Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 18, 2019 | Jun. 29, 2018 | |
Entity Registrant Name | Ascent Capital Group, Inc. | ||
Entity Central Index Key | 0001437106 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document fiscal period focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Smaller Reporting Company | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 32.2 | ||
Series A Common Stock | |||
Entity Common Stock, Shares Outstanding (in shares) | 12,092,846 | ||
Series B Common Stock | |||
Entity Common Stock, Shares Outstanding (in shares) | 381,528 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 105,921 | $ 10,465 |
Restricted cash | 189 | 0 |
Marketable securities, at fair value | 0 | 105,958 |
Trade receivables, net of allowance for doubtful accounts of $3,759 in 2018 and $4,162 in 2017 | 13,121 | 12,645 |
Prepaid and other current assets | 32,202 | 11,175 |
Total current assets | 151,433 | 140,243 |
Property and equipment, net of accumulated depreciation of $40,827 in 2018 and $37,915 in 2017 | 36,549 | 32,823 |
Subscriber accounts, net of accumulated amortization of $1,621,242 in 2018 and $1,439,164 in 2017 | 1,195,463 | 1,302,028 |
Dealer network and other intangible assets, net of accumulated amortization of $0 in 2018 and $42,806 in 2017 | 0 | 6,994 |
Goodwill | 0 | 563,549 |
Deferred income tax asset, net | 783 | 0 |
Other assets, net | 29,316 | 9,348 |
Total assets | 1,413,544 | 2,054,985 |
Current liabilities: | ||
Accounts payable | 12,668 | 11,092 |
Other accrued liabilities | 36,006 | 56,282 |
Deferred revenue | 13,060 | 13,871 |
Holdback liability | 11,513 | 9,309 |
Current portion of long-term debt | 1,895,175 | 11,000 |
Total current liabilities | 1,968,422 | 101,554 |
Non-current liabilities: | ||
Long-term debt | 0 | 1,778,044 |
Long-term holdback liability | 1,770 | 2,658 |
Derivative financial instruments | 6,039 | 13,491 |
Deferred income tax liability, net | 0 | 13,311 |
Other liabilities | 2,742 | 3,255 |
Total liabilities | 1,978,973 | 1,912,313 |
Commitments and contingencies | ||
Stockholders' (deficit) equity: | ||
Preferred stock, $0.01 par value. Authorized 5,000,000 shares; no shares issued | 0 | 0 |
Additional paid-in capital | 1,425,325 | 1,423,899 |
Accumulated deficit | (1,998,487) | (1,277,118) |
Accumulated other comprehensive loss, net | 7,608 | (4,233) |
Total stockholders' (deficit) equity | (565,429) | 142,672 |
Total liabilities and stockholders' (deficit) equity | 1,413,544 | 2,054,985 |
Series A Common Stock | ||
Stockholders' (deficit) equity: | ||
Common stock | 121 | 120 |
Series B Common Stock | ||
Stockholders' (deficit) equity: | ||
Common stock | 4 | 4 |
Series C Common Stock | ||
Stockholders' (deficit) equity: | ||
Common stock | $ 0 | $ 0 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Trade receivables, allowance for doubtful accounts | $ 3,759 | $ 4,162 |
Property and equipment, accumulated depreciation | 40,827 | 37,915 |
Subscriber accounts, accumulated amortization | 1,621,242 | 1,439,164 |
Dealer network and other intangible assets, accumulated amortization | $ 0 | $ 42,806 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Series A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, authorized shares (in shares) | 45,000,000 | 45,000,000 |
Common stock, issued shares (in shares) | 12,080,683 | 11,999,630 |
Common stock, outstanding shares (in shares) | 12,080,683 | 11,999,630 |
Series B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, authorized shares (in shares) | 5,000,000 | 5,000,000 |
Common stock, issued shares (in shares) | 381,528 | 381,528 |
Common stock, outstanding shares (in shares) | 381,528 | 381,528 |
Series C Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, authorized shares (in shares) | 45,000,000 | 45,000,000 |
Common stock, issued shares (in shares) | 0 | 0 |
Common stock, outstanding shares (in shares) | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Net revenue | $ 540,358 | $ 553,455 | $ 570,372 |
Operating expenses: | |||
Cost of services | 128,939 | 119,193 | 115,236 |
Selling, general and administrative, including stock-based and long-term incentive compensation | 130,637 | 167,887 | 125,892 |
Radio conversion costs | 0 | 450 | 18,422 |
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | 211,639 | 236,788 | 246,753 |
Depreciation | 11,457 | 8,844 | 8,435 |
Loss on goodwill impairment | 563,549 | 0 | 0 |
Gain on disposal of operating assets, net | 0 | (21,217) | 0 |
Total operating expenses | 1,046,221 | 511,945 | 514,738 |
Operating income (loss) | (505,863) | 41,510 | 55,634 |
Other expense (income), net: | |||
Interest income | (2,439) | (2,446) | (2,282) |
Interest expense | 191,202 | 152,257 | 132,269 |
Unrealized loss on derivative financial instruments | 3,151 | 0 | 0 |
Refinancing expense | 13,356 | 0 | 9,500 |
Other expense (income), net | (1,478) | (242) | 140 |
Total other expense (income), net | 203,792 | 149,569 | 139,627 |
Loss from continuing operations before income taxes | (709,655) | (108,059) | (83,993) |
Income tax expense (benefit) from continuing operations | (11,611) | (408) | 7,251 |
Net loss from continuing operations | (698,044) | (107,651) | (91,244) |
Discontinued operations: | |||
Income from discontinued operations, net of income tax of $0 | 0 | 92 | 0 |
Net loss | (698,044) | (107,559) | (91,244) |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 758 | 782 | (1,032) |
Unrealized holding gain (loss) on marketable securities, net | (3,900) | 2,828 | 1,956 |
Unrealized gain on derivative contracts, net | 14,378 | 1,582 | 4,589 |
Total other comprehensive income, net of tax | 11,236 | 5,192 | 5,513 |
Comprehensive loss | $ (686,808) | $ (102,367) | $ (85,731) |
Basic and diluted earnings (loss) per share: | |||
Continuing operations (in dollars per share) | $ (56.54) | $ (8.83) | $ (7.44) |
Discontinued operations (in dollars per share) | 0 | 0.01 | 0 |
Net loss (in dollars per share) | $ (56.54) | $ (8.82) | $ (7.44) |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Income (Loss) (Parenthetical) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Tax effect of discontinued operation | $ 0 | $ 0 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net loss | $ (698,044) | $ (107,559) | $ (91,244) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Income from discontinued operations, net of income tax | 0 | (92) | 0 |
Amortization of subscriber accounts, dealer network and other intangible assets | 211,639 | 236,788 | 246,753 |
Depreciation | 11,457 | 8,844 | 8,435 |
Stock-based and long-term incentive compensation | 1,451 | 7,431 | 6,984 |
Deferred income tax expense (benefit) | (14,094) | (4,474) | 4,201 |
Gain on disposal of operating assets, net | 0 | (21,217) | 0 |
Payments for legal settlements, net of related (insurance recovery) | (2,750) | ||
Non-cash legal settlement reserve (related insurance recovery) | 23,000 | 0 | |
Amortization of debt discount and deferred debt costs | 41,430 | 11,111 | 10,670 |
Refinancing expense | 13,356 | 0 | 9,500 |
Unrealized loss on derivative financial instruments | 3,151 | 0 | 0 |
Bad debt expense | 12,300 | 11,014 | 10,785 |
Loss on goodwill impairment | 563,549 | 0 | 0 |
Other non-cash activity, net | (2,199) | (4,057) | (3,210) |
Changes in assets and liabilities: | |||
Trade receivables | (12,776) | (9,790) | (11,032) |
Prepaid expenses and other assets | (14,576) | (1,669) | 325 |
Subscriber accounts - deferred contract costs | (5,418) | (3,064) | (2,947) |
Payables and other liabilities | (15,545) | (6,361) | (317) |
Operating activities from discontinued operations, net | 0 | (3,408) | 0 |
Net cash provided by operating activities | 92,931 | 136,497 | 188,903 |
Cash flows from investing activities: | |||
Capital expenditures | (14,903) | (14,393) | (9,180) |
Cost of subscriber accounts acquired | (140,450) | (142,909) | (201,381) |
Purchases of marketable securities | (39,022) | (26,634) | (5,036) |
Proceeds from sale of marketable securities | 143,316 | 1,108 | 15,184 |
Proceeds from disposal of operating assets | 0 | 32,612 | 0 |
Net cash used in investing activities | (51,059) | (150,216) | (200,413) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 248,800 | 187,950 | 1,280,700 |
Payments on long-term debt | (184,100) | (175,250) | (1,238,059) |
Payments of financing costs | (10,739) | 0 | (16,946) |
Value of shares withheld for share-based compensation | (188) | (835) | (358) |
Purchases and retirement of common stock | 0 | 0 | (7,140) |
Net cash provided by financing activities | 53,773 | 11,865 | 18,197 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 95,645 | (1,854) | 6,687 |
Cash, cash equivalents and restricted cash at beginning of period | 10,465 | 12,319 | 5,632 |
Cash, cash equivalents and restricted cash at end of period | 106,110 | 10,465 | 12,319 |
Supplemental cash flow information: | |||
State taxes paid, net | 2,517 | 2,713 | 2,645 |
Interest paid | 150,003 | 140,706 | 120,873 |
Accrued capital expenditures | $ 552 | $ 272 | $ 558 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' (Deficit) Equity - USD ($) $ in Thousands | Total | Common StockSeries A Common Stock | Common StockSeries B Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) |
Beginning of Period at Dec. 31, 2015 | $ 324,769 | $ 123 | $ 4 | $ 1,417,895 | $ (1,078,315) | $ (14,938) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (91,244) | (91,244) | ||||
Other comprehensive income | 5,513 | 5,513 | ||||
Purchases and retirement of common stock | (7,140) | (4) | (7,136) | |||
Stock-based compensation | 7,105 | 1 | 7,104 | |||
Value of shares withheld for minimum tax liability | (358) | (358) | ||||
Ending of Period at Dec. 31, 2016 | 238,645 | 120 | 4 | 1,417,505 | (1,169,559) | (9,425) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (107,559) | (107,559) | ||||
Other comprehensive income | 5,192 | 5,192 | ||||
Stock-based compensation | 7,229 | 1 | 7,228 | |||
Value of shares withheld for minimum tax liability | (835) | (1) | (834) | |||
Ending of Period at Dec. 31, 2017 | 142,672 | 120 | 4 | 1,423,899 | (1,277,118) | (4,233) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | (698,044) | (698,044) | ||||
Other comprehensive income | 11,236 | 11,236 | ||||
Stock-based compensation | 1,615 | 1 | 1,614 | |||
Value of shares withheld for minimum tax liability | (188) | (188) | ||||
Ending of Period at Dec. 31, 2018 | $ (565,429) | $ 121 | $ 4 | $ 1,425,325 | $ (1,998,487) | $ 7,608 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Ascent Capital Group, Inc. ("Ascent Capital" or the "Company") consolidated financial statements represent the financial position and results of operations of Ascent Capital and its consolidated subsidiaries. Monitronics International, Inc. and its consolidated subsidiaries (collectively, "Brinks Home Security TM "), are the primary, wholly owned subsidiaries of the Company. On August 16, 2013, Brinks Home Security acquired all of the equity interests of Security Networks LLC ("Security Networks") and certain affiliated entities (the "Security Networks Acquisition"). On February 23, 2015, Brinks Home Security acquired LiveWatch Security, LLC ("LiveWatch"), a Do-It-Yourself ("DIY") home security firm, offering professionally monitored security services through a direct-to-consumer sales channel (the "LiveWatch Acquisition"). Brinks Home Security provides residential customers and commercial client accounts with monitored home and business security systems, as well as interactive and home automation services, in the United States, Canada and Puerto Rico. Brinks Home Security customers are obtained through its direct-to-consumer sales channel (the "Direct to Consumer Channel") or its exclusive authorized dealer network (the "Dealer Channel"), which provides product and installation services, as well as support to customers. Its Direct to Consumer Channel offers both DIY and professional installation security solutions. The rollout of the Brinks Home Security brand in the second quarter of 2018 included the integration of our business model under a single brand. As part of the integration, we reorganized our business from two reportable segments, "MONI" and "LiveWatch," to one reportable segment, Brinks Home Security. Following the integration, the Company's chief operating decision maker reviews internal financial information on a consolidated Brinks Home Security basis, which excludes corporate Ascent Capital activities and consolidation eliminations not associated with the operation of Brinks Home Security. Total assets related to corporate Ascent Capital activities are $107,815,000 and $113,698,000 as of December 31, 2018 and 2017 , respectively. Net gain (loss) from continuing operations before income taxes related to corporate Ascent Capital activities was $(16,311,000) , $5,131,000 and $(14,835,000) for the years ended December 31, 2018 , 2017 and 2016 , respectively. The consolidated financial statements contained in this Annual Report have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for all periods presented. The Company adopted Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers , as amended, (Topic 606) ("Topic 606") using the modified retrospective approach on January 1, 2018, at which time it became effective for the Company. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. The Company adopted ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ("ASU 2017-12") which amends the hedge accounting rules to align risk management activities and financial reporting by simplifying the application of hedge accounting guidance. The guidance expands the ability to hedge nonfinancial and financial risk components and eliminates the requirement to separately measure and report hedge ineffectiveness. Additionally, certain hedge effectiveness assessment requirements may be accomplished qualitatively instead of quantitatively. The Company early adopted ASU 2017-12 effective January 1, 2018, and as such, an opening equity adjustment of $605,000 was recognized that reduced Accumulated deficit, offset by a gain in Accumulated other comprehensive income (loss). This adjustment primarily relates to the derecognition of the cumulative ineffectiveness recorded on the Company's interest rate swap derivative instruments, as well as adjustments to cumulative dedesignation adjustments. The Company does not expect this adoption to have a material impact on its financial position, results of operations or cash flows on an ongoing basis. The Company early adopted ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). Prior to the adoption of ASU 2017-04, the fair value of the reporting unit was compared with the carrying value of the reporting unit (identified as "Step 1"). If the fair value of the reporting unit was lower than its carrying amount, then the implied fair value of goodwill was calculated. If the implied fair value of goodwill was lower than the carrying value of goodwill, an impairment was recognized (identified as "Step 2"). ASU 2017-04 eliminated Step 2 from the impairment test; therefore, a goodwill impairment is recognized as the difference of the fair value and the carrying value of the reporting unit. The comparative information has not been restated and continues to be reported under the accounting standards in effect during those periods. See note 5, Revenue Recognition and note 8, Goodwill in the notes to the consolidated financial statements for further discussion. The Company’s Series A Common Stock is listed on the Nasdaq Global Select Market. As a Nasdaq listed company, the Company is required to satisfy Nasdaq’s continued listing requirements. On November 26, 2018, the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the market value of publicly held shares of the Company’s Series A common stock (“MVPHS”) for the last 30 consecutive business days was less than $15 million , which is the minimum market value of publicly held shares (the “MVPHS Requirement”) necessary to qualify for continued listing on the Nasdaq Global Select Market under Nasdaq Listing Rule 5450(b)(3)(C). In accordance with Nasdaq Listing Rule 5810(c)(3)(D), the Company has been provided 180 calendar days, or until May 28, 2019, to regain compliance with the MVPHS Requirement. To regain compliance, the Company’s MVPHS must be at least $15 million for at least ten consecutive business days during this 180-day period, at which point Nasdaq would provide written confirmation to the Company and close the matter. If the Company does not regain compliance within the 180-day compliance period, Nasdaq will provide notice to the Company that its Series A common stock is subject to delisting. In addition, on December 28, 2018, the Company received a letter (the “Minimum Bid Notice”) from Nasdaq indicating that the closing bid price of its Series A common stock for the last 30 consecutive business days was less than $1.00, which is the minimum closing bid price (the “Minimum Bid Price Requirement”) necessary to qualify for continued listing on the Nasdaq Global Select Market under Nasdaq Listing Rule 5450(a)(1). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided 180 calendar days, or until June 26, 2019, to regain compliance with the Minimum Bid Price Requirement. To regain compliance, the closing bid price of the Company’s Series A common stock must be at least $1.00 per share for at least ten consecutive business days during this 180-day period, at which point Nasdaq would provide written confirmation to the Company of compliance with the Minimum Bid Price Requirement and close the matter. If the Company does not regain compliance with the Minimum Bid Price Requirement by June 26, 2019, and the Nasdaq staff determines that it will not be able to cure the deficiency, or if it is not otherwise eligible for any additional compliance period, Nasdaq will provide notice that its Series A common stock is subject to delisting. While Nasdaq’s rules permit the Company to appeal any delisting determination, there can be no assurance the Nasdaq’s staff would grant its request for continued listing. Further, there can be no assurance that the Company will be able to regain compliance with the MVPHS requirement or the Minimum Bid Price Requirement or maintain compliance with Nasdaq’s other continued listing requirements. In addition, a delisting of our Series A Common Stock from Nasdaq would negatively impact the Company because it could, among other things: (i) reduce the liquidity and market price of the Company’s common stock; (ii) reduce the amount of news and analyst coverage for the Company; (iii) reduce the number of investors willing to hold or acquire the Company’s common stock, which could negatively impact its ability to raise equity financing and the ability of our shareholders to sell its common stock; (iv) limit the Company’s ability to use a registration statement to offer and sell freely tradable securities, thereby preventing it from accessing the public capital markets; (v) impair the Company’s ability to provide liquid equity incentives to its employees; and (vi) have negative reputational impact for the Company with its customers, suppliers, employees and other persons with whom it transacts from time to time. If the Company’s Series A Common Stock ceases to be listed on at least one U.S. national securities exchange, such cessation would constitute a “fundamental change,” as such term is defined in the indenture (the “Indenture”) governing our 4.00% Convertible Senior Notes due July 15, 2020 (the "Convertible Notes"). As a result, each remaining holder of the Convertible Notes would have the right, at such noteholder’s option, to require the Company to repurchase for cash all or a portion of such noteholder’s Convertible Notes on the repurchase date specified by the Company in accordance with the provisions of the Indenture at a repurchase price equal to 100% of the principal amount thereof, together with any accrued and unpaid interest, including any unpaid “additional interest” (as such term is defined in the Indenture) to, but excluding, the “fundamental change repurchase date” (as such term is defined in the Indenture). The Company may not have sufficient funds, or be able to obtain financing, to pay the fundamental change repurchase price if it is required to repurchase the Convertible Notes. A failure to pay the fundamental change repurchase price if the Company is required to repurchase the Convertible Notes would constitute an event of default under the Indenture. If an event of default occurs under the Indenture, either the trustee under the Indenture or the holders of the requisite aggregate principal amount of the Convertible Notes then outstanding in accordance with the provisions of the Indenture may accelerate the due date of the entire outstanding principal amount of, and any accrued and unpaid interest and accrued and unpaid additional interest on all the Convertible Notes, to be due and payable immediately. |
Going Concern
Going Concern | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Going Concern The Company has substantial indebtedness at December 31, 2018 , including Brinks Home Security's $585,000,000 principal of senior notes, maturing on April 1, 2020 (the "Senior Notes"), and its existing credit facility with a term loan in principal of $1,075,250,000 as of December 31, 2018 , maturing September 30, 2022, and a revolving credit facility with an outstanding balance of $144,200,000 as of December 31, 2018 , maturing September 30, 2021 (the term loan and the revolver, together, the "Credit Facility"). The maturity date for each of the term loan and the revolving credit facility under the Credit Facility is subject to a springing maturity 181 days prior to the scheduled maturity date of the Senior Notes, or October 3, 2019, if Brinks Home Security is unable to refinance the Senior Notes by that date. Since Brinks Home Security has not refinanced the Senior Notes and the springing maturity date of October 3, 2019 occurs in a period less than twelve months after the issuance date of these consolidated financial statements, management has concluded there is substantial doubt regarding the Company’s ability to continue as a going concern within one year from the issuance date of these consolidated financial statements. Ascent Capital and Brinks Home Security have engaged financial and legal advisors to assist them in considering potential alternatives to address the issues described above. As of the issuance date of these consolidated financial statements, Brinks Home Security has not refinanced the Senior Notes and there can be no assurance that any refinancing, or an alternative restructuring of its outstanding indebtedness will be possible on acceptable terms, if at all. Brinks Home Security may not be able to come to an agreement with respect to the outstanding indebtedness that is acceptable to all of Brinks Home Security’s stakeholders. Brinks Home Security’s failure to refinance the Senior Notes or to reach an agreement with its stakeholders on the terms of a restructuring would have a material adverse effect on its liquidity, financial condition and results of operations and may result in it filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in order to implement a restructuring plan. Ascent Capital has not guaranteed any of Brinks Home Security's obligations under the Senior Notes and Credit Facility. Based on the factors above, the Company has received a going concern qualification in connection with the external audit report of this Annual Report on Form 10-K for the year ended December 31, 2018. Furthermore, there is substantial doubt about Brinks Home Security’s ability to continue as a going concern within one year from the issuance date of its consolidated financial statements in its standalone Annual Report on Form 10-K for the year ended December 31, 2018. As such, Brinks Home Security has also received a going concern qualification in connection with its standalone external audit report of its Annual Report on Form 10-K, for the year ended December 31, 2018, which constitutes a default under Brinks Home Security’s Credit Facility. Any default under the Credit Facility may, upon the passage of time, mature into an event of default. At any time after the occurrence of an event of default under the Credit Facility, the lenders thereunder may, among other options, declare any amounts outstanding under the Credit Facility immediately due and payable and the revolving loan lenders thereunder may terminate any commitment to make further loans under the revolving credit facility under the Credit Facility. Any such acceleration may constitute an event of default under the indenture governing the Senior Notes. Further, in connection with management’s negotiations with its creditors, Brinks Home Security did not make its Senior Notes interest payment due on April 1, 2019. The indenture governing the Senior Notes provides for a 30-day cure period on past due interest payments. If an event of default occurs and is continuing thereunder, the holders of the Senior Notes may declare the aggregate principal amount of the Senior Notes and any accrued interest on the Senior Notes to be immediately due and payable. Brinks Home Security has obtained a waiver from the Credit Facility revolving loan lenders and a forbearance from the Credit Facility term lenders, in each case with respect to the default in connection with the going concern qualification contained in Brinks Home Security’s external audit report of their Annual Report on Form 10-K for the year ended December 31, 2018 (the “Going Concern Default”), and in each case through April 30, 2019, subject to the terms and conditions of the waiver and forbearance. The waiver obtained from the Credit Facility revolving loan lenders allows Brinks Home Security to continue to borrow under the revolving credit facility under the Credit Facility for up to $195,000,000 at an alternate base rate plus 3.00% . The forbearance obtained from the Credit Facility term lenders states that the term loan lenders will not exercise remedies with respect to an event of default that may mature from the Going Concern Default. The Going Concern Default and any such event of default under the Credit Facility term loan would continue absent a waiver from the term loan lenders. To the extent any waiver or forbearance under the Credit Facility expires, any acceleration as a result of an event of default under the Credit Facility would trigger an event of default under the indenture governing the Senior Notes. To the extent an event of default under such indenture occurs, Brinks Home Security would seek to obtain a waiver or forbearance from the bondholders thereunder. The Company’s consolidated financial statements as of December 31, 2018 have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation Principles The consolidated financial statements include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control. All intercompany accounts and transactions have been eliminated in consolidation. Cash and Cash Equivalents The Company considers investments with original purchased maturities of three months or less when acquired to be cash equivalents. Restricted Cash Restricted cash is cash that is restricted for a specific purpose and cannot be included in the cash and cash equivalents account. Trade Receivables Trade receivables consist primarily of amounts due from subscribers for recurring monthly monitoring services over a wide geographical base. Brinks Home Security performs extensive credit evaluations on the portfolios of subscriber accounts prior to acquisition and requires no collateral on the accounts that are acquired. Brinks Home Security has established an allowance for doubtful accounts for estimated losses resulting from the inability of subscribers to make required payments. Factors such as historical-loss experience, recoveries and economic conditions are considered in determining the sufficiency of the allowance to cover potential losses. The allowance for doubtful accounts as of December 31, 2018 and 2017 was $3,759,000 and $4,162,000 , respectively. A summary of activity in the allowance for doubtful accounts is as follows (amounts in thousands): Balance Beginning of Year Charged to Expense Write-Offs and Other Balance End of Year 2018 $ 4,162 12,300 (12,703 ) 3,759 2017 $ 3,043 11,014 (9,895 ) 4,162 2016 $ 2,762 10,785 (10,504 ) 3,043 Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of trade accounts receivable. Brinks Home Security performs extensive credit evaluations on the portfolios of subscriber accounts prior to acquisition and requires no collateral on the subscriber accounts that are acquired. Concentrations of credit risk with respect to trade accounts receivable are generally limited due to the large number of subscribers comprising Brinks Home Security's customer base. Fair Value of Financial Instruments Fair values of cash equivalents, current accounts receivable and current accounts payable approximate the carrying amounts because of their short-term nature. The Company's debt instruments are recorded at amortized cost on the consolidated balance sheet. See note 12, Fair Value Measurements , for further fair value information on the Company's debt instruments. Investments All investments in marketable securities held by the Company in the prior year were classified as available-for-sale ("AFS") and were carried at fair value generally based on quoted market prices. The Company recorded unrealized changes in the fair value of AFS securities in Accumulated other comprehensive loss on the consolidated balance sheets. When these investments were sold, the gain or loss realized on the sale was recorded in Other income, net in the consolidated statements of operations and comprehensive income (loss). In the third quarter of 2018, Ascent Capital divested of all marketable securities. Inventories Inventories consist of security system components and parts and are stated at the lower of cost (using the weighted average costing method) or net realizable value. Inventory is included in Prepaid and other current assets on the consolidated balance sheets and was $4,868,000 and $3,495,000 at December 31, 2018 and 2017 , respectively. Property and Equipment Property and equipment are carried at cost and depreciated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of their estimated useful lives or the term of the underlying lease. Estimated useful lives by class of asset are as follows: Leasehold improvements 15 years or lease term, if shorter Computer systems and software 3 - 5 years Furniture and fixtures 5 - 7 years Management reviews the realizability of its property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In evaluating the value and future benefits of long-term assets, their carrying value is compared to management’s best estimate of undiscounted future cash flows over the remaining economic life. