Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 02, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 000-09881 | |
Entity Registrant Name | SHENANDOAH TELECOMMUNICATIONS COMPANY | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 54-1162807 | |
Entity Address, Address Line One | 500 Shentel Way | |
Entity Address, City or Town | Edinburg | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 22824 | |
City Area Code | 540 | |
Local Phone Number | 984-4141 | |
Title of 12(b) Security | Common Stock (No Par Value) | |
Trading Symbol | SHEN | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 49,852,361 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0000354963 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 184,050 | $ 101,651 |
Accounts receivable, net of allowance for doubtful accounts of $469 and $533, respectively | 67,667 | 63,641 |
Income taxes receivable | 94 | 10,306 |
Prepaid expenses and other | 10,579 | 11,146 |
Current assets held for sale | 1,148,601 | 55,109 |
Total current assets | 1,410,991 | 241,853 |
Investments | 13,034 | 12,388 |
Property, plant and equipment, net | 413,602 | 363,087 |
Intangible assets, net and Goodwill | 103,856 | 88,241 |
Operating lease right-of-use assets | 48,844 | 42,568 |
Deferred charges and other assets | 10,972 | 9,267 |
Non-current assets held for sale | 0 | 1,141,498 |
Total assets | 2,001,299 | 1,898,902 |
Current liabilities: | ||
Current maturities of long-term debt, net of unamortized loan fees | 696,378 | 31,650 |
Accounts payable | 25,602 | 40,295 |
Advanced billings and customer deposits | 8,304 | 8,189 |
Accrued compensation | 15,154 | 10,075 |
Current operating lease liabilities | 1,875 | 1,731 |
Accrued liabilities and other | 13,854 | 7,391 |
Current liabilities held for sale | 470,943 | 54,246 |
Total current liabilities | 1,232,110 | 153,577 |
Long-term debt, less current maturities, net of unamortized loan fees | 0 | 688,464 |
Other long-term liabilities: | ||
Deferred income taxes | 146,771 | 137,567 |
Asset retirement obligations | 4,870 | 6,152 |
Benefit plan obligations | 2,255 | 2,277 |
Non-current operating lease liabilities | 44,808 | 42,625 |
Other liabilities | 22,303 | 16,776 |
Non-current liabilities held for sale | 0 | 379,036 |
Total other long-term liabilities | 221,007 | 584,433 |
Shareholders’ equity: | ||
Common stock, no par value, authorized 96,000; 49,852 and 49,671 issued and outstanding at September 30, 2020 and December 31, 2019, respectively | 0 | 0 |
Additional paid in capital | 45,925 | 42,110 |
Retained earnings | 507,458 | 430,010 |
Accumulated other comprehensive (loss) income, net of taxes | (5,201) | 308 |
Total shareholders’ equity | 548,182 | 472,428 |
Total liabilities and shareholders’ equity | 2,001,299 | 1,898,902 |
Allowance for doubtful accounts | $ 469 | $ 533 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Allowance for doubtful accounts | $ 469 | $ 533 |
Stockholders' Equity Attributable to Parent [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 96,000,000 | 96,000,000 |
Common stock, shares, issued (in shares) | 49,852,000 | 49,852,000 |
Common stock, shares, outstanding (in shares) | 49,671,000 | 49,671,000 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues [Abstract] | ||||
Service revenue and other | $ 55,173 | $ 51,814 | $ 162,643 | $ 153,285 |
Operating expenses | ||||
Cost of services | 22,669 | 20,947 | 65,167 | 62,030 |
Selling, general and administrative | 20,039 | 19,445 | 64,227 | 57,600 |
Depreciation and amortization | 11,995 | 10,741 | 36,010 | 33,807 |
Total operating expenses | 54,703 | 51,133 | 165,404 | 153,437 |
Operating income (loss) | 470 | 681 | (2,761) | (152) |
Other income: | ||||
Other income, net | 1,083 | 994 | 3,103 | 3,328 |
Income before income taxes | 1,553 | 1,675 | 342 | 3,176 |
Income tax expense (benefit) | 141 | 507 | (684) | (108) |
Income from continuing operations | 1,412 | 1,168 | 1,026 | 3,284 |
Income from operations of discontinued operations, net of tax | 33,509 | 13,186 | 76,422 | 38,130 |
Net Income | 34,921 | 14,354 | 77,448 | 41,414 |
Other comprehensive income: | ||||
Unrealized income (loss) on interest rate hedge, net of tax | 539 | (1,494) | (5,509) | (8,434) |
Comprehensive income | $ 35,460 | $ 12,860 | $ 71,939 | $ 32,980 |
Net income per share, basic and diluted: | ||||
Basic - Income (loss) from continuing operations (in dollars per share) | $ 0.03 | $ 0.02 | $ 0.02 | $ 0.07 |
Basic - Income from discontinued operations, net of tax (in dollars per share) | 0.67 | 0.27 | 1.53 | 0.76 |
Basic net income per share (in dollars per share) | 0.70 | 0.29 | 1.55 | 0.83 |
Diluted - Income (loss) from continuing operations (in dollars per share) | 0.03 | 0.02 | 0.02 | 0.07 |
Diluted - Income from discontinued operations, net of tax (in dollars per share) | 0.67 | 0.27 | 1.53 | 0.76 |
Diluted net income per share (in dollars per share) | $ 0.70 | $ 0.29 | $ 1.55 | $ 0.83 |
Weighted average shares outstanding, basic (in shares) | 49,911 | 49,857 | 49,889 | 49,827 |
Weighted average shares outstanding, diluted (in shares) | 50,105 | 50,129 | 50,049 | 50,110 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Shares of Common Stock (no par value) | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Balance (in shares) at Dec. 31, 2018 | 49,630,000 | ||||
Balance at Dec. 31, 2018 | $ 444,232 | $ 47,456 | $ 388,496 | $ 8,280 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 41,414 | 41,414 | |||
Other comprehensive gain, net of tax | (8,434) | (8,434) | |||
Stock-based compensation (in shares) | 184,000 | ||||
Stock-based compensation | 3,433 | 3,433 | |||
Stock options exercised (in shares) | 29,000 | ||||
Stock options exercised | 81 | 81 | |||
Common stock issued | 25 | 25 | |||
Shares retired for settlement of employee taxes upon issuance of vested equity awards (in shares) | (62,000) | ||||
Shares retired for settlement of employee taxes upon issuance of vested equity awards | (2,912) | (2,912) | |||
Common stock issued to acquire non-controlling interest in nTelos (in shares) | 76,000 | ||||
Balance (in shares) at Sep. 30, 2019 | 49,857,000 | ||||
Balance at Sep. 30, 2019 | 477,839 | 48,083 | 429,910 | (154) | |
Balance (in shares) at Dec. 31, 2018 | 49,630,000 | ||||
Balance at Dec. 31, 2018 | $ 444,232 | 47,456 | 388,496 | 8,280 | |
Balance (in shares) at Dec. 31, 2019 | 49,671,000 | 49,671,000 | |||
Balance at Dec. 31, 2019 | $ 472,428 | 42,110 | 430,010 | 308 | |
Balance (in shares) at Jun. 30, 2019 | 49,857,000 | ||||
Balance at Jun. 30, 2019 | 464,034 | 47,138 | 415,556 | 1,340 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 14,354 | 14,354 | |||
Other comprehensive gain, net of tax | (1,494) | (1,494) | |||
Stock-based compensation | 936 | 936 | |||
Stock options exercised | 0 | ||||
Common stock issued | 9 | 9 | |||
Balance (in shares) at Sep. 30, 2019 | 49,857,000 | ||||
Balance at Sep. 30, 2019 | $ 477,839 | 48,083 | 429,910 | (154) | |
Balance (in shares) at Dec. 31, 2019 | 49,671,000 | 49,671,000 | |||
Balance at Dec. 31, 2019 | $ 472,428 | 42,110 | 430,010 | 308 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 77,448 | 77,448 | |||
Other comprehensive gain, net of tax | (5,509) | (5,509) | |||
Stock-based compensation (in shares) | 152,000 | ||||
Stock-based compensation | 5,974 | 5,974 | |||
Common stock issued | 23 | 23 | |||
Shares retired for settlement of employee taxes upon issuance of vested equity awards (in shares) | (47,000) | ||||
Shares retired for settlement of employee taxes upon issuance of vested equity awards | $ (2,182) | (2,182) | |||
Common stock issued to acquire non-controlling interest in nTelos (in shares) | 76,000 | ||||
Balance (in shares) at Sep. 30, 2020 | 49,671,000 | 49,852,000 | |||
Balance at Sep. 30, 2020 | $ 548,182 | 45,925 | 507,458 | (5,201) | |
Balance (in shares) at Jun. 30, 2020 | 49,852,000 | ||||
Balance at Jun. 30, 2020 | 511,457 | 44,659 | 472,537 | (5,739) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 34,921 | 34,921 | |||
Other comprehensive gain, net of tax | 538 | 538 | |||
Stock-based compensation | 1,259 | 1,259 | |||
Common stock issued | $ 7 | 7 | |||
Balance (in shares) at Sep. 30, 2020 | 49,671,000 | 49,852,000 | |||
Balance at Sep. 30, 2020 | $ 548,182 | $ 45,925 | $ 507,458 | $ (5,201) |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||||||
Net income | $ 34,921 | $ 14,354 | $ 77,448 | $ 41,414 | ||
Income from operations of discontinued operations, net of tax | 33,509 | 13,186 | 76,422 | 38,130 | ||
Income from continuing operations | 1,412 | 1,168 | 1,026 | 3,284 | ||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation | 35,522 | 33,500 | ||||
Amortization | 488 | 307 | ||||
Accretion of asset retirement obligations | 247 | 332 | ||||
Bad debt expense | 514 | 1,215 | ||||
Stock based compensation expense, net of amount capitalized | 5,306 | 2,769 | ||||
Deferred income taxes | (279) | 0 | ||||
Gain from patronage and investments | (596) | (3,035) | ||||
Changes in assets and liabilities: | ||||||
Accounts receivable | (1,189) | (269) | ||||
Current income taxes | (261) | 0 | ||||
Operating lease right-of-use assets | 2,966 | 2,829 | ||||
Other assets | (4,122) | (1,382) | ||||
Accounts payable | (276) | (2,956) | ||||
Lease liabilities | (1,890) | (961) | ||||
Other deferrals and accruals | 7,344 | (4,150) | ||||
Net cash provided by operating activities – continuing operations | 44,800 | 31,483 | ||||
Net cash provided by operating activities – discontinued operations | 182,499 | 161,976 | ||||
Net cash provided by operating activities | 227,299 | 193,459 | ||||
Cash flows used in investing activities: | ||||||
Capital expenditures | (82,740) | (48,826) | ||||
Cash disbursed for acquisitions | 0 | (10,000) | ||||
Payments For Deposit On FCC Leases | (16,118) | (16,742) | ||||
Proceeds from sale of assets and other | 252 | 100 | ||||
Net cash used in investing activities – continuing operations | (98,606) | (75,468) | ||||
Net cash used in investing activities – discontinued operations | (17,794) | (58,156) | ||||
Net cash used in investing activities | (116,400) | (133,624) | ||||
Cash flows used in financing activities: | ||||||
Principal payments on long-term debt | 0 | 0 | ||||
Taxes paid for equity award issuances | (2,182) | (2,912) | ||||
Other | (727) | 72 | ||||
Net cash used in financing activities | (2,909) | (2,840) | ||||
Net cash used in financing activities – discontinued operations | (25,591) | (44,666) | ||||
Net cash used in financing activities | (28,500) | (47,506) | ||||
Net increase in cash and cash equivalents | 82,399 | 12,329 | ||||
Cash and cash equivalents, beginning of period | $ 97,415 | 101,651 | 85,086 | $ 85,086 | ||
Cash and cash equivalents, end of period | $ 184,050 | $ 101,651 | $ 97,415 | $ 184,050 | $ 97,415 | $ 101,651 |
Basis of Presentation and Other
