Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 21, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CENTRAL EUROPEAN MEDIA ENTERPRISES LTD. | |
Entity Central Index Key | 925,645 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 144,421,232 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Current assets | |||
Cash and cash equivalents | $ 90,959 | $ 43,459 | |
Accounts receivable, net (Note 6) | 149,145 | 178,339 | |
Program rights, net (Note 5) | 87,145 | 86,151 | |
Other current assets (Note 7) | 30,725 | 32,471 | |
Total current assets | 357,974 | 340,420 | |
Non-current assets | |||
Property, plant and equipment, net (Note 8) | [1] | 108,977 | 109,089 |
Program rights, net (Note 5) | 184,363 | 179,356 | |
Goodwill (Note 3) | 610,282 | 602,069 | |
Other intangible assets, net (Note 3) | 138,114 | 138,340 | |
Other non-current assets (Note 7) | 20,570 | 21,443 | |
Total non-current assets | 1,062,306 | 1,050,297 | |
Total assets | [2] | 1,420,280 | 1,390,717 |
Current liabilities | |||
Accounts payable and accrued liabilities (Note 9) | 163,699 | 160,981 | |
Current portion of long-term debt and other financing arrangements (Note 4) | 1,576 | 1,494 | |
Other current liabilities (Note 10) | 29,145 | 9,089 | |
Total current liabilities | 194,420 | 171,564 | |
Non-current liabilities | |||
Long-term debt and other financing arrangements (Note 4) | 1,016,728 | 1,002,028 | |
Other non-current liabilities (Note 10) | 67,612 | 68,758 | |
Total non-current liabilities | 1,084,340 | 1,070,786 | |
Commitments and contingencies (Note 19) | |||
200,000 shares of Series B Convertible Redeemable Preferred Stock of $0.08 each (December 31, 2016 - 200,000) (Note 12) | 257,256 | 254,899 | |
CME Ltd. shareholders’ equity (Note 13): | |||
One share of Series A Convertible Preferred Stock of $0.08 each (December 31, 2016 – one) | 0 | 0 | |
Additional paid-in capital | 1,908,926 | 1,910,244 | |
Accumulated deficit | (1,796,601) | (1,785,536) | |
Accumulated other comprehensive loss | (240,566) | (243,988) | |
Total CME Ltd. shareholders’ deficit | (116,707) | (107,804) | |
Noncontrolling interests | 971 | 1,272 | |
Total deficit | (115,736) | (106,532) | |
Total liabilities and equity | 1,420,280 | 1,390,717 | |
Class A Common Stock [Member] | |||
CME Ltd. shareholders’ equity (Note 13): | |||
Common stock | 11,534 | 11,476 | |
Class B Common Stock [Member] | |||
CME Ltd. shareholders’ equity (Note 13): | |||
Common stock | $ 0 | $ 0 | |
[1] | (1) Reflects property, plant and equipment. | ||
[2] | (1) Segment assets exclude any intercompany balances. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Series B Preferred Stock [Member] | ||
Preferred stock, shares outstanding | 200,000 | 200,000 |
Preferred stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares outstanding | 1 | 1 |
Preferred stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
Class A Common Stock [Member] | ||
Common stock, shares issued (in shares) | 144,181,567 | 143,449,913 |
Common stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
Common Class B [Member] | ||
Common stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.08 | $ 0.08 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME / LOSS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Net revenues | $ 135,002 | $ 129,000 | |
Operating expenses: | |||
Content costs | 73,402 | 71,978 | |
Other operating costs | 14,556 | 16,454 | |
Depreciation of property, plant and equipment | 7,759 | 7,285 | |
Amortization of broadcast licenses and other intangibles | 2,109 | 2,060 | |
Cost of revenues | 97,826 | 97,777 | |
Selling, general and administrative expenses | 24,908 | 23,460 | |
Operating income | 12,268 | 7,763 | |
Interest expense (Note 14) | (23,755) | (49,154) | |
Total other non-operating income / (expense) | 2,325 | 1,416 | |
(Loss) / income from continuing operations before tax and income from investment in subsidiaries | (9,162) | (39,975) | |
Provision for income taxes | (2,112) | (719) | |
Net loss | (11,274) | (40,694) | |
Net loss attributable to noncontrolling interests | 209 | 259 | |
Net (loss) / income attributable to CME Ltd. | (11,065) | (40,435) | |
Currency translation adjustment | 2,072 | 19,058 | |
Gain / (loss) on derivative instruments (Note 11) | 1,258 | (1,248) | |
Total other comprehensive income | 3,330 | 17,810 | |
Comprehensive loss | (7,944) | (22,884) | |
Comprehensive loss attributable to noncontrolling interests | 301 | 573 | |
Comprehensive loss attributable to CME Ltd. | $ (7,643) | $ (22,311) | |
Net (loss) / income per share: | |||