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying value of the assets exceeds the estimated fair value of the assets. If necessary, the Company would use both the income approach and market approach to estimate fair value. Subscriber Accounts Subscriber accounts primarily relate to the cost of acquiring monitoring service contracts from independent dealers. The subscriber accounts acquired in Brinks Home Security's business acquisitions were recorded at fair value under the acquisition method of accounting. All other acquired subscriber accounts are recorded at cost. All direct and incremental costs, including bonus incentives related to account activation in the Direct to Consumer Channel, associated with the creation of subscriber accounts, are capitalized. Upon adoption of Topic 606, all costs on new subscriber contracts obtained in connection with a subscriber move ("Moves Costs") are expensed, whereas prior to adoption, certain Moves Costs were capitalized on the balance sheet. The costs of subscriber accounts acquired in Brinks Home Security's business acquisitions, as well as certain accounts acquired in bulk purchases, are amortized using the 14 -year 235% declining balance method. The costs of all other subscriber accounts are amortized using the 15 -year 220% declining balance method, beginning in the month following the date of acquisition. The amortization methods were selected to provide an approximate matching of the amortization of the subscriber accounts intangible asset to estimated future subscriber revenues based on the projected lives of individual subscriber contracts. Amortization of subscriber accounts was $204,130,000 , $226,697,000 and $236,673,000 for the fiscal years ended December 31, 2018 , 2017 and 2016 , respectively. Based on subscriber accounts held at December 31, 2018 , estimated amortization of subscriber accounts in the succeeding five fiscal years ending December 31 is as follows (amounts in thousands): 2019 $ 185,338 2020 $ 161,949 2021 $ 143,426 2022 $ 130,246 2023 $ 121,634 The Company has processes and controls in place, including the review of key performance indicators, to assist management in identifying events or circumstances that indicate the Subscriber Accounts Asset may not be recoverable. If an indicator that the asset may not be recoverable exists, management tests the Subscriber Accounts Asset for impairment. For purposes of recognition and measurement of an impairment loss, the Company views subscriber accounts as a single pool, for each of the Dealer Channel and the Direct to Consumer Channel, because of the assets' homogeneous characteristics, and the pool of subscriber accounts is the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. If such assets are considered to be impaired, the impairment loss to be recognized is measured as the amount by which the carrying value of the assets exceeds the estimated fair value, as determined using the income approach. Dealer Network and Other Intangible Assets Dealer network was an intangible asset that related to the dealer relationships that were acquired as part of the Security Networks Acquisition. Other intangible assets consisted of non-compete agreements signed by the seller of Security Networks and certain key Security Networks executives. These intangible assets were amortized on a straight-line basis over their estimated useful lives of 5 years . These intangible assets were fully amortized during 2018. The LiveWatch trade mark asset was initially to be amortized over 10 years . Upon the rollout of the Brinks Home Security brand in the second quarter of 2018, it was determined that the LiveWatch trade mark asset had no remaining useful life and the remaining asset balance was amortized. Amortization of dealer network and other intangible assets was $6,994,000 , $9,830,000 and $9,830,000 for the fiscal years ended December 31, 2018 , 2017 and 2016 , respectively. Goodwill The Company accounts for its goodwill pursuant to the provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 350, Intangibles-Goodwill and Other ("FASB ASC Topic 350"). In accordance with FASB ASC Topic 350, goodwill is not amortized, but rather tested for impairment at least annually, or earlier if an event occurs, or circumstances change, that indicate the fair value of a reporting unit may be below its carrying amount. The Company assesses the recoverability of the carrying value of goodwill during the fourth quarter of its fiscal year, based on October 31 financial information, or whenever events or changes in circumstances indicate that the carrying amount of the goodwill of a reporting unit may not be fully recoverable. In early June 2018, the reportable segments known as MONI and LiveWatch were combined and presented as Brinks Home Security. As a result of the change in reportable segments, goodwill assigned to these former reporting units was reallocated and combined under the Brinks Home Security reporting unit. Recoverability is measured at the reporting unit level based on the provisions of FASB ASC Topic 350. To the extent necessary, recoverability of goodwill at a reporting unit level is measured using a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 measurement under FASB ASC Topic 820, Fair Value Measurements and Disclosures. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value. Deferred Financing Costs Deferred financing costs are recorded as a reduction to long-term debt when the related debt is issued or when revolving credit lines increase the borrowing capacity of the Company. Deferred financing costs are amortized over the term of the related debt using the effective interest method. Holdback Liability The Company typically withholds payment of a designated percentage of the acquisition cost when it acquires subscriber accounts from dealers. The withheld funds are recorded as a liability until the guarantee period provided by the dealer has expired. The holdback is used as a reserve to cover any terminated subscriber accounts that are not replaced by the dealer during the guarantee period. At the end of the guarantee period, the dealer is responsible for any deficit or is paid the balance of the holdback. Derivative Financial Instruments The Company uses derivative financial instruments to manage exposure to movement in interest rates. The use of these financial instruments modifies the exposure of these risks with the intention of reducing the risk or cost. The Company does not use derivatives for speculative or trading purposes. The Company recognizes the fair value of all derivative instruments as either assets or liabilities at fair value on the consolidated balance sheets. Fair value is based on market quotes for similar instruments with the same duration. For derivative instruments that qualify for hedge accounting under the provisions of FASB ASC Topic 815, Derivatives and Hedging , unrealized gains and losses on the derivative instruments are reported in Accumulated other comprehensive income (loss), to the extent the hedges are effective, until the underlying transactions are recognized in earnings. Derivative instruments that do not qualify for hedge accounting are marked to market at the end of each accounting period with the change in fair value recorded in earnings. Foreign Currency Translation The functional currencies of the Company's foreign subsidiaries are their respective local currencies. Assets and liabilities of foreign operations were translated into U.S. dollars using exchange rates on the balance sheet date, and revenue and expenses were translated into U.S. dollars using average exchange rates for the period. The effects of the foreign currency translation adjustments were deferred and were included in stockholders' equity as a component of Accumulated other comprehensive loss. The Company dissolved all of its foreign subsidiaries in 2018. The cumulative foreign currency translation adjustment recorded in Accumulated other comprehensive loss was reclassified through Other expense (income), net on the consolidated statements of operations and comprehensive income (loss). Revenue Recognition Revenue is generated from security alarm monitoring and related services provided by Brinks Home Security. See note 5, Revenue Recognition , for the accounting policy under Topic 606 for periods commencing January 1, 2018. Income Taxes The Company accounts for income taxes under FASB ASC Topic 740, Income Taxes ("FASB ASC Topic 740"), which prescribes an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company's consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than proposed changes in the tax law or rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred tax assets and liabilities. FASB ASC Topic 740 specifies the accounting for uncertainty in income taxes recognized in a company's consolidated financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In instances where the Company has taken or expects to take a tax position in its tax return and the Company believes it is more likely than not that such tax position will be upheld by the relevant taxing authority, the Company records the benefits of such tax position in its consolidated financial statements. Share-Based Compensation The Company accounts for share-based awards pursuant to FASB ASC Topic 718, Compensation-Stock Compensation ("FASB ASC Topic 718"), which requires companies to measure the cost of employee services received in exchange for an award of equity instruments (such as stock options and restricted stock) based on the grant-date fair value of the award, and to recognize that cost over the period during which the employee is required to provide service (usually the vesting period of the award). Forfeitures of awards are recognized as they occur. The grant-date fair value of the Ascent Capital stock options granted to the Company’s employees was calculated using the Black-Scholes model. The expected term of the awards was calculated using the simplified method included in FASB ASC Topic 718. The volatility used in the calculation is based on the historical volatility of Ascent Capital and peer companies while the risk-free rate is based on Treasury Bonds with a term similar to that of the subject options. A dividend rate of zero was utilized for all granted stock options. Basic and Diluted Earnings (Loss) Per Common Share — Series A and Series B Basic earnings (loss) per common share ("EPS") is computed by dividing net income (loss) by the weighted average number of Series A and Series B common shares outstanding for the period. Diluted EPS is computed by dividing net income (loss) by the sum of the weighted average number of Series A and Series B common shares outstanding and the effect of dilutive securities, including the Company’s outstanding stock options, unvested restricted stock and warrant transactions using the treasury stock method and convertible securities using the if-converted method. For the years ended December 31, 2018 and 2017 , diluted EPS is computed the same as basic EPS because the Company recorded a loss from continuing operations, which would make potentially dilutive securities anti-dilutive. Diluted shares outstanding excluded 401,083 of stock options, unvested restricted shares and performance units for the year ended December 31, 2018 because their inclusion would have been anti-dilutive. Diluted shares outstanding excluded 259,915 stock options, unvested restricted shares and performance units for the year ended December 31, 2017 because their inclusion would have been anti-dilutive. Year Ended December 31, 2018 2017 2016 Weighted average Series A and Series B shares 12,346,804 12,195,530 12,256,895 Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, assumptions and judgments that affect the reported amounts of revenue and expenses for each reporting period. The significant estimates made in preparation of the Company's consolidated financial statements primarily relate to valuation of subscriber accounts, deferred tax assets and goodwill. These estimates are based on management's best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts them when facts and circumstances change. As the effects of future events cannot be determined with any certainty, actual results could differ from the estimates upon which the carrying values were based. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (the "FASB") issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 requires the lessee to recognize assets and liabilities for leases with lease terms of more than twelve months. For leases with a term of twelve months or less, the Company is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. ASU 2016-02 requires a lessee of a finance lease to recognize interest expense and amortization expense of the associated asset. A lessee of an operating lease recognizes lease expense on a straight line basis over the lease term. ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018. ASU 2018-10, Codification Improvements to Topic 842, Leases , clarifies certain aspects of ASU 2016-12 and the two updates will be adopted concurrently. ASU 2016-02 requires leases to be recognized and measured at the beginning of the earliest period presented using a modified retrospective approach upon adoption. However, ASU 2018-11, Leases (Topic 842): Targeted Improvements provides an alternative transition method by which leases are recognized at the date of adoption and a cumulative-effect adjustment to the opening balance of retained earnings is recognized in the period of adoption. The Company plans to adopt using this alternative and is currently evaluating the impact that these standards will have on its financial position, results of operations and cash flows. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Topic 606 amends and supersedes FASB Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition ("Topic 605"). The core principle of Topic 606 is that revenue will be recognized when the transfer of promised goods or services to customers is made in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Accounting Policy for Periods Commencing January 1, 2018 Brinks Home Security offers its subscribers professional alarm monitoring services, as well as interactive and home automation services, through equipment at the subscriber's site that communicates with Brinks Home Security’s alarm monitoring station and interfaces with other equipment at the site and third party technology companies for interactive and home automation services. These services are typically provided under alarm monitoring agreements (“AMAs”) between Brinks Home Security and the subscriber. The equipment at the site is either obtained independently from Brinks Home Security’s network of third party Authorized Dealers or directly from Brinks Home Security via its Direct to Consumer Channel. Brinks Home Security also offers equipment sales and installation services and, to its existing subscribers, maintenance services on existing alarm equipment. Additionally, Brinks Home Security collects fees for contract monitoring, which are services provided to other security alarm companies for monitoring their accounts on a wholesale basis and other fees from subscribers for late fee or insufficient fund charges. Revenue under subscriber AMAs is allocated to alarm monitoring revenue and, if applicable, product and installation revenue based on the stand alone selling prices (“SSP”) of each performance obligation as a percentage of the total SSP of all performance obligations. Allocated alarm monitoring revenue is recognized as the monthly service is provided. Allocated product and installation revenue is recognized when the product sale is complete or shipped and the installation service is provided, typically at inception of the AMA. Product and installation revenue is not applicable to AMA's acquired from Authorized Dealers in their initial term. Any cash not received from the subscriber at the time of product sale and installation is recognized as a contract asset at inception of the AMA and is subsequently amortized over the subscriber contract term as a reduction of the amounts billed for professional alarm monitoring, interactive and home automation services. If a subscriber cancels the AMA within the negotiated term, any existing contract asset is determined to be impaired and is immediately expensed in full to Selling, general and administrative expense on the condensed consolidated statement of operations. Maintenance services are billed and recognized as revenue when the services are completed in the home and agreed to by the subscriber under the subscriber AMA. Contract monitoring fees are recognized as alarm monitoring revenue as the monitoring service is provided. Other fees are recognized as other revenue when billed to the subscriber which coincides with the timing of when the services are provided. Disaggregation of Revenue Revenue is disaggregated by source of revenue as follows (in thousands): Year Ended December 31, 2018 2017 2016 Alarm monitoring revenue $ 498,236 537,399 552,590 Product and installation revenue 38,455 12,308 13,264 Other revenue 3,667 3,748 4,518 Total Net revenue $ 540,358 553,455 570,372 Contract Balances The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in thousands): December 31, 2018 At adoption Trade receivables, net $ 13,121 12,645 Contract assets, net - current portion (a) 13,452 14,197 Contract assets, net - long-term portion (b) 16,154 10,377 Deferred revenue 13,060 12,892 (a) Amount is included in Prepaid and other current assets in the consolidated balance sheets. (b) Amount is included in Other assets in the consolidated balance sheets. Changes in Accounting Policies The Company adopted Topic 606, effective January 1, 2018, using the modified retrospective transition method. Under the modified retrospective transition method, the Company evaluated active AMAs on the adoption date as if each AMA had been accounted for under Topic 606 from its inception. Some revenue related to AMAs originated through Brinks Home Security's Direct to Consumer Channel or through extensions that would have been recognized in future periods under Topic 605 were recast under Topic 606 as if revenue had been accelerated and recognized in prior periods, as it was allocated to product and installation performance obligations. A contract asset was recorded as of the adoption date for any cash that has yet to be collected on the accelerated revenue. As this transition method requires that the Company not adjust historical reported revenue amounts, the accelerated revenue that would have been recognized under this method prior to the adoption date was recorded as an adjustment to opening retained earnings and, thus, will not be recognized as revenue in future periods as previously required under Topic 605. Therefore, the comparative information has not been adjusted and continues to be reported under Topic 605. Under Topic 605, revenue provided under the AMA was recognized as the services were provided, based on the recurring monthly revenue amount billed for each month under contract. Product, installation and service revenue generally was recognized as billed and incurred. Under Topic 606, the Company concluded that certain product and installation services sold or provided to our customers at AMA inception are capable of being distinct and are distinct within the context of the contract. As such, when Brinks Home Security initiates an AMA with a customer directly and provides equipment and installation services, each component is considered a performance obligation that must have revenue allocated accordingly. The allocation is based on the SSP of each performance obligation as a percentage of the total SSP of all performance obligations multiplied by the total consideration, or cash, expected to be received over the contract term. These AMAs may relate to new customers originated by Brinks Home Security through its Direct to Consumer Channel or existing customers who agree to new contract terms through customer service offerings. For AMAs with multiple performance obligations, management notes that a certain amount of the revenue billed on a recurring monthly basis is recognized earlier under Topic 606 than it was recognized under Topic 605, as a portion of that revenue is allocated to the equipment sale and installation, which is satisfied upon delivery of the product and performance of the installation services at AMA inception. Revenue on AMAs originated through the Authorized Dealer program are not impacted by Topic 606 in their initial term, as the customer contracts for the equipment sale and installation separately with the Authorized Dealer prior to Brinks Home Security purchasing the AMA from the Authorized Dealer. Revenue on these customers is recognized as the service is provided based on the recurring monthly revenue amount billed for each month of the AMA. Maintenance service revenue for repair of existing alarm equipment at the subscribers' premises will continue to be billed and recognized based on their SSP at the time Brinks Home Security performs the services. Topic 606 also requires the deferral of incremental costs of obtaining a contract with a customer. Certain direct and incremental costs were capitalized under Topic 605, including on new AMAs obtained in connection with Moves Costs. Under Topic 606, Moves Costs are expensed as incurred to accompany the allocated revenue recognized upon product and installation performance obligations recognized at the AMA inception. There are no other significant changes in contract costs that are capitalized or the period over which they are expensed. Impacts on Consolidated Financial Statements The significant effects of adopting Topic 606 are changes to Prepaid and other current assets, Subscriber accounts, net, Other assets, net, Net revenue, Cost of services, Selling, general and administrative and Amortization of subscriber accounts for the period beginning January 1, 2018 for AMAs initiated by Brinks Home Security with the customer directly with multiple performance obligations, as a portion of that revenue is allocated to the equipment sale and installation, which is satisfied upon delivery of the product and performance of the installation services at AMA inception. The following tables summarize the impacts of adopting Topic 606 on the Company’s consolidated financial statements as of and for the year ended December 31, 2018 (in thousands): i. Consolidated balance sheets Impact of changes in accounting policies As reported December 31, 2018 Adjustments Balances without adoption of Topic 606 Assets Current assets: Cash and cash equivalents $ 105,921 — 105,921 Restricted cash 189 — 189 Trade receivables, net of allowance for doubtful accounts 13,121 — 13,121 Prepaid and other current assets 32,202 (13,452 ) 18,750 Total current assets 151,433 (13,452 ) 137,981 Property and equipment, net of accumulated depreciation 36,549 — 36,549 Subscriber accounts and deferred contract acquisition costs, net of accumulated amortization 1,195,463 45,970 1,241,433 Deferred income tax asset, net 783 — 783 Other assets, net 29,316 (16,154 ) 13,162 Total assets $ 1,413,544 16,364 1,429,908 Liabilities and Stockholders’ (Deficit) Equity Current liabilities: Accounts payable $ 12,668 — 12,668 Other accrued liabilities 36,006 — 36,006 Deferred revenue 13,060 1,347 