Basis of Presentation and Other Information | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Other Information | Basis of Presentation and Other Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. All normal recurring adjustments considered necessary for a fair presentation have been included. Certain disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) have been omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2019. The preparation of the unaudited interim consolidated financial statements requires management of the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingencies at the date of the unaudited interim condensed consolidated financial statements. These estimates are inherently subject to judgment and actual results could differ. Revision of Prior Period Financial Statements In connection with the preparation of our unaudited condensed consolidated financial statements for the three months ended March 31, 2020, we determined that certain errors existed in our previously issued financial statements. Specifically: • Prepaid and other assets, a component of current assets held for sale, as of December 31, 2019, were understated by $2.7 million, deferred tax liabilities were understated by $0.7 million, and retained earnings were understated by $2.0 million as the result of a failure to properly account for handsets that were utilized as demo phones in certain wireless retail stores within our area of operation. All of the impact to retained earnings is attributable to 2017 and prior years. • Property, plant and equipment, net, classified as held for sale, and deferred income tax liabilities, as of December 31, 2019 were understated by $1.4 million and $0.4 million, respectively. Depreciation, contained within discontinued operations, was overstated by $1.4 million for the year and quarter ended December 31, 2019. Income tax expense and net income were understated by $0.4 million and $1.0 million, respectively, for the year and quarter ended December 31, 2019. We evaluated these errors under the U.S. Securities and Exchange Commission's ("SEC's") authoritative guidance on materiality and the quantification of the effect of prior period misstatements on financial statements, and we have determined that the impact of these errors on our prior period consolidated financial statements is immaterial. However, since the correction of these errors in the first quarter of 2020 could have become material to our results of operations for the year ending December 31, 2020, we revised our prior period financial statements to correct these errors herein. For the year and quarter ended December 31, 2019, the correction of these errors resulted in a $0.02 increase in both basic and diluted earnings per share from discontinued operations. Adoption of New Accounting Principles There have been no developments related to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company's unaudited condensed consolidated financial statements and note disclosures, from those disclosed in the Company's 2019 Annual Report on Form 10-K, that would be expected to impact the Company except for the following: The Company adopted ASU No. 2016-13, Financial Instruments - Credit Losses ("ASC 326"): Measurement of Credit Losses on Financial Instruments , as of January 1, 2020 using the modified retrospective transition method. ASC 326 requires the application of a current expected credit loss (“CECL”) impairment model to financial assets measured at amortized cost including trade accounts receivable, net investments in leases, and certain off-balance-sheet credit exposures. Under the CECL model, lifetime expected credit losses on such financial assets are measured and recognized at each reporting date based on historical, current, and forecasted information. Furthermore, the CECL model requires financial assets with similar risk characteristics to be analyzed on a collective basis. There was no significant impact to unaudited condensed consolidated financial statements upon adoption. The Company adopted ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software ("ASC 350"): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, as of January 1, 2020. ASC 350 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Upon adoption of the standard, implementation costs were capitalized in the period incurred and will be amortized over the term of the hosting arrangement. There was no significant impact to unaudited condensed consolidated financial statements upon adoption. In March 2020, the FASB issued ASU 2020-04 “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On August 26, 2020, Sprint Corporation (“Sprint”), an indirect subsidiary of T-Mobile US, Inc., on behalf of and as the direct or indirect owner of Sprint PCS, delivered notice to the Company exercising its option to purchase the assets and operations of our Wireless segment for 90% of the “Entire Business Value” (as defined under our affiliate agreement with Sprint PCS and determined pursuant to the appraisal process set forth therein). Shortly thereafter, the Company committed to a plan to sell the Wireless operations in a manner pursuant to the affiliate agreement’s terms. Our affiliate agreement provides a process and timeline for the sale that is expected to close within one year at a price to be determined through the appraisal process outlined in the affiliate agreement. Under the affiliate agreement, the appraised value should reflect the fair market value that a willing buyer would pay a willing seller for the entire on-going business in a change of control transaction. On November 3, 2020, the parties aligned in principle on certain elements of the appraisal and sale process. Under the agreement in principle, the appraised valuation will be performed as of July 1, 2020. The appraisal will also value Shentel’s discontinued wireless operations as though Shentel were still an affiliate of Sprint with access to its brands and spectrum, without any regard to T-Mobile’s acquisition of Sprint or its subsequent integration efforts. It is currently expected that the appraisers will complete their assessment of the Entire Business Value on or about January 20, 2021. The transaction is expected to close in the second quarter of 2021, subject to receipt of customary regulatory approvals. The assets and liabilities that are expected to transfer in the sale are presented as held for sale within our Unaudited Condensed Consolidated Balance Sheets. Under the affiliate agreement, the sale is to be structured as an asset sale for income tax purposes. As a result, no current or deferred tax assets or liabilities are included within the disposal group. While our long-term debt does not transfer in the sale, its provisions require us to repay all of the debt upon consummation of the sale. Our debt is therefore presented outside of the disposal group as a current liability at September 30, 2020. Our related swap liabilities are also presented outside of the disposal group as a current liability at September 30, 2020 because management intends to settle it at consummation. The expected divestiture of our Wireless operations represents a strategic shift in the Company’s business and qualifies as a discontinued operation. As a result, the operating results and cash flows related to the Wireless segment have been reflected as discontinued operations in our Unaudited Condensed Consolidated Statements of Comprehensive Income and the Unaudited Condensed Consolidated Statements of Cash Flows. Similarly, the results of our Wireless operations are no longer presented as a reporting segment. Because repayment of the debt is contractually triggered by the sale, the related interest expense is presented within discontinued operations under the relevant authoritative guidance. Consistent with the internal reporting provided to our chief operating decision maker, we previously allocated certain corporate management overhead costs to the former Wireless segment which may no longer be allocated to discontinued operations under the relevant authoritative guidance. Accordingly, we have elected to recast our segment reporting footnote to reflect the reattribution of these expenses in all presented periods in a manner that is also consistent with our updated internal reporting. The carrying amounts of the major classes of assets and liabilities, which are classified as held for sale in the unaudited condensed consolidated balance sheets, are as follows: (in thousands) September 30, December 31, ASSETS Inventory $ 4,240 $ 5,728 Prepaid expenses and other 48,555 49,381 Property, plant and equipment, net 300,098 — Intangible assets, net 186,885 — Goodwill 146,383 — Operating lease right-of-use assets 421,868 — Deferred charges and other assets 40,572 — Current assets held for sale $ 1,148,601 $ 55,109 Property, plant and equipment, net $ — $ 338,427 Intangible assets, net — 228,593 Goodwill — 146,383 Operating lease right-of-use assets — 384,010 Deferred charges and other assets — 44,085 Non-current assets held for sale $ — $ 1,141,498 LIABILITIES Advanced billings and customer deposits $ — $ 169 Current operating lease liabilities 422,415 47,077 Accrued liabilities and other 5,333 7,000 Asset retirement obligations 33,168 — Retirement plan obligations 10,027 — Current liabilities held for sale $ 470,943 $ 54,246 Non-current operating lease liabilities $ — $ 337,661 Asset retirement obligations — 30,762 Retirement plan obligations — 10,398 Other non-current liabilities — 215 Non-current liabilities held for sale $ — $ 379,036 Income (loss) from discontinued operations, net of tax in the consolidated statements of comprehensive income consist of the following: (in thousands) Three Months Ended Nine Months Ended Revenue: 2020 2019 2020 2019 Service revenue and other $ 100,963 $ 91,314 $ 302,488 $ 283,214 Equipment revenue 9,862 15,975 32,222 47,814 Total revenue 110,825 107,289 334,710 331,028 Operating expenses: Cost of services 28,567 32,277 95,242 95,846 Cost of goods sold 9,600 15,571 31,565 45,740 Selling, general and administrative 7,696 8,879 25,931 28,774 Depreciation and amortization 15,077 25,886 62,804 86,350 Total operating expenses 60,940 82,613 215,542 256,710 Operating income 49,885 24,676 119,168 74,318 Other (expense) income: Interest expense (4,638) (7,442) (15,868) (22,877) Other 130 44 391 130 Income before income taxes 45,377 17,278 103,691 51,571 Income tax expense 11,868 4,092 27,269 13,441 Income from discontinued operations, net of tax $ 33,509 $ 13,186 $ 76,422 $ 38,130 Our Broadband and Tower segments recognize revenue for their respective provision of cell site backhaul service and leased colocation space to the discontinued Wireless operations. That revenue is earned under contracts executed at our estimate of fair market value, which will transfer upon consummation of the sale. Accordingly, we expect to have a level of continuing involvement with the discontinued operations via these pre-existing contractual arrangements. Revenue recognized within continuing operations pursuant to these agreements is disclosed in Note 14, Segment Reporting . Because the right to use space on our owned cell towers and the related lease liability will be transferred in the sale, they have been included in our disposal group above under the relevant authoritative guidance. These right of use assets and lease liabilities were previously eliminated within our consolidated financial statements. Total assets and total liabilities as of December 31, 2019 therefore increased by $34 million as a result. Under the relevant authoritative guidance, consummation of the sale will trigger or accelerate the recognition of certain expense related to: contingent deal advisory fees, recognition of our interest rate swap losses in net income, and loss on debt extinguishment. Our estimate of the related range of reasonably possible expense extends from $0 if the sale is not consummated to $40 million. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers Our Broadband segment provides broadband, video and voice services to residential and commercial customers in portions of Virginia, West Virginia, Maryland, and Kentucky, via fiber optic and hybrid fiber coaxial ("HFC") cable. The Broadband segment also provides voice and digital subscriber line (“DSL”) telephone services to customers in Virginia’s Shenandoah County as a Rural Local Exchange Carrier (“RLEC”). These contracts are generally cancellable at the customer’s discretion without penalty at any time. We allocate the total transaction price in these transactions based upon the standalone selling price of each distinct good or service. We generally recognize these revenues over time as customers simultaneously receive and consume the benefits of the service, with the exception of equipment sales and home wiring, which are recognized as revenue at a point in time when control transfers and when installation is complete, respectively. Installation fees are allocated to services and are recognized ratably over the longer of the contract term or the period in which the unrecognized fee remains material to the contract, which we estimate to be about one year. Additionally, the Company incurs commission and installation costs related to in-house and third-party vendors which are capitalized and amortized over the expected weighted average customer life which is approximately five years. Our Broadband segment also provides Ethernet and Wavelength fiber optic services to enterprise and carrier customers under capacity agreements, and the related revenue is recognized over time. In some cases, non-refundable upfront fees are charged for connecting enterprise or carrier customers to our fiber network. Those amounts are recognized ratably over the longer of the contract term or the period in which the unrecognized fee remains material to the respective contract. The Broadband segment also leases dedicated fiber optic strands to customers as part of “dark fiber” agreements, which are accounted for as leases under ASC 842 Leases. Our Tower segment leases space on owned cell towers to our Wireless segment, and to other wireless carriers. Revenue from these leases is accounted for under ASC 842. Refer to Note 14, Segment Reporting, for a summary of these revenue streams. Below is a summary of the Broadband segment's capitalized contract acquisition and fulfillment costs: Three Months Ended Nine Months Ended (in thousands) 2020 2019 2020 2019 Beginning Balance $ 12,780 $ 10,476 $ 11,005 $ 10,091 Contract payments 2,195 1,840 6,128 4,996 Contract amortization (1,013) (1,399) (3,171) (4,170) Ending Balance $ 13,962 $ 10,917 $ 13,962 $ 10,917 Future performance obligations |
