forward] | |||
Beginning balance | $ 5.9 | $ (284.4) | |
Other comprehensive income (loss) before reclassifications | 12.7 | ||
Amounts reclassified from other accumulated comprehensive income (loss) (a) | 2.8 | 129.4 | $ (5.8) |
Ending balance | 21.4 | 5.9 | (284.4) |
Net (Gains) Losses on Interest Rate Swaps | |||
Accumulated other comprehensive income [Roll Forward] | |||
Beginning balance | 7.1 | ||
Other comprehensive income (loss) before reclassifications | 7 | ||
Amounts reclassified from other accumulated comprehensive income (loss) (a) | 3.3 | ||
Ending balance | 17.4 | 7.1 | |
Pension and Postretirement Plans | |||
Accumulated other comprehensive income [Roll Forward] | |||
Beginning balance | (1.2) | ||
Other comprehensive income (loss) before reclassifications | 5.7 | ||
Amounts reclassified from other accumulated comprehensive income (loss) (a) | (0.5) | (3.9) | $ (12.9) |
Ending balance | $ 4 | $ (1.2) |
Accumulated Other Comprehens105
Accumulated Other Comprehensive Income (Loss) (Reclassifications) (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other-than-temporary impairment loss on investment in Uniti common stock | $ 0 | $ 181.9 | $ 0 | |
Net (loss) income | (2,117.9) | (386) | 23.9 | |
Interest expense | $ 13.8 | 875.4 | 860.6 | 813.2 |
Income tax (benefit) expense | (408.1) | (140) | 16 | |
Net (loss) income | 2.8 | 129.4 | (5.8) | |
Losses on interest rate swaps: | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Net (loss) income | 3.3 | |||
Pension and postretirement plans: | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | (0.6) | (6.4) | (20.9) | |
Reclassification from AOCI, Current Period, Tax | 0.1 | 2.5 | 8 | |
Net (loss) income | (0.5) | (3.9) | (12.9) | |
Accumulated Defined Benefit Plans Adjustment, Net Prior Service Attributable to Parent [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | (0.7) | (1.1) | (3.9) | |
Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 0.1 | 0.2 | 1 | |
Accumulated Defined Benefit Plans Adjustment, Plan Curtailment Attributable to Parent [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 0 | (5.5) | (18) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Net Investment Gain (Loss) Including Portion Attributable to Noncontrolling Interest [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Net gain on disposal of investment in Uniti common stock | 0 | (51.5) | 0 | |
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 181.9 | 0 | |
Net (loss) income | 0 | 130.4 | 0 | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Losses on interest rate swaps: | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Net (loss) income | 3.3 | 2.9 | 7.1 | |
(Loss) income before income taxes | 5.3 | 4.8 | 11.6 | |
Income tax (benefit) expense | (2) | (1.9) | (4.5) | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Interest Rate Swap | Losses on interest rate swaps: | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Interest expense | $ 5.3 | $ 4.8 | $ 11.6 |
Income Taxes_ Income Taxes (Inc
Income Taxes: Income Taxes (Income Tax Expense) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ (0.3) | $ (2.7) | $ 9.1 |
State | 4.9 | 1 | 23.2 |
Current Income Tax Expense (Benefit), Total | 4.6 | (1.7) | 32.3 |
Deferred: | |||
Federal | (328) | (130.2) | 15 |
State | (84.7) | (8.1) | (31.3) |
Deferred Income Tax Expense (Benefit), Total | (412.7) | (138.3) | (16.3) |
Income tax (benefit) expense | $ (408.1) | $ (140) | $ 16 |
Income Taxes (Differences Betwe
Income Taxes (Differences Between Federal Income Tax Statutory Rates and Effective Income Tax Rates, Which Include Both Federal and State Income Taxes) (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 35.00% | 35.00% | 35.00% |
Increase (decrease) | |||
State income taxes, net of federal benefit | 3.60% | 3.70% | 4.00% |
Adjust deferred taxes for state net operating loss carryforward | 0.00% | (0.60%) | 16.00% |
Transaction costs | (0.10%) | (0.20%) | 18.70% |
Valuation allowance | (0.10%) | 0.00% | (48.40%) |
Income tax reserves | 0.00% | 0.10% | 12.20% |
Research and development credit | 0.10% | 0.80% | (8.40%) |
Adjustment of deferred taxes for legal entity restructuring | 0.00% | 0.00% | 6.80% |
Disallowed loss | 0.00% | (12.10%) | 0.00% |
Tax credits | 0.00% | 0.00% | (1.00%) |
Debt exchange | (6.10%) | 0.00% | 0.00% |
2017 Federal tax reform | (7.60%) | 0.00% | 0.00% |
Goodwill impairment | (8.40%) | 0.00% | 0.00% |
Other items, net | (0.20%) | 0.00% | 2.00% |
Effective income tax rate | 16.20% | 26.70% | 36.90% |
Income Taxes (Significant Compo
Income Taxes (Significant Components of the Net Deferred Income Tax Liability (Asset)) (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Property, plant and equipment | $ 876.3 | $ 1,395.8 |
Goodwill and other intangible assets | 532.5 | 1,265.6 |
Operating loss and credit carryforward | (595.6) | (528.8) |
Postretirement and other employee benefits | (85.6) | (142.4) |
Unrealized holding loss and interest rate swaps | 4.5 | 0.2 |
Deferred compensation | (2.8) | (4) |
Bad debt | (14.5) | (19.4) |
Long-term lease obligations | (1,226.3) | (1,932.7) |
Deferred debt costs | (2) | 8.9 |
Restricted stock | (7.9) | (9.4) |
Deferred Tax Liabilities, Other | (29) | (28.4) |
Deferred tax liability (asset), gross | (550.4) | (5) |
Valuation allowance | 179.6 | 146.5 |
Deferred Tax Assets, Net | (370.8) | |
Deferred income taxes, net | 151.5 | |
Deferred tax assets | (2,000.7) | (2,695.9) |
Deferred tax liabilities | $ 1,629.9 | $ 2,847.4 |