14,407 Holdback liability 11,513 — 11,513 Current portion of long-term debt 1,895,175 — 1,895,175 Total current liabilities 1,968,422 1,347 1,969,769 Non-current liabilities: Long-term debt — — — Long-term holdback liability 1,770 — 1,770 Derivative financial instruments 6,039 — 6,039 Other liabilities 2,742 — 2,742 Total liabilities 1,978,973 1,347 1,980,320 Commitments and contingencies Stockholders’ (deficit) equity: Preferred stock — — — Series A common stock 121 — 121 Series B common stock 4 — 4 Series C common stock — — — Additional paid-in capital 1,425,325 — 1,425,325 Accumulated deficit (1,998,487 ) 15,017 (1,983,470 ) Accumulated other comprehensive income, net 7,608 — 7,608 Total stockholders’ (deficit) equity (565,429 ) 15,017 (550,412 ) Total liabilities and stockholders’ (deficit) equity $ 1,413,544 16,364 1,429,908 ii. Consolidated statements of operations and comprehensive income (loss) Impact of changes in accounting policies As reported year ended December 31, 2018 Adjustments Balances without adoption of Topic 606 Net revenue $ 540,358 (8,149 ) 532,209 Operating expenses: Cost of services 128,939 (6,263 ) 122,676 Selling, general and administrative, including stock-based and long-term incentive compensation 130,637 (1,670 ) 128,967 Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets 211,639 7,487 219,126 Depreciation 11,457 — 11,457 Loss on goodwill impairment 563,549 — 563,549 1,046,221 (446 ) 1,045,775 Operating loss (505,863 ) (7,703 ) (513,566 ) Other expense (income), net: Interest income (2,439 ) — (2,439 ) Interest expense 191,202 — 191,202 Unrealized loss on derivative financial instruments 3,151 — 3,151 Refinancing expense 13,356 — 13,356 Other expense (income), net (1,478 ) — (1,478 ) 203,792 — 203,792 Loss before income taxes (709,655 ) (7,703 ) (717,358 ) Income tax expense (11,611 ) — (11,611 ) Net loss (698,044 ) (7,703 ) (705,747 ) Other comprehensive income (loss): Foreign currency translation adjustments 758 — 758 Unrealized holding loss on marketable securities, net (3,900 ) — (3,900 ) Unrealized gain on derivative contracts, net 14,378 — 14,378 Total other comprehensive income, net of tax 11,236 — 11,236 Comprehensive loss $ (686,808 ) (7,703 ) (694,511 ) iii. Consolidated statements of cash flows Impact of changes in accounting policies As reported year ended December 31, 2018 Adjustments Balances without adoption of Topic 606 Cash flows from operating activities: Net loss $ (698,044 ) (7,703 ) (705,747 ) Adjustments to reconcile net loss to net cash provided by operating activities: Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets 211,639 7,487 219,126 Depreciation 11,457 — 11,457 Stock-based and long-term incentive compensation 1,451 — 1,451 Deferred income tax expense (14,094 ) — (14,094 ) Non-cash legal settlement reserve (related insurance recovery) (2,750 ) — (2,750 ) Amortization of debt discount and deferred debt costs 41,430 — 41,430 Refinancing expense 13,356 — 13,356 Unrealized loss on derivative financial instruments 3,151 — 3,151 Bad debt expense 12,300 — 12,300 Goodwill impairment 563,549 — 563,549 Other non-cash activity, net (2,199 ) — (2,199 ) Changes in assets and liabilities: Trade receivables (12,776 ) — (12,776 ) Prepaid expenses and other assets (14,576 ) 6,379 (8,197 ) Subscriber accounts - deferred contract acquisition costs (5,418 ) 89 (5,329 ) Payables and other liabilities (15,545 ) (581 ) (16,126 ) Net cash provided by operating activities 92,931 5,671 98,602 Cash flows from investing activities: Capital expenditures (14,903 ) — (14,903 ) Cost of subscriber accounts acquired (140,450 ) (5,671 ) (146,121 ) Purchases of marketable securities (39,022 ) — (39,022 ) Proceeds from sale of marketable securities 143,316 — 143,316 Net cash used in investing activities (51,059 ) (5,671 ) (56,730 ) Cash flows from financing activities: Proceeds from long-term debt 248,800 — 248,800 Payments on long-term debt (184,100 ) — (184,100 ) Payments of financing costs (10,739 ) — (10,739 ) Value of shares withheld for share-based compensation (188 ) — (188 ) Net cash provided by financing activities 53,773 — 53,773 Net increase in cash, cash equivalents and restricted cash 95,645 — 95,645 Cash, cash equivalents and restricted cash at beginning of period 10,465 — 10,465 Cash, cash equivalents and restricted cash at end of period $ 106,110 — 106,110 |
Investments in Marketable Secur
Investments in Marketable Securities | 12 Months Ended |
Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Marketable Securities | Investments in Marketable Securities In the third quarter of 2018, Ascent Capital divested of all marketable securities, which primarily consisted of diversified corporate bond funds. The following table presents a summary of amounts recorded on the consolidated balance sheets (amounts in thousands): As of December 31, 2018 Cost Basis Unrealized Gains Unrealized Losses Total Equity securities $ — — — — Mutual funds — — — — Ending balance $ — — — — As of December 31, 2017 Cost Basis Unrealized Gains Unrealized Losses Total Equity securities $ 3,432 2,039 — 5,471 Mutual funds (a) 98,628 1,859 — 100,487 Ending balance $ 102,060 3,898 — 105,958 (a) Primarily consists of corporate bond funds. The following table provides the realized and unrealized investment gains and losses recognized in the consolidated statements of operations (amounts in thousands): Year end December 31, 2018 2017 2016 Net gains and (losses) recognized during the period on marketable securities $ 2,234 2,828 1,956 Less: Net gains and (losses) recognized during the period on marketable securities sold during the period $ 2,234 1 869 Unrealized gains and (losses) recognized during the reporting period on marketable securities still held at the reporting date $ — 2,827 1,087 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consist of the following (amounts in thousands): As of December 31, 2018 2017 Property and equipment, net: Leasehold improvements $ 776 $ 1,597 Computer systems and software 73,426 66,128 Furniture and fixtures 3,174 3,013 77,376 70,738 Accumulated depreciation (40,827 ) (37,915 ) $ 36,549 $ 32,823 Depreciation expense for property and equipment was $11,457,000 , $8,844,000 and $8,435,000 for the years ended December 31, 2018 , 2017 and 2016 , respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table provides the activity and balances of goodwill by reporting unit (amounts in thousands): MONI LiveWatch Brinks Home Security Total Balance at December 31, 2016 $ 527,502 $ 36,047 $ — $ 563,549 Period activity — — — — Balance at December 31, 2017 $ 527,502 $ 36,047 $ — $ 563,549 Goodwill impairment (214,400 ) — — (214,400 ) Reporting unit reallocation (313,102 ) (36,047 ) 349,149 — Goodwill impairment — — (349,149 ) (349,149 ) Balance at December 31, 2018 $ — $ — $ — $ — The Company accounts for its goodwill pursuant to the provisions of FASB ASC Topic 350, Intangibles - Goodwill and Other ("FASB ASC Topic 350"). In accordance with FASB ASC Topic 350, goodwill is not amortized, but rather tested for impairment annually, or earlier if an event occurs, or circumstances change, that indicate the fair value of a reporting unit may be below its carrying amount. As of May 31, 2018, the Company determined that a triggering event had occurred due to a sustained decrease in the Company's share price. In response to the triggering event, the Company performed a quantitative impairment test for both the MONI and LiveWatch reporting units. Fair value was determined using a combination of an income-based approach (using a discount rate of 8.50% ) and a market-based approach for the MONI reporting unit and an income-based approach (using a discount rate of 8.50% ) for the LiveWatch reporting unit. Based on the analysis, the fair value of the LiveWatch reporting unit substantially exceeded its carrying value, while the carrying amount of the MONI reporting unit exceeded its estimated fair value, which indicated an impairment at the MONI reporting unit. The Company early adopted ASU 2017-04, which eliminated Step 2 from the goodwill impairment test, and as such, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value. Applying this methodology, we recorded an impairment charge of $214,400,000 for the MONI reporting unit during the three months ended June 30, 2018. Factors leading to this impairment are primarily the experience of overall lower account acquisition in recent periods. Using this information, we adjusted the growth outlook for this reporting unit, which resulted in reductions in future cash flows and a lower fair value calculation under the income-based approach. Additionally, decreases in observable market share prices for comparable companies in the quarter reduced the fair value calculated under the market-based approach. In early June 2018, the reportable segments known as MONI and LiveWatch were combined and presented as Brinks Home Security. Refer to Note 1, Basis of Presentation , for further discussion on the change in reportable segments. As a result of the change in reportable segments, goodwill assigned to these former reporting units of $313,102,000 and $36,047,000 , for MONI and LiveWatch, respectively, have been reallocated and combined as of June 30, 2018 under the Brinks Home Security reporting unit. In connection with the Company's annual goodwill impairment assessment, in which the Company performed a quantitative test in the fourth quarter of its fiscal year, based on October 31 balances, the carrying amount of the Brinks Home Security reporting unit exceeded its estimated fair value. Fair value was determined using an income-based approach (using a discount rate of 8.50% ) for the Brinks Home Security reporting unit. Since the carrying amount exceeded the reporting unit's fair value, we recorded an additional impairment charge of $349,149,000 , the amount of the remaining carrying value of goodwill. This impairment is primarily attributable to projected decreasing cash flows resulting from a declining customer base. The Company’s projections were revised based on recent historical trends as well as other various outlook considerations, which resulted in reductions in future cash flows and enterprise valuation. |
Other Accrued Liabilities
Other Accrued Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Other Accrued Liabilities | Other Accrued Liabilities Other accrued liabilities consisted of the following (amounts in thousands): December 31, 2018 December 31, 2017 Accrued payroll and related liabilities $ 4,957 $ 3,953 Interest payable 15,537 15,927 Income taxes payable 2,742 2,950 Legal settlement reserve (a) — 23,000 Other 12,770 10,452 Total Other accrued liabilities $ 36,006 $ 56,282 (a) See note 17, Commitments, Contingencies and Other Liabilities , for further information. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following (amounts in thousands): December 31, 2018 December 31, 2017 Ascent Capital 4.00% Convertible Senior Notes due July 15, 2020 with an effective rate of 9.1% $ 90,725 $ 82,614 Brinks Home Security 9.125% Senior Notes due April 1, 2020 with an effective rate of 9.5% 585,000 580,159 Brinks Home Security term loan, matures September 30, 2022, LIBOR plus 5.50%, subject to a LIBOR floor of 1.00%, with an effective rate of 8.3% 1,075,250 1,059,598 Brinks Home Security $295 million revolving credit facility, matures September 30, 2021, LIBOR plus 4.00%, subject to a LIBOR floor of 1.00%, with an effective rate of 4.8% 144,200 66,673 1,895,175 1,789,044 Less current portion of long-term debt (1,895,175 ) (11,000 ) Long-term debt $ — $ 1,778,044 Ascent Capital Convertible Senior Notes The Ascent Capital Convertible Notes total $96,775,000 in aggregate principal amount, mature on July 15, 2020 and bear interest at 4.00% per annum. Interest on the Convertible Notes is payable semi-annually on January 15 and July 15 of each year. On August 30, 2018, Ascent Capital entered into a Supplemental Indenture in which the Company surrendered its right to elect to deliver shares of common stock or a combination of cash and shares of common stock upon conversion of the Convertible Notes (the "Convertible Notes Supplemental Indenture"). Following the execution of the Supplemental Indenture, the Company may satisfy its conversion obligation solely in cash. See note 1, Basis of Presentation , for information about the potential of a delisting of our Series A Common Stock from Nasdaq, which may accelerate the due date of the entire outstanding principal amount of, and any accrued and unpaid interest and accrued and unpaid additional interest on all the Convertible Notes, to be due and payable immediately. Given this potential, the outstanding debt of the Convertible Notes has been classified as Current portion of long-term debt in the consolidated balance sheets as of December 31, 2018 . See note 17, Commitments, Contingencies and Other Liabilities , and note 19, Subsequent Events , for further explanation of the Convertible Notes repurchased pursuant to the Settlement Agreement, the Second Supplemental Indenture and the cash tender offer that all occurred subsequent to December 31, 2018 . Under certain circumstances, the remaining holders of the Convertible Notes ("Noteholders") have the right, at their option, to convert all or any portion of such Convertible Notes, subject to the satisfaction of certain conditions, at an initial conversion rate of 9.7272 shares of Series A Common Stock per $1,000 principal amount of Convertible Notes (subject to adjustment in certain situations), which represents an initial conversion price per share of Series A Common Stock of approximately $102.804 (the "Conversion Price"). In addition, Noteholders have the right to submit Convertible Notes for conversion, subject to the satisfaction of certain conditions, in the event of certain corporate transactions. In the event of a fundamental change (as such term is defined in the indenture governing the Convertible Notes) at any time prior to the maturity date, each Noteholder shall have the right, at such Noteholder’s option, to require Ascent Capital to repurchase for cash any or all of such Noteholder’s Convertible Notes on the repurchase date specified by Ascent Capital at a repurchase price equal to 100% of the principal amount thereof, together with accrued and unpaid interest, including unpaid additional interest, if any, unless the repurchase date occurs after an interest record date and on or prior to the related interest payment date, as specified in the indenture. The Convertible Notes are within the scope of FASB ASC Subtopic 470-20, Debt with Conversion and Other Options , and as such are required to be separated into a liability and equity component. The carrying amount of the liability component is calculated by measuring the fair value of a similar liability (including any embedded features other than the conversion option) that does not have an associated conversion option. The carrying amount of the equity component is determined by deducting the fair value of the liability component from the initial proceeds ascribed to the Convertible Notes as a whole. The excess of the principal amount of the liability component over its carrying amount, treated as a debt discount, is amortized to interest cost over the expected life of a similar liability that does not have an associated conversion option using the effective interest method. Upon the execution of the Convertible Notes Supplemental Indenture, the conversion option no longer meets the conditions for equity classification as prescribed in FASB ASC Subtopic 815-40, Contracts in an Entity’s Own Equity . As such, the conversion option is bifurcated as a separate derivative and recorded as a liability. Given the significant variance in the Conversion Price and the current market price per share of the Series A Common Stock, the conversion option derivative liability is immaterial. The Convertible Notes are presented on the consolidated balance sheet as follows (amounts in thousands): As of As of Principal $ 96,775 $ 96,775 Unamortized discount (5,666 ) (13,263 ) Deferred debt costs (384 ) (898 ) Carrying value $ 90,725 $ 82,614 The Company amortized $8,111,000 , $4,335,000 and $3,533,000 of the Convertible Notes debt discount and deferred financing costs into interest expense for the years ended December 31, 2018 , 2017 and 2016 , respectively. Included in the amortization of debt discount and deferred financing costs for the year ended December 31, 2018 is accelerated amortization of $3,128,000 , which was accelerated due to the subsequent settlement of the Convertible Notes and the potential of any remaining Convertible Notes being settled at close to par given certain circumstances existing as of December 31, 2018 . Prior to the acceleration of the debt discount, the Company was using an effective interest rate of 14.0% to calculate the accretion of the debt discount, which was being recorded as interest expense over the expected remaining term to maturity of the Convertible Notes. The Company recognized contractual interest expense of $3,871,000 on the Convertible Notes for each of the years ended December 31, 2018 , 2017 and 2016 . Hedging Transactions Relating to the Offering of the Convertible Notes In connection with the issuance of the Convertible Notes, Ascent Capital entered into separate privately negotiated purchased call options (the "Bond Hedge Transactions"). The Bond Hedge Transactions require the counterparties to offset Series A Common Stock deliverable or cash payments made by Ascent Capital upon conversion of the Convertible Notes in the event that the volume-weighted average price of Series A Common Stock on each trading day of the relevant valuation period is greater than the strike price of $102.804 , which corresponds to the Conversion Price of the Convertible Notes. The Bond Hedge Transactions cover, subject to anti-dilution adjustments, approximately 1,007,000 shares of Series A Common Stock, which is equivalent to the number of shares initially issuable upon conversion of the Convertible Notes, and are expected to reduce the potential dilution with respect to the Series A Common Stock, and/or offset potential cash payments Ascent Capital is required to make in excess of the principal amount of the Convertible Notes upon conversion. Following the execution of the Convertible Notes Supplemental Indenture, the Company may satisfy its conversion obligation relating to the Convertible Notes solely in cash. Concurrently with the Bond Hedge Transactions, Ascent Capital also entered into separate privately negotiated warrant transactions with each of the call option counterparties (the "Warrant Transactions"). The warrants are European options, and are exercisable in tranches on consecutive trading days starting after the maturity of the Convertible Notes. The warrants cover the same initial number of shares of Series A Common Stock, subject to anti-dilution adjustments, as the Bond Hedge Transactions. The Warrant Transactions require Ascent Capital to deliver Series A Common Stock or make cash payments to the counterparties on each expiration date with a value equal to the number of warrants exercisable on that date times the excess of the volume-weighted average price of the Series A Common Stock over the strike price of $118.62 , which effectively reflects a 50% conversion premium on the Convertible Notes. As such, the Warrant Transactions may have a dilutive effect with respect to the Series A Common Stock to the extent the Warrant Transactions are settled with shares of Series A Common Stock. Ascent Capital may elect to settle its delivery obligation under the Warrant Transactions in cash. The Bond Hedge Transactions and Warrant Transactions are separate transactions entered into by Ascent Capital, are not part of the terms of the Convertible Notes and will not affect the Noteholders' rights under the Convertible Notes. The Noteholders will not have any rights with respect to the Bond Hedge Transactions or the Warrant Transactions. Brinks Home Security Senior Notes The Brinks Home Security Senior Notes total $585,000,000 in principal, mature on April 1, 2020, and bear interest at 9.125% per annum. Interest payments are due semi-annually on April 1 and October 1 of each year. The Senior Notes are guaranteed by all of Brinks Home Security's existing domestic subsidiaries. Ascent Capital has not guaranteed any of Brinks Home Security's obligations under the Senior Notes. Potential Credit Facility covenant breaches in 2019, which may include the acceleration of the maturity of the Credit Facility term loan and the Credit Facility revolver (as described below), would be an event of default under the Senior Notes. If an event of default occurs and is continuing, the holders of the Senior Notes could declare the aggregate principal amount of the Senior Notes and any accrued interest on the Senior Notes to be due and payable immediately. As such, the outstanding debt of the Senior Notes as of December 31, 2018 has been classified as Current portion of long-term debt in the consolidated balance sheets. Included in the amortization of deferred financing costs and debt premium related to the Senior Notes for the year ended December 31, 2018 is accelerated amortization of $2,784,000 , which was accelerated as Brinks Home Security was not able to obtain a permanent waiver of the Going Concern Default under the Credit Facility as of the issuance date of these consolidated financial statements. Brinks Home Security Credit Facility On September 30, 2016, Brinks Home Security entered into an amendment ("Amendment No. 6") with the lenders of its existing senior secured credit agreement dated March 23, 2012, and as amended and restated on April 9, 2015, February 17, 2015, August 16, 2013, March 25, 2013, and November 7, 2012 (the "Existing Credit Agreement"). Amendment No. 6 provided for, among other things, the issuance of a $1,100,000,000 senior secured term loan at a 1.5% discount and a new $295,000,000 super priority revolver (the Existing Credit Agreement together with Amendment No. 6, the "Credit Facility"). As of December 31, 2018 , the Credit Facility term loan has a principal amount of $1,075,250,000 maturing on September 30, 2022. The term loan requires quarterly interest payments and quarterly principal payments of $2,750,000 . The term loan bears interest at LIBOR plus 5.5% , subject to a LIBOR floor of 1.0% . The Credit Facility revolver has a principal amount outstanding of $144,200,000 and a $600,000 standby letter of credit issued as of December 31, 2018 , maturing on September 30, 2021. The Credit Facility revolver bears interest at LIBOR plus 4.0% , subject to a LIBOR floor of 1.0% . There is a commitment fee of 0.5% on unused portions of the Credit Facility revolver. As of December 31, 2018 , subject to the recently obtained waiver by Credit Facility revolving lenders, $50,200,000 is available for borrowing under the Credit Facility revolver. The maturity date for each of the term loan and the revolving credit facility under the Credit Facility is subject to a springing maturity 181 days prior to the scheduled maturity date of the Senior Notes, or October 3, 2019 (the "Springing Maturity"), if Brinks Home Security is unable to refinance the Senior Notes by that date. The springing maturity date occurs less then twelve months from the balance sheet date of these consolidated financial statements and Brinks Home Security has not refinanced the Senior Notes as of the issuance date of these consolidated financial statements. As such, the outstanding debt of the Credit Facility term loan and the Credit Facility revolver as of December 31, 2018 has been classified as Current portion of long-term debt in the consolidated balance sheets. Included in the amortization of deferred financing costs and debt discount related to the Credit Facility for the year ended December 31, 2018 is accelerated amortization of $23,215,000 , which was accelerated as Brinks Home Security was not able to obtain a permanent waiver of the Going Concern Default under the Credit Facility as of the issuance date of these consolidated financial statements. The Credit Facility is secured by a pledge of all of the outstanding stock of Brinks Home Security and all of its existing subsidiaries and is guaranteed by all of Brinks Home Security's existing domestic subsidiaries. Ascent Capital has not guaranteed any of Brinks Home Security's obligations under the Credit Facility. In order to reduce the financial risk related to changes in interest rates associated with the floating rate term loan under the Credit Facility term loan, Brinks Home Security has entered into interest rate swap agreements with terms similar to the Credit Facility term loan (all outstanding interest rate swap agreements are collectively referred to as the "Swaps"). The Swaps have been designated as effective hedges of the Company's variable rate debt and qualify for hedge accounting. As a result of these interest rate swaps, Brinks Home Security's effective weighted average interest rate (excluding the impacts of non-cash amortization of deferred debt costs and discounts) on the borrowings under the Credit Facility term loan was 8.08% as of December 31, 2018 . See note 11, Derivatives , for further disclosures related to these derivative instruments. The terms of the Convertible Notes, the Senior Notes and the Credit Facility provide for certain financial and nonfinancial covenants. Excluding consideration of the Going Concern Default, as of December 31, 2018 , the Company was in compliance with all required covenants under these financing arrangements. See note 2, Going Concern , for further disclosures related to the Going Concern Default. As of December 31, 2018 , principal payments scheduled to be made on the Company's debt obligations, assuming certain accelerated maturities due to potential events of default and subsequent transactions, are as follows (amounts in thousands): 2019 $ 1,901,225 2020 — 2021 — 2022 — 2023 — Thereafter — Total principal payments 1,901,225 Less: Unamortized discounts, premium and deferred debt costs, net 6,050 Total debt on consolidated balance sheet $ 1,895,175 |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Brinks Home Security utilizes Swaps to reduce the interest rate risk inherent in Brinks Home Security's variable rate Credit Facility term loan. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatility. The Company incorporates credit valuation adjustments to appropriately reflect the respective counterparty's nonperformance risk in the fair value measurements. See note 12, Fair Value Measurements , for additional information about the credit valuation adjustments. At December 31, 2018 , derivative financial instruments included two Swaps with an aggregate fair value of $10,552,000 that constituted an asset of the Company and two Swaps with an aggregate fair value of $6,039,000 that constituted a liability to the Company. At December 31, 2017 , derivative financial instruments included two Swaps with a fair value of $7,058,000 that constituted an asset of the Company and six Swaps with an aggregate fair value of $13,817,000 that constituted a liability to the Company. Depending on the maturity date of the Swap and the balance sheet date, Swap asset values are included in Prepaid and other current assets or non-current Other assets, net and Swap liability values are included in current Other accrued liabilities or non-current Derivative financial instruments on the consolidated balance sheets. As of December 31, 2018 and 2017 , no amounts were offset for certain derivatives' fair value that were recognized under a master netting agreement with the same counterparty. The objective of the Swap derivative instruments was to reduce the risk associated with Brinks Home Security's term loan variable interest rates. In effect, the Swap derivative instruments convert variable interest rates into fixed interest rates on the Company's term loan borrowings. All of the Swaps were designated and qualified as cash flow hedging instruments, with the effective portion of the Swaps' change in fair value recorded in Accumulated other comprehensive income (loss). However, in December of 2018, given the potential for changes in Brinks Home Security's future expected interest payments that these Swaps hedged, all of the Swaps no longer qualified as a cash flow hedge and were dedesignated as such. Before the dedesignation, changes in the fair value of the Swaps were recognized in Accumulated other comprehensive income (loss) and were reclassified to Interest expense when the hedged interest payments on the underlying debt were recognized. After the dedesignation, changes in the fair value of the Swaps are recognized in Unrealized loss on derivative financial instruments on the consolidated statements of operations and comprehensive income (loss). For the year ended December 31, 2018 , the Company recorded an Unrealized loss on derivative financial instruments of $3,151,000 . Amounts recognized in Accumulated other comprehensive income (loss) as of the dedesignation date will be amortized to Interest expense on the consolidated statements of operations and comprehensive income (loss) over the remaining contractual term of the Swaps. Amounts in Accumulated other comprehensive income (loss) expected to be recognized in Interest expense in the coming 12 months total approximately $1,890,000 . As of December 31, 2018 , the Swaps' outstanding notional balances, effective dates, maturity dates and interest rates paid and received are noted below: Notional Effective Date Maturity Date Fixed Rate Paid Variable Rate Received $ 189,506,107 March 23, 2018 April 9, 2022 3.110% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor 247,500,000 March 23, 2018 April 9, 2022 3.110% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor 49,500,000 March 23, 2018 April 9, 2022 2.504% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor 373,230,000 March 23, 2018 September 30, 2022 1.833% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor The impact of the derivatives designated as cash flow hedges on the consolidated financial statements is depicted below (amounts in thousands): Year Ended December 31, 2018 2017 2016 Effective portion of gain (loss) recognized in Accumulated other comprehensive income (loss) $ 12,882 (3,842 ) (2,673 ) Effective portion of loss reclassified from Accumulated other comprehensive income (loss) into Net loss (a) $ (1,496 ) (5,424 ) (7,262 ) Ineffective portion of amount of gain recognized into Net loss on interest rate swaps (a) $ — 88 423 (a) Amounts are included in Interest expense in the consolidated statements of operations and comprehensive income (loss). Upon the adoption of ASU 2017-12 on January 1, 2018, ineffectiveness is no longer measured or recognized. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements According to the FASB ASC Topic 820, Fair Value Measurements , fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants and requires that assets and liabilities carried at fair value are classified and disclosed in the following three categories: • Level 1 - Quoted prices for identical instruments in active markets. • Level 2 - Quoted prices for similar instruments in active or inactive markets and valuations derived from models where all significant inputs are observable in active markets. • Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable in any market. The following summarizes the fair value level of assets and liabilities that are measured on a recurring basis at December 31, 2018 and 2017 (amounts in thousands): Level 1 Level 2 Level 3 Total December 31, 2018 Interest rate swap agreements - assets (a) $ — 10,552 — 10,552 Interest rate swap agreements - liabilities (a) — (6,039 ) — (6,039 ) Total $ — 4,513 — 4,513 December 31, 2017 Investments in marketable securities (b) $ 105,958 — — 105,958 Interest rate swap agreement - asset (a) — 7,058 — 7,058 Interest rate swap agreements - liabilities (a) — (13,817 ) — (13,817 ) Total $ 105,958 (6,759 ) — 99,199 (a) Depending on the maturity date of the Swap and the balance sheet date, Swap asset values are included in Prepaid and other current assets or non-current Other assets, net and Swap liability values are included in current Other accrued liabilities or non-current Derivative financial instruments on the consolidated balance sheets. (b) Level 1 investments primarily consist of diversified corporate bond funds. The Company has determined that the significant inputs used to value the Swaps fall within Level 2 of the fair value hierarchy. As a result, the Company has determined that its derivative valuations are classified in Level 2 of the fair value hierarchy. There were no transfers between Level 2 and Level 3 during the years ended December 31, 2018 , 2017 and 2016 . Carrying values and fair values of financial instruments that are not carried at fair value are as follows (amounts in thousands): December 31, 2018 December 31, 2017 Long term debt, including current portion: Carrying value $ 1,895,175 1,789,044 Fair value (a) 1,273,502 1,709,342 (a) The fair value is based on market quotations from third party financial institutions and is classified as Level 2 in the hierarchy. Ascent Capital’s other financial instruments, including cash and cash equivalents, accounts receivable and accounts payable are carried at cost, which approximates their fair value because of their short-term maturity. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Components of Loss from continuing operations before taxes by jurisdiction are as follows (amounts in thousands): Year Ended December 31, 2018 2017 2016 Domestic $ (709,655 ) (122,842 ) (84,202 ) Foreign — 14,783 209 Loss from continuing operations before taxes $ (709,655 ) (108,059 ) (83,993 ) The Company's Income tax expense (benefit) from continuing operations is as follows (amounts in thousands): Year Ended December 31, 2018 2017 2016 Current: Federal $ — (426 ) — State 2,483 2,669 3,008 Foreign — 1,823 42 2,483 4,066 3,050 Deferred: Federal (12,892 ) (4,593 ) 4,000 State (1,202 ) 501 206 Foreign — (382 ) (5 ) (14,094 ) (4,474 ) 4,201 Total Income tax expense (benefit) from continuing operations $ (11,611 ) (408 ) 7,251 On December 22, 2017, new tax reform legislation that significantly reforms the Internal Revenue Code of 1986, as amended, was enacted (the "2017 Tax Act"). The 2017 Tax Act includes numerous changes to existing tax law, including a permanent reduction in the federal corporate income tax rate from 35% to 21%. The rate reduction is effective for the Company as of January 1, 2018. Total Income tax expense (benefit) from continuing operations differs from the amounts computed by applying the U.S. federal income tax rate of 21% for 2018 and 35% for 2017 and 2016 as a result of the following (amounts in thousands): Year Ended December 31, 2018 2017 2016 Computed expected tax benefit $ (149,028 ) (37,821 ) $ (29,398 ) Change in valuation allowance affecting income tax expense 54,605 31,811 30,859 US tax effect of foreign earnings and dividends — 5,110 44 Other foreign tax rate differentials — 1,434 31 Goodwill impairment not resulting in tax impact 78,869 — — Other expense (income) not resulting in tax impact 2,932 2,013 (381 ) Tax amortization of indefinite-lived assets — 4,001 4,000 2017 Federal tax reform enactment — (9,020 ) — State and local income taxes, net of federal income taxes 1,011 2,059 2,091 Other, net — 5 5 Total Income tax expense (benefit) from continuing operations $ (11,611 ) (408 ) 7,251 Components of deferred tax assets and liabilities as of December 31, 2018 and 2017 are as follows (amounts in thousands): As of December 31, 2018 2017 Accounts receivable reserves $ 1,212 1,357 Accrued liabilities 3,725 10,751 Net operating loss carryforwards 195,688 172,138 Derivative financial instruments 1,780 1,705 Other deferred tax assets 5,088 6,929 Valuation allowance (150,612 ) (104,006 ) Total deferred tax assets 56,881 88,874 Intangible assets (52,476 ) (95,007 ) Convertible notes (1,326 ) (3,067 ) Property, plant and equipment (2,076 ) (2,006 ) Other deferred tax liabilities (220 ) (2,105 ) Total deferred tax liabilities (56,098 ) (102,185 ) Net deferred tax assets / (liabilities) $ 783 (13,311 ) For the year ended December 31, 2018 , the valuation allowance increased by $46,606,000 . The change in the valuation allowance is primarily attributable to the impact of the full impairment of Brinks Home Security's goodwill in 2018, which contributed to the $54,605,000 increase in valuation allowance related to current year computed federal income tax benefit. This increase was offset by a decrease of $5,980,000 related to an anticipated 481(a) adjustment for a change in accounting method upon the adoption of Topic 606 for the 2018 federal tax return and other changes in deferred tax assets. As of December 31, 2018 , the Company has $770,854,000 and $262,846,000 in NOLs for federal and state tax purposes, respectively. The federal net operating losses recognized through December 31, 2017 of $761,452,000 expire at various times from 2024 through 2037. The state net operating loss carryforwards will expire through 2037. Approximately $129,521,000 of the Company’s net operating losses are subject to Internal Revenue Code Section 382 limitations. The Company has $426,000 of alternative minimum tax ("AMT") credits which will be refunded upon filing the 2018 through 2021 federal tax returns. The Company also has $783,000 of state credits that will expire through 2026. As of December 31, 2018 , the 2015 to 2018 tax years remain open to examination by the IRS and the 2014 to 2018 tax years remain open to examination by certain state tax authorities. The Company’s foreign tax returns subsequent to 2014 are open for review by the foreign taxing authorities. A reconciliation of the beginning and ending amount of uncertain tax positions, which is recorded in other long term liabilities, is as follows (amounts in thousands): Year Ended December 31, 2018 2017 2016 As of the beginning of the year $ 4,985 3,956 2,907 Increases for tax positions of current years 627 1,033 1,049 Reductions for tax positions of prior years (6 ) (4 ) — As of the end of the year $ 5,606 4,985 3,956 When the tax law requires interest to be paid on an underpayment of income taxes, the Company recognizes interest expense from the first period the interest would begin accruing according to the relevant tax law. Any accrual of interest and penalties related to underpayment of income taxes on uncertain tax positions is included in Income tax expense from continuing operations in the accompanying consolidated statements of operations. As of December 31, 2018 , accrued interest and penalties related to uncertain tax positions were approximately $143,000 . The Company does no t expect a significant change in uncertain tax positions in the next twelve months. |
Stock-based and Long-Term Compe
Stock-based and Long-Term Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based and Long-Term Compensation | Stock-based and Long-Term Compensation Ascent Capital Group, Inc. 2015 Omnibus Incentive Plan The Ascent Capital Group, Inc. 2015 Omnibus Incentive Plan (the "2015 incentive plan") was adopted, effective February 25, 2015, in part, due to the diminishing number of shares of the Company’s common stock with respect to which awards could be granted under the 2008 plans (as defined below). The 2015 incentive plan was amended and restated effective May 24, 2017 to increase the number of shares authorized for issuance under the 2015 incentive plan by 300,000 shares, extend the expiration date until May 24, 2027 and require the underlying award to vest prior to the payment of dividends or dividend equivalents. The 2015 incentive plan is designed to provide additional compensation to certain employees, nonemployee directors and independent contractors for services rendered, to encourage their investment in our capital stock, to attract persons of exceptional ability to become officers, nonemployee directors, and employees of the Company and/or its subsidiaries. The number of individuals who receive awards under the 2015 incentive plan will vary from year to year and is not predictable. Awards may be granted as non-qualified stock options, stock appreciation rights, restricted shares, restricted stock units, cash awards, performance awards or any combination of the foregoing (collectively, "awards"). The maximum number of shares of Ascent Capital’s common stock with respect to which awards may be granted under the 2015 incentive plan, as amended and restated, was determined based on the number of shares that remained available under the 2008 plans, resulting in an aggregate of 899,862 shares (plus any shares of our common stock subject to currently outstanding awards that become available again under the 2008 Plans) available under the 2015 incentive plan, subject to anti-dilution and other adjustment provisions of the 2015 incentive plan. The base or exercise price of a stock option or stock appreciation right may not be less than fair market value on the day it is granted. Ascent Capital Group, Inc. 2008 Incentive Plan and Ascent Capital Group, Inc. 2008 Non-Employee Director Incentive Plan The Ascent Capital Group, Inc. 2008 Incentive Plan (the "2008 incentive plan") and the Ascent Capital Group, Inc. 2008 Non-Employee Director Incentive Plan (together with the 2008 incentive plan, the "2008 plans") were adopted by the board of directors of the Company on September 15, 2008. The 2008 plans were designed to provide additional compensation to certain employees and independent contractors for services rendered, to attract persons of exceptional ability to become officers and employees, to compensate the non-employee board of director members for services rendered and to encourage investment in Ascent Capital's capital stock. Upon the adoption of the 2015 incentive plan by the Board of Directors of the Company, the board of directors determined to cease making any further grants under the 2008 plans. The 2008 plans permitted awards of non-qualified stock options, stock appreciation rights, restricted shares, stock units, cash awards, performance awards or any combination of the foregoing. The 2008 plans provided that base or exercise price of a stock option or stock appreciation right may not be less than fair market value on the day it was granted. Stock Options The Company makes awards of non-qualified stock options for Ascent Capital Series A Common Stock to the Company's executives and certain employees. The exercise price is typically granted as the closing share price for Ascent Capital Series A Common Stock as of the grant date. The awards generally have a life of five to seven years and vest over two to four years. The grant-date fair value of the Ascent Capital stock options granted to the Company’s employees was calculated using the Black-Scholes model. There were no options granted in 2018 , 2017 and 2016 . The following table presents the number and weighted average exercise price ("WAEP") of outstanding options to purchase Ascent Capital Series A Common Stock: Series A Common Stock Options WAEP Outstanding at January 1, 2018 1,043,532 $ 39.89 Granted — $ — Exercised — $ — Forfeited (13,605 ) $ 54.51 Expired (572,712 ) $ 26.69 Outstanding at December 31, 2018 457,215 $ 56.00 Exercisable at December 31, 2018 457,215 $ 56.00 There was no intrinsic value for both outstanding stock option awards and exercisable stock option awards at December 31, 2018 . The weighted average remaining contractual life of both outstanding and exercisable awards at December 31, 2018 was 0.8 years. As of December 31, 2018 , there was no compensation cost related to unvested stock option awards to be recognized in the consolidated statements of operations over the next twelve months. Restricted Stock Awards and Restricted Stock Units The Company makes awards of restricted stock for its common stock to the Company’s executives and certain employees. Substantially all of these awards have been for its Series A Common Stock. The fair values for the restricted stock awards and restricted stock units are the closing price of Ascent Capital Series A Common Stock on the applicable dates of grants. Upon the grant of a restricted stock award, the recipient receives a stock certificate for the number of restricted shares granted. The stock cannot be transferred or sold until the vesting criteria have been met. Upon the grant of a restricted stock unit award, the recipient receives the right to receive a number of shares at vesting and, as such, shares of stock are not issued until the vesting criteria have been met. The awards generally vest over two to five years. The following table presents the number and weighted average fair value ("WAFV") of unvested restricted stock awards: Series A Restricted Stock Awards WAFV Outstanding at January 1, 2018 105,160 $ 22.57 Granted 23,947 $ 3.68 Vested (68,651 ) $ 26.77 Canceled (11,283 ) $ 12.74 Outstanding at December 31, 2018 49,173 $ 9.75 There were no outstanding Series B restricted stock awards as of December 31, 2018 . The following table presents the number and WAFV of unvested restricted stock units: Series A WAFV Outstanding at January 1, 2018 272,040 $ 22.21 Granted 616,305 $ 3.68 Vested (111,642 ) $ 22.98 Canceled (72,463 ) $ 13.80 Outstanding at December 31, 2018 704,240 $ 6.74 As of December 31, 2018 , the total compensation cost related to unvested restricted stock and stock unit awards was approximately $1,948,000 . Such amount will be recognized in the consolidated statements of operations over a period of approximately 2.3 years. Cash Incentive Plan In 2017 and 2018, Brinks Home Security made awards to certain employees under its 2017 Cash Incentive Plan (the “2017 Plan”). The 2017 Plan provides the terms and conditions for the grant of, and payment with respect to, phantom units granted to certain officers and other key personnel of Brinks Home Security. The value of a single phantom unit (“phantom unit value”) is tied to the value of Ascent Capital Series A Common Stock. The 2017 Plan is administered by a committee (the "committee") whose members are designated by the Compensation Committee of our Board of Directors. Grants are determined by the committee, with the first grant occurring on January 1, 2017 and a second grant occurring on January 1, 2018. There were 307,697 phantom units granted as of December 31, 2018 . The phantom units vest annually over a three year period beginning on the grant date and are payable in cash at each vesting date. Brinks Home Security records a liability and a charge to expense based on the phantom unit value and percent vested at each reporting period. As of December 31, 2018 , $39,000 was accrued for the estimated vested value of the phantom awards. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity Preferred Stock The Company’s preferred stock is issuable, from time to time, with such designations, preferences and relative participating, optional or other rights, qualifications, limitations or restrictions thereof, as shall be stated and expressed in a resolution or resolutions providing for the issue of such preferred stock adopted by Ascent Capital’s Board of Directors. As of December 31, 2018 , no shares of preferred stock were issued. Common Stock Holders of Ascent Capital Series A Common Stock are entitled to one vote for each share held, and holders of Ascent Capital Series B Common Stock are entitled to 10 votes for each share held. Holders of Ascent Capital Series C Common Stock are not entitled to any voting powers, except as required by Delaware law. As of December 31, 2018 , 12,080,683 shares of Series A Common Stock were issued and outstanding and 381,528 shares of Series B Common Stock were issued and outstanding. Each share of the Series B Common Stock is convertible, at the option of the holder, into one share of Series A Common Stock. As of December 31, 2018 , no shares of Ascent Capital Series C Common Stock were issued or outstanding. On June 16, 2011, the Company announced that it received authorization to implement a share repurchase program, pursuant to which it could purchase up to $25,000,000 of its shares of Series A Common Stock from time to time. On November 14, 2013, November 10, 2014 and September 4, 2015, the Company’s Board of Directors authorized, at each date, the repurchase of an incremental $25,000,000 of its Series A Common Stock (the "Share Repurchase Authorizations"). There were no stock repurchases pursuant to the Share Repurchase Authorizations during 2018 and 2017 . During 2016 , the Company purchased 389,179 shares of its Series A Common Stock at an average purchase price of $18.35 per share for a total of approximately $7,140,000 pursuant to the Share Repurchase Authorizations. The following table presents the activity in Ascent Capital’s Series A and Series B Common Stock for the three-year period ended December 31, 2018 : Series A Common Stock Series B Common Stock Balance at December 31, 2015 12,301,248 382,359 Conversion from Series B to Series A shares 500 (500 ) Issuance of restricted stock 91,859 — Restricted stock canceled for forfeitures and tax withholding (35,276 ) — Repurchases and retirements of Series A shares (389,179 ) — Balance at December 31, 2016 11,969,152 381,859 Conversion from Series B to Series A shares 331 (331 ) Issuance of stock awards 106,142 — Restricted stock canceled for forfeitures and tax withholding (75,995 ) — Balance at December 31, 2017 11,999,630 381,528 Issuance of stock awards 135,589 — Restricted stock canceled for forfeitures and tax withholding (54,536 ) — Balance at December 31, 2018 12,080,683 381,528 As of December 31, 2018 , there were 1,161,455 shares of Ascent Capital Series A Common Stock reserved for issuance under exercise privileges of outstanding stock options and unvested restricted stock and performance unit awards. Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments (a) Unrealized Holding Gains and Losses, net (b) Unrealized Gains and Losses on Derivative Instruments, net (c) Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2015 $ (508 ) (884 ) (13,546 ) (14,938 ) Gain (loss) through Accumulated other comprehensive loss (1,032 ) 2,991 (2,673 ) (714 ) Reclassifications of loss (gains) into net income — (1,035 ) 7,262 6,227 Balance at December 31, 2016 $ (1,540 ) 1,072 (8,957 ) (9,425 ) Gain (loss) through Accumulated other comprehensive loss 782 2,609 (3,842 ) (451 ) Reclassifications of loss (gains) into net income — 219 5,424 5,643 Balance at December 31, 2017 $ (758 ) 3,900 (7,375 ) (4,233 ) Impact of adoption of ASU 2017-12 — — 605 605 Adjusted balance at January 1, 2018 $ (758 ) 3,900 (6,770 ) (3,628 ) Gain (loss) through Accumulated other comprehensive loss — (1,625 ) 12,882 11,257 Reclassifications of loss (gains) into net income 758 (2,275 ) 1,496 (21 ) Balance at December 31, 2018 $ — — 7,608 7,608 (a) No income taxes were recorded on foreign currency translation amounts for 2018 , 2017 and 2016 because the Company is subject to a full valuation allowance. (b) No income taxes were recorded on the December 31, 2018 , 2017 and 2016 unrealized holding gains because the Company is subject to a full valuation allowance. Amounts reclassified into Net loss are included in Other income, net on the consolidated statement of operations. See note 6, Investments in Marketable Securities , for further information. (c) No income taxes were recorded on the unrealized gain / (loss) on derivative instrument amounts for 2018 , 2017 and 2016 because the Company is subject to a full valuation allowance. Amounts reclassified into Net loss are included in Interest expense on the consolidated statement of operations. See note 11, Derivatives , for further information. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company offers a 401(k) defined contribution plan covering its full-time employees. The plan is funded by employee and employer contributions. Total 401(k) plan expense for the years ended December 31, 2018 , 2017 and 2016 was $178,000 , $183,000 and $111,000 , respectively. |
Commitments, Contingencies and