Investments
Investments | 9 Months Ended |
Sep. 30, 2020 | |
Investments [Abstract] | |
Investments | Investments Investments consist of the following: (in thousands) September 30, December 31, SERP investments at fair value $ 2,255 $ 2,278 Cost method investments 10,240 9,497 Equity method investments 539 613 Total investments $ 13,034 $ 12,388 SERP Investments at Fair Value: The Supplemental Executive Retirement Plan (“SERP”) is a benefit plan that provides deferred compensation to certain employees. The Company holds the related investments in a rabbi trust as a source of funding for future payments under the plan. The SERP’s investments were designated as trading securities and will be liquidated and paid out to the participants upon retirement. The benefit obligation to participants is always equal to the value of the SERP assets under ASC 710 Compensation . Changes to the investments' fair value are presented in Other income (expense), while the reciprocal changes in the liability are presented in selling, general and administrative expense. Cost Method Investments: Our investment in CoBank’s Class A common stock represented substantially all of our cost method investments with a balance of $9.5 million and $8.7 million at September 30, 2020 and December 31, 2019, respectively. We recognized approximately $1.0 million and $0.9 million of patronage income in Other income (expense) in the three months ended September 30, 2020 and 2019, respectively, and approximately $3.0 million and $2.7 million in the nine months ended September 30, 2020 and 2019, respectively. Historically, approximately 75% of the patronage distributions were in cash and 25% in equity. Equity Method Investments: At September 30, 2020, the Company had a 20.0% ownership interest in Valley Network Partnership (“ValleyNet”). The Company and ValleyNet purchase capacity on one another’s fiber network. We recognized revenue of $0.2 million from providing service to ValleyNet during both of the three months ended September 30, 2020 and 2019, and approximately $0.7 million during both of the nine months ended September 30, 2020 and 2019. We recognized cost |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment consisted of the following: ($ in thousands) Estimated Useful Lives September 30, December 31, Land $ 6,806 $ 6,297 Buildings and structures 10 - 40 years 88,996 85,835 Cable and fiber 15 - 30 years 368,144 334,260 Equipment and software 3 - 20 years 314,859 278,873 Plant in service 778,805 705,265 Plant under construction 54,678 31,226 Total property, plant and equipment 833,483 736,491 Less: accumulated amortization and depreciation 419,881 373,404 Property, plant and equipment, net $ 413,602 $ 363,087 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Other intangible assets consisted of the following: September 30, 2020 December 31, 2019 (in thousands) Gross Accumulated Amortization and Other Net Gross Accumulated Amortization and Other Net Goodwill - Broadband $ 2,687 $ — $ 2,687 $ 2,687 $ — $ 2,687 Indefinite-lived intangibles: Cable franchise rights $ 64,334 $ — $ 64,334 $ 64,334 $ — $ 64,334 FCC spectrum licenses 13,839 — 13,839 13,839 — 13,839 Railroad crossing rights 141 — 141 141 — 141 Total indefinite-lived intangibles 78,314 — 78,314 78,314 — 78,314 Finite-lived intangibles: FCC spectrum licenses 20,777 (280) 20,497 4,659 (97) 4,562 Acquired subscribers - Cable 28,065 (25,900) 2,165 28,065 (25,600) 2,465 Other intangibles 463 (270) 193 463 (250) 213 Total finite-lived intangibles 49,305 (26,450) 22,855 33,187 (25,947) 7,240 Total intangible assets $ 130,306 $ (26,450) $ 103,856 $ 114,188 $ (25,947) $ 88,241 During the three months ended September 30, 2020, the Company completed the purchase of certain CBRS spectrum licenses for an aggregate cost of $16.1 million, within our Broadband segment. Spectrum licenses in the CBRS band are issued by the Federal Communications Commission (“FCC”) and provide us priority access rights over general access users other than incumbents, in that specific band, in accordance with the FCC’s three-tier CBRS band spectrum sharing framework to utilize designated radio frequency spectrum within specific geographic service areas to provide wireless communication services. We acquired Big Sandy Broadband, Inc. (“Big Sandy”) on February 28, 2019. The $10 million acquisition price was allocated as follows within our Broadband segment: $4.6 million of property, plant and equipment; $2.8 million of subscriber relationships; and $2.6 million of goodwill. Amortization expense was $0.2 million and $0.1 million during the three months ended September 30, 2020 and 2019 , respectively, and $0.5 million and $0.3 million for the nine months ended September 30, 2020 and 2019 , respectively. |
Other Assets and Accrued Liabil
Other Assets and Accrued Liabilities | 9 Months Ended |
Sep. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Other Assets and Accrued Liabilities | Other Assets and Accrued Liabilities Prepaid expenses and other, classified as current assets, included the following: (in thousands) September 30, December 31, Prepaid maintenance expenses $ 4,630 $ 3,065 Broadband contract acquisition and fulfillment costs 4,082 4,898 Interest rate swaps — 1,382 Other 1,867 1,801 Prepaid expenses and other $ 10,579 $ 11,146 Deferred charges and other assets, classified as long-term assets, included the following: (in thousands) September 30, December 31, Broadband contract acquisition and fulfillment costs $ 9,880 $ 6,107 Prepaid expenses and other 1,092 1,908 Interest rate swaps — 1,252 Deferred charges and other assets $ 10,972 $ 9,267 Accrued liabilities and other, classified as current liabilities, included the following: (in thousands) September 30, December 31, Interest rate swaps $ 4,710 $ — Accrued programming costs 2,997 3,023 Sales and property taxes payable 1,515 919 Other current liabilities 4,632 3,449 Accrued liabilities and other $ 13,854 $ 7,391 Other liabilities, classified as long-term liabilities, included the following: (in thousands) September 30, December 31, Non-current portion of deferred lease revenue $ 18,420 $ 12,449 FCC spectrum license obligations 1,688 1,699 Non-current portion of financing leases 1,537 1,591 Other 658 1,037 Other liabilities $ 22,303 $ 16,776 Market expectations of the projected LIBOR decreased significantly during 2020, which drove the fair value of our interest rate swaps to a liability. Refer to Note 10, Derivatives and Hedging for more information. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases At September 30, 2020, our operating leases had a weighted average remaining lease term of 23 years and a weighted average discount rate of 4.7%. Our finance leases had a weighted average remaining lease term of 14 years and a weighted average discount rate of 5.2%. During the three and nine months ended September 30, 2020, we recognized $2.3 million and $5.1 million of operating lease expense, respectively. Comparatively, during the three and nine months ended September 30, 2019, we recognized $1.4 million and $2.9 million of operating lease expense, respectively. We recognized $0.1 million and $0.4 million of interest and depreciation expense on finance leases during the three and nine months ended September 30, 2020 and $0.1 million and $0.5 million during the three and nine months ended September 30, 2019, respectively. Operating lease expense is presented in cost of service or selling, general and administrative expense based on the use of the relevant facility. Variable lease payments and short-term lease expense were both immaterial. We remitted $1.2 million and $3.2 million of operating lease payments during the three and nine months ended September 30, 2020, respectively. We remitted $2.9 million of operating lease payments during the nine months ended September 30, 2019. We also obtained $2.4 million and $9.2 million of leased assets in exchange for new operating lease liabilities during the three and nine months ended September 30, 2020, respectively. We obtained $0.7 million of leased assets in exchange for new operating lease liabilities during the nine months ended September 30, 2019, respectively. The following table summarizes the expected maturity of lease liabilities at September 30, 2020: (in thousands) Operating Leases Finance Leases Total 2020 $ 755 $ 63 $ 818 2021 4,174 174 4,348 2022 3,959 174 4,133 2023 3,548 174 3,722 2024 3,193 174 3,367 2025 and thereafter 67,236 1,529 68,765 Total lease payments 82,865 2,288 85,153 Less: Interest 36,182 656 36,838 Present value of lease liabilities $ 46,683 $ 1,632 $ 48,315 We recognized $2.7 million and $6.9 million of operating lease revenue during the three and nine months ended September 30, 2020, respectively, and $2.1 million and $6.1 million during the three and nine months ended September 30, 2019, respectively, related to the cell site colocation space and dedicated fiber optic strands that we lease to our customers, which is included in Service and other revenue in the unaudited condensed consolidated statements of comprehensive income. Substantially all of our lease revenue relates to fixed lease payments. Below is a summary of our minimum rental receipts under the lease agreements in place at September 30, 2020: (in thousands) Operating Leases 2020 $ 1,885 2021 6,020 2022 4,957 2023 3,339 2024 2,090 2025 and thereafter 4,722 Total $ 23,013 |
Leases | Leases At September 30, 2020, our operating leases had a weighted average remaining lease term of 23 years and a weighted average discount rate of 4.7%. Our finance leases had a weighted average remaining lease term of 14 years and a weighted average discount rate of 5.2%. During the three and nine months ended September 30, 2020, we recognized $2.3 million and $5.1 million of operating lease expense, respectively. Comparatively, during the three and nine months ended September 30, 2019, we recognized $1.4 million and $2.9 million of operating lease expense, respectively. We recognized $0.1 million and $0.4 million of interest and depreciation expense on finance leases during the three and nine months ended September 30, 2020 and $0.1 million and $0.5 million during the three and nine months ended September 30, 2019, respectively. Operating lease expense is presented in cost of service or selling, general and administrative expense based on the use of the relevant facility. Variable lease payments and short-term lease expense were both immaterial. We remitted $1.2 million and $3.2 million of operating lease payments during the three and nine months ended September 30, 2020, respectively. We remitted $2.9 million of operating lease payments during the nine months ended September 30, 2019. We also obtained $2.4 million and $9.2 million of leased assets in exchange for new operating lease liabilities during the three and nine months ended September 30, 2020, respectively. We obtained $0.7 million of leased assets in exchange for new operating lease liabilities during the nine months ended September 30, 2019, respectively. The following table summarizes the expected maturity of lease liabilities at September 30, 2020: (in thousands) Operating Leases Finance Leases Total 2020 $ 755 $ 63 $ 818 2021 4,174 174 4,348 2022 3,959 174 4,133 2023 3,548 174 3,722 2024 3,193 174 3,367 2025 and thereafter 67,236 1,529 68,765 Total lease payments 82,865 2,288 85,153 Less: Interest 36,182 656 36,838 Present value of lease liabilities $ 46,683 $ 1,632 $ 48,315 We recognized $2.7 million and $6.9 million of operating lease revenue during the three and nine months ended September 30, 2020, respectively, and $2.1 million and $6.1 million during the three and nine months ended September 30, 2019, respectively, related to the cell site colocation space and dedicated fiber optic strands that we lease to our customers, which is included in Service and other revenue in the unaudited condensed consolidated statements of comprehensive income. Substantially all of our lease revenue relates to fixed lease payments. Below is a summary of our minimum rental receipts under the lease agreements in place at September 30, 2020: (in thousands) Operating Leases 2020 $ 1,885 2021 6,020 2022 4,957 2023 3,339 2024 2,090 2025 and thereafter 4,722 Total $ 23,013 |