Net loss attributable to CME Ltd. – Diluted | $ (0.09) | $ (0.31) | |
Weighted average common shares used in computing per share amounts (000’s): | |||
Basic (in shares) | [1] | 154,795 | 147,078 |
Diluted (in shares) | 154,795 | 147,078 | |
[1] | (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of common stock. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - 3 months ended Mar. 31, 2017 - USD ($) $ in Thousands | Total | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] | Noncontrolling Interest [Member] | Preferred Class A [Member]Series A Convertible Preferred Stock [Member] | Common Class A [Member]Common Stock [Member] | Common Class B [Member] | Common Class B [Member]Common Stock [Member] | Warrant [Member]Common Stock [Member] | 2018 Warrants [Member] |
BALANCE at Dec. 31, 2016 | $ (106,532) | $ 1,910,244 | $ (1,785,536) | $ (243,988) | $ 1,272 | $ 0 | $ 11,476 | $ 0 | |||
BALANCE (in shares) at Dec. 31, 2016 | 1 | ||||||||||
BALANCE (in shares) at Dec. 31, 2016 | 143,449,913 | 0 | 0 | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||||||
Stock-based compensation | 796 | 796 | |||||||||
Shares issuance, stock-based compensation (in shares) | 430,346 | ||||||||||
Shares issuance, stock-based compensation | 0 | (34) | $ 34 | ||||||||
Number of Warrants Exercised | 301,308 | ||||||||||
Stock and Warrants Issued During Period, Value, Preferred Stock and Warrants | $ 24 | ||||||||||
Adjustments to Additional Paid in Capital, Warrant Issued | 301 | 277 | |||||||||
Preferred dividend paid-in-kind | (2,357) | (2,357) | |||||||||
Net loss | (11,274) | (11,065) | (209) | ||||||||
Gain / (loss) on derivative instruments (Note 11) | 1,258 | 1,258 | |||||||||
Currency translation adjustment | 2,072 | 2,164 | (92) | ||||||||
Currency translation adjustment | 2,072 | ||||||||||
BALANCE at Mar. 31, 2017 | $ (115,736) | $ 1,908,926 | $ (1,796,601) | $ (240,566) | $ 971 | $ 0 | $ 11,534 | $ 0 | |||
BALANCE (in shares) at Mar. 31, 2017 | 1 | ||||||||||
BALANCE (in shares) at Mar. 31, 2017 | 144,181,567 | 0 | 0 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (11,274) | $ (40,694) |
Adjustments to reconcile net loss to net cash generated from continuing operating activities: | ||
Amortization of program rights | 73,402 | 71,978 |
Depreciation and other amortization | 11,302 | 25,847 |
(Gain) / loss on disposal of fixed assets | (32) | 32 |
Deferred income taxes | (793) | 904 |
Stock-based compensation (Note 16) | 796 | 838 |
Change in fair value of derivatives | (265) | 13,868 |
Foreign currency exchange gain, net | (2,100) | (15,438) |
Changes in assets and liabilities: | ||
Accounts receivable, net | 31,831 | 30,904 |
Accounts payable and accrued liabilities | (13,770) | (15,132) |
Program rights | (67,362) | (69,956) |
Other assets and liabilities | (105) | (1,582) |
Accrued interest | 16,970 | 19,830 |
Income taxes payable | (241) | (245) |
Deferred revenue | 20,274 | 20,121 |
VAT and other taxes payable | (3,681) | (1,617) |
Net cash generated from continuing operating activities | 54,952 | 39,658 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property, plant and equipment | (7,707) | (6,076) |
Disposal of property, plant and equipment | 106 | 0 |
Net cash used in continuing investing activities | (7,601) | (6,076) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Debt transactions costs | 0 | (341) |
Payment of credit facilities and capital leases | (394) | (341) |
Proceeds from exercise of warrants | 301 | 0 |
Net cash used in continuing financing activities | (93) | (682) |
Net cash provided by discontinued operations - investing activities | 160 | 328 |
Impact of exchange rate fluctuations on cash and cash equivalents | 82 | 3,512 |
Net increase in cash and cash equivalents | 47,500 | 36,740 |
CASH AND CASH EQUIVALENTS, beginning of period | 43,459 | 61,679 |
CASH AND CASH EQUIVALENTS, end of period | 90,959 | 98,419 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest Paid, Net | 4,948 | 2,640 |
Income Taxes Paid, Net | 2,390 | 46 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES: | ||
Preferred Stock Dividends and Other Adjustments | 2,357 | 4,510 |