Commitments, Contingencies and Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Other Liabilities | Commitments, Contingencies and Other Liabilities Contractual Obligations Future minimum lease payments under scheduled operating leases, which are primarily for buildings and equipment, having initial or remaining noncancelable terms in excess of one year are as follows (in thousands): Year Ended December 31: 2019 $ 4,739 2020 4,263 2021 3,093 2022 3,068 2023 3,087 Thereafter 20,329 Minimum lease commitments $ 38,579 Rent expense for noncancelable operating leases for real property and equipment was $4,128,000 , $3,899,000 and $3,862,000 for the years ended December 31, 2018 , 2017 and 2016 , respectively. Various lease arrangements contain options to extend terms and are subject to escalation clauses. Legal Brinks Home Security was named as a defendant in multiple putative class actions consolidated in U.S. District Court (Northern District of West Virginia) on behalf of purported class(es) or persons who claim to have received telemarketing calls in violation of various state and federal laws. The actions were brought by plaintiffs seeking monetary damages on behalf of all plaintiffs who received telemarketing calls made by a Brinks Home Security Authorized Dealer, or any Authorized Dealer's lead generator or sub-dealer. In the second quarter of 2017, Brinks Home Security and the plaintiffs agreed to settle this litigation for $28,000,000 ("the Settlement Amount"). In the third quarter of 2017, Brinks Home Security paid $5,000,000 of the Settlement Amount pursuant to the settlement agreement with the plaintiffs. In the third quarter of 2018, Brinks Home Security paid the remaining $23,000,000 of the Settlement Amount. Brinks Home Security recovered a portion of the Settlement Amount under its insurance policies held with multiple carriers. In the fourth quarter of 2018, Brinks Home Security settled its claims against two such carriers in which those carriers agreed to pay Brinks Home Security an aggregate of $12,500,000 . In addition to the above, the Company is also involved in litigation and similar claims incidental to the conduct of its business, including from time to time, contractual disputes, claims related to alleged security system failures and claims related to alleged violations of the U.S. Telephone Consumer Protection Act. Matters that are probable of unfavorable outcome to the Company and which can be reasonably estimated are accrued. Such accruals are based on information known about the matters, management's estimate of the outcomes of such matters and experience in contesting, litigating and settling similar matters. In management's opinion, none of the pending actions are likely to have a material adverse impact on the Company's financial position or results of operations. The Company accrues and expenses legal fees related to loss contingency matters as incurred. Other Legal Proceedings On August 27, 2018, certain holders of Ascent Capital’s Convertible Notes caused an action to be filed in the Court of Chancery of the State of Delaware, captioned KLS Diversified Master Fund L.P. et. al. v. Ascent Capital Group, Inc. et al. , C.A. No. 2018-0636 (as amended on September 5, 2018, October 1, 2018 and October 22, 2018, the “Noteholder Action”) against Ascent Capital and each of its directors and executive officers. On February 11, 2019, Ascent Capital and its directors and executive officers, on the one hand, and the holders of Convertible Notes that were plaintiffs in the Noteholder Action (together with certain of each of such holders’ respective affiliates, the “Noteholder Parties”) collectively holding $75,674,000 in aggregate principal amount of Convertible Notes, representing 78% of the aggregate principal amount of the Convertible Notes then outstanding, on the other hand, entered into a Settlement and Note Repurchase Agreement and Release (the “Settlement Agreement”), which, among other things as described herein, (i) provided for the settlement of the Noteholder Action and the mutual release of claims related thereto (the “Settlement”) and (ii) in connection with the Settlement, provided for the delivery by the Noteholder Parties of their respective written consents (the “Consents”) with respect to all Convertible Notes held by such Noteholder Parties to certain amendments described below (the “Amendments”) to the Indenture and for the private repurchase (the “Note Repurchase”) by the Company of all Convertible Notes held by such Noteholder Parties. On February 14, 2019, the transactions contemplated in the Settlement Agreement (including the obtaining of the Consents and the Note Repurchase) were consummated and following the receipt of the Consents, the Company and the Trustee entered into the Second Supplemental Indenture, dated as of February 14, 2019 (the “Second Supplemental Indenture”), to the Indenture and the Amendments became effective. The Amendments effected by the Second Supplemental Indenture modified the Indenture to (i) remove references to subsidiary, subsidiaries and/or significant subsidiary, as applicable, of Ascent Capital from certain events of default provisions contained in Section 6.01 of the Indenture and (ii) allow conversion of Ascent Capital into a non-corporate legal form. Following the consummation of the transactions contemplated in the Settlement Agreement, on February 15, 2019, a Stipulation of Dismissal with respect to the Noteholder Action was filed in the Court of Chancery of the State of Delaware, pursuant to which the Noteholder Action was dismissed with prejudice. The Settlement Agreement states that, in connection with the Settlement, Ascent paid to the Noteholder Parties an aggregate amount of $70,666,176.28 in cash, consisting of (i) an aggregate of $6,104,720.92 for professional fees and expenses incurred on the Noteholder Parties’ behalf, (ii) an aggregate of $2,000,000.00 in consideration for the Noteholder Parties’ Consents, (iii) an aggregate of $10,808,555.36 in consideration for and in full and final satisfaction of the settled claims as set forth in the Settlement Agreement and (iv) an aggregate of $51,752,900.00 on account of the Note Repurchase. |
Quarterly Financial Information
Quarterly Financial Information (Unaudited - see accompanying accountants' report) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited - see accompanying accountants' report) | Quarterly Financial Information (Unaudited - see accompanying accountants' report) 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter (Amounts in thousands, except per share amounts) 2018: Net revenue $ 133,753 135,013 137,156 134,436 Operating income (loss) $ 6,614 (203,583 ) 8,341 (317,235 ) Net loss $ (30,838 ) (244,367 ) (40,095 ) (382,744 ) Basic and diluted net loss per common share $ (2.51 ) (19.82 ) (3.24 ) (30.87 ) 2017: Net revenue $ 141,200 140,498 138,211 133,546 Operating income (loss) $ 19,718 (1,485 ) 10,571 12,706 Net loss $ (18,853 ) (43,526 ) (29,160 ) (16,020 ) Basic and diluted net loss per common share $ (1.55 ) (3.58 ) (2.39 ) (1.30 ) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On February 11, 2019, the Company and its directors and executive officers, entered into the Settlement Agreement described in note 17, Commitments, Contingencies and Other Liabilities . As part of the Settlement Agreement, the Company executed a second supplemental indenture of the Convertible Notes, dated as of February 14, 2019, pursuant to which amendments to the Convertible Notes were effected to modify the Indenture to (i) remove references to subsidiary, subsidiaries and/or significant subsidiary, as applicable, of the Company from certain events of default provisions contained in Section 6.01 of the Indenture and (ii) allow for the conversion of the Company into a non-corporate legal form. On February 14, 2019, the transactions contemplated in the Settlement Agreement were consummated and $75,674,000 in aggregate principal amount of Convertible Notes were repurchased and settled. On February 19, 2019, the Company commenced a cash tender offer to purchase any and all of its outstanding Convertible Notes (the “Offer”). On March 22, 2019, the Company entered into transaction support agreements with holders of approximately $18,554,000 in aggregate principal amount of the Convertible Notes, pursuant to which the Company agreed to increase the purchase price for the Convertible Notes in the Offer to $950 per $1,000 principal amount of Convertible Notes, with no accrued and unpaid interest to be payable (as so amended, the “Amended Offer”) and such holders agreed to tender, or cause to be tendered, into the Amended Offer all Convertible Notes held by such holders. The Amended Offer expired at 5:00 pm Eastern time on March 29, 2019 and was settled on April 1, 2019. A total of $20,841,000 in aggregate principal amount of Convertible Notes were accepted for payment pursuant to the Amended Offer. Following the consummation of the transactions contemplated by the Settlement Agreement and the consummation of the Amended Offer, $260,000 in aggregate principal amount of Convertible Notes remain outstanding. The information in these consolidated financial statements shall not constitute an offer to purchase nor a solicitation of an offer to sell the Convertible Notes or any other securities of the Company, nor shall there be any offer, solicitation or sale of such securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Consolidation Principles | Consolidation Principles The consolidated financial statements include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control. All intercompany accounts and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers investments with original purchased maturities of three months or less when acquired to be cash equivalents. |
Trade Receivables | Trade Receivables Trade receivables consist primarily of amounts due from subscribers for recurring monthly monitoring services over a wide geographical base. Brinks Home Security performs extensive credit evaluations on the portfolios of subscriber accounts prior to acquisition and requires no collateral on the accounts that are acquired. Brinks Home Security has established an allowance for doubtful accounts for estimated losses resulting from the inability of subscribers to make required payments. Factors such as historical-loss experience, recoveries and economic conditions are considered in determining the sufficiency of the allowance to cover potential losses. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of trade accounts receivable. Brinks Home Security performs extensive credit evaluations on the portfolios of subscriber accounts prior to acquisition and requires no collateral on the subscriber accounts that are acquired. Concentrations of credit risk with respect to trade accounts receivable are generally limited due to the large number of subscribers comprising Brinks Home Security's customer base. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair values of cash equivalents, current accounts receivable and current accounts payable approximate the carrying amounts because of their short-term nature. The Company's debt instruments are recorded at amortized cost on the consolidated balance sheet. |
Investments | Investments All investments in marketable securities held by the Company in the prior year were classified as available-for-sale ("AFS") and were carried at fair value generally based on quoted market prices. The Company recorded unrealized changes in the fair value of AFS securities in Accumulated other comprehensive loss on the consolidated balance sheets. When these investments were sold, the gain or loss realized on the sale was recorded in Other income, net in the consolidated statements of operations and comprehensive income (loss). |
Inventories | Inventories Inventories consist of security system components and parts and are stated at the lower of cost (using the weighted average costing method) or net realizable value. |
Property and Equipment | Property and Equipment Property and equipment are carried at cost and depreciated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of their estimated useful lives or the term of the underlying lease. Estimated useful lives by class of asset are as follows: Leasehold improvements 15 years or lease term, if shorter Computer systems and software 3 - 5 years Furniture and fixtures 5 - 7 years Management reviews the realizability of its property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In evaluating the value and future benefits of long-term assets, their carrying value is compared to management’s best estimate of undiscounted future cash flows over the remaining economic life. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying value of the assets exceeds the estimated fair value of the assets. If necessary, the Company would use both the income approach and market approach to estimate fair value. |
Subscriber Accounts | Subscriber Accounts Subscriber accounts primarily relate to the cost of acquiring monitoring service contracts from independent dealers. The subscriber accounts acquired in Brinks Home Security's business acquisitions were recorded at fair value under the acquisition method of accounting. All other acquired subscriber accounts are recorded at cost. All direct and incremental costs, including bonus incentives related to account activation in the Direct to Consumer Channel, associated with the creation of subscriber accounts, are capitalized. Upon adoption of Topic 606, all costs on new subscriber contracts obtained in connection with a subscriber move ("Moves Costs") are expensed, whereas prior to adoption, certain Moves Costs were capitalized on the balance sheet. The costs of subscriber accounts acquired in Brinks Home Security's business acquisitions, as well as certain accounts acquired in bulk purchases, are amortized using the 14 -year 235% declining balance method. The costs of all other subscriber accounts are amortized using the 15 -year 220% declining balance method, beginning in the month following the date of acquisition. The amortization methods were selected to provide an approximate matching of the amortization of the subscriber accounts intangible asset to estimated future subscriber revenues based on the projected lives of individual subscriber contracts. Amortization of subscriber accounts was $204,130,000 , $226,697,000 and $236,673,000 for the fiscal years ended December 31, 2018 , 2017 and 2016 , respectively. Based on subscriber accounts held at December 31, 2018 , estimated amortization of subscriber accounts in the succeeding five fiscal years ending December 31 is as follows (amounts in thousands): 2019 $ 185,338 2020 $ 161,949 2021 $ 143,426 2022 $ 130,246 2023 $ 121,634 The Company has processes and controls in place, including the review of key performance indicators, to assist management in identifying events or circumstances that indicate the Subscriber Accounts Asset may not be recoverable. If an indicator that the asset may not be recoverable exists, management tests the Subscriber Accounts Asset for impairment. For purposes of recognition and measurement of an impairment loss, the Company views subscriber accounts as a single pool, for each of the Dealer Channel and the Direct to Consumer Channel, because of the assets' homogeneous characteristics, and the pool of subscriber accounts is the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. If such assets are considered to be impaired, the impairment loss to be recognized is measured as the amount by which the carrying value of the assets exceeds the estimated fair value, as determined using the income approach. |
Dealer Networks and Other Intangible Assets | Dealer Network and Other Intangible Assets Dealer network was an intangible asset that related to the dealer relationships that were acquired as part of the Security Networks Acquisition. Other intangible assets consisted of non-compete agreements signed by the seller of Security Networks and certain key Security Networks executives. These intangible assets were amortized on a straight-line basis over their estimated useful lives of 5 years . |
Goodwill | Goodwill The Company accounts for its goodwill pursuant to the provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 350, Intangibles-Goodwill and Other ("FASB ASC Topic 350"). In accordance with FASB ASC Topic 350, goodwill is not amortized, but rather tested for impairment at least annually, or earlier if an event occurs, or circumstances change, that indicate the fair value of a reporting unit may be below its carrying amount. The Company assesses the recoverability of the carrying value of goodwill during the fourth quarter of its fiscal year, based on October 31 financial information, or whenever events or changes in circumstances indicate that the carrying amount of the goodwill of a reporting unit may not be fully recoverable. In early June 2018, the reportable segments known as MONI and LiveWatch were combined and presented as Brinks Home Security. As a result of the change in reportable segments, goodwill assigned to these former reporting units was reallocated and combined under the Brinks Home Security reporting unit. Recoverability is measured at the reporting unit level based on the provisions of FASB ASC Topic 350. To the extent necessary, recoverability of goodwill at a reporting unit level is measured using a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 measurement under FASB ASC Topic 820, Fair Value Measurements and Disclosures. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value. |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs are recorded as a reduction to long-term debt when the related debt is issued or when revolving credit lines increase the borrowing capacity of the Company. Deferred financing costs are amortized over the term of the related debt using the effective interest method. |
Holdback Liability | Holdback Liability The Company typically withholds payment of a designated percentage of the acquisition cost when it acquires subscriber accounts from dealers. The withheld funds are recorded as a liability until the guarantee period provided by the dealer has expired. The holdback is used as a reserve to cover any terminated subscriber accounts that are not replaced by the dealer during the guarantee period. At the end of the guarantee period, the dealer is responsible for any deficit or is paid the balance of the holdback. |
Derivatives Financial Instruments | Derivative Financial Instruments The Company uses derivative financial instruments to manage exposure to movement in interest rates. The use of these financial instruments modifies the exposure of these risks with the intention of reducing the risk or cost. The Company does not use derivatives for speculative or trading purposes. The Company recognizes the fair value of all derivative instruments as either assets or liabilities at fair value on the consolidated balance sheets. Fair value is based on market quotes for similar instruments with the same duration. For derivative instruments that qualify for hedge accounting under the provisions of FASB ASC Topic 815, Derivatives and Hedging , unrealized gains and losses on the derivative instruments are reported in Accumulated other comprehensive income (loss), to the extent the hedges are effective, until the underlying transactions are recognized in earnings. Derivative instruments that do not qualify for hedge accounting are marked to market at the end of each accounting period with the change in fair value recorded in earnings. |
Foreign Currency Translation | Foreign Currency Translation The functional currencies of the Company's foreign subsidiaries are their respective local currencies. Assets and liabilities of foreign operations were translated into U.S. dollars using exchange rates on the balance sheet date, and revenue and expenses were translated into U.S. dollars using average exchange rates for the period. The effects of the foreign currency translation adjustments were deferred and were included in stockholders' equity as a component of Accumulated other comprehensive loss. The Company dissolved all of its foreign subsidiaries in 2018. The cumulative foreign currency translation adjustment recorded in Accumulated other comprehensive loss was reclassified through Other expense (income), net on the consolidated statements of operations and comprehensive income (loss). |
Revenue Recognition | Revenue Recognition Revenue is generated from security alarm monitoring and related services provided by Brinks Home Security. Brinks Home Security offers its subscribers professional alarm monitoring services, as well as interactive and home automation services, through equipment at the subscriber's site that communicates with Brinks Home Security’s alarm monitoring station and interfaces with other equipment at the site and third party technology companies for interactive and home automation services. These services are typically provided under alarm monitoring agreements (“AMAs”) between Brinks Home Security and the subscriber. The equipment at the site is either obtained independently from Brinks Home Security’s network of third party Authorized Dealers or directly from Brinks Home Security via its Direct to Consumer Channel. Brinks Home Security also offers equipment sales and installation services and, to its existing subscribers, maintenance services on existing alarm equipment. Additionally, Brinks Home Security collects fees for contract monitoring, which are services provided to other security alarm companies for monitoring their accounts on a wholesale basis and other fees from subscribers for late fee or insufficient fund charges. Revenue under subscriber AMAs is allocated to alarm monitoring revenue and, if applicable, product and installation revenue based on the stand alone selling prices (“SSP”) of each performance obligation as a percentage of the total SSP of all performance obligations. Allocated alarm monitoring revenue is recognized as the monthly service is provided. Allocated product and installation revenue is recognized when the product sale is complete or shipped and the installation service is provided, typically at inception of the AMA. Product and installation revenue is not applicable to AMA's acquired from Authorized Dealers in their initial term. Any cash not received from the subscriber at the time of product sale and installation is recognized as a contract asset at inception of the AMA and is subsequently amortized over the subscriber contract term as a reduction of the amounts billed for professional alarm monitoring, interactive and home automation services. If a subscriber cancels the AMA within the negotiated term, any existing contract asset is determined to be impaired and is immediately expensed in full to Selling, general and administrative expense on the condensed consolidated statement of operations. Maintenance services are billed and recognized as revenue when the services are completed in the home and agreed to by the subscriber under the subscriber AMA. Contract monitoring fees are recognized as alarm monitoring revenue as the monitoring service is provided. Other fees are recognized as other revenue when billed to the subscriber which coincides with the timing of when the services are provided. |
Income Taxes | Income Taxes The Company accounts for income taxes under FASB ASC Topic 740, Income Taxes ("FASB ASC Topic 740"), which prescribes an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company's consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than proposed changes in the tax law or rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred tax assets and liabilities. FASB ASC Topic 740 specifies the accounting for uncertainty in income taxes recognized in a company's consolidated financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In instances where the Company has taken or expects to take a tax position in its tax return and the Company believes it is more likely than not that such tax position will be upheld by the relevant taxing authority, the Company records the benefits of such tax position in its consolidated financial statements. |
Share-Based Compensation | Share-Based Compensation The Company accounts for share-based awards pursuant to FASB ASC Topic 718, Compensation-Stock Compensation ("FASB ASC Topic 718"), which requires companies to measure the cost of employee services received in exchange for an award of equity instruments (such as stock options and restricted stock) based on the grant-date fair value of the award, and to recognize that cost over the period during which the employee is required to provide service (usually the vesting period of the award). Forfeitures of awards are recognized as they occur. The grant-date fair value of the Ascent Capital stock options granted to the Company’s employees was calculated using the Black-Scholes model. The expected term of the awards was calculated using the simplified method included in FASB ASC Topic 718. The volatility used in the calculation is based on the historical volatility of Ascent Capital and peer companies while the risk-free rate is based on Treasury Bonds with a term similar to that of the subject options. |
Basic and Diluted Earnings (Loss) Per Common Share - Series A and Series B | Basic and Diluted Earnings (Loss) Per Common Share — Series A and Series B Basic earnings (loss) per common share ("EPS") is computed by dividing net income (loss) by the weighted average number of Series A and Series B common shares outstanding for the period. Diluted EPS is computed by dividing net income (loss) by the sum of the weighted average number of Series A and Series B common shares outstanding and the effect of dilutive securities, including the Company’s outstanding stock options, unvested restricted stock and warrant transactions using the treasury stock method and convertible securities using the if-converted method. |
Estimates | Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, assumptions and judgments that affect the reported amounts of revenue and expenses for each reporting period. The significant estimates made in preparation of the Company's consolidated financial statements primarily relate to valuation of subscriber accounts, deferred tax assets and goodwill. These estimates are based on management's best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts them when facts and circumstances change. As the effects of future events cannot be determined with any certainty, actual results could differ from the estimates upon which the carrying values were based. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (the "FASB") issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 requires the lessee to recognize assets and liabilities for leases with lease terms of more than twelve months. For leases with a term of twelve months or less, the Company is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. ASU 2016-02 requires a lessee of a finance lease to recognize interest expense and amortization expense of the associated asset. A lessee of an operating lease recognizes lease expense on a straight line basis over the lease term. ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018. ASU 2018-10, Codification Improvements to Topic 842, Leases , clarifies certain aspects of ASU 2016-12 and the two updates will be adopted concurrently. ASU 2016-02 requires leases to be recognized and measured at the beginning of the earliest period presented using a modified retrospective approach upon adoption. However, ASU 2018-11, Leases (Topic 842): Targeted Improvements provides an alternative transition method by which leases are recognized at the date of adoption and a cumulative-effect adjustment to the opening balance of retained earnings is recognized in the period of adoption. The Company plans to adopt using this alternative and is currently evaluating the impact that these standards will have on its financial position, results of operations and cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Activity in Allowance for Doubtful Accounts | A summary of activity in the allowance for doubtful accounts is as follows (amounts in thousands): Balance Beginning of Year Charged to Expense Write-Offs and Other Balance End of Year 2018 $ 4,162 12,300 (12,703 ) 3,759 2017 $ 3,043 11,014 (9,895 ) 4,162 2016 $ 2,762 10,785 (10,504 ) 3,043 |
Schedule of Useful Lives Property and Equipment | Estimated useful lives by class of asset are as follows: Leasehold improvements 15 years or lease term, if shorter Computer systems and software 3 - 5 years Furniture and fixtures 5 - 7 years Property and equipment consist of the following (amounts in thousands): As of December 31, 2018 2017 Property and equipment, net: Leasehold improvements $ 776 $ 1,597 Computer systems and software 73,426 66,128 Furniture and fixtures 3,174 3,013 77,376 70,738 Accumulated depreciation (40,827 ) (37,915 ) $ 36,549 $ 32,823 |
Schedule of Estimated Amortization Subscriber Accounts | Based on subscriber accounts held at December 31, 2018 , estimated amortization of subscriber accounts in the succeeding five fiscal years ending December 31 is as follows (amounts in thousands): 2019 $ 185,338 2020 $ 161,949 2021 $ 143,426 2022 $ 130,246 2023 $ 121,634 |