Leases | Leases At September 30, 2020, our operating leases had a weighted average remaining lease term of 23 years and a weighted average discount rate of 4.7%. Our finance leases had a weighted average remaining lease term of 14 years and a weighted average discount rate of 5.2%. During the three and nine months ended September 30, 2020, we recognized $2.3 million and $5.1 million of operating lease expense, respectively. Comparatively, during the three and nine months ended September 30, 2019, we recognized $1.4 million and $2.9 million of operating lease expense, respectively. We recognized $0.1 million and $0.4 million of interest and depreciation expense on finance leases during the three and nine months ended September 30, 2020 and $0.1 million and $0.5 million during the three and nine months ended September 30, 2019, respectively. Operating lease expense is presented in cost of service or selling, general and administrative expense based on the use of the relevant facility. Variable lease payments and short-term lease expense were both immaterial. We remitted $1.2 million and $3.2 million of operating lease payments during the three and nine months ended September 30, 2020, respectively. We remitted $2.9 million of operating lease payments during the nine months ended September 30, 2019. We also obtained $2.4 million and $9.2 million of leased assets in exchange for new operating lease liabilities during the three and nine months ended September 30, 2020, respectively. We obtained $0.7 million of leased assets in exchange for new operating lease liabilities during the nine months ended September 30, 2019, respectively. The following table summarizes the expected maturity of lease liabilities at September 30, 2020: (in thousands) Operating Leases Finance Leases Total 2020 $ 755 $ 63 $ 818 2021 4,174 174 4,348 2022 3,959 174 4,133 2023 3,548 174 3,722 2024 3,193 174 3,367 2025 and thereafter 67,236 1,529 68,765 Total lease payments 82,865 2,288 85,153 Less: Interest 36,182 656 36,838 Present value of lease liabilities $ 46,683 $ 1,632 $ 48,315 We recognized $2.7 million and $6.9 million of operating lease revenue during the three and nine months ended September 30, 2020, respectively, and $2.1 million and $6.1 million during the three and nine months ended September 30, 2019, respectively, related to the cell site colocation space and dedicated fiber optic strands that we lease to our customers, which is included in Service and other revenue in the unaudited condensed consolidated statements of comprehensive income. Substantially all of our lease revenue relates to fixed lease payments. Below is a summary of our minimum rental receipts under the lease agreements in place at September 30, 2020: (in thousands) Operating Leases 2020 $ 1,885 2021 6,020 2022 4,957 2023 3,339 2024 2,090 2025 and thereafter 4,722 Total $ 23,013 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Our syndicated Credit Agreement includes a $75 million, five-year undrawn revolving credit facility, as well as the following outstanding term loans: (in thousands) September 30, December 31, Term loan A-1 $ 236,721 $ 258,571 Term loan A-2 469,727 473,469 706,448 732,040 Less: unamortized loan fees 10,070 11,926 Total debt, net of unamortized loan fees $ 696,378 $ 720,114 Term Loan A-1 bears interest at one-month LIBOR plus a margin of 1.50%, while Term Loan A-2 bears interest at one-month LIBOR plus a margin of 1.75%. LIBOR resets monthly. Our cash payments for interest were $14.5 million and $21.6 million during the nine months ended September 30, 2020 and 2019, respectively. As shown below, as of September 30, 2020, the Company was in compliance with the financial covenants in its credit agreements. Actual Covenant Requirement Total leverage ratio 2.1 3.25 or Lower Debt service coverage ratio 5.9 2.00 or Higher Minimum liquidity balance (in millions) $ 258.8 $25.0 or Higher Rate quotations provided by a group of banks that sustain LIBOR will no longer be required after 2021. As a result, it is uncertain whether LIBOR will continue to be quoted after 2021. Our term loans and interest rate swaps identify LIBOR as a reference rate and mature after 2021. Alternative reference rates that replace LIBOR may not yield the same or similar economic results over the terms of the financial instruments. The transition from LIBOR could result in us paying higher or lower interest rates on our current LIBOR-indexed term loans, affect the fair value of the derivative instruments we hold, or affect our ability to effectively use interest rate swaps to manage interest rate risk. Our Credit Agreement includes provisions that provide for the identification of a LIBOR replacement rate. Due to the uncertainty regarding the transition from LIBOR-indexed financial instruments, including when it will happen, and the manner in which an alternative reference rate will apply, we cannot yet reasonably estimate the expected financial impact of the LIBOR transition. As discussed in Note 2, Discontinued Operations , the terms of our long term debt agreements require us to repay all of our debt upon consummation of the sale of our Wireless operations. Management also intends to settle the related interest rate swaps upon consummation. Both are therefore presented outside of the disposal group as a current liability at September 30, 2020. |
Derivatives and Hedging
Derivatives and Hedging | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Derivatives and Hedging The Company's interest rate swaps are pay-fixed (1.16%), receive-variable (one month LIBOR) that hedged approximately 43.0% of outstanding debt with outstanding notional amounts totaling $303.5 million and $339.8 million, as of September 30, 2020 and December 31, 2019, respectively. The fair value of these instruments was estimated using an income approach and observable market inputs. The hedge was determined to be highly effective and therefore all of the change in its fair value was recognized through other comprehensive income. During the three months ended September 30, 2020, the change in fair market value was immaterial. During the nine months ended September 30, 2020 the fair market value decreased $7.3 million due to a decline in the one month LIBOR. Derivative balances are presented as follows in our unaudited condensed consolidated statement of cash flows: (in thousands) September 30, December 31, Balance sheet location of derivative financial instruments: Prepaid expenses and other $ — $ 1,382 Deferred charges and other assets, net — 1,252 Accrued liabilities and other 4,710 — Total derivatives designated as hedging instruments $ 4,710 $ 2,634 The table below summarizes changes in accumulated other comprehensive income (loss) by component: (in thousands) Gains (Losses) on Income Tax Accumulated Balance as of December 31, 2019 $ 2,634 $ (2,326) $ 308 Net change in unrealized (loss) gain (8,300) 2,074 (6,226) Amounts reclassified to interest expense 956 (239) 717 Net current period other comprehensive (loss) income (7,344) 1,835 (5,509) Balance as of September 30, 2020 $ (4,710) $ (491) $ (5,201) |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company files U.S. federal income tax returns and various state income tax returns. The Company is not subject to any state or federal income tax audits as of September 30, 2020. The Company's returns are generally open to examination from 2016 forward and the net operating losses acquired in the acquisition of nTelos are open to examination from 2002 forward. The effective tax rates for the three and nine months ended September 30, 2020 and 2019, differ from the statutory U.S. federal income tax rate of 21.0% primarily due to the state income taxes, excess tax benefits and other discrete items. Three Months Ended Nine Months Ended 2020 2019 2020 2019 Expected tax expense at federal statutory $ 326 $ 352 $ 72 $ 667 State income taxes net of federal tax effect 70 73 15 138 Excess tax benefit from share based compensation and other, net (255) 82 (771) (913) Total income taxes for continuing operations $ 141 $ 507 $ (684) $ (108) Cash payments for income taxes totaled $5.4 million and $6.1 million for the nine months ended September 30, 2020 and 2019, respectively. |
Earnings per Share & Stock Comp
Earnings per Share & Stock Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Earnings per Share & Stock Compensation | Earnings per Share & Stock CompensationThe Company granted approximately 81 thousand restricted stock units (RSUs) to employees during the nine months ended September 30, 2020. Approximately 70 thousand and 11 thousand of these RSUs were granted during the first and second quarter of 2020, respectively, at market prices of $48.47 and $52.70 in those respective quarters. The Company also granted approximately 14 thousand RSUs to members of the board of directors at a market price of $48.47 per award in the first quarter of 2020. Additionally, approximately 40 thousand Relative Total Shareholder Return (“RTSR”) awards were granted to employees at a value of $56.32 per award in the first quarter of 2020. Under the terms of the award agreements, the RSUs granted to employees vest over the anniversary date of the grants through 2024. The RSUs granted to the members of the board of directors vest fully on the first anniversary of the grant date. Pursuant to the terms of the RTSR awards, the Company’s stock performance over a three-year period, ending December 31, 2022, will be compared to a group of peer companies, and the actual number of shares to be issued will be determined based upon the performance of the Company’s stock as compared with that of the peer group. The actual number of shares to be issued ranges from zero shares (if the Company’s stock performance is in the bottom 25% of the peer group) to 150% of the awards granted (if the Company’s stock performance is in the top 25% of the peer group). The Company's stock-based compensation award vesting is subject to requirements relating to continued employment with the Company through the service or performance periods, and to special vesting provisions in case of a change of control, death, disability or retirement. We utilize the treasury stock method to calculate the impact on diluted earnings per share that potentially dilutive stock-based compensation awards have. The following table indicates the computation of basic and diluted earnings per share: Three Months Ended September 30, Nine Months Ended September 30, 2020 (in thousands, except per share amounts) 2020 2019 2020 2019 Calculation of net income per share: Income from continuing operations $ 1,412 $ 1,168 $ 1,026 $ 3,284 Income from discontinued operations, net of tax $ 33,509 $ 13,186 $ 76,422 $ 38,130 Net income $ 34,921 $ 14,354 $ 77,448 $ 41,414 Basic weighted average shares outstanding 49,911 49,857 49,889 49,827 Basic net income per share - continuing operations $ 0.03 $ 0.02 $ 0.02 $ 0.07 Basic net income per share - discontinued operations $ 0.67 $ 0.27 $ 1.53 $ 0.76 Basic net income per share $ 0.70 $ 0.29 $ 1.55 $ 0.83 Effect of stock-based compensation awards outstanding: Basic weighted average shares outstanding 49,911 49,857 49,889 49,827 Effect from dilutive shares and options outstanding 194 272 160 283 Diluted weighted average shares outstanding 50,105 50,129 50,049 50,110 Diluted net income per share - continuing operations 0.03 0.02 0.02 0.07 Diluted net income per share - discontinued operations 0.67 0.27 1.53 0.76 Diluted net income per share $ 0.70 $ 0.29 $ 1.55 $ 0.83 There were fewer than 110,000 anti-dilutive awards outstanding during the three and nine months ended 2020 and 2019. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are committed to make payments to satisfy our lease liabilities and long-term debt. The scheduled payments under those obligations are summarized in the respective notes above. We are also committed to make annual payments of approximately $108.0 thousand on our FCC spectrum license obligation through 2039. The Company is subject to claims and legal actions that may arise in the ordinary course of business. The Company does not believe that any of these pending claims or legal actions are either probable or reasonably possible of a material loss. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The expected divestiture of our Wireless operations represents a strategic shift in the Company’s business and qualifies as a discontinued operation. As a result, the operating results and cash flows related to the Wireless segment have been reflected as discontinued operations in our Unaudited Condensed Consolidated Statements of Comprehensive Income and the Unaudited Condensed Consolidated Statements of Cash Flows. Similarly, the results of our Wireless operations are no longer presented as a reporting segment. Consistent with the internal reporting provided to our chief operating decision maker, we previously allocated certain corporate management overhead costs to the former Wireless segment which may no longer be allocated to discontinued operations under the relevant authoritative guidance. Accordingly, we have recast our reporting of the remaining segments to reflect the reattribution of these expenses in all presented periods in a manner consistent with our updated internal reporting. Three Months Ended September 30, 2020: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB (1) $ 37,469 $ — $ — $ 37,469 Fiber, enterprise and wholesale 4,707 — — 4,707 Rural local exchange carrier 4,426 — — 4,426 Installation and other 2,008 — — 2,008 Tower lease — 1,864 — 1,864 Service revenue and other 48,610 1,864 — 50,474 Revenue for service provided to the discontinued Wireless operations 2,100 2,637 (38) 4,699 Total revenue 50,710 4,501 (38) 55,173 Operating expenses Cost of services 21,326 1,283 60 22,669 Selling, general and administrative 9,792 330 9,917 20,039 Depreciation and amortization 10,106 467 1,422 11,995 Total operating expenses 41,224 2,080 11,399 54,703 Operating income (loss) $ 9,486 $ 2,421 $ (11,437) $ 470 _______________________________________________________ (1) SMB refers to Small and Medium Businesses. Three Months Ended September 30, 2019: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB $ 33,696 $ — $ — $ 33,696 Fiber, enterprise and wholesale 5,163 — — 5,163 Rural local exchange carrier 5,080 — — 5,080 Installation and other 2,073 — — 2,073 Tower lease — 1,851 — 1,851 Service revenue and other 46,012 1,851 — 47,863 Revenue for service provided to the discontinued Wireless operations 2,669 1,289 (7) 3,951 Total revenue 48,681 3,140 (7) 51,814 Operating expenses Cost of services 20,032 927 (12) 20,947 Selling, general and administrative 8,790 192 10,463 19,445 Depreciation and amortization 8,617 691 1,433 10,741 Total operating expenses 37,439 1,810 11,884 51,133 Operating income (loss) $ 11,242 $ 1,330 $ (11,891) $ 681 Nine Months Ended September 30, 2020: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB $ 108,242 $ — $ — $ 108,242 Fiber, enterprise and wholesale 15,858 — — 15,858 Rural local exchange carrier 13,784 — — 13,784 Installation and other 5,928 — — 5,928 Tower lease — 5,490 — 5,490 Service revenue and other 143,812 5,490 — 149,302 Revenue for service provided to the discontinued Wireless operations 6,818 7,000 (477) 13,341 Total revenue 150,630 12,490 (477) 162,643 Operating expenses Cost of services 61,572 3,537 58 65,167 Selling, general and administrative 28,960 1,095 34,172 64,227 Depreciation and amortization 30,448 1,414 4,148 36,010 Total operating expenses 120,980 6,046 38,378 165,404 Operating income (loss) $ 29,650 $ 6,444 $ (38,855) $ (2,761) Nine Months Ended September 30, 2019: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB $ 99,703 $ — $ — $ 99,703 Fiber, enterprise and wholesale 14,912 — — 14,912 Rural local exchange carrier 15,899 — — 15,899 Installation and other 6,002 — — 6,002 Tower lease — 5,365 — 5,365 Service revenue and other 136,516 5,365 — 141,881 Revenue for service provided to the discontinued Wireless operations 7,597 3,830 (23) 11,404 Total revenue 144,113 9,195 (23) 153,285 Operating expenses Cost of services 59,348 2,704 (22) 62,030 Selling, general and administrative 24,316 634 32,650 57,600 Depreciation and amortization 27,243 2,102 4,462 33,807 Total operating expenses 110,907 5,440 37,090 153,437 Operating income (loss) $ 33,206 $ 3,755 $ (37,113) $ (152) A reconciliation of the total of the reportable segments’ operating income to consolidated income from continuing operations before taxes is as follows: Three Months Ended Nine Months Ended (in thousands) 2020 2019 2020 2019 Total consolidated operating income (loss) $ 470 $ 681 $ (2,761) $ (152) Other income, net 1,083 994 3,103 3,328 Income from continuing operations before income taxes $ 1,553 $ 1,675 $ 342 $ 3,176 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividend Declaration On October 27, 2020, the Company's Board of Directors approved a dividend of $0.34 per common share. The dividend will be payable on December 1, 2020 to shareholders of record as of the close of business on November 12, 2020. |
Basis of Presentation and Oth_2
Basis of Presentation and Other Information (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. All normal recurring adjustments considered necessary for a fair presentation have been included. Certain disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) have been omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2019. |
Use of Estimates | The preparation of the unaudited interim consolidated financial statements requires management of the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingencies at the date of the unaudited interim condensed consolidated financial statements. These estimates are inherently subject to judgment and actual results could differ. |
Adoption of New Accounting Policies | There have been no developments related to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company's unaudited condensed consolidated financial statements and note disclosures, from those disclosed in the Company's 2019 Annual Report on Form 10-K, that would be expected to impact the Company except for the following: The Company adopted ASU No. 2016-13, Financial Instruments - Credit Losses ("ASC 326"): Measurement of Credit Losses on Financial Instruments , as of January 1, 2020 using the modified retrospective transition method. ASC 326 requires the application of a current expected credit loss (“CECL”) impairment model to financial assets measured at amortized cost including trade accounts receivable, net investments in leases, and certain off-balance-sheet credit exposures. Under the CECL model, lifetime expected credit losses on such financial assets are measured and recognized at each reporting date based on historical, current, and forecasted information. Furthermore, the CECL model requires financial assets with similar risk characteristics to be analyzed on a collective basis. There was no significant impact to unaudited condensed consolidated financial statements upon adoption. The Company adopted ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software ("ASC 350"): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, as of January 1, 2020. ASC 350 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Upon adoption of the standard, implementation costs were capitalized in the period incurred and will be amortized over the term of the hosting arrangement. There was no significant impact to unaudited condensed consolidated financial statements upon adoption. In March 2020, the FASB issued ASU 2020-04 “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The carrying amounts of the major classes of assets and liabilities, which are classified as held for sale in the unaudited condensed consolidated balance sheets, are as follows: (in thousands) September 30, December 31, ASSETS Inventory $ 4,240 $ 5,728 Prepaid expenses and other 48,555 49,381 Property, plant and equipment, net 300,098 — Intangible assets, net 186,885 — Goodwill 146,383 — Operating lease right-of-use assets 421,868 — Deferred charges and other assets 40,572 — Current assets held for sale $ 1,148,601 $ 55,109 Property, plant and equipment, net $ — $ 338,427 Intangible assets, net — 228,593 Goodwill — 146,383 Operating lease right-of-use assets — 384,010 Deferred charges and other assets — 44,085 Non-current assets held for sale $ — $ 1,141,498 LIABILITIES Advanced billings and customer deposits $ — $ 169 Current operating lease liabilities 422,415 47,077 Accrued liabilities and other 5,333 7,000 Asset retirement obligations 33,168 — Retirement plan obligations 10,027 — Current liabilities held for sale $ 470,943 $ 54,246 Non-current operating lease liabilities $ — $ 337,661 Asset retirement obligations — 30,762 Retirement plan obligations — 10,398 Other non-current liabilities — 215 Non-current liabilities held for sale $ — $ 379,036 Income (loss) from discontinued operations, net of tax in the consolidated statements of comprehensive income consist of the following: (in thousands) Three Months Ended Nine Months Ended Revenue: 2020 2019 2020 2019 Service revenue and other $ 100,963 $ 91,314 $ 302,488 $ 283,214 Equipment revenue 9,862 15,975 32,222 47,814 Total revenue 110,825 107,289 334,710 331,028 Operating expenses: Cost of services 28,567 32,277 95,242 95,846 Cost of goods sold 9,600 15,571 31,565 45,740 Selling, general and administrative 7,696 8,879 25,931 28,774 Depreciation and amortization 15,077 25,886 62,804 86,350 Total operating expenses 60,940 82,613 215,542 256,710 Operating income 49,885 24,676 119,168 74,318 Other (expense) income: Interest expense (4,638) (7,442) (15,868) (22,877) Other 130 44 391 130 Income before income taxes 45,377 17,278 103,691 51,571 Income tax expense 11,868 4,092 27,269 13,441 Income from discontinued operations, net of tax $ 33,509 $ 13,186 $ 76,422 $ 38,130 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Amortized and Capitalized Contract Cost | Below is a summary of the Broadband segment's capitalized contract acquisition and fulfillment costs: Three Months Ended Nine Months Ended (in thousands) 2020 2019 2020 2019 Beginning Balance $ 12,780 $ 10,476 $ 11,005 $ 10,091 Contract payments 2,195 1,840 6,128 4,996 Contract amortization (1,013) (1,399) (3,171) (4,170) Ending Balance $ 13,962 $ 10,917 $ 13,962 $ 10,917 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Investments [Abstract] | |
Other Investments | Investments consist of the following: (in thousands) September 30, December 31, SERP investments at fair value $ 2,255 $ 2,278 Cost method investments 10,240 9,497 Equity method investments 539 613 Total investments $ 13,034 $ 12,388 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consisted of the following: ($ in thousands) Estimated Useful Lives September 30, December 31, Land $ 6,806 $ 6,297 Buildings and structures 10 - 40 years 88,996 85,835 Cable and fiber 15 - 30 years 368,144 334,260 Equipment and software 3 - 20 years 314,859 278,873 Plant in service 778,805 705,265 Plant under construction 54,678 31,226 Total property, plant and equipment 833,483 736,491 Less: accumulated amortization and depreciation 419,881 373,404 Property, plant and equipment, net $ 413,602 $ 363,087 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Resulting from Acquisition | Other intangible assets consisted of the following: September 30, 2020 December 31, 2019 (in thousands) Gross Accumulated Amortization and Other Net Gross Accumulated Amortization and Other Net Goodwill - Broadband $ 2,687 $ — $ 2,687 $ 2,687 $ — $ 2,687 Indefinite-lived intangibles: Cable franchise rights $ 64,334 $ — $ 64,334 $ 64,334 $ — $ 64,334 FCC spectrum licenses 13,839 — 13,839 13,839 — 13,839 Railroad crossing rights 141 — 141 141 — 141 Total indefinite-lived intangibles 78,314 — 78,314 78,314 — 78,314 Finite-lived intangibles: FCC spectrum licenses 20,777 (280) 20,497 4,659 (97) 4,562 Acquired subscribers - Cable 28,065 (25,900) 2,165 28,065 (25,600) 2,465 Other intangibles 463 (270) 193 463 (250) 213 Total finite-lived intangibles 49,305 (26,450) 22,855 33,187 (25,947) 7,240 Total intangible assets $ 130,306 $ (26,450) $ 103,856 $ 114,188 $ (25,947) $ 88,241 |