Guarantee Fee [Member] | ||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest Paid, Net | $ 0 | $ 10,000 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | 1. ORGANIZATION AND BUSINESS Central European Media Enterprises Ltd., a Bermuda company limited by shares, is a media and entertainment company operating in Central and Eastern Europe. Our assets are held through a series of Dutch and Curaçao holding companies. We manage our business on a geographical basis, with six operating segments; Bulgaria, Croatia, the Czech Republic, Romania, the Slovak Republic and Slovenia, which are also our reportable segments and our main operating countries. See Note 18, "Segment Data" for financial information by segment. We are the market-leading broadcasters in each of our operating counties with a combined portfolio of 36 television channels. Each of our broadcast operations develops and produces content for their television channels. We generate advertising revenues in our country operations primarily through entering into agreements with advertisers, advertising agencies and sponsors to place advertising on the television channels that we operate. We generate additional revenues by collecting fees from cable and direct-to-home (“DTH”) and IPTV operators for carriage of our channels. Unless otherwise indicated, we own 100% of our broadcast operating and license companies in each country. Bulgaria We operate one general entertainment channel, BTV, and five other channels, BTV CINEMA, BTV COMEDY, RING, BTV ACTION and BTV LADY. We own 94.0% of CME Bulgaria B.V. ("CME Bulgaria"), the subsidiary that owns our Bulgaria operations. Croatia We operate one general entertainment channel, NOVA TV (Croatia), and three other channels, DOMA (Croatia), NOVA WORLD and MINI TV. Czech Republic We operate one general entertainment channel, TV NOVA (Czech Republic), and seven other channels, NOVA CINEMA, NOVA SPORT 1, NOVA SPORT 2, NOVA ACTION, NOVA 2 , NOVA GOLD and NOVA INTERNATIONAL, a general entertainment channel broadcasting in the Slovak Republic. Romania We operate one general entertainment channel, PRO TV, and eight other channels, ACASA, ACASA GOLD, PRO CINEMA, SPORT.RO, MTV ROMANIA, PRO TV INTERNATIONAL, PRO TV CHISINAU, a general entertainment channel broadcasting in Moldova, and ACASA IN MOLDOVA. Slovak Republic We operate one general entertainment channel, TV MARKIZA, and three other channels, DOMA (Slovak Republic), DAJTO, and MARKIZA INTERNATIONAL, a general entertainment channel broadcasting in the Czech Republic. Slovenia We operate two general entertainment channels, POP TV and KANAL A, and three other channels, KINO, BRIO, and OTO. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | 2. BASIS OF PRESENTATION The terms the “Company”, “we”, “us”, and “our” are used in this Form 10-Q to refer collectively to the parent company, Central European Media Enterprises Ltd. (“CME Ltd.”), and the subsidiaries through which we operate. Unless otherwise noted, all statistical and financial information presented in this report has been converted into U.S. dollars using period-end exchange rates. All references to “US$”, “USD” or “dollars” are to U.S. dollars; all references to “BGN” are to Bulgarian leva; all references to “HRK” are to Croatian kuna; all references to “CZK” are to Czech koruna; all references to “RON” are to the New Romanian lei; and all references to “Euro” or “EUR” are to the European Union Euro. Interim Financial Statements The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Quarterly Report on Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States of America (“US GAAP”). Amounts as of December 31, 2016 included in the unaudited condensed consolidated financial statements have been derived from audited consolidated financial statements as of that date. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the Securities and Exchange Commission ("SEC") on February 9, 2017 . Our significant accounting policies have not changed since December 31, 2016 , except as noted below. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring items, necessary for their fair presentation in conformity with US GAAP for complete financial statements. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions. Basis of Consolidation The unaudited condensed consolidated financial statements include the accounts of CME Ltd. and our subsidiaries, after the elimination of intercompany accounts and transactions. Entities in which we hold less than a majority voting interest but over which we have the ability to exercise significant influence are accounted for using the equity method. Other investments are accounted for using the cost method. Seasonality We experience seasonality, with advertising sales tending to be lowest during the third quarter of each calendar year due to the summer holiday period (typically July and August), and highest during the fourth quarter of each calendar year due to the holiday season. Recent Accounting Pronouncements Accounting Pronouncements Adopted On January 1, 2017 we adopted guidance issued