Schedule of Weighted Average Number of Shares | Year Ended December 31, 2018 2017 2016 Weighted average Series A and Series B shares 12,346,804 12,195,530 12,256,895 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue Disaggregated by Source | Revenue is disaggregated by source of revenue as follows (in thousands): Year Ended December 31, 2018 2017 2016 Alarm monitoring revenue $ 498,236 537,399 552,590 Product and installation revenue 38,455 12,308 13,264 Other revenue 3,667 3,748 4,518 Total Net revenue $ 540,358 553,455 570,372 |
Schedule of Receivables, Contract Assets and Contract Liabilities | The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in thousands): December 31, 2018 At adoption Trade receivables, net $ 13,121 12,645 Contract assets, net - current portion (a) 13,452 14,197 Contract assets, net - long-term portion (b) 16,154 10,377 Deferred revenue 13,060 12,892 (a) Amount is included in Prepaid and other current assets in the consolidated balance sheets. (b) Amount is included in Other assets in the consolidated balance sheets. |
Schedule of Financial Statement Impact | The following tables summarize the impacts of adopting Topic 606 on the Company’s consolidated financial statements as of and for the year ended December 31, 2018 (in thousands): i. Consolidated balance sheets Impact of changes in accounting policies As reported December 31, 2018 Adjustments Balances without adoption of Topic 606 Assets Current assets: Cash and cash equivalents $ 105,921 — 105,921 Restricted cash 189 — 189 Trade receivables, net of allowance for doubtful accounts 13,121 — 13,121 Prepaid and other current assets 32,202 (13,452 ) 18,750 Total current assets 151,433 (13,452 ) 137,981 Property and equipment, net of accumulated depreciation 36,549 — 36,549 Subscriber accounts and deferred contract acquisition costs, net of accumulated amortization 1,195,463 45,970 1,241,433 Deferred income tax asset, net 783 — 783 Other assets, net 29,316 (16,154 ) 13,162 Total assets $ 1,413,544 16,364 1,429,908 Liabilities and Stockholders’ (Deficit) Equity Current liabilities: Accounts payable $ 12,668 — 12,668 Other accrued liabilities 36,006 — 36,006 Deferred revenue 13,060 1,347 14,407 Holdback liability 11,513 — 11,513 Current portion of long-term debt 1,895,175 — 1,895,175 Total current liabilities 1,968,422 1,347 1,969,769 Non-current liabilities: Long-term debt — — — Long-term holdback liability 1,770 — 1,770 Derivative financial instruments 6,039 — 6,039 Other liabilities 2,742 — 2,742 Total liabilities 1,978,973 1,347 1,980,320 Commitments and contingencies Stockholders’ (deficit) equity: Preferred stock — — — Series A common stock 121 — 121 Series B common stock 4 — 4 Series C common stock — — — Additional paid-in capital 1,425,325 — 1,425,325 Accumulated deficit (1,998,487 ) 15,017 (1,983,470 ) Accumulated other comprehensive income, net 7,608 — 7,608 Total stockholders’ (deficit) equity (565,429 ) 15,017 (550,412 ) Total liabilities and stockholders’ (deficit) equity $ 1,413,544 16,364 1,429,908 ii. Consolidated statements of operations and comprehensive income (loss) Impact of changes in accounting policies As reported year ended December 31, 2018 Adjustments Balances without adoption of Topic 606 Net revenue $ 540,358 (8,149 ) 532,209 Operating expenses: Cost of services 128,939 (6,263 ) 122,676 Selling, general and administrative, including stock-based and long-term incentive compensation 130,637 (1,670 ) 128,967 Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets 211,639 7,487 219,126 Depreciation 11,457 — 11,457 Loss on goodwill impairment 563,549 — 563,549 1,046,221 (446 ) 1,045,775 Operating loss (505,863 ) (7,703 ) (513,566 ) Other expense (income), net: Interest income (2,439 ) — (2,439 ) Interest expense 191,202 — 191,202 Unrealized loss on derivative financial instruments 3,151 — 3,151 Refinancing expense 13,356 — 13,356 Other expense (income), net (1,478 ) — (1,478 ) 203,792 — 203,792 Loss before income taxes (709,655 ) (7,703 ) (717,358 ) Income tax expense (11,611 ) — (11,611 ) Net loss (698,044 ) (7,703 ) (705,747 ) Other comprehensive income (loss): Foreign currency translation adjustments 758 — 758 Unrealized holding loss on marketable securities, net (3,900 ) — (3,900 ) Unrealized gain on derivative contracts, net 14,378 — 14,378 Total other comprehensive income, net of tax 11,236 — 11,236 Comprehensive loss $ (686,808 ) (7,703 ) (694,511 ) iii. Consolidated statements of cash flows Impact of changes in accounting policies As reported year ended December 31, 2018 Adjustments Balances without adoption of Topic 606 Cash flows from operating activities: Net loss $ (698,044 ) (7,703 ) (705,747 ) Adjustments to reconcile net loss to net cash provided by operating activities: Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets 211,639 7,487 219,126 Depreciation 11,457 — 11,457 Stock-based and long-term incentive compensation 1,451 — 1,451 Deferred income tax expense (14,094 ) — (14,094 ) Non-cash legal settlement reserve (related insurance recovery) (2,750 ) — (2,750 ) Amortization of debt discount and deferred debt costs 41,430 — 41,430 Refinancing expense 13,356 — 13,356 Unrealized loss on derivative financial instruments 3,151 — 3,151 Bad debt expense 12,300 — 12,300 Goodwill impairment 563,549 — 563,549 Other non-cash activity, net (2,199 ) — (2,199 ) Changes in assets and liabilities: Trade receivables (12,776 ) — (12,776 ) Prepaid expenses and other assets (14,576 ) 6,379 (8,197 ) Subscriber accounts - deferred contract acquisition costs (5,418 ) 89 (5,329 ) Payables and other liabilities (15,545 ) (581 ) (16,126 ) Net cash provided by operating activities 92,931 5,671 98,602 Cash flows from investing activities: Capital expenditures (14,903 ) — (14,903 ) Cost of subscriber accounts acquired (140,450 ) (5,671 ) (146,121 ) Purchases of marketable securities (39,022 ) — (39,022 ) Proceeds from sale of marketable securities 143,316 — 143,316 Net cash used in investing activities (51,059 ) (5,671 ) (56,730 ) Cash flows from financing activities: Proceeds from long-term debt 248,800 — 248,800 Payments on long-term debt (184,100 ) — (184,100 ) Payments of financing costs (10,739 ) — (10,739 ) Value of shares withheld for share-based compensation (188 ) — (188 ) Net cash provided by financing activities 53,773 — 53,773 Net increase in cash, cash equivalents and restricted cash 95,645 — 95,645 Cash, cash equivalents and restricted cash at beginning of period 10,465 — 10,465 Cash, cash equivalents and restricted cash at end of period $ 106,110 — 106,110 |
Investments in Marketable Sec_2
Investments in Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of activity of investments classified as available-for-sale securities | he following table presents a summary of amounts recorded on the consolidated balance sheets (amounts in thousands): As of December 31, 2018 Cost Basis Unrealized Gains Unrealized Losses Total Equity securities $ — — — — Mutual funds — — — — Ending balance $ — — — — As of December 31, 2017 Cost Basis Unrealized Gains Unrealized Losses Total Equity securities $ 3,432 2,039 — 5,471 Mutual funds (a) 98,628 1,859 — 100,487 Ending balance $ 102,060 3,898 — 105,958 (a) Primarily consists |
Schedule realized and unrealized investment gains and losses | The following table provides the realized and unrealized investment gains and losses recognized in the consolidated statements of operations (amounts in thousands): Year end December 31, 2018 2017 2016 Net gains and (losses) recognized during the period on marketable securities $ 2,234 2,828 1,956 Less: Net gains and (losses) recognized during the period on marketable securities sold during the period $ 2,234 1 869 Unrealized gains and (losses) recognized during the reporting period on marketable securities still held at the reporting date $ — 2,827 1,087 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Estimated useful lives by class of asset are as follows: Leasehold improvements 15 years or lease term, if shorter Computer systems and software 3 - 5 years Furniture and fixtures 5 - 7 years Property and equipment consist of the following (amounts in thousands): As of December 31, 2018 2017 Property and equipment, net: Leasehold improvements $ 776 $ 1,597 Computer systems and software 73,426 66,128 Furniture and fixtures 3,174 3,013 77,376 70,738 Accumulated depreciation (40,827 ) (37,915 ) $ 36,549 $ 32,823 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table provides the activity and balances of goodwill by reporting unit (amounts in thousands): MONI LiveWatch Brinks Home Security Total Balance at December 31, 2016 $ 527,502 $ 36,047 $ — $ 563,549 Period activity — — — — Balance at December 31, 2017 $ 527,502 $ 36,047 $ — $ 563,549 Goodwill impairment (214,400 ) — — (214,400 ) Reporting unit reallocation (313,102 ) (36,047 ) 349,149 — Goodwill impairment — — (349,149 ) (349,149 ) Balance at December 31, 2018 $ — $ — $ — $ — |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Other Accrued Liabilities | Other accrued liabilities consisted of the following (amounts in thousands): December 31, 2018 December 31, 2017 Accrued payroll and related liabilities $ 4,957 $ 3,953 Interest payable 15,537 15,927 Income taxes payable 2,742 2,950 Legal settlement reserve (a) — 23,000 Other 12,770 10,452 Total Other accrued liabilities $ 36,006 $ 56,282 (a) See note 17, Commitments, Contingencies and Other Liabilities , for further information. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following (amounts in thousands): December 31, 2018 December 31, 2017 Ascent Capital 4.00% Convertible Senior Notes due July 15, 2020 with an effective rate of 9.1% $ 90,725 $ 82,614 Brinks Home Security 9.125% Senior Notes due April 1, 2020 with an effective rate of 9.5% 585,000 580,159 Brinks Home Security term loan, matures September 30, 2022, LIBOR plus 5.50%, subject to a LIBOR floor of 1.00%, with an effective rate of 8.3% 1,075,250 1,059,598 Brinks Home Security $295 million revolving credit facility, matures September 30, 2021, LIBOR plus 4.00%, subject to a LIBOR floor of 1.00%, with an effective rate of 4.8% 144,200 66,673 1,895,175 1,789,044 Less current portion of long-term debt (1,895,175 ) (11,000 ) Long-term debt $ — $ 1,778,044 |
Schedule of Convertible Notes Presented on the Consolidated Balance Sheet | The Convertible Notes are presented on the consolidated balance sheet as follows (amounts in thousands): As of As of Principal $ 96,775 $ 96,775 Unamortized discount (5,666 ) (13,263 ) Deferred debt costs (384 ) (898 ) Carrying value $ 90,725 $ 82,614 |
Schedule of Maturities of Long-Term Debt Including Short-Term Borrowings | As of December 31, 2018 , principal payments scheduled to be made on the Company's debt obligations, assuming certain accelerated maturities due to potential events of default and subsequent transactions, are as follows (amounts in thousands): 2019 $ 1,901,225 2020 — 2021 — 2022 — 2023 — Thereafter — Total principal payments 1,901,225 Less: Unamortized discounts, premium and deferred debt costs, net 6,050 Total debt on consolidated balance sheet $ 1,895,175 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Swaps' Outstanding Notional Balance and Terms | As of December 31, 2018 , the Swaps' outstanding notional balances, effective dates, maturity dates and interest rates paid and received are noted below: Notional Effective Date Maturity Date Fixed Rate Paid Variable Rate Received $ 189,506,107 March 23, 2018 April 9, 2022 3.110% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor 247,500,000 March 23, 2018 April 9, 2022 3.110% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor 49,500,000 March 23, 2018 April 9, 2022 2.504% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor 373,230,000 March 23, 2018 September 30, 2022 1.833% 3 mo. USD-LIBOR-BBA, subject to a 1.00% floor |
Schedule of Impact of the Derivatives Designated as Cash Flow Hedges on the Financial Statements | The impact of the derivatives designated as cash flow hedges on the consolidated financial statements is depicted below (amounts in thousands): Year Ended December 31, 2018 2017 2016 Effective portion of gain (loss) recognized in Accumulated other comprehensive income (loss) $ 12,882 (3,842 ) (2,673 ) Effective portion of loss reclassified from Accumulated other comprehensive income (loss) into Net loss (a) $ (1,496 ) (5,424 ) (7,262 ) Ineffective portion of amount of gain recognized into Net loss on interest rate swaps (a) $ — 88 423 (a) Amounts are included in Interest expense in the consolidated statements of operations and comprehensive income (loss). Upon the adoption of ASU 2017-12 on January 1, 2018, ineffectiveness is no longer measured or recognized. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets and Liabilities, Measured on Recurring Basis | The following summarizes the fair value level of assets and liabilities that are measured on a recurring basis at December 31, 2018 and 2017 (amounts in thousands): Level 1 Level 2 Level 3 Total December 31, 2018 Interest rate swap agreements - assets (a) $ — 10,552 — 10,552 Interest rate swap agreements - liabilities (a) — (6,039 ) — (6,039 ) Total $ — 4,513 — 4,513 December 31, 2017 Investments in marketable securities (b) $ 105,958 — — 105,958 Interest rate swap agreement - asset (a) — 7,058 — 7,058 Interest rate swap agreements - liabilities (a) — (13,817 ) — (13,817 ) Total $ 105,958 (6,759 ) — 99,199 (a) Depending on the maturity date of the Swap and the balance sheet date, Swap asset values are included in Prepaid and other current assets or non-current Other assets, net and Swap liability values are included in current Other accrued liabilities or non-current Derivative financial instruments on the consolidated balance sheets. (b) Level 1 investments primarily consist of diversified corporate bond funds. |
Schedule of Carrying and Fair Values of Financial Instruments Not Carried at Fair Value | Carrying values and fair values of financial instruments that are not carried at fair value are as follows (amounts in thousands): December 31, 2018 December 31, 2017 Long term debt, including current portion: Carrying value $ 1,895,175 1,789,044 Fair value (a) 1,273,502 1,709,342 (a) The fair value is based on market quotations from third party financial institutions and is classified as Level 2 in the hierarchy. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Loss before Income Tax, Domestic and Foreign | Components of Loss from continuing operations before taxes by jurisdiction are as follows (amounts in thousands): Year Ended December 31, 2018 2017 2016 Domestic $ (709,655 ) (122,842 ) (84,202 ) Foreign — 14,783 209 Loss from continuing operations before taxes $ (709,655 ) (108,059 ) (83,993 ) |
Schedule of Components of Income Tax Expense (Benefit) | The Company's Income tax expense (benefit) from continuing operations is as follows (amounts in thousands): Year Ended December 31, 2018 2017 2016 Current: Federal $ — (426 ) — State 2,483 2,669 3,008 Foreign — 1,823 42 2,483 4,066 3,050 Deferred: Federal (12,892 ) (4,593 ) 4,000 State (1,202 ) 501 206 Foreign — (382 ) (5 ) (14,094 ) (4,474 ) 4,201 Total Income tax expense (benefit) from continuing operations $ (11,611 ) (408 ) 7,251 |
Schedule of Effective Income Tax Rate Reconciliation | Total Income tax expense (benefit) from continuing operations differs from the amounts computed by applying the U.S. federal income tax rate of 21% for 2018 and 35% for 2017 and 2016 as a result of the following (amounts in thousands): Year Ended December 31, 2018 2017 2016 Computed expected tax benefit $ (149,028 ) (37,821 ) $ (29,398 ) Change in valuation allowance affecting income tax expense 54,605 31,811 30,859 US tax effect of foreign earnings and dividends — 5,110 44 Other foreign tax rate differentials — 1,434 31 Goodwill impairment not resulting in tax impact 78,869 — — Other expense (income) not resulting in tax impact 2,932 2,013 (381 ) Tax amortization of indefinite-lived assets — 4,001 4,000 2017 Federal tax reform enactment — (9,020 ) — State and local income taxes, net of federal income taxes 1,011 2,059 2,091 Other, net — 5 5 Total Income tax expense (benefit) from continuing operations $ (11,611 ) (408 ) 7,251 |
Schedule of Deferred Tax Assets and Liabilities | Components of deferred tax assets and liabilities as of December 31, 2018 and 2017 are as follows (amounts in thousands): As of December 31, 2018 2017 Accounts receivable reserves $ 1,212 1,357 Accrued liabilities 3,725 10,751 Net operating loss carryforwards 195,688 172,138 Derivative financial instruments 1,780 1,705 Other deferred tax assets 5,088 6,929 Valuation allowance (150,612 ) (104,006 ) Total deferred tax assets 56,881 88,874 Intangible assets (52,476 ) (95,007 ) Convertible notes (1,326 ) (3,067 ) Property, plant and equipment (2,076 ) (2,006 ) Other deferred tax liabilities (220 ) (2,105 ) Total deferred tax liabilities (56,098 ) (102,185 ) Net deferred tax assets / (liabilities) $ 783 (13,311 ) |
Schedule of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of uncertain tax positions, which is recorded in other long term liabilities, is as follows (amounts in thousands): Year Ended December 31, 2018 2017 2016 As of the beginning of the year $ 4,985 3,956 2,907 Increases for tax positions of current years 627 1,033 1,049 Reductions for tax positions of prior years (6 ) (4 ) — As of the end of the year $ 5,606 4,985 3,956 |
Stock-based and Long-Term Com_2
Stock-based and Long-Term Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule Stock Option Activity | The following table presents the number and weighted average exercise price ("WAEP") of outstanding options to purchase Ascent Capital Series A Common Stock: Series A Common Stock Options WAEP Outstanding at January 1, 2018 1,043,532 $ 39.89 Granted — $ — Exercised — $ — Forfeited (13,605 ) $ 54.51 Expired (572,712 ) $ 26.69 Outstanding at December 31, 2018 457,215 $ 56.00 Exercisable at December 31, 2018 457,215 $ 56.00 |
Schedule of Unvested Restricted Stock Awards | The following table presents the number and weighted average fair value ("WAFV") of unvested restricted stock awards: Series A Restricted Stock Awards WAFV Outstanding at January 1, 2018 105,160 $ 22.57 Granted 23,947 $ 3.68 Vested (68,651 ) $ 26.77 Canceled (11,283 ) $ 12.74 Outstanding at December 31, 2018 49,173 $ 9.75 |
Schedule of Unvested Restricted Stock Units | The following table presents the number and WAFV of unvested restricted stock units: Series A WAFV Outstanding at January 1, 2018 272,040 $ 22.21 Granted 616,305 $ 3.68 Vested (111,642 ) $ 22.98 Canceled (72,463 ) $ 13.80 Outstanding at December 31, 2018 704,240 $ 6.74 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Activity in the Series A and Series B Common Stock | The following table presents the activity in Ascent Capital’s Series A and Series B Common Stock for the three-year period ended December 31, 2018 : Series A Common Stock Series B Common Stock Balance at December 31, 2015 12,301,248 382,359 Conversion from Series B to Series A shares 500 (500 ) Issuance of restricted stock 91,859 — Restricted stock canceled for forfeitures and tax withholding (35,276 ) — Repurchases and retirements of Series A shares (389,179 ) — Balance at December 31, 2016 11,969,152 381,859 Conversion from Series B to Series A shares 331 (331 ) Issuance of stock awards 106,142 — Restricted stock canceled for forfeitures and tax withholding (75,995 ) — Balance at December 31, 2017 11,999,630 381,528 Issuance of stock awards 135,589 — Restricted stock canceled for forfeitures and tax withholding (54,536 ) — Balance at December 31, 2018 12,080,683 381,528 |
Summary of the Changes in Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments (a) Unrealized Holding Gains and Losses, net (b) Unrealized Gains and Losses on Derivative Instruments, net (c) Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2015 $ (508 ) (884 ) (13,546 ) (14,938 ) Gain (loss) through Accumulated other comprehensive loss (1,032 ) 2,991 (2,673 ) (714 ) Reclassifications of loss (gains) into net income — (1,035 ) 7,262 6,227 Balance at December 31, 2016 $ (1,540 ) 1,072 (8,957 ) (9,425 ) Gain (loss) through Accumulated other comprehensive loss 782 2,609 (3,842 ) (451 ) Reclassifications of loss (gains) into net income — 219 5,424 5,643 Balance at December 31, 2017 $ (758 ) 3,900 (7,375 ) (4,233 ) Impact of adoption of ASU 2017-12 — — 605 605 Adjusted balance at January 1, 2018 $ (758 ) 3,900 (6,770 ) (3,628 ) Gain (loss) through Accumulated other comprehensive loss — (1,625 ) 12,882 11,257 Reclassifications of loss (gains) into net income 758 (2,275 ) 1,496 (21 ) Balance at December 31, 2018 $ — — 7,608 7,608 (a) No income taxes were recorded on foreign currency translation amounts for 2018 , 2017 and 2016 because the Company is subject to a full valuation allowance. (b) No income taxes were recorded on the December 31, 2018 , 2017 and 2016 unrealized holding gains because the Company is subject to a full valuation allowance. Amounts reclassified into Net loss are included in Other income, net on the consolidated statement of operations. See note 6, Investments in Marketable Securities , for further information. (c) No income taxes were recorded on the unrealized gain / (loss) on derivative instrument amounts for 2018 , 2017 and 2016 because the Company is subject to a full valuation allowance. Amounts reclassified into Net loss are included in Interest expense on the consolidated statement of operations. See note 11, Derivatives , for further information. |
Commitments, Contingencies an_2
Commitments, Contingencies and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments Under Operating Leases | Future minimum lease payments under scheduled operating leases, which are primarily for buildings and equipment, having initial or remaining noncancelable terms in excess of one year are as follows (in thousands): Year Ended December 31: 2019 $ 4,739 2020 4,263 2021 3,093 2022 3,068 2023 3,087 Thereafter 20,329 Minimum lease commitments $ 38,579 |
Quarterly Financial Informati_2
Quarterly Financial Information (Unaudited - see accompanying accountants' report) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter (Amounts in thousands, except per share amounts) 2018: Net revenue $ 133,753 135,013 137,156 134,436 Operating income (loss) $ 6,614 (203,583 ) 8,341 (317,235 ) Net loss $ (30,838 ) (244,367 ) (40,095 ) (382,744 ) Basic and diluted net loss per common share $ (2.51 ) (19.82 ) (3.24 ) (30.87 ) 2017: Net revenue $ 141,200 140,498 138,211 133,546 Operating income (loss) $ 19,718 (1,485 ) 10,571 12,706 Net loss $ (18,853 ) (43,526 ) (29,160 ) (16,020 ) Basic and diluted net loss per common share $ (1.55 ) (3.58 ) (2.39 ) (1.30 ) |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2018segment | Mar. 31, 2018segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 01, 2018USD ($) | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Number of reportable segments | segment | 1 | 2 | ||||
Total assets | $ 1,413,544 | $ 2,054,985 | ||||
Net (loss) gain from continuing operations, before income taxes | $ (709,655) | (108,059) | $ (83,993) | |||
Convertible Debt | Convertible Senior Notes 4% Due 2020 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Stated interest rate on debt | 4.00% | |||||
Redemption price percentage | 100.00% | |||||
Impact of adoption of ASU 2017-12 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Impact of adoption of ASU | $ 605 | |||||
Accumulated Other Comprehensive Income (Loss) | Impact of adoption of ASU 2017-12 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Impact of adoption of ASU | 605 | |||||
Accumulated Deficit | Impact of adoption of ASU 2017-12 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Impact of adoption of ASU | (605) | |||||
New Accounting Pronouncement, Early Adoption, Effect | Accumulated Deficit | Impact of adoption of ASU 2017-12 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Impact of adoption of ASU | (605) | |||||
Adjustments for New Accounting Principle, Early Adoption | Accumulated Other Comprehensive Income (Loss) | Impact of adoption of ASU 2017-12 | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Impact of adoption of ASU | $ 605 | |||||
Ascent Capital | ||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Total assets | $ 107,815 | 113,698 | ||||
Net (loss) gain from continuing operations, before income taxes | $ (16,311) | $ 5,131 | $ (14,835) |
Going Concern - Narrative (Deta
Going Concern - Narrative (Details) - Brinks Home Security - USD ($) | Dec. 31, 2018 | Dec. 31, 2018 | Sep. 30, 2016 |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit | $ 144,200,000 | $ 144,200,000 | |
Springing maturity period | 181 days | ||
Senior Notes | Senior Notes 9.125 Percent Due 2020 | |||
Debt Instrument [Line Items] | |||
Principal | 585,000,000 | $ 585,000,000 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Springing maturity period | 181 days | ||
Term Loan | Term Loan Due September 2022 | |||
Debt Instrument [Line Items] | |||
Principal | 1,075,250,000 | $ 1,075,250,000 | $ 1,100,000,000 |
Revolving Credit Facility | Revolving Credit Facility Waiver Agreement | |||
Debt Instrument [Line Items] | |||
Borrowing capacity | $ 195,000,000 | $ 195,000,000 | |
Alternate Base | Revolving Credit Facility | Revolving Credit Facility Waiver Agreement | |||
Debt Instrument [Line Items] | |||
Spread on variable rate index | 3.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Trade receivables, allowance for doubtful accounts | $ 3,759 | $ 4,162 | |
Inventory | 4,868 | 3,495 | |
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | $ 211,639 | $ 236,788 | $ 246,753 |
Excluded stock options and unvested restricted stock units (in shares) | 401,083 | 259,915 | |
Employee Stock Option | |||
Finite-Lived Intangible Assets [Line Items] | |||
Dividend rate | 0.00% | ||
Subscriber accounts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquired finite-lived intangible assets, useful life | 15 years | ||
Amortization rate using declining balance method | 220.00% | ||
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | $ 204,130 | $ 226,697 | 236,673 |
Dealer Networks and Other Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | $ 6,994 | $ 9,830 | $ 9,830 |
Finite-lived intangible asset, useful life | 5 years | ||
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 10 years | ||
Brinks Home Security | Subscriber accounts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquired finite-lived intangible assets, useful life | 14 years | ||
Amortization rate using declining balance method | 235.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Roll Forward of Receivable Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance Beginning of Year | $ 4,162 | $ 3,043 | $ 2,762 |
Charged to Expense | 12,300 | 11,014 | 10,785 |
Write-Offs and Other | (12,703) | (9,895) | (10,504) |