Schedule of Finite-Lived Intangible Assets | Other intangible assets consisted of the following: September 30, 2020 December 31, 2019 (in thousands) Gross Accumulated Amortization and Other Net Gross Accumulated Amortization and Other Net Goodwill - Broadband $ 2,687 $ — $ 2,687 $ 2,687 $ — $ 2,687 Indefinite-lived intangibles: Cable franchise rights $ 64,334 $ — $ 64,334 $ 64,334 $ — $ 64,334 FCC spectrum licenses 13,839 — 13,839 13,839 — 13,839 Railroad crossing rights 141 — 141 141 — 141 Total indefinite-lived intangibles 78,314 — 78,314 78,314 — 78,314 Finite-lived intangibles: FCC spectrum licenses 20,777 (280) 20,497 4,659 (97) 4,562 Acquired subscribers - Cable 28,065 (25,900) 2,165 28,065 (25,600) 2,465 Other intangibles 463 (270) 193 463 (250) 213 Total finite-lived intangibles 49,305 (26,450) 22,855 33,187 (25,947) 7,240 Total intangible assets $ 130,306 $ (26,450) $ 103,856 $ 114,188 $ (25,947) $ 88,241 |
Other Assets and Accrued Liab_2
Other Assets and Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Current Assets | Prepaid expenses and other, classified as current assets, included the following: (in thousands) September 30, December 31, Prepaid maintenance expenses $ 4,630 $ 3,065 Broadband contract acquisition and fulfillment costs 4,082 4,898 Interest rate swaps — 1,382 Other 1,867 1,801 Prepaid expenses and other $ 10,579 $ 11,146 |
Schedule of Other Assets, Noncurrent | Deferred charges and other assets, classified as long-term assets, included the following: (in thousands) September 30, December 31, Broadband contract acquisition and fulfillment costs $ 9,880 $ 6,107 Prepaid expenses and other 1,092 1,908 Interest rate swaps — 1,252 Deferred charges and other assets $ 10,972 $ 9,267 |
Summary of Accrued Liabilities and Other | Accrued liabilities and other, classified as current liabilities, included the following: (in thousands) September 30, December 31, Interest rate swaps $ 4,710 $ — Accrued programming costs 2,997 3,023 Sales and property taxes payable 1,515 919 Other current liabilities 4,632 3,449 Accrued liabilities and other $ 13,854 $ 7,391 |
Other Noncurrent Liabilities | Other liabilities, classified as long-term liabilities, included the following: (in thousands) September 30, December 31, Non-current portion of deferred lease revenue $ 18,420 $ 12,449 FCC spectrum license obligations 1,688 1,699 Non-current portion of financing leases 1,537 1,591 Other 658 1,037 Other liabilities $ 22,303 $ 16,776 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Expected Maturity of Lease Liabilities, Operating | The following table summarizes the expected maturity of lease liabilities at September 30, 2020: (in thousands) Operating Leases Finance Leases Total 2020 $ 755 $ 63 $ 818 2021 4,174 174 4,348 2022 3,959 174 4,133 2023 3,548 174 3,722 2024 3,193 174 3,367 2025 and thereafter 67,236 1,529 68,765 Total lease payments 82,865 2,288 85,153 Less: Interest 36,182 656 36,838 Present value of lease liabilities $ 46,683 $ 1,632 $ 48,315 |
Expected Maturity of Lease Liabilities, Financing | The following table summarizes the expected maturity of lease liabilities at September 30, 2020: (in thousands) Operating Leases Finance Leases Total 2020 $ 755 $ 63 $ 818 2021 4,174 174 4,348 2022 3,959 174 4,133 2023 3,548 174 3,722 2024 3,193 174 3,367 2025 and thereafter 67,236 1,529 68,765 Total lease payments 82,865 2,288 85,153 Less: Interest 36,182 656 36,838 Present value of lease liabilities $ 46,683 $ 1,632 $ 48,315 |
Minimum Rental Receipts Under Lease Agreement Lessor, Operating Leases | Below is a summary of our minimum rental receipts under the lease agreements in place at September 30, 2020: (in thousands) Operating Leases 2020 $ 1,885 2021 6,020 2022 4,957 2023 3,339 2024 2,090 2025 and thereafter 4,722 Total $ 23,013 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Our syndicated Credit Agreement includes a $75 million, five-year undrawn revolving credit facility, as well as the following outstanding term loans: (in thousands) September 30, December 31, Term loan A-1 $ 236,721 $ 258,571 Term loan A-2 469,727 473,469 706,448 732,040 Less: unamortized loan fees 10,070 11,926 Total debt, net of unamortized loan fees $ 696,378 $ 720,114 |
Financial Covenants in Credit Agreements | As shown below, as of September 30, 2020, the Company was in compliance with the financial covenants in its credit agreements. Actual Covenant Requirement Total leverage ratio 2.1 3.25 or Lower Debt service coverage ratio 5.9 2.00 or Higher Minimum liquidity balance (in millions) $ 258.8 $25.0 or Higher |
Derivative and Hedging (Tables)
Derivative and Hedging (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | Derivative balances are presented as follows in our unaudited condensed consolidated statement of cash flows: (in thousands) September 30, December 31, Balance sheet location of derivative financial instruments: Prepaid expenses and other $ — $ 1,382 Deferred charges and other assets, net — 1,252 Accrued liabilities and other 4,710 — Total derivatives designated as hedging instruments $ 4,710 $ 2,634 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The table below summarizes changes in accumulated other comprehensive income (loss) by component: (in thousands) Gains (Losses) on Income Tax Accumulated Balance as of December 31, 2019 $ 2,634 $ (2,326) $ 308 Net change in unrealized (loss) gain (8,300) 2,074 (6,226) Amounts reclassified to interest expense 956 (239) 717 Net current period other comprehensive (loss) income (7,344) 1,835 (5,509) Balance as of September 30, 2020 $ (4,710) $ (491) $ (5,201) |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | Three Months Ended Nine Months Ended 2020 2019 2020 2019 Expected tax expense at federal statutory $ 326 $ 352 $ 72 $ 667 State income taxes net of federal tax effect 70 73 15 138 Excess tax benefit from share based compensation and other, net (255) 82 (771) (913) Total income taxes for continuing operations $ 141 $ 507 $ (684) $ (108) |
Earnings per Share & Stock Co_2
Earnings per Share & Stock Compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table indicates the computation of basic and diluted earnings per share: Three Months Ended September 30, Nine Months Ended September 30, 2020 (in thousands, except per share amounts) 2020 2019 2020 2019 Calculation of net income per share: Income from continuing operations $ 1,412 $ 1,168 $ 1,026 $ 3,284 Income from discontinued operations, net of tax $ 33,509 $ 13,186 $ 76,422 $ 38,130 Net income $ 34,921 $ 14,354 $ 77,448 $ 41,414 Basic weighted average shares outstanding 49,911 49,857 49,889 49,827 Basic net income per share - continuing operations $ 0.03 $ 0.02 $ 0.02 $ 0.07 Basic net income per share - discontinued operations $ 0.67 $ 0.27 $ 1.53 $ 0.76 Basic net income per share $ 0.70 $ 0.29 $ 1.55 $ 0.83 Effect of stock-based compensation awards outstanding: Basic weighted average shares outstanding 49,911 49,857 49,889 49,827 Effect from dilutive shares and options outstanding 194 272 160 283 Diluted weighted average shares outstanding 50,105 50,129 50,049 50,110 Diluted net income per share - continuing operations 0.03 0.02 0.02 0.07 Diluted net income per share - discontinued operations 0.67 0.27 1.53 0.76 Diluted net income per share $ 0.70 $ 0.29 $ 1.55 $ 0.83 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Selected Financial Data for Segments | Three Months Ended September 30, 2020: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB (1) $ 37,469 $ — $ — $ 37,469 Fiber, enterprise and wholesale 4,707 — — 4,707 Rural local exchange carrier 4,426 — — 4,426 Installation and other 2,008 — — 2,008 Tower lease — 1,864 — 1,864 Service revenue and other 48,610 1,864 — 50,474 Revenue for service provided to the discontinued Wireless operations 2,100 2,637 (38) 4,699 Total revenue 50,710 4,501 (38) 55,173 Operating expenses Cost of services 21,326 1,283 60 22,669 Selling, general and administrative 9,792 330 9,917 20,039 Depreciation and amortization 10,106 467 1,422 11,995 Total operating expenses 41,224 2,080 11,399 54,703 Operating income (loss) $ 9,486 $ 2,421 $ (11,437) $ 470 _______________________________________________________ (1) SMB refers to Small and Medium Businesses. Three Months Ended September 30, 2019: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB $ 33,696 $ — $ — $ 33,696 Fiber, enterprise and wholesale 5,163 — — 5,163 Rural local exchange carrier 5,080 — — 5,080 Installation and other 2,073 — — 2,073 Tower lease — 1,851 — 1,851 Service revenue and other 46,012 1,851 — 47,863 Revenue for service provided to the discontinued Wireless operations 2,669 1,289 (7) 3,951 Total revenue 48,681 3,140 (7) 51,814 Operating expenses Cost of services 20,032 927 (12) 20,947 Selling, general and administrative 8,790 192 10,463 19,445 Depreciation and amortization 8,617 691 1,433 10,741 Total operating expenses 37,439 1,810 11,884 51,133 Operating income (loss) $ 11,242 $ 1,330 $ (11,891) $ 681 Nine Months Ended September 30, 2020: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB $ 108,242 $ — $ — $ 108,242 Fiber, enterprise and wholesale 15,858 — — 15,858 Rural local exchange carrier 13,784 — — 13,784 Installation and other 5,928 — — 5,928 Tower lease — 5,490 — 5,490 Service revenue and other 143,812 5,490 — 149,302 Revenue for service provided to the discontinued Wireless operations 6,818 7,000 (477) 13,341 Total revenue 150,630 12,490 (477) 162,643 Operating expenses Cost of services 61,572 3,537 58 65,167 Selling, general and administrative 28,960 1,095 34,172 64,227 Depreciation and amortization 30,448 1,414 4,148 36,010 Total operating expenses 120,980 6,046 38,378 165,404 Operating income (loss) $ 29,650 $ 6,444 $ (38,855) $ (2,761) Nine Months Ended September 30, 2019: (in thousands) Broadband Tower Corporate & Eliminations Consolidated External revenue Cable, residential and SMB $ 99,703 $ — $ — $ 99,703 Fiber, enterprise and wholesale 14,912 — — 14,912 Rural local exchange carrier 15,899 — — 15,899 Installation and other 6,002 — — 6,002 Tower lease — 5,365 — 5,365 Service revenue and other 136,516 5,365 — 141,881 Revenue for service provided to the discontinued Wireless operations 7,597 3,830 (23) 11,404 Total revenue 144,113 9,195 (23) 153,285 Operating expenses Cost of services 59,348 2,704 (22) 62,030 Selling, general and administrative 24,316 634 32,650 57,600 Depreciation and amortization 27,243 2,102 4,462 33,807 Total operating expenses 110,907 5,440 37,090 153,437 Operating income (loss) $ 33,206 $ 3,755 $ (37,113) $ (152) |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | A reconciliation of the total of the reportable segments’ operating income to consolidated income from continuing operations before taxes is as follows: Three Months Ended Nine Months Ended (in thousands) 2020 2019 2020 2019 Total consolidated operating income (loss) $ 470 $ 681 $ (2,761) $ (152) Other income, net 1,083 994 3,103 3,328 Income from continuing operations before income taxes $ 1,553 $ 1,675 $ 342 $ 3,176 |
Basis of Presentation and Oth_3
Basis of Presentation and Other Information - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Prepaid expenses and other | $ 10,579 | $ 11,146 | $ 10,579 | $ 11,146 | ||
Retained earnings | 507,458 | 430,010 | 507,458 | 430,010 | ||
Property, plant and equipment, net | 413,602 | 363,087 | 413,602 | 363,087 | ||
Deferred income taxes | 146,771 | 137,567 | 146,771 | 137,567 | ||
Depreciation expense | (11,995) | $ (10,741) | (36,010) | $ (33,807) | ||
Income tax expense (benefit) | 141 | 507 | (684) | (108) | ||
Net income | $ 34,921 | $ 14,354 | $ 77,448 | $ 41,414 | ||
Increase (decrease) in earnings per share, basic (in dollars per share) | $ 0.70 | $ 0.29 | $ 1.55 | $ 0.83 | ||
Increase (decrease) in earnings per share, diluted (in dollars per share) | $ 0.70 | $ 0.29 | $ 1.55 | $ 0.83 | ||
Revision of Prior Period, Error Correction, Adjustment | Prior Period Errors | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Prepaid expenses and other | 2,700 | 2,700 | ||||
Deferred tax liabilities, net | 700 | 700 | ||||
Retained earnings | 2,000 | 2,000 | ||||
Property, plant and equipment, net | 1,400 | 1,400 | ||||