by the Financial Accounting Standards Board (the “FASB”) which is intended to improve the accounting for the income tax consequences of intercompany transfers of assets other than inventory. The guidance requires an entity to recognize the income tax consequences of such transfers in the period in which the transfer occurs, rather than defer recognition of current and deferred income taxes for the transfer until the asset is sold to a third party. The early adoption of this guidance did not have a material impact on our condensed consolidated financial statements. Recent Accounting Pronouncements Issued In May 2014, the FASB issued guidance which is intended to improve the comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. The guidance supersedes existing revenue recognition guidance and requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance is effective for our fiscal year beginning January 1, 2018. While we are still in the process of evaluating the impact of the adoption of this guidance on our condensed consolidated financial statements, we currently do not expect the impact of this new guidance to be material. In February 2016, the FASB issued guidance to increase transparency and comparability among organizations by recognizing leasing assets and liabilities on the balance sheet and requiring additional disclosures about an entity's leasing arrangements. The guidance requires that a lessee recognize a liability to make lease payments and a right-of-use asset, with an available exception for leases shorter than twelve months. The guidance is effective for our fiscal year beginning January 1, 2019. We are currently in the process of evaluating the impact of the adoption of this guidance on our condensed consolidated financial statements. In August 2016, the FASB issued guidance which is intended to reduce the existing diversity in practice related to specific cash flow issues. As applicable to us, the guidance requires that cash flows at the settlement of zero-coupon debt instruments or debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing be bifurcated between cash outflows for operating activities for the portion attributable to accrued interest, and cash outflows for financing activities for the portion attributable to the principal. The guidance requires a retrospective transition method and is effective for our fiscal year beginning January 1, 2018, with early adoption permitted. We expect to adopt this guidance as of January 1, 2018. Upon adoption, our net cash flows generated from / used in continuing operating activities will decrease by US$ 110.7 million for the year ended December 31, 2016 with a corresponding increase in net cash used in / provided by continuing financing activities. In January 2017, the FASB issued guidance which is intended to simplify goodwill impairment testing by eliminating Step 2, and instead recognize an impairment charge for the amount by which the carrying amount of the reporting unit exceeds the fair value of the reporting unit. The guidance also eliminates the requirement to perform a qualitative analysis for reporting units with a negative carrying value. The guidance is effective for annual and interim impairment tests after January 1, 2020, with early adoption permitted for interim and annual impairment tests performed from January 1, 2017. We are currently in the process of determining when we will adopt the guidance. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | 3. GOODWILL AND INTANGIBLE ASSETS Goodwill: Goodwill by reporting unit as at March 31, 2017 and December 31, 2016 was as follows: Bulgaria Croatia Czech Republic Romania Slovak Republic Slovenia Total Gross Balance, December 31, 2016 $ 171,389 $ 10,988 $ 744,483 $ 82,786 $ 46,089 $ 19,400 $ 1,075,135 Accumulated impairment losses (144,639 ) (10,454 ) (287,545 ) (11,028 ) — (19,400 ) (473,066 ) Balance, December 31, 2016 26,750 534 456,938 71,758 46,089 — 602,069 Foreign currency 380 22 6,455 698 658 — 8,213 Balance, March 31, 2017 27,130 556 463,393 72,456 46,747 — 610,282 Accumulated impairment losses (144,639 ) (10,454 ) (287,545 ) (11,028 ) — (19,400 ) (473,066 ) Gross Balance, March 31, 2017 $ 171,769 $ 11,010 $ 750,938 $ 83,484 $ 46,747 $ 19,400 $ 1,083,348 Other intangible assets: Changes in the net book value of our other intangible assets as at March 31, 2017 and December 31, 2016 is summarized as follows: March 31, 2017 December 31, 2016 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Indefinite-lived: Trademarks $ 81,396 $ — $ 81,396 $ 80,324 $ — $ 80,324 Amortized: Broadcast licenses 188,313 (133,905 ) 54,408 185,686 (130,325 ) 55,361 Trademarks 598 (598 ) — 591 (591 ) — Customer relationships 52,015 (49,895 ) 2,120 51,338 (48,997 ) 2,341 Other 1,544 (1,354 ) 190 1,522 (1,208 ) 314 Total $ 323,866 $ (185,752 ) $ 138,114 $ 319,461 $ (181,121 ) $ 138,340 Broadcast licenses consist of our TV NOVA license in the Czech Republic, which is amortized on a straight-line basis through the expiration date of the license in 2025. Our customer relationships are deemed to have an economic useful life of, and are amortized on a straight-line basis over, five years to fifteen years . |