Balance End of Year | $ 3,759 | $ 4,162 | $ 3,043 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Computer systems and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Computer systems and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Expected Subscriber Fees (Details) - Subscriber accounts $ in Thousands | Dec. 31, 2018USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2019 | $ 185,338 |
2020 | 161,949 |
2021 | 143,426 |
2022 | 130,246 |
2023 | $ 121,634 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Weighted Average Shares (Details) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | |||
Weighted average Series A and Series B shares (in shares) | 12,346,804 | 12,195,530 | 12,256,895 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregated Revenue by Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Net revenue | $ 134,436 | $ 137,156 | $ 135,013 | $ 133,753 | $ 133,546 | $ 138,211 | $ 140,498 | $ 141,200 | $ 540,358 | $ 553,455 | $ 570,372 |
Alarm monitoring revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net revenue | 498,236 | 537,399 | 552,590 | ||||||||
Product and installation revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net revenue | 38,455 | 12,308 | 13,264 | ||||||||
Other revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net revenue | $ 3,667 | $ 3,748 | $ 4,518 |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | |||
Trade receivables, net | $ 13,121 | $ 12,645 | $ 12,645 |
Contract assets, net - current portion | 13,452 | 14,197 | |
Contract assets, net - long-term portion | 16,154 | 10,377 | |
Deferred revenue | $ 13,060 | $ 12,892 | $ 13,871 |
Revenue Recognition - Impact on
Revenue Recognition - Impact on Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | |||||
Cash and cash equivalents | $ 105,921 | $ 10,465 | |||
Restricted cash | 189 | 0 | |||
Trade receivables, net of allowance for doubtful accounts | 13,121 | $ 12,645 | 12,645 | ||
Prepaid and other current assets | 32,202 | 11,175 | |||
Total current assets | 151,433 | 140,243 | |||
Property and equipment, net of accumulated depreciation | 36,549 | 32,823 | |||
Subscriber accounts and deferred contract acquisition costs, net of accumulated amortization | 1,195,463 | 1,302,028 | |||
Deferred income tax asset, net | 783 | 0 | |||
Goodwill | 0 | 563,549 | $ 563,549 | ||
Other assets, net | 29,316 | 9,348 | |||
Total assets | 1,413,544 | 2,054,985 | |||
Current liabilities: | |||||
Accounts payable | 12,668 | 11,092 | |||
Other accrued liabilities | 36,006 | 56,282 | |||
Deferred revenue | 13,060 | $ 12,892 | 13,871 | ||
Holdback liability | 11,513 | 9,309 | |||
Current portion of long-term debt | 1,895,175 | 11,000 | |||
Total current liabilities | 1,968,422 | 101,554 | |||
Non-current liabilities: | |||||
Long-term debt | 0 | 1,778,044 | |||
Long-term holdback liability | 1,770 | 2,658 | |||
Derivative financial instruments | 6,039 | 13,491 | |||
Other liabilities | 2,742 | 3,255 | |||
Total liabilities | 1,978,973 | 1,912,313 | |||
Commitments and contingencies | |||||
Stockholders’ (deficit) equity: | |||||
Preferred stock | 0 | 0 | |||
Additional paid-in capital | 1,425,325 | 1,423,899 | |||
Accumulated deficit | (1,998,487) | (1,277,118) | |||
Accumulated other comprehensive income, net | 7,608 | (4,233) | |||
Total stockholders' (deficit) equity | (565,429) | 142,672 | $ 238,645 | $ 324,769 | |
Total liabilities and stockholders' (deficit) equity | 1,413,544 | 2,054,985 | |||
Adjustments | Impact of adoption of Topic 606 | |||||
Current assets: | |||||
Cash and cash equivalents | 0 | ||||
Restricted cash | 0 | ||||
Trade receivables, net of allowance for doubtful accounts | 0 | ||||
Prepaid and other current assets | (13,452) | ||||
Total current assets | (13,452) | ||||
Property and equipment, net of accumulated depreciation | 0 | ||||
Subscriber accounts and deferred contract acquisition costs, net of accumulated amortization | 45,970 | ||||
Deferred income tax asset, net | 0 | ||||
Other assets, net | (16,154) | ||||
Total assets | 16,364 | ||||
Current liabilities: | |||||
Accounts payable | 0 | ||||
Other accrued liabilities | 0 | ||||
Deferred revenue | 1,347 | ||||
Holdback liability | 0 | ||||
Current portion of long-term debt | 0 | ||||
Total current liabilities | 1,347 | ||||
Non-current liabilities: | |||||
Long-term debt | 0 | ||||
Long-term holdback liability | 0 | ||||
Derivative financial instruments | 0 | ||||
Other liabilities | 0 | ||||
Total liabilities | 1,347 | ||||
Commitments and contingencies | |||||
Stockholders’ (deficit) equity: | |||||
Preferred stock | 0 | ||||
Additional paid-in capital | 0 | ||||
Accumulated deficit | 15,017 | ||||
Accumulated other comprehensive income, net | 0 | ||||
Total stockholders' (deficit) equity | 15,017 | ||||
Total liabilities and stockholders' (deficit) equity | 16,364 | ||||
Balances without adoption of Topic 606 | |||||
Current assets: | |||||
Cash and cash equivalents | 105,921 | ||||
Restricted cash | 189 | ||||
Trade receivables, net of allowance for doubtful accounts | 13,121 | ||||
Prepaid and other current assets | 18,750 | ||||
Total current assets | 137,981 | ||||
Property and equipment, net of accumulated depreciation | 36,549 | ||||
Subscriber accounts and deferred contract acquisition costs, net of accumulated amortization | 1,241,433 | ||||
Deferred income tax asset, net | 783 | ||||
Other assets, net | 13,162 | ||||
Total assets | 1,429,908 | ||||
Current liabilities: | |||||
Accounts payable | 12,668 | ||||
Other accrued liabilities | 36,006 | ||||
Deferred revenue | 14,407 | ||||
Holdback liability | 11,513 | ||||
Current portion of long-term debt | 1,895,175 | ||||
Total current liabilities | 1,969,769 | ||||
Non-current liabilities: | |||||
Long-term debt | 0 | ||||
Long-term holdback liability | 1,770 | ||||
Derivative financial instruments | 6,039 | ||||
Other liabilities | 2,742 | ||||
Total liabilities | 1,980,320 | ||||
Commitments and contingencies | |||||
Stockholders’ (deficit) equity: | |||||
Preferred stock | 0 | ||||
Additional paid-in capital | 1,425,325 | ||||
Accumulated deficit | (1,983,470) | ||||
Accumulated other comprehensive income, net | 7,608 | ||||
Total stockholders' (deficit) equity | (550,412) | ||||
Total liabilities and stockholders' (deficit) equity | 1,429,908 | ||||
Series A Common Stock | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 121 | 120 | |||
Series A Common Stock | Adjustments | Impact of adoption of Topic 606 | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 0 | ||||
Series A Common Stock | Balances without adoption of Topic 606 | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 121 | ||||
Series B Common Stock | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 4 | 4 | |||
Series B Common Stock | Adjustments | Impact of adoption of Topic 606 | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 0 | ||||
Series B Common Stock | Balances without adoption of Topic 606 | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 4 | ||||
Series C Common Stock | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 0 | $ 0 | |||
Series C Common Stock | Adjustments | Impact of adoption of Topic 606 | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | 0 | ||||
Series C Common Stock | Balances without adoption of Topic 606 | |||||
Stockholders’ (deficit) equity: | |||||
Common stock | $ 0 |
Revenue Recognition - Impact _2
Revenue Recognition - Impact on Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||||||||||
Net revenue | $ 134,436 | $ 137,156 | $ 135,013 | $ 133,753 | $ 133,546 | $ 138,211 | $ 140,498 | $ 141,200 | $ 540,358 | $ 553,455 | $ 570,372 |
Operating expenses: | |||||||||||
Cost of services | 128,939 | 119,193 | 115,236 | ||||||||
Selling, general and administrative, including stock-based and long-term incentive compensation | 130,637 | 167,887 | 125,892 | ||||||||
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | 211,639 | 236,788 | 246,753 | ||||||||
Depreciation | 11,457 | 8,844 | 8,435 | ||||||||
Loss on goodwill impairment | 563,549 | 0 | 0 | ||||||||
Total operating expenses | 1,046,221 | 511,945 | 514,738 | ||||||||
Operating income (loss) | (317,235) | 8,341 | (203,583) | 6,614 | 12,706 | 10,571 | (1,485) | 19,718 | (505,863) | 41,510 | 55,634 |
Other expense (income), net: | |||||||||||
Interest income | (2,439) | (2,446) | (2,282) | ||||||||
Interest expense | 191,202 | 152,257 | 132,269 | ||||||||
Unrealized Gain (Loss) on Derivatives | (3,151) | 0 | 0 | ||||||||
Unrealized loss on derivative financial instruments | 3,151 | 0 | 0 | ||||||||
Refinancing expense | 13,356 | 0 | 9,500 | ||||||||
Other expense (income), net | (1,478) | (242) | 140 | ||||||||
Total other expense (income), net | 203,792 | 149,569 | 139,627 | ||||||||
Loss from continuing operations before income taxes | (709,655) | (108,059) | (83,993) | ||||||||
Income tax expense | (11,611) | (408) | 7,251 | ||||||||
Net loss | $ (382,744) | $ (40,095) | $ (244,367) | $ (30,838) | $ (16,020) | $ (29,160) | $ (43,526) | $ (18,853) | (698,044) | (107,559) | (91,244) |
Other comprehensive income (loss): | |||||||||||
Foreign currency translation adjustments | 758 | 782 | (1,032) | ||||||||
Unrealized holding loss on marketable securities, net | (3,900) | 2,828 | 1,956 | ||||||||
Unrealized gain on derivative contracts, net | 14,378 | 1,582 | 4,589 | ||||||||
Total other comprehensive income, net of tax | 11,236 | 5,192 | 5,513 | ||||||||
Comprehensive loss | (686,808) | $ (102,367) | $ (85,731) | ||||||||
Adjustments | Impact of adoption of Topic 606 | |||||||||||
Income Statement [Abstract] | |||||||||||
Net revenue | (8,149) | ||||||||||
Operating expenses: | |||||||||||
Cost of services | (6,263) | ||||||||||
Selling, general and administrative, including stock-based and long-term incentive compensation | (1,670) | ||||||||||
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | 7,487 | ||||||||||
Depreciation | 0 | ||||||||||
Loss on goodwill impairment | 0 | ||||||||||
Total operating expenses | (446) | ||||||||||
Operating income (loss) | (7,703) | ||||||||||
Other expense (income), net: | |||||||||||
Interest income | 0 | ||||||||||
Interest expense | 0 | ||||||||||
Unrealized Gain (Loss) on Derivatives | 0 | ||||||||||
Unrealized loss on derivative financial instruments | 0 | ||||||||||
Refinancing expense | 0 | ||||||||||
Other expense (income), net | 0 | ||||||||||
Total other expense (income), net | 0 | ||||||||||
Loss from continuing operations before income taxes | (7,703) | ||||||||||
Income tax expense | 0 | ||||||||||
Net loss | (7,703) | ||||||||||
Other comprehensive income (loss): | |||||||||||
Foreign currency translation adjustments | 0 | ||||||||||
Unrealized holding loss on marketable securities, net | 0 | ||||||||||
Unrealized gain on derivative contracts, net | 0 | ||||||||||
Total other comprehensive income, net of tax | 0 | ||||||||||
Comprehensive loss | (7,703) | ||||||||||
Balances without adoption of Topic 606 | |||||||||||
Income Statement [Abstract] | |||||||||||
Net revenue | 532,209 | ||||||||||
Operating expenses: | |||||||||||
Cost of services | 122,676 | ||||||||||
Selling, general and administrative, including stock-based and long-term incentive compensation | 128,967 | ||||||||||
Amortization of subscriber accounts, deferred contract acquisition costs and other intangible assets | 219,126 | ||||||||||
Depreciation | 11,457 | ||||||||||
Loss on goodwill impairment | 563,549 | ||||||||||
Total operating expenses | 1,045,775 | ||||||||||
Operating income (loss) | (513,566) | ||||||||||
Other expense (income), net: | |||||||||||
Interest income | (2,439) | ||||||||||
Interest expense | 191,202 | ||||||||||
Unrealized Gain (Loss) on Derivatives | (3,151) | ||||||||||
Unrealized loss on derivative financial instruments | 3,151 | ||||||||||
Refinancing expense | 13,356 | ||||||||||
Other expense (income), net | (1,478) | ||||||||||
Total other expense (income), net | 203,792 | ||||||||||
Loss from continuing operations before income taxes | (717,358) | ||||||||||
Income tax expense | (11,611) | ||||||||||
Net loss | (705,747) | ||||||||||
Other comprehensive income (loss): | |||||||||||
Foreign currency translation adjustments | 758 | ||||||||||
Unrealized holding loss on marketable securities, net | (3,900) | ||||||||||
Unrealized gain on derivative contracts, net | 14,378 | ||||||||||
Total other comprehensive income, net of tax | 11,236 | ||||||||||
Comprehensive loss | $ (694,511) |
Revenue Recognition - Impact _3
Revenue Recognition - Impact on Condensed Consolidated Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||||||||||
Net loss | $ (382,744) | $ (40,095) | $ (244,367) | $ (30,838) | $ (16,020) | $ (29,160) | $ (43,526) | $ (18,853) | $ (698,044) | $ (107,559) | $ (91,244) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||||||
Amortization of subscriber accounts, dealer network and other intangible assets | 211,639 | 236,788 | 246,753 | ||||||||
Depreciation | 11,457 | 8,844 | 8,435 | ||||||||
Stock-based and long-term incentive compensation | 1,451 | 7,431 | 6,984 | ||||||||
Deferred income tax expense | (14,094) | (4,474) | 4,201 | ||||||||
Non-cash legal settlement reserve (related insurance recovery) | (2,750) | ||||||||||
Amortization of debt discount and deferred debt costs | 41,430 | 11,111 | 10,670 | ||||||||
Refinancing expense | 13,356 | 0 | 9,500 | ||||||||
Unrealized loss on derivative financial instruments | 3,151 | 0 | 0 | ||||||||
Bad debt expense | 12,300 | 11,014 | 10,785 | ||||||||
Loss on goodwill impairment | 563,549 | 0 | 0 | ||||||||
Other non-cash activity, net | (2,199) | (4,057) | (3,210) | ||||||||
Changes in assets and liabilities: | |||||||||||
Trade receivables | (12,776) | (9,790) | (11,032) | ||||||||
Prepaid expenses and other assets | (14,576) | (1,669) | 325 | ||||||||
Subscriber accounts - deferred contract acquisition costs | (5,418) | (3,064) | (2,947) | ||||||||
Payables and other liabilities | (15,545) | (6,361) | (317) | ||||||||
Net cash provided by operating activities | 92,931 | 136,497 | 188,903 | ||||||||
Cash flows from investing activities: | |||||||||||
Capital expenditures | (14,903) | (14,393) | (9,180) | ||||||||
Cost of subscriber accounts acquired | (140,450) | (142,909) | (201,381) | ||||||||
Purchases of marketable securities | (39,022) | (26,634) | (5,036) | ||||||||
Proceeds from sale of marketable securities | 143,316 | 1,108 | 15,184 | ||||||||
Net cash used in investing activities | (51,059) | (150,216) | (200,413) | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from long-term debt | 248,800 | 187,950 | 1,280,700 | ||||||||
Payments on long-term debt | (184,100) | (175,250) | (1,238,059) | ||||||||
Payments of Financing Costs | 10,739 | 0 | 16,946 | ||||||||
Value of shares withheld for share-based compensation | (188) | (835) | (358) | ||||||||
Net cash provided by financing activities | 53,773 | 11,865 | 18,197 | ||||||||
Net increase in cash, cash equivalents and restricted cash | 95,645 | (1,854) | 6,687 | ||||||||
Cash, cash equivalents and restricted cash at beginning of period | 10,465 | $ 12,319 | 10,465 | 12,319 | 5,632 | ||||||
Cash, cash equivalents and restricted cash at end of period | 106,110 | 10,465 | 106,110 | 10,465 | $ 12,319 | ||||||
Adjustments | Impact of adoption of Topic 606 | |||||||||||
Cash flows from operating activities: | |||||||||||
Net loss | (7,703) | ||||||||||
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||||||
Amortization of subscriber accounts, dealer network and other intangible assets | 7,487 | ||||||||||
Depreciation | 0 | ||||||||||
Stock-based and long-term incentive compensation | 0 | ||||||||||
Deferred income tax expense | 0 | ||||||||||
Non-cash legal settlement reserve (related insurance recovery) | 0 | ||||||||||
Amortization of debt discount and deferred debt costs | 0 | ||||||||||
Refinancing expense | 0 | ||||||||||
Unrealized loss on derivative financial instruments | 0 | ||||||||||
Bad debt expense | 0 | ||||||||||
Loss on goodwill impairment | 0 | ||||||||||
Other non-cash activity, net | 0 | ||||||||||
Changes in assets and liabilities: | |||||||||||
Trade receivables | 0 | ||||||||||
Prepaid expenses and other assets | 6,379 | ||||||||||
Subscriber accounts - deferred contract acquisition costs | 89 | ||||||||||
Payables and other liabilities | (581) | ||||||||||
Net cash provided by operating activities | 5,671 | ||||||||||
Cash flows from investing activities: | |||||||||||
Capital expenditures | 0 | ||||||||||
Cost of subscriber accounts acquired | (5,671) | ||||||||||
Purchases of marketable securities | 0 | ||||||||||
Proceeds from sale of marketable securities | 0 | ||||||||||
Net cash used in investing activities | (5,671) | ||||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from long-term debt | 0 | ||||||||||
Payments on long-term debt | 0 | ||||||||||
Payments of Financing Costs | 0 | ||||||||||
Value of shares withheld for share-based compensation | 0 | ||||||||||
Net cash provided by financing activities | 0 | ||||||||||
Net increase in cash, cash equivalents and restricted cash | 0 | ||||||||||
Cash, cash equivalents and restricted cash at beginning of period | 0 | 0 | |||||||||
Cash, cash equivalents and restricted cash at end of period | 0 | 0 | 0 | 0 | |||||||
Balances without adoption of Topic 606 | |||||||||||
Cash flows from operating activities: | |||||||||||
Net loss | (705,747) | ||||||||||
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||||||
Amortization of subscriber accounts, dealer network and other intangible assets | 219,126 | ||||||||||
Depreciation | 11,457 | ||||||||||
Stock-based and long-term incentive compensation | 1,451 | ||||||||||
Deferred income tax expense | (14,094) | ||||||||||
Non-cash legal settlement reserve (related insurance recovery) | (2,750) | ||||||||||
Amortization of debt discount and deferred debt costs | 41,430 | ||||||||||
Refinancing expense | 13,356 | ||||||||||
Unrealized loss on derivative financial instruments | 3,151 | ||||||||||
Bad debt expense | 12,300 | ||||||||||
Loss on goodwill impairment | 563,549 | ||||||||||
Other non-cash activity, net | (2,199) | ||||||||||
Changes in assets and liabilities: | |||||||||||
Trade receivables | (12,776) | ||||||||||
Prepaid expenses and other assets | (8,197) | ||||||||||
Subscriber accounts - deferred contract acquisition costs | (5,329) | ||||||||||
Payables and other liabilities | (16,126) | ||||||||||
Net cash provided by operating activities | 98,602 | ||||||||||
Cash flows from investing activities: | |||||||||||
Capital expenditures | (14,903) | ||||||||||
Cost of subscriber accounts acquired | (146,121) | ||||||||||
Purchases of marketable securities | (39,022) | ||||||||||
Proceeds from sale of marketable securities | 143,316 | ||||||||||
Net cash used in investing activities | (56,730) | ||||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from long-term debt | 248,800 | ||||||||||
Payments on long-term debt | (184,100) | ||||||||||
Payments of Financing Costs | 10,739 | ||||||||||
Value of shares withheld for share-based compensation | (188) | ||||||||||
Net cash provided by financing activities | 53,773 | ||||||||||
Net increase in cash, cash equivalents and restricted cash | 95,645 | ||||||||||
Cash, cash equivalents and restricted cash at beginning of period | $ 10,465 | 10,465 | |||||||||
Cash, cash equivalents and restricted cash at end of period | $ 106,110 | $ 10,465 | $ 106,110 | $ 10,465 |
Investments in Marketable Sec_3
Investments in Marketable Securities - Schedule of Investment Activity (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Marketable Securities [Line Items] | ||
Equity Securities, Cost Basis | $ 3,432 | |
Equity Securities, Unrealized Gains | 2,039 | |
Equity Securities, Unrealized Losses | 0 | |
Equity Securities, Total | 5,471 | |
Equity securities and Mutual funds, Cost Basis, Ending balance | $ 0 | 102,060 |
Equity securities and Mutual funds, Unrealized Gains, Ending balance | 0 | 3,898 |
Equity securities and Mutual funds, Unrealized Losses, Ending balance | 0 | 0 |
Equity securities and Mutual funds, Total, Ending balance | 0 | 105,958 |
Mutual funds | ||
Marketable Securities [Line Items] | ||
Mutual funds, Cost Basis | 0 | 98,628 |
Mutual funds, Unrealized Gains | 0 | 1,859 |
Mutual funds, Unrealized Losses | 0 | 0 |
Mutual funds, Total | $ 0 | $ 100,487 |
Investments in Marketable Sec_4
Investments in Marketable Securities - Realized Gain(Loss) On Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |||
Net gains and (losses) recognized during the period on marketable securities | $ 2,234 | $ 2,828 | $ 1,956 |
Less: Net gains and (losses) recognized during the period on marketable securities sold during the period | 2,234 | 1 | 869 |
Unrealized gains and (losses) recognized during the reporting period on marketable securities still held at the reporting date | $ 0 | $ 2,827 | $ 1,087 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property and equipment, net: | ||
Property, plant and equipment, gross | $ 77,376 | $ 70,738 |
Accumulated depreciation | (40,827) | (37,915) |
Property, plant and equipment, net | 36,549 | 32,823 |
Leasehold improvements | ||
Property and equipment, net: | ||
Property, plant and equipment, gross | 776 | 1,597 |
Computer systems and software | ||
Property and equipment, net: | ||
Property, plant and equipment, gross | 73,426 | 66,128 |
Furniture and fixtures | ||
Property and equipment, net: | ||
Property, plant and equipment, gross | $ 3,174 | $ 3,013 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 11,457 | $ 8,844 | $ 8,435 |
Goodwill - Schedule of Goodwill
Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill [Roll Forward] | ||||||
Goodwill, Beginning Balance | $ 563,549 | $ 563,549 | ||||
Period activity | 0 | |||||
Goodwill impairment | (563,549) | 0 | $ 0 | |||
Reporting unit reallocation | 0 | |||||
Goodwill, Ending Balance | $ 0 | 0 | 563,549 | 563,549 | ||
MONI | ||||||
Goodwill [Roll Forward] | ||||||
Goodwill, Beginning Balance | 527,502 | 527,502 | ||||
Period activity | 0 | |||||
Goodwill impairment | $ (214,400) | (214,400) | ||||
Reporting unit reallocation | $ (313,102) | (313,102) | ||||
Goodwill, Ending Balance | 0 | 0 | 527,502 | 527,502 | ||
LiveWatch | ||||||
Goodwill [Roll Forward] | ||||||
Goodwill, Beginning Balance | 36,047 | 36,047 | ||||
Period activity | 0 | |||||
Goodwill impairment | 0 | |||||
Reporting unit reallocation | $ (36,047) | (36,047) | ||||
Goodwill, Ending Balance | 0 | 0 | 36,047 | 36,047 | ||
Brinks Home Security | ||||||
Goodwill [Roll Forward] | ||||||
Goodwill, Beginning Balance | 0 | 0 | ||||
Period activity | 0 | |||||
Goodwill impairment | (349,149) | (349,149) | ||||
Reporting unit reallocation | 349,149 | |||||
Goodwill, Ending Balance | $ 0 | $ 0 | $ 0 | $ 0 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2018 |
Goodwill [Line Items] | |||||||
Loss on goodwill impairment | $ 563,549 | $ 0 | $ 0 | ||||
Reporting unit reallocated from segment | 0 | ||||||
MONI | |||||||
Goodwill [Line Items] | |||||||
Loss on goodwill impairment | $ 214,400 | 214,400 | |||||
Reporting unit reallocated from segment | $ 313,102 | 313,102 | |||||
LiveWatch | |||||||
Goodwill [Line Items] | |||||||
Loss on goodwill impairment | 0 | ||||||
Reporting unit reallocated from segment | $ 36,047 | 36,047 | |||||
Brinks Home Security | |||||||
Goodwill [Line Items] | |||||||
Loss on goodwill impairment | $ 349,149 | 349,149 | |||||
Reporting unit reallocated from segment | $ (349,149) | ||||||
Measurement Input, Discount Rate | Valuation, Income Approach | MONI | |||||||
Goodwill [Line Items] | |||||||
Percentage of fair value in excess of carrying amount | 8.50% | ||||||
Measurement Input, Discount Rate | Valuation, Income Approach | LiveWatch | |||||||
Goodwill [Line Items] | |||||||
Percentage of fair value in excess of carrying amount | 8.50% | ||||||
Measurement Input, Discount Rate | Valuation, Income Approach | Brinks Home Security | |||||||
Goodwill [Line Items] | |||||||
Percentage of fair value in excess of carrying amount | 8.50% | 8.50% |
Other Accrued Liabilities - Sch
Other Accrued Liabilities - Schedule of Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accrued payroll and related liabilities | $ 4,957 | $ 3,953 |
Interest payable | 15,537 | 15,927 |
Income taxes payable | 2,742 | 2,950 |
Legal settlement reserve (a) | 0 | 23,000 |
Other | 12,770 | 10,452 |
Total Other accrued liabilities | $ 36,006 | $ 56,282 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long Term Debt (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | |||
Carrying value | $ 1,895,175,000 | $ 1,789,044,000 | |
Less current portion of long-term debt | (1,895,175,000) | (11,000,000) | |
Long-term debt | 0 | 1,778,044,000 | |
Brinks Home Security | |||
Debt Instrument [Line Items] | |||
Carrying value | 1,895,175,000 | ||
Convertible Senior Notes 4% Due 2020 | Convertible Debt | |||
Debt Instrument [Line Items] | |||
Carrying value | $ 90,725,000 | 82,614,000 | |
Stated interest rate on debt | 4.00% | ||
Effective interest rate | 9.10% | ||
Senior Notes 9.125% Due 2020 | Senior Notes | Brinks Home Security | |||
Debt Instrument [Line Items] | |||
Carrying value | $ 585,000,000 | 580,159,000 | |
Stated interest rate on debt | 9.125% | ||
Effective interest rate | 9.50% | ||
Term Loan Due September 2022 | Term Loan | Brinks Home Security | |||
Debt Instrument [Line Items] | |||
Carrying value | $ 1,075,250,000 | 1,059,598,000 | |
Effective interest rate | 8.30% | ||
Term Loan Due September 2022 | Term Loan | Brinks Home Security | LIBOR | |||
Debt Instrument [Line Items] | |||
Spread on variable rate index | 5.50% | ||
Variable rate basis floor | 1.00% | ||
Revolving Credit Facility Due 2021 | Revolving Credit Facility | Brinks Home Security | |||
Debt Instrument [Line Items] | |||
Carrying value | $ 144,200,000 | $ 66,673,000 | |
Effective interest rate | 4.80% | ||
Spread on variable rate index | 4.00% | ||
Borrowing capacity | $ 295,000,000 | $ 295,000,000 | |
Revolving Credit Facility Due 2021 | Revolving Credit Facility | Brinks Home Security | LIBOR | |||
Debt Instrument [Line Items] | |||
Spread on variable rate index | 4.00% | ||
Variable rate basis floor | 1.00% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands | Sep. 30, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||
Interest expense | $ 191,202,000 | $ 152,257,000 | $ 132,269,000 | |
Term Loan | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Springing maturity period | 181 days | |||
Term Loan | Brinks Home Security | Designated as Hedging Instrument | Interest Rate Swap | ||||
Debt Instrument [Line Items] | ||||
Derivative, fixed interest rate | 8.08% | |||
Revolving Credit Facility | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Deferred financing costs and unamortized discounts, net | $ 23,215,000 | |||
Revolving Credit Facility | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Line of credit | $ 144,200,000 | |||
Springing maturity period | 181 days | |||
Revolving Credit Facility | LIBOR | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Unused capacity commitment fee percentage | 0.50% | |||
Letter of Credit | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 600,000 | |||
Convertible Senior Notes 4% Due 2020 | Warrant | ||||
Debt Instrument [Line Items] | ||||
Strike price (in dollars per share) | $ 118.62 | |||