Deferred income taxes | 400 | 400 | ||||
Depreciation expense | 1,400 | 1,400 | ||||
Income tax expense (benefit) | 400 | 400 | ||||
Net income | $ 1,000 | $ 1,000 | ||||
Increase (decrease) in earnings per share, basic (in dollars per share) | $ 0.02 | $ 0.02 | ||||
Increase (decrease) in earnings per share, diluted (in dollars per share) | $ 0.02 | $ 0.02 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) | Aug. 26, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Increase in assets | $ 34,000,000 | ||
Increase in liabilities | $ 34,000,000 | ||
Minimum | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Accelerated expenses | $ 0 | ||
Maximum | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Accelerated expenses | $ 40,000,000 | ||
Affiliated Entity | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Value of business percentage | 90.00% |
Discontinued Operations - Carry
Discontinued Operations - Carrying Amounts of the Major Classes of Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
ASSETS | ||
Inventory | $ 4,240 | $ 5,728 |
Deferred charges and other assets | 40,572 | |
Current assets held for sale | 1,148,601 | 55,109 |
Deferred charges and other assets | 0 | 44,085 |
Non-current assets held for sale | 0 | 1,141,498 |
LIABILITIES | ||
Advanced billings and customer deposits | 0 | 169 |
Current liabilities held for sale | 470,943 | 54,246 |
Non-current liabilities held for sale | 0 | 379,036 |
Discontinued Operations, Disposed of by Sale | ||
ASSETS | ||
Prepaid expenses and other | 48,555 | 49,381 |
Property, plant and equipment, net | 300,098 | 0 |
Intangible assets, net | 186,885 | 0 |
Goodwill | 146,383 | 0 |
Operating lease right-of-use assets | 421,868 | 0 |
Deferred charges and other assets | 0 | |
Current assets held for sale | 1,148,601 | 55,109 |
Property, plant and equipment, net | 0 | 338,427 |
Intangible assets, net | 0 | 228,593 |
Goodwill | 0 | 146,383 |
Operating lease right-of-use assets | 0 | 384,010 |
Non-current assets held for sale | 0 | 1,141,498 |
LIABILITIES | ||
Current operating lease liabilities | 422,415 | 47,077 |
Accrued liabilities and other | 5,333 | 7,000 |
Asset retirement obligations | 33,168 | 0 |
Retirement plan obligations | 10,027 | 0 |
Current liabilities held for sale | 470,943 | 54,246 |
Non-current operating lease liabilities | 0 | 337,661 |
Asset retirement obligations | 0 | 30,762 |
Retirement plan obligations | 0 | 10,398 |
Other non-current liabilities | 0 | 215 |
Non-current liabilities held for sale | $ 0 | $ 379,036 |
Discontinued Operations - Incom
Discontinued Operations - Income (Loss) From Discontinued Operations (Details) - Discontinued Operations, Disposed of by Sale - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues [Abstract] | ||||
Total revenue | $ 110,825 | $ 107,289 | $ 334,710 | $ 331,028 |
Operating expenses | ||||
Selling, general and administrative | 7,696 | 8,879 | 25,931 | 28,774 |
Depreciation and amortization | 15,077 | 25,886 | 62,804 | 86,350 |
Total operating expenses | 60,940 | 82,613 | 215,542 | 256,710 |
Total consolidated operating income (loss) | 49,885 | 24,676 | 119,168 | 74,318 |
Other income: | ||||
Interest expense | (4,638) | (7,442) | (15,868) | (22,877) |
Other | 130 | 44 | 391 | 130 |
Income before income taxes | 45,377 | 17,278 | 103,691 | 51,571 |
Income tax expense | (11,868) | (4,092) | (27,269) | (13,441) |
Income from discontinued operations, net of tax | 33,509 | 13,186 | 76,422 | 38,130 |
Service revenue and other | ||||
Revenues [Abstract] | ||||
Total revenue | 100,963 | 91,314 | 302,488 | 283,214 |
Equipment revenue | ||||
Revenues [Abstract] | ||||
Total revenue | 9,862 | 15,975 | 32,222 | 47,814 |
Cost of services | ||||
Operating expenses | ||||
Cost of services and cost of goods sold | 28,567 | 32,277 | 95,242 | 95,846 |
Cost of goods sold | ||||
Operating expenses | ||||
Cost of services and cost of goods sold | $ 9,600 | $ 15,571 | $ 31,565 | $ 45,740 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Weighted average customer life | 5 years |
Remaining performance obligations | $ 2.9 |
Revenue remaining performance obligation, per year | $ 0.8 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers Revenue from Contracts with Customers - Amortized and Capitalized Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Capitalized Contract Cost [Roll Forward] | ||||
Beginning Balance | $ 12,780 | $ 10,476 | $ 11,005 | $ 10,091 |
Contract payments | 2,195 | 1,840 | 6,128 | 4,996 |
Contract amortization | (1,013) | (1,399) | (3,171) | (4,170) |
Ending Balance | $ 13,962 | $ 10,917 | $ 13,962 | $ 10,917 |
Investments - Other Investments
Investments - Other Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Investments [Abstract] | ||
SERP investments at fair value | $ 2,255 | $ 2,278 |
Cost method investments | 10,240 | 9,497 |
Equity method investments | 539 | 613 |
Total investments | $ 13,034 | $ 12,388 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||||
SERP investments at fair value | $ 2,255 | $ 2,255 | $ 2,278 | ||
Valley Network Partnership | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 20.00% | 20.00% | |||
CoBank | |||||
Schedule of Equity Method Investments [Line Items] | |||||
SERP investments at fair value | $ 9,500 | $ 9,500 | $ 8,700 | ||
Other nonoperating income (expense) | 1,000 | $ 900 | 3,000 | $ 2,700 | |
Percentage of patronage credit paid in cash | 75.00% | 75.00% | |||
Percentage of patronage credit paid in share | 25.00% | 25.00% | |||
Equity Method Investee | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Revenue from related parties | 200 | $ 200 | 700 | $ 700 | |
Related party costs | $ 700 | $ 800 | $ 2,200 | $ 2,400 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 833,483 | $ 736,491 |
Less: accumulated amortization and depreciation | 419,881 | 373,404 |
Property, plant and equipment, net | 413,602 | 363,087 |
Land | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | 6,806 | 6,297 |
Buildings and structures | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 88,996 | 85,835 |
Buildings and structures | Minimum | ||
Property, plant and equipment [Abstract] | ||
Estimated useful lives | 10 years | |
Buildings and structures | Maximum | ||
Property, plant and equipment [Abstract] | ||
Estimated useful lives | 40 years | |
Cable and fiber | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 368,144 | 334,260 |
Cable and fiber | Minimum | ||
Property, plant and equipment [Abstract] | ||
Estimated useful lives | 15 years | |
Cable and fiber | Maximum | ||
Property, plant and equipment [Abstract] | ||
Estimated useful lives | 30 years | |
Equipment and software | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 314,859 | 278,873 |
Equipment and software | Minimum | ||
Property, plant and equipment [Abstract] | ||
Estimated useful lives | 3 years | |
Equipment and software | Maximum | ||
Property, plant and equipment [Abstract] | ||
Estimated useful lives | 20 years | |
Plant in service | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 778,805 | 705,265 |
Plant under construction | ||
Property, plant and equipment [Abstract] | ||
Total property, plant and equipment | $ 54,678 | $ 31,226 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangibles | $ 78,314 | $ 78,314 |
Gross Carrying Amount | 49,305 | 33,187 |
Accumulated Amortization and Other | (26,450) | (25,947) |
Net | 22,855 | 7,240 |
Total intangible assets, gross carrying amount | 130,306 | 114,188 |
Intangible assets, net | 103,856 | 88,241 |
Broadband | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,687 | 2,687 |
Net | 2,687 | 2,687 |
FCC spectrum licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 20,777 | 4,659 |
Accumulated Amortization and Other | (280) | (97) |
Net | 20,497 | 4,562 |
Acquired subscribers - Cable | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 28,065 | 28,065 |
Accumulated Amortization and Other | (25,900) | (25,600) |
Net | 2,165 | 2,465 |
Other intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 463 | 463 |
Accumulated Amortization and Other | (270) | (250) |
Net | 193 | 213 |
Cable franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangibles | 64,334 | 64,334 |
FCC spectrum licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangibles | 13,839 | 13,839 |
Railroad crossing rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total indefinite-lived intangibles | $ 141 | $ 141 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | Feb. 28, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Business Acquisition [Line Items] | |||||
Amortization of intangible assets | $ 0.2 | $ 0.1 | $ 0.5 | $ 0.3 | |
FCC spectrum licenses | |||||
Business Acquisition [Line Items] | |||||
Indefinite-lived intangible assets acquired | $ (16.1) | ||||
Big sandy acquisition | |||||
Business Acquisition [Line Items] | |||||
Aggregate purchase price | $ 10 | ||||
Property, plant and equipment acquired | 4.6 | ||||
Goodwill | 2.6 | ||||
Customer relationships | Big sandy acquisition | |||||
Business Acquisition [Line Items] | |||||
Subscriber relationship acquired | $ 2.8 |
Other Assets and Accrued Liab_3
Other Assets and Accrued Liabilities - Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Prepaid maintenance expenses | $ 4,630 | $ 3,065 |
Broadband contract acquisition and fulfillment costs | 4,082 | 4,898 |
Interest rate swaps | 0 | 1,382 |
Other | 1,867 | 1,801 |
Prepaid expenses and other | $ 10,579 | $ 11,146 |
Other Assets and Accrued Liab_4
Other Assets and Accrued Liabilities - Long-Term Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Broadband contract acquisition and fulfillment costs | $ 9,880 | $ 6,107 |
Prepaid expenses and other | 1,092 | 1,908 |
Interest rate swaps | 0 | 1,252 |
Deferred charges and other assets | $ 10,972 | $ 9,267 |
Other Assets and Accrued Liab_5
Other Assets and Accrued Liabilities - Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Interest rate swaps | $ 4,710 | $ 0 |
Accrued programming costs | 2,997 | 3,023 |
Sales and property taxes payable | 1,515 | 919 |
Other current liabilities | 4,632 | 3,449 |
Accrued liabilities and other | $ 13,854 | $ 7,391 |
Other Assets and Accrued Liab_6
Other Assets and Accrued Liabilities - Long Term Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Non-current portion of deferred lease revenue | $ 18,420 | $ 12,449 |
FCC spectrum license obligations | 1,688 | 1,699 |
Non-current portion of financing leases | 1,537 | 1,591 |
Other | 658 | 1,037 |
Other liabilities | $ 22,303 | $ 16,776 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease, weighted average remaining lease term | 23 years | 23 years | ||
Operating lease, weighted average discount rate, percent | 4.70% | 4.70% | ||
Finance lease, weighted average remaining lease term | 14 years | 14 years | ||
Finance lease, weighted average discount rate, percent | 5.20% | 5.20% | ||
Operating lease, cost | $ 2.3 | $ 1.4 | $ 5.1 | $ 2.9 |
Finance lease, cost | 0.1 | 0.1 | 0.4 | 0.5 |
Operating lease, payments | 1.2 | 3.2 | 2.9 | |
Right-of-use asset obtained in exchange for operating lease liability | 2.4 | 9.2 | 0.7 | |
Sublease income | $ 2.7 | $ 2.1 | $ 6.9 | $ 6.1 |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liability - Lessee (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Leases | |
2020 | $ 755 |
2021 | 4,174 |
2022 | 3,959 |
2023 | 3,548 |
2024 | 3,193 |
2025 and thereafter | 67,236 |
Total lease payments | 82,865 |
Less: Interest | 36,182 |
Present value of lease liabilities | 46,683 |
Finance Leases | |
2020 | 63 |
2021 | 174 |
2022 | 174 |
2023 | 174 |
2024 | 174 |
2025 and thereafter | 1,529 |
Total lease payments | 2,288 |
Less: Interest | 656 |
Present value of lease liabilities | 1,632 |
Total | |
2020 | 818 |
2021 | 4,348 |
2022 | 4,133 |
2023 | 3,722 |
2024 | 3,367 |
2025 and thereafter | 68,765 |
Total lease payments | 85,153 |
Less: Interest | 36,838 |
Present value of lease liabilities | $ 48,315 |
Leases - Maturity of Lease Li_2
Leases - Maturity of Lease Liability - Lessor (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Leases [Abstract] | |
2020 | $ 1,885 |
2021 | 6,020 |
2022 | 4,957 |
2023 | 3,339 |
2024 | 2,090 |
2025 and thereafter | 4,722 |
Total | $ 23,013 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Debt Instrument [Line Items] | ||