Income Taxes (Additional Inform
Income Taxes (Additional Information) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | ||
Deferred tax asset, Decrease due to 2017 Tax Reform | $ 192.2 | |
Valuation allowance | 173 | $ 140.3 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 6.6 | 6.2 |
Internal Revenue Service (IRS) | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | 1,796.6 | 1,094.2 |
Tax credit carryforwards | 44.2 | 48.7 |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | 2,805.4 | 1,788.8 |
Tax credit carryforwards | $ 19.9 | $ 22.7 |
Income Taxes_ Reconciliation of
Income Taxes: Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Contingency [Line Items] | |||
Beginning balance | $ 8.8 | $ 10.1 | $ 5.6 |
Additions based on EarthLink acquisition | 2.5 | 0 | 0 |
Additions based on tax positions related to current year | 0.7 | 0.7 | 5 |
Reductions for tax positions of prior years | (1.2) | (1.6) | (0.5) |
Settlements | (2.1) | (0.4) | 0 |
Ending balance | 8.7 | 8.8 | 10.1 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 8.3 | 8.6 | 9.9 |
Interest and penalties accrued on unrecognized tax benefits | 0.2 | 0.1 | 0.1 |
Interest and penalties recognized on unrecognized tax benefits | $ 0.3 | $ 0.1 | $ 0.1 |
Commitments and Contingencie111
Commitments and Contingencies (Minimum Rental Commitments for All Non-Cancelable Operating Leases) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
2,018 | $ 166.8 | ||
2,019 | 130.6 | ||
2,020 | 93.1 | ||
2,021 | 64.2 | ||
2,022 | 48.2 | ||
Thereafter | 145.2 | ||
Total | 648.1 | ||
Rental expense | 161.6 | $ 115.5 | $ 128 |
USAC accrued funding | 16.6 | ||
USAC funding previously remitted | $ 6 |
Segment Information_ (Details)
Segment Information: (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Segment Reporting, Disclosure of Major Customers | .10 | ||||||||||
Costs and Expenses | $ 7,446.4 | $ 4,871.6 | $ 5,255.9 | ||||||||
Segment income | $ (1,789.3) | $ 43 | $ 106.8 | $ 46 | $ 73.7 | $ 129.4 | $ 154.6 | $ 157.7 | (1,593.5) | 515.4 | 509.4 |
Consumer and Small Business | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues and Sales | 1,978.3 | 2,063.3 | 2,118.3 | ||||||||
Costs and Expenses | 848.5 | 870.7 | 913.8 | ||||||||
Segment income | 1,129.8 | 1,192.6 | 1,204.5 | ||||||||
Enterprise | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues and Sales | 2,942.1 | 2,587.9 | 2,708.9 | ||||||||
Costs and Expenses | 2,364.9 | 2,075.7 | 2,184.1 | ||||||||
Segment income | 577.2 | 512.2 | 524.8 | ||||||||
Wholesale | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues and Sales | 756.6 | 720.8 | 794 | ||||||||
Costs and Expenses | 226.8 | 194.5 | 187.5 | ||||||||
Segment income | 529.8 | 526.3 | 606.5 | ||||||||
CLEC Consumer | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues and Sales | 175.9 | 15 | 12.9 | ||||||||
Costs and Expenses | 86.9 | 13.1 | 12.3 | ||||||||
Segment income | 89 | 1.9 | 0.6 | ||||||||
Operating Segments [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues and Sales | 5,852.9 | 5,387 | 5,634.1 | ||||||||
Costs and Expenses | 3,527.1 | 3,154 | 3,297.7 | ||||||||
Segment income | $ 2,325.8 | $ 2,233 | $ 2,336.4 |
Segment Information_ Reconcilia
Segment Information: Reconciliation of Segment Revenues to Consolidated Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total revenues and sales | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 1,309.1 | $ 1,344.9 | $ 1,359.6 | $ 1,373.4 | $ 5,852.9 | $ 5,387 | $ 5,765.3 |
Operating Segments [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and Sales | 5,852.9 | 5,387 | 5,634.1 | ||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues and Sales | $ 0 | $ 0 | $ 131.2 |
Segment Information_ Reconci114
Segment Information: Reconciliation of Segment Income to Consolidated Net Income (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Segment income | $ (1,789.3) | $ 43 | $ 106.8 | $ 46 | $ 73.7 | $ 129.4 | $ 154.6 | $ 157.7 | $ (1,593.5) | $ 515.4 | $ 509.4 | |
Depreciation and amortization | (1,470) | (1,263.5) | (1,366.5) | |||||||||
Goodwill, Impairment Loss | (1,840.8) | 0 | 0 | |||||||||
Merger and Integration Costs | (137.4) | (13.8) | (95) | |||||||||
Restructuring Charges | (22.8) | (43) | (20.3) | (20.7) | ||||||||
Costs and Expenses | (7,446.4) | (4,871.6) | (5,255.9) | |||||||||
Dividend income on Uniti common stock | 0 | 17.6 | 48.2 | |||||||||
Other (expense) income, net | 0 | (1.2) | 9.3 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | 15.2 | 0 | |||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | (56.4) | (18) | (36.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | (181.9) | 0 | |||||||||
Interest expense | $ (13.8) | (875.4) | (860.6) | (813.2) | ||||||||
Income tax (benefit) expense | 408.1 | 140 | (16) | |||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | (2,116.6) | (383.5) | 27.4 | |
Corporate, Non-Segment [Member] | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Costs and Expenses | (428.1) | (420) | (387.7) | |||||||||
Operating Segments [Member] | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Segment income | 2,325.8 | 2,233 | 2,336.4 | |||||||||
Revenues and Sales | 5,852.9 | 5,387 | 5,634.1 | |||||||||
Costs and Expenses | (3,527.1) | (3,154) | (3,297.7) | |||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenues and Sales | 0 | 0 | 131.2 | |||||||||
Costs and Expenses | $ 0 | $ 0 | $ (88.3) |
Supplemental Guarantor Infor115