Warrant strike price, percent | 50.00% | |||
Convertible Senior Notes 4% Due 2020 | Convertible Debt | ||||
Debt Instrument [Line Items] | ||||
Principal | $ 96,775,000 | |||
Stated interest rate on debt | 4.00% | |||
Principal amount for conversion ratio | $ 1,000 | |||
Conversion price per share (in dollars per share) | $ 102.804 | |||
Redemption price percentage | 100.00% | |||
Amortization of debt discount | $ 8,111,000 | 4,335,000 | 3,533,000 | |
Accelerated amortization included in amortization of debt discount | $ 3,128,000 | |||
Effective interest rate, accretion of debt discount | 14.00% | |||
Interest expense | $ 3,871,000 | $ 3,871,000 | $ 3,871,000 | |
Convertible Senior Notes 4% Due 2020 | Convertible Debt | Series A Common Stock | ||||
Debt Instrument [Line Items] | ||||
Conversion ratio on debt | 9.7272 | |||
Convertible Senior Notes 4% Due 2020 | Convertible Debt | Call Option | Series A Common Stock | ||||
Debt Instrument [Line Items] | ||||
Shares attributable to dilutive effect of debt conversion (in shares) | 1,007 | |||
Senior Notes 9.125% Due 2020 | Senior Notes | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Principal | $ 585,000,000 | |||
Stated interest rate on debt | 9.125% | |||
Accumulated amortization, debt issuance costs | $ 2,784,000 | |||
Revolving Credit Facility Due 2017 | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Remaining borrowing capacity | 50,200,000 | |||
Term Loan Due September 2022 | Term Loan | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Principal | $ 1,100,000,000 | 1,075,250,000 | ||
Debt discount on purchase price, percent | 1.50% | |||
Periodic payment of principal | $ 2,750,000 | |||
Term Loan Due September 2022 | Term Loan | LIBOR | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Spread on variable rate index | 5.50% | |||
Variable rate basis floor | 1.00% | |||
Revolving Credit Facility Due 2021 | Revolving Credit Facility | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 295,000,000 | $ 295,000,000 | ||
Spread on variable rate index | 4.00% | |||
Springing maturity period | 181 days | |||
Revolving Credit Facility Due 2021 | Revolving Credit Facility | LIBOR | Brinks Home Security | ||||
Debt Instrument [Line Items] | ||||
Spread on variable rate index | 4.00% | |||
Variable rate basis floor | 1.00% |
Long-Term Debt - Schedule of Co
Long-Term Debt - Schedule of Convertible Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Carrying value | $ 1,895,175 | $ 1,789,044 |
Convertible Senior Notes 4% Due 2020 | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Principal | 96,775 | 96,775 |
Unamortized discount | (5,666) | (13,263) |
Deferred debt costs | (384) | (898) |
Carrying value | $ 90,725 | $ 82,614 |
Long-Term Debt - Maturities of
Long-Term Debt - Maturities of Long and Short Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Less: | ||
Carrying value | $ 1,895,175 | $ 1,789,044 |
Brinks Home Security | ||
Debt Instrument [Line Items] | ||
2019 | 1,901,225 | |
2020 | 0 | |
2021 | 0 | |
2022 | 0 | |
2023 | 0 | |
Thereafter | 0 | |
Total principal payments | 1,901,225 | |
Less: | ||
Unamortized discounts, premium and deferred debt costs, net | 6,050 | |
Carrying value | $ 1,895,175 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)interest_rate_swap | Dec. 31, 2017USD ($)interest_rate_swap | Dec. 31, 2016USD ($) | |
Derivative [Line Items] | |||
Derivative amount not offset against collateral | $ 0 | $ 0 | |
Gain (Loss) on Derivative Instruments, Net, Pretax | (3,151,000) | 0 | $ 0 |
Unrealized loss on derivative financial instruments | 3,151,000 | 0 | $ 0 |
Interest Rate Swap | Cash Flow Hedging | |||
Derivative [Line Items] | |||
Amounts in accumulated other comprehensive loss expected to be reclassified during next twelve months | 1,890,000 | ||
Recurring | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative asset | 10,552,000 | 7,058,000 | |
Derivative liability | $ 6,039,000 | $ 13,817,000 | |
Level 2 | Recurring | |||
Derivative [Line Items] | |||
Derivative liability, number of instruments held | interest_rate_swap | 6 | ||
Derivative liability | $ 13,817,000 | ||
Level 2 | Recurring | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative asset, number of instruments held | interest_rate_swap | 2 | 2 | |
Derivative asset | $ 10,552,000 | $ 7,058,000 | |
Derivative liability, number of instruments held | interest_rate_swap | 2 | ||
Derivative liability | $ 6,039,000 | $ 13,817,000 |
Derivatives - Summary of Deriva
Derivatives - Summary of Derivative Instruments (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
3.110 % interest rate swap, one | |
Derivative [Line Items] | |
Notional | $ 189,506,107 |
Fixed Rate Paid | 3.11% |
Variable interest rate base | 3 mo.USD-LIBOR-BBA |
3.110 % interest rate swap, one | Base Rate | |
Derivative [Line Items] | |
Variable interest rate base floor | 1.00% |
3.110 % interest rate swap, two | |
Derivative [Line Items] | |
Notional | $ 247,500,000 |
Fixed Rate Paid | 3.11% |
Variable interest rate base | 3 mo.USD-LIBOR-BBA |
3.110 % interest rate swap, two | Base Rate | |
Derivative [Line Items] | |
Variable interest rate base floor | 1.00% |
2.504 % interest rate swaps | |
Derivative [Line Items] | |
Notional | $ 49,500,000 |
Fixed Rate Paid | 2.504% |
Variable interest rate base | 3 mo.USD-LIBOR-BBA |
2.504 % interest rate swaps | Base Rate | |
Derivative [Line Items] | |
Variable interest rate base floor | 1.00% |
1.833 % interest rate swaps | |
Derivative [Line Items] | |
Notional | $ 373,230,000 |
Fixed Rate Paid | 1.833% |
Variable interest rate base | 3 mo.USD-LIBOR-BBA |
1.833 % interest rate swaps | Base Rate | |
Derivative [Line Items] | |
Variable interest rate base floor | 1.00% |
Derivatives - Summary of Cash F
Derivatives - Summary of Cash Flow Hedges (Details) - Cash Flow Hedging - Interest Rate Swap - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Derivative [Line Items] | |||
Effective portion of gain (loss) recognized in Accumulated other comprehensive income (loss) | $ 12,882 | $ (3,842) | $ (2,673) |
Effective portion of loss reclassified from Accumulated other comprehensive income (loss) into Net loss | $ (1,496) | (5,424) | (7,262) |
Ineffective portion of amount of gain recognized into Net loss on interest rate swaps | $ 88 | $ 423 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value Measurements | ||
Investments in marketable securities | $ 0 | $ 105,958 |
Recurring | ||
Fair Value Measurements | ||
Investments in marketable securities | 105,958 | |
Total | 4,513 | 99,199 |
Recurring | Interest Rate Swap | ||
Fair Value Measurements | ||
Interest rate swap agreements - assets | 10,552 | 7,058 |
Interest rate swap agreements - liabilities | (6,039) | (13,817) |
Recurring | Level 1 | ||
Fair Value Measurements | ||
Investments in marketable securities | 105,958 | |
Total | 0 | 105,958 |
Recurring | Level 1 | Interest Rate Swap | ||
Fair Value Measurements | ||
Interest rate swap agreements - assets | 0 | 0 |
Interest rate swap agreements - liabilities | 0 | 0 |
Recurring | Level 2 | ||
Fair Value Measurements | ||
Interest rate swap agreements - liabilities | (13,817) | |
Investments in marketable securities | 0 | |
Total | 4,513 | (6,759) |
Recurring | Level 2 | Interest Rate Swap | ||
Fair Value Measurements | ||
Interest rate swap agreements - assets | 10,552 | 7,058 |
Interest rate swap agreements - liabilities | (6,039) | (13,817) |
Recurring | Level 3 | ||
Fair Value Measurements | ||
Investments in marketable securities | 0 | |
Total | 0 | 0 |
Recurring | Level 3 | Interest Rate Swap | ||
Fair Value Measurements | ||
Interest rate swap agreements - assets | 0 | 0 |
Interest rate swap agreements - liabilities | $ 0 | $ 0 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Fair Value Not Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value Disclosures [Abstract] | ||
Carrying value | $ 1,895,175 | $ 1,789,044 |
Fair value | $ 1,273,502 | $ 1,709,342 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Before Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (709,655) | $ (122,842) | $ (84,202) |
Foreign | 0 | 14,783 | 209 |
Loss from continuing operations before income taxes | $ (709,655) | $ (108,059) | $ (83,993) |
Income Taxes - Components of In
Income Taxes - Components of Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
Federal | $ 0 | $ (426) | $ 0 |
State | 2,483 | 2,669 | 3,008 |
Foreign | 0 | 1,823 | 42 |
Current Income Tax (Expense) Benefit | 2,483 | 4,066 | 3,050 |
Deferred: | |||
Federal | (12,892) | (4,593) | 4,000 |
State | (1,202) | 501 | 206 |
Foreign | 0 | (382) | (5) |
Deferred Income Tax (Expense) Benefit | (14,094) | (4,474) | 4,201 |
Total Income tax expense (benefit) from continuing operations | $ (11,611) | $ (408) | $ 7,251 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Tax Credit Carryforward [Line Items] | |||||||||||
Deferred tax assets, increase in valuation allowance | $ 46,606,000 | ||||||||||
Increase (decrease) in valuation allowance affecting income tax expense | 54,605,000 | $ 31,811,000 | $ 30,859,000 | ||||||||
Operating loss recognized | $ 317,235,000 | $ (8,341,000) | $ 203,583,000 | $ (6,614,000) | $ (12,706,000) | $ (10,571,000) | $ 1,485,000 | $ (19,718,000) | 505,863,000 | (41,510,000) | $ (55,634,000) |
Operating loss carryforwards subject to IRC limitations | 129,521,000 | 129,521,000 | |||||||||
AMT credit | 426,000 | 426,000 | |||||||||
Accrued interest and penalties related to uncertain tax positions | 143,000 | 143,000 | |||||||||
Expected increase in uncertain tax position in next twelve months | 0 | 0 | |||||||||
Expected decrease in uncertain tax position in next twelve months | 0 | 0 | |||||||||
Federal | |||||||||||
Tax Credit Carryforward [Line Items] | |||||||||||
Operating loss carryforwards | 770,854,000 | 770,854,000 | |||||||||
Operating loss recognized | $ 761,452,000 | ||||||||||
State | |||||||||||
Tax Credit Carryforward [Line Items] | |||||||||||
Operating loss carryforwards | 262,846,000 | 262,846,000 | |||||||||
Tax credit carryforward | $ 783,000 | 783,000 | |||||||||
Impact of adoption of Topic 606 | |||||||||||
Tax Credit Carryforward [Line Items] | |||||||||||
Increase (decrease) in valuation allowance affecting income tax expense | $ (5,980,000) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Computed expected tax benefit | $ (149,028) | $ (37,821) | $ (29,398) |
Change in valuation allowance affecting income tax expense | 54,605 | 31,811 | 30,859 |
US tax effect of foreign earnings and dividends | 5,110 | 44 | |
Other foreign tax rate differentials | 1,434 | 31 | |
Goodwill impairment not resulting in tax impact | 78,869 | 0 | 0 |
Other expense (income) not resulting in tax impact | 2,932 | 2,013 | (381) |
Tax amortization of indefinite-lived assets | 4,001 | 4,000 | |
2017 Federal tax reform enactment | (9,020) | ||
State and local income taxes, net of federal income taxes | 1,011 | 2,059 | 2,091 |
Other, net | 5 | 5 | |
Total Income tax expense (benefit) from continuing operations | $ (11,611) | $ (408) | $ 7,251 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Tax Assets, Net [Abstract] | ||
Accounts receivable reserves | $ 1,212 | $ 1,357 |
Accrued liabilities | 3,725 | 10,751 |
Net operating loss carryforwards | 195,688 | 172,138 |
Derivative financial instruments | 1,780 | 1,705 |
Other deferred tax assets | 5,088 | 6,929 |
Valuation allowance | (150,612) | (104,006) |
Total deferred tax assets | 56,881 | 88,874 |
Deferred Tax Liabilities, Net [Abstract] | ||
Intangible assets | (52,476) | (95,007) |
Convertible notes | (1,326) | (3,067) |
Property, plant and equipment | (2,076) | (2,006) |
Other deferred tax liabilities | (220) | (2,105) |
Total deferred tax liabilities | (56,098) | (102,185) |
Net deferred tax assets | $ 783 | |
Net deferred tax assets / (liabilities) | $ (13,311) |
Income Taxes - Roll Forward of
Income Taxes - Roll Forward of Unrecognized Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
As of the beginning of the year | $ 4,985 | $ 3,956 | $ 2,907 |
Increases for tax positions of current years | 627 | 1,033 | 1,049 |
Reductions for tax positions of prior years | (6) | (4) | 0 |
As of the end of the year | $ 5,606 | $ 4,985 | $ 3,956 |
Stock-based and Long-Term Com_3
Stock-based and Long-Term Compensation - Narrative (Details) - USD ($) | May 24, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options granted in period (in shares) | 0 | 0 | 0 | |
Outstanding options, intrinsic value | $ 0 | |||
Exercisable options, intrinsic value | $ 0 | |||
Outstanding options, weighted average remaining contractual life | 9 months 15 days | |||
Exercisable options, weighted average remaining contractual life | 9 months 15 days | |||
Compensation cost related to unvested stock options, to be recognized next twelve months | $ 0 | |||
Employee Stock Option | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award expiration period | 5 years | |||
Award vesting period | 2 years | |||
Employee Stock Option | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award expiration period | 7 years | |||
Award vesting period | 4 years | |||
Restricted Stock Awards | Series B Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options, outstanding (in shares) | 0 | |||
Restricted Stock Awards | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 2 years | |||
Restricted Stock Awards | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 5 years | |||
Restricted Stock and Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost related to unvested equity awards | $ 1,948,000 | |||
Compensation cost related to unvested equity awards, recognition period | 2 years 3 months | |||
2015 Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of additional shares authorized (in shares) | 300,000 | |||
Number of shares available (in shares) | 899,862 | |||
2017 Plan | Phantom Units | Brinks Home Security | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Granted (in shares) | 307,697 | |||
Accrued estimated vested value | $ 39,000 | |||
2017 Plan | Phantom Units | Brinks Home Security | Grant Date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting rights, percentage | 33.00% | |||
2017 Plan | Phantom Units | Brinks Home Security | Year One Following Grant Date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting rights, percentage | 33.00% | |||
2017 Plan | Phantom Units | Brinks Home Security | Year Two Following Grant Date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting rights, percentage | 33.00% |
Stock-based and Long-Term Com_4
Stock-based and Long-Term Compensation - Schedule of Stock Options (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Series A Common Stock Options | |||
Granted (in shares) | 0 | 0 | 0 |
Common Class A | |||
Series A Common Stock Options | |||
Beginning of Period (in shares) | 1,043,532 | ||
Granted (in shares) | 0 | ||
Exercised (in shares) | 0 | ||
Forfeited (in shares) | (13,605) | ||
Expired (in shares) | (572,712) | ||
Ending of Period (in shares) | 457,215 | 1,043,532 | |
Exercisable, Ending of Period (in shares) | 457,215 | ||
WAEP | |||
Beginning of Period (in dollars per share) | $ 39.89 | ||
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 0 | ||
Forfeited (in dollars per share) | 54.51 | ||
Expired (in dollars per share) | 26.69 | ||
Ending of Period (in dollars per share) | 56 | $ 39.89 | |
Exercisable, Ending of Period (in dollars per share) | $ 56 |
Stock-based and Long-Term Com_5
Stock-based and Long-Term Compensation - Schedules of Restricted Stock Awards and Units (Details) - Series A Common Stock | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Restricted Stock Awards | |
Series A Restricted Stock Awards or Units | |
Beginning of Period (in shares) | shares | 105,160 |
Granted (in shares) | shares | 23,947 |
Vested (in shares) | shares | (68,651) |
Canceled (in shares) | shares | (11,283) |
Ending of Period (in shares) | shares | 49,173 |
WAFV | |
Beginning of Period (in dollars per share) | $ / shares | $ 22.57 |
Granted (in dollars per share) | $ / shares | 3.68 |
Vested (in dollars per share) | $ / shares | 26.77 |
Canceled (in dollars per share) | $ / shares | 12.74 |
Ending of Period (in dollars per share) | $ / shares | $ 9.75 |
Restricted Stock Units (RSUs) | |
Series A Restricted Stock Awards or Units | |
Beginning of Period (in shares) | shares | 272,040 |
Granted (in shares) | shares | 616,305 |
Vested (in shares) | shares | (111,642) |
Canceled (in shares) | shares | (72,463) |
Ending of Period (in shares) | shares | 704,240 |
WAFV | |
Beginning of Period (in dollars per share) | $ / shares | $ 22.21 |
Granted (in dollars per share) | $ / shares | 3.68 |
Vested (in dollars per share) | $ / shares | 22.98 |
Canceled (in dollars per share) | $ / shares | 13.80 |
Ending of Period (in dollars per share) | $ / shares | $ 6.74 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) | 12 Months Ended | ||||||
Dec. 31, 2018voteshares | Dec. 31, 2017shares | Dec. 31, 2016USD ($)$ / sharesshares | Sep. 04, 2015USD ($) | Nov. 10, 2014USD ($) | Nov. 14, 2013USD ($) | Jun. 16, 2011USD ($) | |
Stockholders' Equity | |||||||
Preferred stock, shares issued (in shares) | 0 | 0 | |||||
Shares repurchased (in shares) | 0 | 0 | |||||
Shares repurchased, total purchase price | $ | $ 7,140,000 | ||||||
Series B Common Stock to Series A Common Stock | |||||||
Stockholders' Equity | |||||||
Common stock, conversion basis, rate | 1 | ||||||
Series A Common Stock | |||||||
Stockholders' Equity | |||||||
Number of votes which holders of common shares are entitled to, for each share held | vote | 1 | ||||||
Common stock, issued shares (in shares) | 12,080,683 | 11,999,630 | |||||
Common stock, outstanding shares (in shares) | 12,080,683 | 11,999,630 | |||||
Authorized amount to be repurchased (up to) | $ | $ 25,000,000 | ||||||
Additional authorized amount for repurchase of shares | $ | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||||
Shares repurchased (in shares) | 389,179 | ||||||
Average purchase price (in dollars per share) | $ / shares | $ 18.35 | ||||||
Shares reserved (in shares) | 1,161,455 | ||||||
Series B Common Stock | |||||||
Stockholders' Equity | |||||||
Number of votes which holders of common shares are entitled to, for each share held | vote | 10 | ||||||
Common stock, issued shares (in shares) | 381,528 | 381,528 | |||||
Common stock, outstanding shares (in shares) | 381,528 | 381,528 | |||||
Shares repurchased (in shares) | 0 | ||||||
Series C Common Stock | |||||||
Stockholders' Equity | |||||||
Common stock, issued shares (in shares) | 0 | 0 | |||||
Common stock, outstanding shares (in shares) | 0 |
Stockholders' Equity - Roll For
Stockholders' Equity - Roll Forward Activity (Details) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Increase (Decrease) in Stockholders' Equity | |||
Repurchases and retirements of Series A shares (in shares) | 0 | 0 | |
Series A Common Stock | |||
Increase (Decrease) in Stockholders' Equity | |||
Balance at the beginning of the period (in shares) | 11,999,630 | 11,969,152 | 12,301,248 |
Conversion from Series B to Series A shares (in shares) | (331) | (500) | |
Issuance of restricted stock (in shares) | 91,859 | ||
Issuance of stock awards (in shares) | 135,589 | 106,142 | |
Restricted stock cancelled for forfeitures and tax withholding (in shares) | (54,536) | (75,995) | (35,276) |
Repurchases and retirements of Series A shares (in shares) | (389,179) | ||
Balance at the end of the period (in shares) | 12,080,683 | 11,999,630 | 11,969,152 |
Series B Common Stock | |||
Increase (Decrease) in Stockholders' Equity | |||
Balance at the beginning of the period (in shares) | 381,528 | 381,859 | 382,359 |
Conversion from Series B to Series A shares (in shares) | (331) | (500) | |
Issuance of restricted stock (in shares) | 0 | ||
Issuance of stock awards (in shares) | 0 | 0 | |
Restricted stock cancelled for forfeitures and tax withholding (in shares) | 0 | 0 | 0 |
Repurchases and retirements of Series A shares (in shares) | 0 | ||
Balance at the end of the period (in shares) | 381,528 | 381,528 | 381,859 |
Stockholders' Equity - Changes
Stockholders' Equity - Changes in Accumulated Other Comprehensive Income (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2018 | |
Changes in accumulated other comprehensive loss | ||||
Beginning of Period | $ 142,672,000 | $ 238,645,000 | $ 324,769,000 | |
Adjusted balance at January 1, 2018 | $ 119,952,000 | |||
Gain (loss) through Accumulated other comprehensive loss | 11,257,000 | (451,000) | (714,000) | |
Reclassifications of loss (gains) into net income | (21,000) | 5,643,000 | 6,227,000 | |
Ending of Period | (565,429,000) | 142,672,000 | 238,645,000 | |
Impact of adoption of ASU 2017-12 | ||||
Changes in accumulated other comprehensive loss | ||||
Impact of adoption of ASU 2017-12 | 605,000 | |||
Foreign Currency Translation Adjustments | ||||
Changes in accumulated other comprehensive loss | ||||
Beginning of Period | (758,000) | (1,540,000) | (508,000) | |
Adjusted balance at January 1, 2018 | (758,000) | |||
Gain (loss) through Accumulated other comprehensive loss | 0 | 782,000 | (1,032,000) | |
Reclassifications of loss (gains) into net income | 758,000 | 0 | 0 | |
Ending of Period | 0 | (758,000) | (1,540,000) | |
Income tax on foreign currency translation amounts | 0 | 0 | 0 | |
Unrealized Holding Gains and Losses, net | ||||
Changes in accumulated other comprehensive loss | ||||
Beginning of Period | 3,900,000 | 1,072,000 | (884,000) | |
Adjusted balance at January 1, 2018 | 3,900,000 | |||
Gain (loss) through Accumulated other comprehensive loss | (1,625,000) | 2,609,000 | 2,991,000 | |
Reclassifications of loss (gains) into net income | (2,275,000) | 219,000 | (1,035,000) | |
Ending of Period | 0 | 3,900,000 | 1,072,000 | |
Income tax on unrealized holding gains | 0 | 0 | 0 | |
Unrealized Gains and Losses on Derivative Instruments, net | ||||
Changes in accumulated other comprehensive loss | ||||
Beginning of Period | (7,375,000) | (8,957,000) | (13,546,000) | |
Adjusted balance at January 1, 2018 | (6,770,000) | |||
Gain (loss) through Accumulated other comprehensive loss | 12,882,000 | (3,842,000) | (2,673,000) | |
Reclassifications of loss (gains) into net income | 1,496,000 | 5,424,000 | 7,262,000 | |
Ending of Period | 7,608,000 | (7,375,000) | (8,957,000) | |
Income tax unrealized loss on derivative instrument | 0 | 0 | 0 | |
Unrealized Gains and Losses on Derivative Instruments, net | Impact of adoption of ASU 2017-12 | ||||
Changes in accumulated other comprehensive loss | ||||
Impact of adoption of ASU 2017-12 | 605,000 | |||
Accumulated Other Comprehensive Income (Loss) | ||||
Changes in accumulated other comprehensive loss | ||||
Beginning of Period | (4,233,000) | (9,425,000) | (14,938,000) | |
Adjusted balance at January 1, 2018 | (3,628,000) | |||
Ending of Period | $ 7,608,000 | $ (4,233,000) | $ (9,425,000) | |
Accumulated Other Comprehensive Income (Loss) | Impact of adoption of ASU 2017-12 | ||||
Changes in accumulated other comprehensive loss | ||||
Impact of adoption of ASU 2017-12 | $ 605,000 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |||
Total 401 (k) plan expense | $ 178 | $ 183 | $ 111 |
Commitments, Contingencies an_3
Commitments, Contingencies and Other Liabilities - Schedule of Future Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 4,739 |
2020 | 4,263 |
2021 | 3,093 |
2022 | 3,068 |
2023 | 3,087 |
Thereafter | 20,329 |
Minimum lease commitments | $ 38,579 |
Commitments, Contingencies an_4
Commitments, Contingencies and Other Liabilities - Narrative (Details) | Feb. 15, 2019USD ($) | Dec. 31, 2018USD ($)insurance_carrier | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 11, 2019USD ($) | Jun. 30, 2017USD ($) |
Loss Contingencies [Line Items] | |||||||||
Rent expense for noncancelable operating leases | $ 4,128,000 | $ 3,899,000 | $ 3,862,000 | ||||||
Noteholder Action versus Ascent Capital | Subsequent Event | Settled Litigation | |||||||||
Loss Contingencies [Line Items] | |||||||||
Settlement amount paid | $ 70,666,176.28 | ||||||||
Settlement amount paid | 70,666,176.28 | ||||||||
Settlement amount paid, plaintiff's professional fees and expenses | 6,104,720.92 | ||||||||
Settlement amount paid, plaintiff's consents | 2,000,000 | ||||||||
Settlement amount paid, full and final satisfaction of settled claims | 10,808,555.36 | ||||||||
Settlement amount paid, note repurchase | $ 51,752,900 | ||||||||
Convertible Debt | Convertible Senior Notes 4% Due 2020 | |||||||||
Loss Contingencies [Line Items] | |||||||||
Aggregate principal amount | $ 96,775,000 | 96,775,000 | |||||||
Convertible Debt | Noteholder Action versus Ascent Capital | Convertible Senior Notes 4% Due 2020 | Subsequent Event | Settled Litigation | |||||||||
Loss Contingencies [Line Items] | |||||||||
Aggregate principal amount | $ 75,674,000 | ||||||||
Debt, ownership percentage | 78.00% | ||||||||
Brinks Home Security | |||||||||
Loss Contingencies [Line Items] | |||||||||
Legal reserve | $ 28,000,000 | ||||||||
Settlement amount paid | $ 23,000,000 | $ 5,000,000 | |||||||
Number of insurance carriers settled | insurance_carrier | 2 | ||||||||
Litigation settlement, receivable recoverable from insurance | $ 12,500,000 | $ 12,500,000 | |||||||
Settlement amount paid | $ 23,000,000 | $ 5,000,000 |
Quarterly Financial Informati_3
Quarterly Financial Information (Unaudited - see accompanying accountants' report) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 134,436 | $ 137,156 | $ 135,013 | $ 133,753 | $ 133,546 | $ 138,211 | $ 140,498 | $ 141,200 | $ 540,358 | $ 553,455 | $ 570,372 |
Operating income (loss) | (317,235) | 8,341 | (203,583) | 6,614 | 12,706 | 10,571 | (1,485) | 19,718 | (505,863) | 41,510 | 55,634 |
Net loss | $ (382,744) | $ (40,095) | $ (244,367) | $ (30,838) | $ (16,020) | $ (29,160) | $ (43,526) | $ (18,853) | $ (698,044) | $ (107,559) | $ (91,244) |
Basic and diluted net loss per common share (in dollars per share) | $ (30.87) | $ (3.24) | $ (19.82) | $ (2.51) | $ (1.30) | $ (2.39) | $ (3.58) | $ (1.55) | $ (56.54) | $ (8.83) | $ (7.44) |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - Subsequent Event - Convertible Debt - USD ($) | Mar. 22, 2019 | Feb. 14, 2019 |
Subsequent Event [Line Items] | ||
Aggregate principal, repurchased and settled | $ 75,674,000 | |
Aggregate principal, cash tender offer | $ 18,554,000 | |
Purchase price, cash tender offer | 950 | |
Principal amount, denominator cash tender offer | 1,000 | |
Aggregate principal, cash tender offer, accepted for payment | 20,841,000 | |
Purchase price, outstanding after cash tender offer | $ 260,000 |
Uncategorized Items - ascma-201
Label | Element | Value |
Retained Earnings [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | $ (1,300,443,000) |
Additional Paid-in Capital [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 1,423,899,000 |
Common Class A [Member] | Common Stock [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 120,000 |
Common Class B [Member] | Common Stock [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 4,000 |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (22,720,000) |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (22,720,000) |