LONG-TERM DEBT AND OTHER FINANC
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS | LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Summary March 31, 2017 December 31, 2016 Long-term debt $ 1,013,944 $ 999,209 Other credit facilities and capital leases 4,360 4,313 Total long-term debt and other financing arrangements 1,018,304 1,003,522 Less: current maturities (1,576 ) (1,494 ) Total non-current long-term debt and other financing arrangements $ 1,016,728 $ 1,002,028 Financing Transactions In March 2017, we reduced our average borrowing costs across all of our long-term debt by 150 basis points. Pursuant to an amendment to the Reimbursement Agreement (as defined below) with Time Warner inc. ("Time Warner"), as guarantor of our obligations under the Euro Term Loans, the grid pricing structure on the all-in rate that initially applied only to the 2021 Euro Term Loan (as defined below) was extended to the 2018 Euro Term Loan (as defined below) and the 2019 Euro Term Loan (as defined below), with a reduction in the pricing under the grid for each of the Euro Term Loans resulting in an all-in rate ranging from 8.5% if our net leverage is greater than or equal to seven times to 5.0% if our net leverage is less than five times. As with the 2021 Euro Term Loan, we are now required to pay the first 5.0% of the all-in rate (including the base rate and the rate paid pursuant to customary hedging arrangements) on the 2018 Euro Term Loan and the 2019 Euro Term Loan in cash and the remainder may be paid in cash or in kind, at our option. In addition, we can achieve a further 50 basis point reduction in the all-in rate if we reduce our long-term debt to less than EUR 815.0 million , subject to certain adjustments in respect of specified debt repayments, on or prior to September 30, 2018. As a result of this amendment to the Reimbursement Agreement, our cost of borrowing across all of our long-term debt will automatically decrease upon the achievement of certain net leverage ratios. For details, see the table below under the heading "Reimbursement Agreement and Guarantee Fees". Overview Total long-term debt and credit facilities comprised the following at March 31, 2017 : Principal Amount of Liability Component Debt Issuance Costs (1) Net Carrying Amount 2018 Euro Term Loan $ 268,130 $ (555 ) $ 267,575 2019 Euro Term Loan 251,597 (437 ) 251,160 2021 Euro Term Loan 501,194 (5,985 ) 495,209 2021 Revolving Credit Facility — — — Total long-term debt and credit facilities $ 1,020,921 $ (6,977 ) $ 1,013,944 (1) Debt issuance costs related to the 2018 Euro Term Loan, 2019 Euro Term Loan and 2021 Euro Term Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2021 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2021 Revolving Credit Facility. Long-term Debt Our long-term debt comprised the following at March 31, 2017 and December 31, 2016 : Carrying Amount Fair Value March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 2018 Euro Term Loan $ 267,575 $ 263,734 $ 250,805 $ 233,297 2019 Euro Term Loan 251,160 247,594 224,034 203,314 2021 Euro Term Loan 495,209 487,881 416,617 369,738 $ 1,013,944 $ 999,209 $ 891,456 $ 806,349 2018 Euro Term Loan As at March 31, 2017 , the principal amount of our floating rate senior unsecured term credit facility (as amended, the "2018 Euro Term Loan") outstanding was EUR 250.8 million (approximately US$ 268.1 million ). The 2018 Euro Term Loan bears interest at three-month EURIBOR (fixed pursuant to customary hedging arrangements (see Note 11, "Financial Instruments and Fair Value Measurements" )) plus a margin of between 1.1% and 1.9% depending on the credit rating of Time Warner. The all-in borrowing rate including the Guarantee Fee ranges from 8.5% to 5.0% per annum based on our net leverage (see the table below under the heading "Reimbursement Agreement and Guarantee Fees"). As at March 31, 2017 , the all-in borrowing rate on amounts outstanding under the 2018 Euro Term Loan was 7.25% (the components of which are shown in the