Supplemental Guarantor Information: Condensed Consolidating Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues and sales: | ||||||||||||
Service revenues | $ 5,759.7 | $ 5,279.9 | $ 5,598.6 | |||||||||
Product sales | 93.2 | 107.1 | 166.7 | |||||||||
Total revenues and sales | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 1,309.1 | $ 1,344.9 | $ 1,359.6 | $ 1,373.4 | 5,852.9 | 5,387 | 5,765.3 | |
Costs and expenses: | ||||||||||||
Cost of services | 2,964.9 | 2,677.8 | 2,762 | |||||||||
Cost of products sold | 93.5 | 98.5 | 145.2 | |||||||||
Selling, general and administrative | 896.8 | 797.7 | 866.5 | |||||||||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 | |||||||||
Goodwill impairment | 1,840.8 | 0 | 0 | |||||||||
Merger, integration and other costs | 137.4 | 13.8 | 95 | |||||||||
Restructuring charges | 22.8 | 43 | 20.3 | 20.7 | ||||||||
Total costs and expenses | 7,446.4 | 4,871.6 | 5,255.9 | |||||||||
Operating (loss) income | (1,789.3) | 43 | 106.8 | 46 | 73.7 | 129.4 | 154.6 | 157.7 | (1,593.5) | 515.4 | 509.4 | |
Dividend income on Uniti common stock | 0 | 17.6 | 48.2 | |||||||||
Other (expense) income, net | 0 | (1.2) | 9.3 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | 15.2 | 0 | |||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | (56.4) | (18) | (36.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | (181.9) | 0 | |||||||||
Interest expense | $ (13.8) | (875.4) | (860.6) | (813.2) | ||||||||
(Loss) income before income taxes | (2,524.7) | (523.5) | 43.4 | |||||||||
Income tax (benefit) expense | (408.1) | (140) | 16 | |||||||||
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | (2,116.6) | (383.5) | 27.4 | |
Comprehensive (loss) income | (2,101.1) | (93.2) | (269.1) | |||||||||
Eliminations | ||||||||||||
Revenues and sales: | ||||||||||||
Service revenues | (99.3) | (36) | (25.6) | |||||||||
Product sales | 0 | 0 | 0 | |||||||||
Total revenues and sales | (99.3) | (36) | (25.6) | |||||||||
Costs and expenses: | ||||||||||||
Cost of services | (97.2) | (33.2) | (22.2) | |||||||||
Cost of products sold | 0 | 0 | 0 | |||||||||
Selling, general and administrative | (2.1) | (2.8) | (3.4) | |||||||||
Depreciation and amortization | 0 | 0 | 0 | |||||||||
Goodwill impairment | 0 | |||||||||||
Merger, integration and other costs | 0 | 0 | 0 | |||||||||
Restructuring charges | 0 | 0 | 0 | |||||||||
Total costs and expenses | (99.3) | (36) | (25.6) | |||||||||
Operating (loss) income | 0 | 0 | 0 | |||||||||
Earnings (losses) from subsidiaries | 1,202.7 | 145.9 | (81.9) | |||||||||
Dividend income on Uniti common stock | 0 | 0 | ||||||||||
Other (expense) income, net | 0 | 0 | 0 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | |||||||||||
Gain (loss) on sale of data center business | 0 | 0 | 0 | |||||||||
Net loss on early extinguishment of debt | 0 | 0 | 0 | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | |||||||||||
Intercompany interest income (expense) | 0 | 0 | 0 | |||||||||
Interest expense | 0 | 0 | 0 | |||||||||
(Loss) income before income taxes | 1,202.7 | 145.9 | (81.9) | |||||||||
Income tax (benefit) expense | 0 | 0 | 0 | |||||||||
Net (loss) income | 1,202.7 | 145.9 | (81.9) | |||||||||
Comprehensive (loss) income | 1,202.7 | 145.9 | (81.9) | |||||||||
Consolidated | ||||||||||||
Revenues and sales: | ||||||||||||
Service revenues | 5,759.7 | 5,279.9 | 5,598.6 | |||||||||
Product sales | 93.2 | 107.1 | 166.7 | |||||||||
Total revenues and sales | 5,852.9 | 5,387 | 5,765.3 | |||||||||
Costs and expenses: | ||||||||||||
Cost of services | 2,964.9 | 2,677.8 | 2,762 | |||||||||
Cost of products sold | 93.5 | 98.5 | 145.2 | |||||||||
Selling, general and administrative | 894.8 | 796 | 864.5 | |||||||||
Depreciation and amortization | 1,470 | 1,263.5 | 1,366.5 | |||||||||
Goodwill impairment | 1,840.8 | 0 | 0 | |||||||||
Merger, integration and other costs | 137.4 | 13.8 | 95 | |||||||||
Restructuring charges | 43 | 20.3 | 20.7 | |||||||||
Total costs and expenses | 7,444.4 | 4,869.9 | 5,253.9 | |||||||||
Operating (loss) income | (1,591.5) | 517.1 | 511.4 | |||||||||
Earnings (losses) from subsidiaries | 0 | 0 | 0 | |||||||||
Dividend income on Uniti common stock | 0 | 17.6 | 48.2 | |||||||||
Other (expense) income, net | 0 | (1.2) | 9.3 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | 15.2 | 0 | |||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | (56.4) | (18) | (36.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | (181.9) | 0 | |||||||||
Intercompany interest income (expense) | 0 | 0 | 0 | |||||||||
Interest expense | (875.4) | (860.6) | (813.2) | |||||||||
(Loss) income before income taxes | (2,522.7) | (521.8) | 45.4 | |||||||||
Income tax (benefit) expense | (407.3) | (139.3) | 16.8 | |||||||||
Net (loss) income | (2,115.4) | (382.5) | 28.6 | |||||||||
Comprehensive (loss) income | (2,099.9) | (92.2) | (267.9) | |||||||||
Windstream Services | ||||||||||||
Revenues and sales: | ||||||||||||
Service revenues | 0 | 0 | 0 | |||||||||
Product sales | 0 | 0 | 0 | |||||||||
Total revenues and sales | 0 | 0 | 0 | |||||||||
Costs and expenses: | ||||||||||||
Cost of services | 0 | 0 | 0 | |||||||||
Cost of products sold | 0 | 0 | 0 | |||||||||
Selling, general and administrative | 0 | 0 | 0 | |||||||||
Depreciation and amortization | 9.3 | 13.8 | 18.3 | |||||||||
Goodwill impairment | 979.4 | |||||||||||
Merger, integration and other costs | 0 | 0 | 0 | |||||||||
Restructuring charges | 0 | 0 | 0 | |||||||||
Total costs and expenses | 988.7 | 13.8 | 18.3 | |||||||||