Cash payments for interest | $ 14,500,000 | $ 21,600,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 75,000,000 | |
Term of credit facility | 5 years | |
Term loan A-1 | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.50% | |
Term loan A-2 | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.75% |
Debt - Credit Agreement (Detail
Debt - Credit Agreement (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Total | $ 706,448 | $ 732,040 |
Less: unamortized loan fees | 10,070 | 11,926 |
Total debt, net of unamortized loan fees | 696,378 | 720,114 |
Term loan A-1 | ||
Debt Instrument [Line Items] | ||
Total | 236,721 | 258,571 |
Term loan A-2 | ||
Debt Instrument [Line Items] | ||
Total | $ 469,727 | $ 473,469 |
Debt - Financial Covenants in C
Debt - Financial Covenants in Credit Agreements (Details) | 3 Months Ended |
Sep. 30, 2020USD ($) | |
Actual | |
Total leverage ratio | 2.1 |
Debt service coverage ratio | 5.9 |
Minimum liquidity balance (in millions) | $ 258,800,000 |
Covenant Requirement | |
Total Leverage Ratio | 3.25 |
Debt Service Coverage Ratio | 2 |
Minimum liquidity balance | $ 25,000,000 |
Derivatives and Hedging - Narra
Derivatives and Hedging - Narrative (Details) - Not Designated as Hedging Instrument - Cash Flow Hedging - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Derivative [Line Items] | ||
Increase (decrease) in fair value | $ (7.3) | |
Interest rate swaps | ||
Derivative [Line Items] | ||
Interest rate | 1.16% | |
Percentage hedged | 43.00% | |
Notional amount of interest rate swaps | $ 303.5 | $ 339.8 |
Derivatives and Hedging - Sched
Derivatives and Hedging - Schedule of Derivative Instruments (Fair Value) (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 0 | $ 1,252 |
Interest rate swaps | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 4,710 | 2,634 |
Interest rate swaps | Designated as Hedging Instrument | Prepaid expenses and other | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0 | 1,382 |
Interest rate swaps | Designated as Hedging Instrument | Deferred charges and other assets, net | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0 | 1,252 |
Interest rate swaps | Designated as Hedging Instrument | Accrued liabilities and other | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 4,710 | $ 0 |
Derivatives and Hedging - Sch_2
Derivatives and Hedging - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax (Expense) Benefit | ||||
Balance as of December 31, 2019 | $ (2,326) | |||
Net change in unrealized (loss) gain | 2,074 | |||
Amounts reclassified to interest expense | (239) | |||
Net current period other comprehensive (loss) income | 1,835 | |||
Balance as of September 30, 2020 | $ (491) | (491) | ||
Accumulated Other Comprehensive Income (Loss), net of taxes | ||||
Balance as of December 31, 2019 | 308 | |||
Net change in unrealized (loss) gain | (6,226) | |||
Amounts reclassified to interest expense | 717 | |||
Net current period other comprehensive (loss) income | 538 | $ (1,494) | (5,509) | $ (8,434) |
Balance as of September 30, 2020 | (5,201) | (5,201) | ||
Gains (Losses) on Cash Flow Hedges | ||||
Gains (Losses) on Cash Flow Hedges | ||||
Balance as of December 31, 2019 | 2,634 | |||
Net change in unrealized (loss) gain | (8,300) | |||
Amounts reclassified to interest expense | 956 | |||
Net current period other comprehensive (loss) income | (7,344) | |||
Balance as of September 30, 2020 | $ (4,710) | $ (4,710) |
Income Taxes - Components of Fe
Income Taxes - Components of Federal and State Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Expected tax expense at federal statutory | $ 326 | $ 352 | $ 72 | $ 667 |
State income taxes net of federal tax effect | 70 | 73 | 15 | 138 |
Excess tax benefit from share based compensation and other, net | (255) | 82 | (771) | (913) |
Total income taxes for continuing operations | $ 141 | $ 507 | $ (684) | $ (108) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income taxes paid, net | $ 5.4 | $ 6.1 |
Earnings per Share & Stock Co_3
Earnings per Share & Stock Compensation - Narrative (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Anti-dilutive awards outstanding (fewer than) (in shares) | 110,000 | 110,000 | 110,000 | 110,000 | ||
Relative Total Shareholder Return Awards (RTSRs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share performance period | 3 years | |||||
Bottom portion of peer percent group (as a percent) | 25.00% | |||||
Top portion of peer percent group (as a percent) | 25.00% | |||||
Relative Total Shareholder Return Awards (RTSRs) | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares, issued (in shares) | 0 | |||||
Relative Total Shareholder Return Awards (RTSRs) | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued (as a percent) | 150.00% | |||||
Employee | Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in shares) | 11,000 | 70,000 | 81,000 | |||
Restricted stock units granted (in dollars per share) | $ 52.70 | $ 48.47 | ||||
Employee | Relative Total Shareholder Return Awards (RTSRs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in shares) | 40,000 | |||||
Restricted stock units granted (in dollars per share) | $ 56.32 | |||||
Director | Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in shares) | 14,000 | |||||
Restricted stock units granted (in dollars per share) | $ 48.47 |
Earnings per Share & Stock Co_4
Earnings per Share & Stock Compensation - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | ||||
Income from continuing operations | $ 1,412 | $ 1,168 | $ 1,026 | $ 3,284 |
Income from operations of discontinued operations, net of tax | 33,509 | 13,186 | 76,422 | 38,130 |
Net income | $ 34,921 | $ 14,354 | $ 77,448 | $ 41,414 |
Basic weighted average shares outstanding (in shares) | 49,911 | 49,857 | 49,889 | 49,827 |
Basic net income per share - continuing operations (in dollars per share) | $ 0.03 | $ 0.02 | $ 0.02 | $ 0.07 |
Basic net income per share - discontinued operations (in dollars per share) | 0.67 | 0.27 | 1.53 | 0.76 |
Basic net income per share (in dollars per share) | $ 0.70 | $ 0.29 | $ 1.55 | $ 0.83 |
Effect from dilutive shares and options outstanding (in shares) | 194 | 272 | 160 | 283 |
Diluted weighted average shares outstanding (in shares) | 50,105 | 50,129 | 50,049 | 50,110 |
Diluted net income per share - continuing operations (in dollars per share) | $ 0.03 | $ 0.02 | $ 0.02 | $ 0.07 |
Diluted net income per share - discontinued operations (in dollars per share) | 0.67 | 0.27 | 1.53 | 0.76 |
Diluted net income per share (in dollars per share) | $ 0.70 | $ 0.29 | $ 1.55 | $ 0.83 |
Commitments and Contingencies N
Commitments and Contingencies Narrative (Details) | Sep. 30, 2020USD ($) |
FCC spectrum licenses | |
Other Commitments [Line Items] | |
Other commitment, annual payments | $ 108,000 |
Segment Reporting - Selected Fi
Segment Reporting - Selected Financial Data for Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
External revenue | ||||
Service revenue and other | $ 55,173 | $ 51,814 | $ 162,643 | $ 153,285 |
Operating expenses | ||||
Cost of services | 22,669 | 20,947 | 65,167 | 62,030 |
Selling, general and administrative | 20,039 | 19,445 | 64,227 | 57,600 |
Depreciation and amortization | 11,995 | 10,741 | 36,010 | 33,807 |
Operating income (loss) | 470 | 681 | (2,761) | (152) |
Operating Segments | ||||
Operating expenses | ||||
Selling, general and administrative | 20,039 | 19,445 | 64,227 | 57,600 |
Depreciation and amortization | 11,995 | 10,741 | 36,010 | 33,807 |
Total operating expenses | 54,703 | 51,133 | 165,404 | 153,437 |
Operating income (loss) | 470 | 681 | (2,761) | (152) |
Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 50,710 | 48,681 | 150,630 | 144,113 |
Operating expenses | ||||
Selling, general and administrative | 9,792 | 8,790 | 28,960 | 24,316 |
Depreciation and amortization | 10,106 | 8,617 | 30,448 | 27,243 |
Total operating expenses | 41,224 | 37,439 | 120,980 | 110,907 |
Operating income (loss) | 9,486 | 11,242 | 29,650 | 33,206 |
Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 4,501 | 3,140 | 12,490 | 9,195 |
Operating expenses | ||||
Selling, general and administrative | 330 | 192 | 1,095 | 634 |
Depreciation and amortization | 467 | 691 | 1,414 | 2,102 |
Total operating expenses | 2,080 | 1,810 | 6,046 | 5,440 |
Operating income (loss) | 2,421 | 1,330 | 6,444 | 3,755 |
Intersegment Eliminations | ||||
External revenue | ||||
Service revenue and other | 4,699 | 3,951 | 13,341 | 11,404 |
Intersegment Eliminations | Broadband | ||||
External revenue | ||||
Service revenue and other | 2,100 | 2,669 | 6,818 | 7,597 |
Intersegment Eliminations | Tower | ||||
External revenue | ||||
Service revenue and other | 2,637 | 1,289 | 7,000 | 3,830 |
Intersegment Eliminations | Corporate and Other | ||||
External revenue | ||||
Service revenue and other | (38) | (7) | (477) | (23) |
Corporate, Non-Segment | ||||
Operating expenses | ||||
Selling, general and administrative | 9,917 | 10,463 | 34,172 | 32,650 |
Depreciation and amortization | 1,422 | 1,433 | 4,148 | 4,462 |
Total operating expenses | 11,399 | 11,884 | 38,378 | 37,090 |
Operating income (loss) | (11,437) | (11,891) | (38,855) | (37,113) |
Tower lease | Operating Segments | ||||
External revenue | ||||
Service revenue and other | 1,864 | 1,851 | 5,490 | 5,365 |
Tower lease | Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 0 | 0 | 0 | 0 |
Tower lease | Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 1,864 | 1,851 | 5,490 | 5,365 |
Cable, residential and SMB | Operating Segments | ||||
External revenue | ||||
Service revenue and other | 37,469 | 33,696 | 108,242 | 99,703 |
Cable, residential and SMB | Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 37,469 | 33,696 | 108,242 | 99,703 |
Cable, residential and SMB | Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 0 | 0 | 0 | 0 |
Fiber, enterprise and wholesale | Operating Segments | ||||
External revenue | ||||
Service revenue and other | 4,707 | 5,163 | 15,858 | 14,912 |
Fiber, enterprise and wholesale | Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 4,707 | 5,163 | 15,858 | 14,912 |
Fiber, enterprise and wholesale | Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 0 | 0 | 0 | 0 |
Rural local exchange carrier | Operating Segments | ||||
External revenue | ||||
Service revenue and other | 4,426 | 5,080 | 13,784 | 15,899 |
Rural local exchange carrier | Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 4,426 | 5,080 | 13,784 | 15,899 |
Rural local exchange carrier | Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 0 | 0 | 0 | 0 |
Installation and other | Operating Segments | ||||
External revenue | ||||
Service revenue and other | 2,008 | 2,073 | 5,928 | 6,002 |
Installation and other | Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 2,008 | 2,073 | 5,928 | 6,002 |
Installation and other | Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 0 | 0 | 0 | 0 |
Service revenue and other | Operating Segments | ||||
External revenue | ||||
Service revenue and other | 50,474 | 47,863 | 149,302 | 141,881 |
Service revenue and other | Operating Segments | Broadband | ||||
External revenue | ||||
Service revenue and other | 48,610 | 46,012 | 143,812 | 136,516 |
Service revenue and other | Operating Segments | Tower | ||||
External revenue | ||||
Service revenue and other | 1,864 | 1,851 | 5,490 | 5,365 |
Cost of services | Operating Segments | ||||
Operating expenses | ||||
Cost of services | 22,669 | 20,947 | 65,167 | 62,030 |
Cost of services | Operating Segments | Broadband | ||||
Operating expenses | ||||
Cost of services | 21,326 | 20,032 | 61,572 | 59,348 |
Cost of services | Operating Segments | Tower | ||||
Operating expenses | ||||
Cost of services | 1,283 | 927 | 3,537 | 2,704 |
Cost of services | Corporate, Non-Segment | ||||
Operating expenses | ||||
Cost of services | $ 60 | $ (12) | $ 58 | $ (22) |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Reconciliation of income from continuing operations from segments to consolidated [Abstract] | ||||
Total consolidated operating income (loss) | $ 470 | $ 681 | $ (2,761) | $ (152) |
Other income, net | 1,083 | 994 | 3,103 | 3,328 |
Income from continuing operations before income taxes | $ 1,553 | $ 1,675 | $ 342 | $ 3,176 |
Subsequent Events (Details)
Subsequent Events (Details) | Oct. 27, 2020$ / shares |
Subsequent Event | |
Subsequent Event [Line Items] | |
Dividends Payable, Amount Per Share | $ 0.34 |