table below under the heading "Interest Rate Summary"). Interest on the 2018 Euro Term Loan is payable quarterly in arrears on each March 12, June 12, September 12 and December 12. The 2018 Euro Term Loan matures on November 1, 2018 and may be prepaid at our option, in whole or in part, without premium or penalty, upon the occurrence of certain events, including if our net leverage (as defined in the Reimbursement Agreement) decreases to below five times for two consecutive quarters, or at any time from November 1, 2017. The 2018 Euro Term Loan is a senior unsecured obligation of CME Ltd., and is unconditionally guaranteed by our 100% owned subsidiary CME Media Enterprises B.V. ("CME BV") and by Time Warner and certain of its subsidiaries. The fair values of the 2018 Euro Term Loan as at March 31, 2017 and December 31, 2016 were determined based on comparable instruments that trade in active markets, plus an applicable spread. This measurement of estimated fair value uses Level 2 inputs as described in Note 11, "Financial Instruments and Fair Value Measurements" . Certain derivative instruments, including contingent event of default and change of control put options, have been identified as being embedded in the 2018 Euro Term Loan. The embedded derivatives are considered clearly and closely related to the 2018 Euro Term Loan, and as such are not required to be accounted for separately. 2019 Euro Term Loan As at March 31, 2017 , the principal amount of our floating rate senior unsecured term credit facility (the "2019 Euro Term Loan") outstanding was EUR 235.3 million (approximately US$ 251.6 million ). The 2019 Euro Term Loan bears interest at three-month EURIBOR (fixed pursuant to customary hedging arrangements (see Note 11, "Financial Instruments and Fair Value Measurements" )) plus a margin of between 1.1% and 1.9% depending on the credit rating of Time Warner. The all-in borrowing rate including the Guarantee Fee ranges from 8.5% to 5.0% per annum based on our net leverage (see the table below under the heading "Reimbursement Agreement and Guarantee Fees"). As at March 31, 2017 , the all-in borrowing rate on amounts outstanding under the 2019 Euro Term Loan was 7.25% (the components of which are shown in the table below under the heading "Interest Rate Summary"). Interest on the 2019 Euro Term Loan is payable quarterly in arrears on each February 13, May 13, August 13 and November 13. The 2019 Euro Term Loan matures on November 1, 2019 and may currently be prepaid at our option, in whole or in part, without premium or penalty. The 2019 Euro Term Loan is a senior unsecured obligation of CME Ltd., and is unconditionally guaranteed by CME BV and by Time Warner and certain of its subsidiaries. The fair values of the 2019 Euro Term Loan as at March 31, 2017 and December 31, 2016 were determined based on comparable instruments that trade in active markets, plus an applicable spread. This measurement of estimated fair value uses Level 2 inputs as described in Note 11, "Financial Instruments and Fair Value Measurements" . Certain derivative instruments, including contingent event of default and change of control put options, have been identified as being embedded in the 2019 Euro Term Loan. The embedded derivatives are considered clearly and closely related to the 2019 Euro Term Loan, and as such are not required to be accounted for separately. 2021 Euro Term Loan As at March 31, 2017 , the principal amount of our floating rate senior unsecured term credit facility (the "2021 Euro Term Loan") outstanding was EUR 468.8 million (approximately US$ 501.2 million ). The 2021 Euro Term Loan bears interest at three-month EURIBOR (fixed pursuant to customary hedging arrangements (see Note 11, "Financial Instruments and Fair Value Measurements" )) plus a margin of between 1.1% and 1.9% depending on the credit rating of Time Warner. The all-in borrowing rate including the Guarantee Fee ranges from 8.5% to 5.0% per annum based on our net leverage (see the table below under the heading "Reimbursement Agreement and Guarantee Fees"). As at March 31, 2017 , the all-in borrowing rate on amounts outstanding under the 2021 Euro Term Loan was 7.25% (the components of which are shown in the table below under the heading "Interest Rate Summary"). Interest on the 2021 Euro Term Loan is payable quarterly in arrears on each April 7, July 7, October 7 and January 7. The 2021 Euro Term Loan matures on February 19, 2021 and may be prepaid at our option, in whole or in part, without premium or penalty, upon the earlier of the occurrence of certain events, including