Operating (loss) income | (988.7) | (13.8) | (18.3) | |||||||||
Earnings (losses) from subsidiaries | (1,018.8) | (65.1) | 239.6 | |||||||||
Dividend income on Uniti common stock | 17.6 | 48.2 | ||||||||||
Other (expense) income, net | 0.2 | 1.8 | (2.5) | |||||||||
Net gain on disposal of investment in Uniti common stock | 15.2 | |||||||||||
Gain (loss) on sale of data center business | 0 | 0 | 0 | |||||||||
Net loss on early extinguishment of debt | (54.6) | (18) | (30.7) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | (181.9) | |||||||||||
Intercompany interest income (expense) | 84.5 | 116.6 | 115.9 | |||||||||
Interest expense | (375.8) | (355.1) | (440.1) | |||||||||
(Loss) income before income taxes | (2,353.2) | (482.7) | (87.9) | |||||||||
Income tax (benefit) expense | (237.8) | (100.2) | (116.5) | |||||||||
Net (loss) income | (2,115.4) | (382.5) | 28.6 | |||||||||
Comprehensive (loss) income | (2,099.9) | (92.2) | (267.9) | |||||||||
Guarantors | ||||||||||||
Revenues and sales: | ||||||||||||
Service revenues | 1,190.5 | 1,011 | 1,163.2 | |||||||||
Product sales | 83.6 | 96.4 | 145.3 | |||||||||
Total revenues and sales | 1,274.1 | 1,107.4 | 1,308.5 | |||||||||
Costs and expenses: | ||||||||||||
Cost of services | 565.4 | 417 | 493.6 | |||||||||
Cost of products sold | 77.2 | 86.7 | 125 | |||||||||
Selling, general and administrative | 162.4 | 150.7 | 186.8 | |||||||||
Depreciation and amortization | 365 | 301.4 | 334.5 | |||||||||
Goodwill impairment | 0 | |||||||||||
Merger, integration and other costs | 1.6 | 0 | 0 | |||||||||
Restructuring charges | 8.5 | 2.9 | 9.4 | |||||||||
Total costs and expenses | 1,180.1 | 958.7 | 1,149.3 | |||||||||
Operating (loss) income | 94 | 148.7 | 159.2 | |||||||||
Earnings (losses) from subsidiaries | (195.5) | (65.7) | (149.9) | |||||||||
Dividend income on Uniti common stock | 0 | 0 | ||||||||||
Other (expense) income, net | 0.2 | (0.8) | 0.8 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | |||||||||||
Gain (loss) on sale of data center business | 0 | 0 | 0 | |||||||||
Net loss on early extinguishment of debt | (2) | 0 | (5.3) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | |||||||||||
Intercompany interest income (expense) | (39.6) | (44.6) | (46.5) | |||||||||
Interest expense | (149) | (149.5) | (122) | |||||||||
(Loss) income before income taxes | (291.9) | (111.9) | (163.7) | |||||||||
Income tax (benefit) expense | (39) | (16.3) | (15.8) | |||||||||
Net (loss) income | (252.9) | (95.6) | (147.9) | |||||||||
Comprehensive (loss) income | (252.9) | (95.6) | (147.9) | |||||||||
Non-Guarantors | ||||||||||||
Revenues and sales: | ||||||||||||
Service revenues | 4,668.5 | 4,304.9 | 4,461 | |||||||||
Product sales | 9.6 | 10.7 | 21.4 | |||||||||
Total revenues and sales | 4,678.1 | 4,315.6 | 4,482.4 | |||||||||
Costs and expenses: | ||||||||||||
Cost of services | 2,496.7 | 2,294 | 2,290.6 | |||||||||
Cost of products sold | 16.3 | 11.8 | 20.2 | |||||||||
Selling, general and administrative | 734.5 | 648.1 | 681.1 | |||||||||
Depreciation and amortization | 1,095.7 | 948.3 | 1,013.7 | |||||||||
Goodwill impairment | 861.4 | |||||||||||
Merger, integration and other costs | 135.8 | 13.8 | 95 | |||||||||
Restructuring charges | 34.5 | 17.4 | 11.3 | |||||||||
Total costs and expenses | 5,374.9 | 3,933.4 | 4,111.9 | |||||||||
Operating (loss) income | (696.8) | 382.2 | 370.5 | |||||||||
Earnings (losses) from subsidiaries | 11.6 | (15.1) | (7.8) | |||||||||
Dividend income on Uniti common stock | 0 | 0 | ||||||||||
Other (expense) income, net | (0.4) | (2.2) | 11 | |||||||||
Net gain on disposal of investment in Uniti common stock | 0 | |||||||||||
Gain (loss) on sale of data center business | 0.6 | (10) | 326.1 | |||||||||
Net loss on early extinguishment of debt | 0.2 | 0 | (0.4) | |||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | |||||||||||
Intercompany interest income (expense) | (44.9) | (72) | (69.4) | |||||||||
Interest expense | (350.6) | (356) | (251.1) | |||||||||
(Loss) income before income taxes | (1,080.3) | (73.1) | 378.9 | |||||||||
Income tax (benefit) expense | (130.5) | (22.8) | 149.1 | |||||||||
Net (loss) income | (949.8) | (50.3) | 229.8 | |||||||||
Comprehensive (loss) income | $ (949.8) | $ (50.3) | $ 229.8 |
Supplemental Guarantor Infor116
Supplemental Guarantor Information: Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | ||||
Cash and cash equivalents | $ 43.4 | $ 59.1 | $ 31.3 | $ 27.8 |
Accounts receivable, net | 643 | 618.6 | ||
Inventories | 93 | 77.5 | ||
Prepaid expenses and other | 153.1 | 111.7 | ||
Total current assets | 932.5 | 866.9 | ||
Goodwill | 2,842.4 | 4,213.6 | 4,213.6 | |
Other intangibles, net | 1,454.4 | 1,320.5 | ||
Net property, plant and equipment | 5,391.8 | 5,283.5 | ||
Other assets | 92.4 | 85.5 | ||
Total Assets | 11,084.3 | 11,770 | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 169.3 | 14.9 | ||
Current portion of long-term lease obligations | 188.6 | 168.7 | ||
Accounts payable | 494 | 390.2 | ||
Advance payments and customer deposits | 207.3 | 178.1 | ||
Accrued taxes | 89.5 | 78 | ||
Accrued interest | 52.6 | 58.1 | ||
Other current liabilities | 342.1 | 366.6 | ||
Total current liabilities | 1,543.4 | 1,254.6 | ||
Long-term debt | 5,674.6 | 4,848.7 | ||
Long-term lease obligations | 4,643.3 | 4,831.9 | ||
Deferred income taxes | 0 | 151.5 | ||
Other liabilities | 521.9 | 513.3 | ||
Total liabilities | 12,383.2 | 11,600 | ||
Commitments and Contingencies (See Note 14) | ||||
Member Equity (Deficit): | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 1,191.9 | 559.7 | ||
Accumulated other comprehensive income | 21.4 | 5.9 | (284.4) | |
(Accumulated deficit) retained earnings | (2,512.2) | (395.6) | ||
Total member equity (deficit | (1,298.9) | 170 | 306.4 | 224.8 |
Total Liabilities and Member Equity (Deficit) | 11,084.3 | 11,770 | ||
Consolidated | ||||
Current Assets: | ||||
Cash and cash equivalents | 43.4 | 59.1 | 31.3 | 27.8 |
Accounts receivable, net | 643 | 618.6 | ||
Notes receivable - affiliate | 0 | 0 | ||
Affiliates receivable, net | 0 | 0 | ||
Inventories | 93 | 77.5 | ||
Prepaid expenses and other | 153.1 | 111.7 | ||
Total current assets | 932.5 | 866.9 | ||
Investments in consolidated subsidiaries | 0 | 0 | ||
Notes receivable - affiliate | 0 | 0 | ||
Goodwill | 2,842.4 | 4,213.6 | ||
Other intangibles, net | 1,454.4 | 1,320.5 | ||
Net property, plant and equipment | 5,391.8 | 5,283.5 | ||
Deferred income taxes | 370.8 | 0 | ||
Other assets | 92.4 | 85.5 | ||
Total Assets | 11,084.3 | 11,770 | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 169.3 | 14.9 | ||
Current portion of long-term lease obligations | 188.6 | 168.7 | ||
Accounts payable | 494 | 390.2 | ||
Affiliates payable, net | 0 | 0 | ||
Notes payable - affiliate | 0 | 0 | ||
Advance payments and customer deposits | 207.3 | 178.1 | ||
Accrued taxes | 89.5 | 78 | ||
Accrued interest | 52.6 | 58.1 | ||
Other current liabilities | 342.1 | 366.6 | ||
Total current liabilities | 1,543.4 | 1,254.6 | ||
Long-term debt | 5,674.6 | 4,848.7 | ||
Long-term lease obligations | 4,643.3 | 4,831.9 | ||
Notes payable - affiliate | 0 | 0 | ||
Deferred income taxes | 0 | 151.5 | ||
Other liabilities | 521.9 | 513.3 | ||
Total liabilities | 12,383.2 | 11,600 | ||
Commitments and Contingencies (See Note 14) | ||||
Member Equity (Deficit): | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 1,187.1 | 556.1 | ||
Accumulated other comprehensive income | 21.4 | 5.9 | ||
(Accumulated deficit) retained earnings | (2,507.4) | (392) | ||
Total member equity (deficit | (1,298.9) | 170 | 306.4 | 224.8 |
Total Liabilities and Member Equity (Deficit) | 11,084.3 | 11,770 | ||
Windstream Services | ||||
Current Assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Notes receivable - affiliate | 0 | 0 | ||
Affiliates receivable, net | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other | 25.6 | 10.1 | ||
Total current assets | 25.6 | 10.1 | ||
Investments in consolidated subsidiaries | 5,603.7 | 6,081.8 | ||
Notes receivable - affiliate | 0 | 0 | ||
Goodwill | 657.2 | 1,636.7 | ||
Other intangibles, net | 479.8 | 515.2 | ||
Net property, plant and equipment | 5.8 | 6.9 | ||
Deferred income taxes | 0 | 0 | ||
Other assets | 25.7 | 19.5 | ||
Total Assets | 6,797.8 | 8,270.2 | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 169.3 | 14.9 | ||
Current portion of long-term lease obligations | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Affiliates payable, net | 1,968.1 | 2,638.7 | ||
Notes payable - affiliate | 0 | 0 | ||
Advance payments and customer deposits | 0 | 0 | ||
Accrued taxes | 0 | 0 | ||
Accrued interest | 50.2 | 55.4 | ||
Other current liabilities | 15.6 | 32.9 | ||
Total current liabilities | 2,203.2 | 2,741.9 | ||
Long-term debt | 5,575 | 4,749.2 | ||
Long-term lease obligations | 0 | 0 | ||
Notes payable - affiliate | 0 | 0 | ||
Deferred income taxes | 295.1 | 574.2 | ||
Other liabilities | 23.4 | 34.9 | ||
Total liabilities | 8,096.7 | 8,100.2 | ||
Commitments and Contingencies (See Note 14) | ||||
Member Equity (Deficit): | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 1,187.1 | 556.1 | ||
Accumulated other comprehensive income | 21.4 | 5.9 | ||
(Accumulated deficit) retained earnings | (2,507.4) | (392) | ||
Total member equity (deficit | (1,298.9) | 170 | ||
Total Liabilities and Member Equity (Deficit) | 6,797.8 | 8,270.2 | ||
Guarantors | ||||
Current Assets: | ||||
Cash and cash equivalents | 2.5 | 2.2 | 1.1 | 3.8 |
Accounts receivable, net | 185.2 | 178.9 | ||
Notes receivable - affiliate | 5 | 4.8 | ||
Affiliates receivable, net | 18.3 | 531.9 | ||
Inventories | 76.9 | 65.9 | ||
Prepaid expenses and other | 44.3 | 36.5 | ||
Total current assets | 332.2 | 820.2 | ||
Investments in consolidated subsidiaries | 575.9 | 297.7 | ||
Notes receivable - affiliate | 306.9 | 310.5 | ||
Goodwill | 1,712.8 | 1,364.4 | ||
Other intangibles, net | 461.7 | 258.8 | ||
Net property, plant and equipment | 1,318.3 | 1,234.3 | ||
Deferred income taxes | 460.7 | 320.2 | ||
Other assets | 15.5 | 16 | ||
Total Assets | 5,184 | 4,622.1 | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 0 | 0 | ||
Current portion of long-term lease obligations | 55.2 | 49.5 | ||
Accounts payable | 123.4 | 101.5 | ||
Affiliates payable, net | 0 | 0 | ||
Notes payable - affiliate | 0 | 0 | ||
Advance payments and customer deposits | 40.7 | 40.9 | ||
Accrued taxes | 23.8 | 21.3 | ||
Accrued interest | 1.8 | 1.8 | ||
Other current liabilities | 102.7 | 69.9 | ||
Total current liabilities | 347.6 | 284.9 | ||
Long-term debt | 99.6 | 99.5 | ||
Long-term lease obligations | 1,350.1 | 1,405.3 | ||
Notes payable - affiliate | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other liabilities | 77.1 | 53.2 | ||
Total liabilities | 1,874.4 | 1,842.9 | ||
Commitments and Contingencies (See Note 14) | ||||
Member Equity (Deficit): | ||||
Common stock | 39.4 | 39.4 | ||
Additional paid-in capital | 3,958.6 | 3,143.3 | ||
Accumulated other comprehensive income | 0 | 0 | ||
(Accumulated deficit) retained earnings | (688.4) | (403.5) | ||
Total member equity (deficit | 3,309.6 | 2,779.2 | ||
Total Liabilities and Member Equity (Deficit) | 5,184 | 4,622.1 | ||
Non-Guarantors | ||||
Current Assets: | ||||
Cash and cash equivalents | 40.9 | 56.9 | 33.5 | 50 |
Accounts receivable, net | 461.1 | 439.7 | ||
Notes receivable - affiliate | 0 | 0 | ||
Affiliates receivable, net | 1,949.8 | 2,106.8 | ||
Inventories | 16.1 | 11.6 | ||
Prepaid expenses and other | 83.2 | 65.1 | ||
Total current assets | 2,551.1 | 2,680.1 | ||
Investments in consolidated subsidiaries | 401 | 231.4 | ||
Notes receivable - affiliate | 0 | 0 | ||
Goodwill | 472.4 | 1,212.5 | ||
Other intangibles, net | 512.9 | 546.5 | ||
Net property, plant and equipment | 4,067.7 | 4,042.3 | ||
Deferred income taxes | 205.2 | 102.5 | ||
Other assets | 51.2 | 50 | ||
Total Assets | 8,261.5 | 8,865.3 | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 0 | 0 | ||
Current portion of long-term lease obligations | 133.4 | 119.2 | ||
Accounts payable | 370.6 | 288.7 | ||
Affiliates payable, net | 0 | 0 | ||
Notes payable - affiliate | 5 | 4.8 | ||
Advance payments and customer deposits | 169.9 | 137.2 | ||
Accrued taxes | 65.7 | 56.7 | ||
Accrued interest | 0.6 | 0.9 | ||
Other current liabilities | 223.8 | 263.8 | ||
Total current liabilities | 969 | 871.3 | ||
Long-term debt | 0 | 0 | ||
Long-term lease obligations | 3,293.2 | 3,426.6 | ||
Notes payable - affiliate | 306.9 | 310.5 | ||
Deferred income taxes | 0 | 0 | ||
Other liabilities | 421.4 | 425.2 | ||
Total liabilities | 4,990.5 | 5,033.6 | ||
Commitments and Contingencies (See Note 14) | ||||
Member Equity (Deficit): | ||||
Common stock | 81.9 | 81.9 | ||
Additional paid-in capital | 1,358.1 | 825.3 | ||
Accumulated other comprehensive income | 4 | (1.2) | ||
(Accumulated deficit) retained earnings | 1,827 | 2,925.7 | ||
Total member equity (deficit | 3,271 | 3,831.7 | ||
Total Liabilities and Member Equity (Deficit) | 8,261.5 | 8,865.3 | ||
Eliminations | ||||
Current Assets: | ||||
Cash and cash equivalents | 0 | 0 | $ (3.3) | $ (26) |
Accounts receivable, net | (3.3) | 0 | ||
Notes receivable - affiliate | (5) | (4.8) | ||
Affiliates receivable, net | (1,968.1) | (2,638.7) | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other | 0 | 0 | ||
Total current assets | (1,976.4) | (2,643.5) | ||
Investments in consolidated subsidiaries | (6,580.6) | (6,610.9) | ||
Notes receivable - affiliate | (306.9) | (310.5) | ||
Goodwill | 0 | 0 | ||
Other intangibles, net | 0 | 0 | ||
Net property, plant and equipment | 0 | 0 | ||
Deferred income taxes | (295.1) | (422.7) | ||
Other assets | 0 | 0 | ||
Total Assets | (9,159) | (9,987.6) | ||
Current Liabilities: | ||||
Current maturities of long-term debt | 0 | 0 | ||
Current portion of long-term lease obligations | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Affiliates payable, net | (1,968.1) | (2,638.7) | ||
Notes payable - affiliate | (5) | (4.8) | ||
Advance payments and customer deposits | (3.3) | 0 | ||
Accrued taxes | 0 | 0 | ||
Accrued interest | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | (1,976.4) | (2,643.5) | ||
Long-term debt | 0 | 0 | ||
Long-term lease obligations | 0 | 0 | ||
Notes payable - affiliate | (306.9) | (310.5) | ||
Deferred income taxes | (295.1) | (422.7) | ||
Other liabilities | 0 | 0 | ||
Total liabilities | (2,578.4) | (3,376.7) | ||
Commitments and Contingencies (See Note 14) | ||||
Member Equity (Deficit): | ||||
Common stock | (121.3) | (121.3) | ||
Additional paid-in capital | (5,316.7) | (3,968.6) | ||
Accumulated other comprehensive income | (4) | 1.2 | ||
(Accumulated deficit) retained earnings | (1,138.6) | (2,522.2) | ||
Total member equity (deficit | (6,580.6) | (6,610.9) | ||
Total Liabilities and Member Equity (Deficit) | $ (9,159) | $ (9,987.6) |
Supplemental Guarantor Infor117
Supplemental Guarantor Information: Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operations | $ 950.7 | $ 924.4 | $ 1,026.6 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (908.6) | (989.8) | (1,055.3) |
Proceeds from the sale of property | 0 | 6.3 | 0 |
Changes in restricted cash | 0 | 0 | 6.7 |
Grant funds received for broadband stimulus projects | 0 | 0 | 23.5 |
Network expansion funded by Connect America Fund - Phase I | 0 | 0 | (73.9) |
Disposition of data center business | 0 | 0 | 574.2 |
Acquisition of Broadview, net of cash acquired | (63.3) | 0 | 0 |
Cash acquired from EarthLink | 5 | 0 | 0 |
Other, net | (16.3) | (6.5) | 2.8 |
Net cash provided from (used in) investing activities | (983.2) | (990) | (522) |
Cash Flows from Financing Activities: | |||
Payment received from Uniti in spin-off | 0 | 0 | 1,035 |
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 |
Repayments of debt and swaps | (2,277.9) | (3,263.7) | (3,350.9) |
Proceeds of debt issuance | 2,614.6 | 3,674.5 | 2,335 |
Debt issuance costs | (27.1) | (12.4) | (4.3) |
Payments under long-term lease obligations | (168.7) | (152.8) | (102.6) |
Payments under capital lease obligations | (39) | (57.7) | (31.5) |
Other, net | (11.3) | (7) | (9.5) |
Net cash provided from (used in) financing activities | 16.8 | 93.4 | (501.1) |
(Decrease) increase in cash and cash equivalents | (15.7) | 27.8 | 3.5 |
Cash and Cash Equivalents: | |||
Beginning of period | 59.1 | 31.3 | 27.8 |
End of period | 43.4 | 59.1 | 31.3 |
Consolidated | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operations | 951 | 925.4 | 1,027.8 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (908.6) | (989.8) | (1,055.3) |
Proceeds from the sale of property | 0 | 6.3 | 0 |
Changes in restricted cash | 0 | 0 | 6.7 |
Grant funds received for broadband stimulus projects | 0 | 0 | 23.5 |
Network expansion funded by Connect America Fund - Phase I | 0 | 0 | (73.9) |
Disposition of data center business | 0 | 0 | 574.2 |
Acquisition of Broadview, net of cash acquired | (63.3) | 0 | 0 |
Cash acquired from EarthLink | 5 | 0 | 0 |
Other, net | (16.3) | (6.5) | 2.8 |
Net cash provided from (used in) investing activities | (983.2) | (990) | (522) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | (83.7) | (88.5) | (416.6) |
Contribution from Windstream Holdings, Inc. | 9.6 | 0 | 0 |
Payment received from Uniti in spin-off | 0 | 0 | 1,035 |
Funding received from Uniti for tenant capital improvements | 0 | 0 | 43.1 |
Repayments of debt and swaps | (2,277.9) | (3,263.7) | (3,350.9) |
Proceeds of debt issuance | 2,614.6 | 3,674.5 | 2,335 |
Debt issuance costs | (27.1) | (12.4) | (4.3) |
Intercompany transactions, net | 0 | 0 | 0 |
Payments under long-term lease obligations | (168.7) | (152.8) | (102.6) |
Payments under capital lease obligations | (39) | (57.7) | (31.5) |
Other, net | (11.3) | (7) | (9.5) |
Net cash provided from (used in) financing activities | 16.5 | 92.4 | (502.3) |
(Decrease) increase in cash and cash equivalents | (15.7) | 27.8 | 3.5 |
Cash and Cash Equivalents: | |||
Beginning of period | 59.1 | 31.3 | 27.8 |
End of period | 43.4 | 59.1 | 31.3 |
Windstream Services | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operations | (342.7) | (143.2) | (337.4) |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (0.5) | (0.6) | (1) |
Proceeds from the sale of property | 0 | ||
Changes in restricted cash | 6.7 | ||
Grant funds received for broadband stimulus projects | 23.5 | ||
Network expansion funded by Connect America Fund - Phase I | 0 | ||
Disposition of data center business | 0 | ||
Acquisition of Broadview, net of cash acquired | (63.3) | ||
Cash acquired from EarthLink | 0 | ||
Other, net | 0 | (4.1) | (9.6) |
Net cash provided from (used in) investing activities | (63.8) | (4.7) | 19.6 |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | (83.7) | (88.5) | (416.6) |
Contribution from Windstream Holdings, Inc. | 9.6 | ||
Payment received from Uniti in spin-off | 1,035 | ||
Funding received from Uniti for tenant capital improvements | 0 | ||
Repayments of debt and swaps | (1,682.6) | (3,263.7) | (2,898.9) |
Proceeds of debt issuance | 2,614.6 | 3,674.5 | 2,335 |
Debt issuance costs | (27.1) | (12.4) | (4.3) |
Intercompany transactions, net | (413) | (155) | 277.1 |
Payments under long-term lease obligations | 0 | 0 | 0 |
Payments under capital lease obligations | 0 | 0 | 0 |
Other, net | (11.3) | (7) | (9.5) |
Net cash provided from (used in) financing activities | 406.5 | 147.9 | 317.8 |
(Decrease) increase in cash and cash equivalents | 0 | 0 | 0 |
Cash and Cash Equivalents: | |||
Beginning of period | 0 | 0 | 0 |
End of period | 0 | 0 | 0 |
Guarantors | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operations | 301.6 | 363.2 | 259.8 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (120.4) | (177.6) | (187.2) |
Proceeds from the sale of property | 1 | ||
Changes in restricted cash | 0 | ||
Grant funds received for broadband stimulus projects | 0 | ||
Network expansion funded by Connect America Fund - Phase I | (18.6) | ||
Disposition of data center business | 0 | ||
Acquisition of Broadview, net of cash acquired | 0 | ||
Cash acquired from EarthLink | 0.7 | ||
Other, net | (5) | 0 | 0.1 |
Net cash provided from (used in) investing activities | (124.7) | (176.6) | (205.7) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | 0 | 0 | 0 |
Contribution from Windstream Holdings, Inc. | 0 | ||
Payment received from Uniti in spin-off | 0 | ||
Funding received from Uniti for tenant capital improvements | 19.6 | ||
Repayments of debt and swaps | (435.3) | 0 | (450) |
Proceeds of debt issuance | 0 | 0 | 0 |
Debt issuance costs | 0 | 0 | 0 |
Intercompany transactions, net | 338.7 | (142.5) | 409.8 |
Payments under long-term lease obligations | (49.5) | (44.9) | (35.6) |
Payments under capital lease obligations | (34) | (1.7) | (4.2) |
Other, net | 3.5 | 3.6 | 3.6 |
Net cash provided from (used in) financing activities | (176.6) | (185.5) | (56.8) |
(Decrease) increase in cash and cash equivalents | 0.3 | 1.1 | (2.7) |
Cash and Cash Equivalents: | |||
Beginning of period | 2.2 | 1.1 | 3.8 |
End of period | 2.5 | 2.2 | 1.1 |
Non-Guarantors | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operations | 992.1 | 705.4 | 1,105.4 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | (787.7) | (811.6) | (867.1) |
Proceeds from the sale of property | 5.3 | ||
Changes in restricted cash | 0 | ||
Grant funds received for broadband stimulus projects | 0 | ||
Network expansion funded by Connect America Fund - Phase I | (55.3) | ||
Disposition of data center business | 574.2 | ||
Acquisition of Broadview, net of cash acquired | 0 | ||
Cash acquired from EarthLink | 4.3 | ||
Other, net | (11.3) | (2.4) | 12.3 |
Net cash provided from (used in) investing activities | (794.7) | (808.7) | (335.9) |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | 0 | 0 | 0 |
Contribution from Windstream Holdings, Inc. | 0 | ||
Payment received from Uniti in spin-off | 0 | ||
Funding received from Uniti for tenant capital improvements | 23.5 | ||
Repayments of debt and swaps | (160) | 0 | (2) |
Proceeds of debt issuance | 0 | 0 | 0 |
Debt issuance costs | 0 | 0 | 0 |
Intercompany transactions, net | 74.3 | 294.2 | (709.6) |
Payments under long-term lease obligations | (119.2) | (107.9) | (67) |
Payments under capital lease obligations | (5) | (56) | (27.3) |
Other, net | (3.5) | (3.6) | (3.6) |
Net cash provided from (used in) financing activities | (213.4) | 126.7 | (786) |
(Decrease) increase in cash and cash equivalents | (16) | 23.4 | (16.5) |
Cash and Cash Equivalents: | |||
Beginning of period | 56.9 | 33.5 | 50 |
End of period | 40.9 | 56.9 | 33.5 |
Eliminations | |||
Cash Provided from Operating Activities: | |||
Net cash (used in) provided from operations | 0 | 0 | 0 |
Cash Flows from Investing Activities: | |||
Additions to property, plant and equipment | 0 | 0 | 0 |
Proceeds from the sale of property | 0 | ||
Changes in restricted cash | 0 | ||
Grant funds received for broadband stimulus projects | 0 | ||
Network expansion funded by Connect America Fund - Phase I | 0 | ||
Disposition of data center business | 0 | ||
Acquisition of Broadview, net of cash acquired | 0 | ||
Cash acquired from EarthLink | 0 | ||
Other, net | 0 | 0 | 0 |
Net cash provided from (used in) investing activities | 0 | 0 | 0 |
Cash Flows from Financing Activities: | |||
Distributions to Windstream Holdings, Inc. | 0 | 0 | 0 |
Contribution from Windstream Holdings, Inc. | 0 | ||
Payment received from Uniti in spin-off | 0 | ||
Funding received from Uniti for tenant capital improvements | 0 | ||
Repayments of debt and swaps | 0 | 0 | 0 |
Proceeds of debt issuance | 0 | 0 | 0 |
Debt issuance costs | 0 | 0 | 0 |
Intercompany transactions, net | 0 | 3.3 | 22.7 |
Payments under long-term lease obligations | 0 | 0 | 0 |
Payments under capital lease obligations | 0 | 0 | 0 |
Other, net | 0 | 0 | 0 |
Net cash provided from (used in) financing activities | 0 | 3.3 | 22.7 |
(Decrease) increase in cash and cash equivalents | 0 | 3.3 | 22.7 |
Cash and Cash Equivalents: | |||
Beginning of period | 0 | (3.3) | (26) |
End of period | $ 0 | $ 0 | $ (3.3) |
Quarterly Financial Informat118
Quarterly Financial Information - (Unaudited): (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017USD ($)$ / shares | Sep. 30, 2017USD ($)position$ / shares | Jun. 30, 2017USD ($)$ / shares | Mar. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Jun. 30, 2017position | Dec. 31, 2017USD ($)position$ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | |
Selected Quarterly Financial Information [Abstract] | ||||||||||||
Revenues and sales | $ 1,497.9 | $ 1,497.7 | $ 1,491.6 | $ 1,365.7 | $ 1,309.1 | $ 1,344.9 | $ 1,359.6 | $ 1,373.4 | $ 5,852.9 | $ 5,387 | $ 5,765.3 | |
Operating (loss) income | (1,789.3) | 43 | 106.8 | 46 | 73.7 | 129.4 | 154.6 | 157.7 | (1,593.5) | 515.4 | 509.4 | |
Net (loss) income | $ (1,835.7) | $ (101.5) | $ (68.1) | $ (111.3) | $ (86.9) | $ (66.2) | $ 1.5 | $ (231.9) | $ (2,116.6) | $ (383.5) | $ 27.4 | |
Basic and diluted loss per share: (a) | ||||||||||||
Net (loss) income | $ / shares | $ (10.26) | $ (0.55) | $ (0.37) | $ (0.89) | $ (0.94) | $ (0.72) | $ 0.01 | $ (2.52) | $ (12.52) | $ (4.11) | $ 0.24 | |
Notes to Quarterly Financial Information [Line Items] | ||||||||||||
Goodwill impairment | $ 1,840.8 | $ 0 | $ 0 | |||||||||
Total merger, integration and other costs | $ 137.4 | 13.8 | 95 | |||||||||
Restructuring and Related Cost, Number of Positions Eliminated | position | 700 | 375 | 725 | |||||||||
Restructuring charges | $ 22.8 | $ 43 | 20.3 | 20.7 | ||||||||
Other-than-temporary impairment loss on investment in Uniti common stock | 0 | 181.9 | 0 | |||||||||
Pension Plan, Defined Benefit | ||||||||||||
Notes to Quarterly Financial Information [Line Items] | ||||||||||||
Defined Benefit Plan Recognized Net Actuarial Loss (Gain) | 10.5 | 60.7 | 8.7 | |||||||||
Defined benefit plan, net periodic benefit cost, after tax | 7.7 | 37.2 | ||||||||||
Long-term Lease Obligation, Telecommunications Network Assets [Domain] | ||||||||||||
Notes to Quarterly Financial Information [Line Items] | ||||||||||||
Interest expense related to long-term lease obligations | $ 125.4 | $ 126.9 | $ 484.9 | $ 500.8 | $ 351.6 | |||||||
Interest expense related to long-term lease obligations, net of tax | $ 76.9 | $ 77.9 | ||||||||||
Broadview [Member] | EarthLink [Member] | ||||||||||||
Notes to Quarterly Financial Information [Line Items] | ||||||||||||
Total merger, integration and other costs | $ 53.1 | $ 13.4 | $ 31.5 | $ 20.4 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Millions | Jan. 18, 2018USD ($)position | Sep. 30, 2017position | Jun. 30, 2017position | Dec. 31, 2017USD ($)position | Feb. 26, 2018USD ($) | Jan. 03, 2018USD ($) | Dec. 13, 2017USD ($) |
Subsequent Event [Line Items] | |||||||
Restructuring and Related Cost, Number of Positions Eliminated | position | 700 | 375 | 725 | ||||
2,018 | $ 169.3 | ||||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Definitive Agreement Amount to be Paid | $ 37.5 | ||||||
Restructuring and Related Cost, Number of Positions Eliminated | position | 400 | ||||||
Restructuring and Related Cost, Incurred Cost | $ 12.2 | ||||||
Unsecured Debt [Member] | 2024 Notes – 8.750%, due December 15, 2024 | |||||||
Subsequent Event [Line Items] | |||||||
2,018 | $ 150 | ||||||
Unsecured Debt [Member] | 2024 Notes – 8.750%, due December 15, 2024 | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
2,018 | $ 150 |