if our net leverage (as defined in the Reimbursement Agreement) decreases to below five times for two consecutive quarters, or at any time from February 19, 2020. The 2021 Euro Term Loan is a senior unsecured obligation of CME BV, and is unconditionally guaranteed by CME Ltd. and by Time Warner and certain of its subsidiaries. The fair values of the 2021 Euro Term Loan as at March 31, 2017 and December 31, 2016 were determined based on comparable instruments that trade in active markets, plus an applicable spread. This measurement of estimated fair value uses Level 2 inputs as described in Note 11, "Financial Instruments and Fair Value Measurements" . Certain derivative instruments, including contingent event of default and change of control put options, have been identified as being embedded in the 2021 Euro Term Loan. The embedded derivatives are considered clearly and closely related to the 2021 Euro Term Loan, and as such are not required to be accounted for separately. Reimbursement Agreement and Guarantee Fees In connection with Time Warner’s guarantees of the 2018 Euro Term Loan, 2019 Euro Term Loan and 2021 Euro Term Loan (collectively, the “Euro Term Loans”), we entered into a reimbursement agreement (as amended, the “Reimbursement Agreement") with Time Warner which provides for the payment of guarantee fees (collectively, the "Guarantee Fees") to Time Warner as consideration for those guarantees, and that we will reimburse Time Warner for any amounts paid by them under any guarantee or through any loan purchase right exercised by Time Warner. The loan purchase right allows Time Warner to purchase any amount outstanding under the Euro Term Loans from the lenders following an event of default under the Euro Term Loans or the Reimbursement Agreement. The Reimbursement Agreement is jointly and severally guaranteed by both our 100% owned subsidiary Central European Media Enterprises N.V. ("CME NV") and CME BV and is secured by a pledge over 100% of the outstanding shares of each of CME NV and CME BV. The covenants and events of default under the Reimbursement Agreement are substantially the same as under the 2021 Revolving Credit Facility (described below). We pay Guarantee Fees to Time Warner based on the amounts outstanding on the Euro Term Loans calculated on a per annum basis and on our consolidated net leverage (as defined in the Reimbursement Agreement) as shown in the table below: Consolidated Net Leverage Cash Rate (1) PIK Fee Rate Total Rate ≥ 7.0x 5.00 % 3.50 % 8.50 % < 7.0x - 6.0x 5.00 % 2.25 % 7.25 % < 6.0x - 5.0x 5.00 % 1.00 % 6.00 % < 5.0x 5.00 % — % 5.00 % (1) Includes cash paid for interest for the Euro Term Loans and the related customary hedging arrangements. Our consolidated net leverage as at March 31, 2017 and December 31, 2016 was 6.3x and 6.9x , respectively. For the three months ended March 31, 2017 and 2016 , we recognized US$ 16.4 million and US$ 9.1 million , respectively, of Guarantee Fees as interest expense in our condensed consolidated statements of operations and comprehensive income / loss. The Guarantee Fees relating to the 2018 Euro Term Loan and the 2019 Euro Term Loan are payable semi-annually in arrears on each May 1 and November 1, in cash or in kind (by adding such semi-annual Guarantee Fees to any such amount then outstanding). The Guarantee Fees relating to the 2021 Euro Term Loan are payable semi-annually in arrears on each June 1 and December 1. The first 5.0% of the all-in rate for each facility (including the base rate and the rate paid pursuant to the hedging arrangements) must be paid in cash and the remainder is payable at our election in cash or in kind. The Guarantee Fees paid in kind are presented as a component of other non-current liabilities (see Note 10, "Other Liabilities" ) and bear interest per annum at their respective Guarantee Fee rate (as set forth in the table below). Guarantee Fees paid in cash are included in cash flows from operating activities in our condensed consolidated statements of cash flows. Interest Rate Summary Base Rate Rate Fixed Pursuant to Interest Rate Hedges Guarantee Fee Rate All-in Borrowing Rate 2018 Euro Term Loan 1.50 % 0.21 % (1) 5.54 % 7.25 % 2019 Euro Term Loan 1.50 % 0.31 % 5.44 % 7.25 % 2021 Euro Term Loan 1.50 % 0.28 % 5.47 % 7.25 % 2021 Revolving Credit Facility (2) 9.15 % (3) — % — % 9.15 % (1) Effective until November 1, 2017. From November 1, 2017 through maturity on November 1, 2018, the rate fixed pursuant to interest rate hedges will decrease to 0.14% , with a corresponding increase in the guarantee fee rate, such that the all-in borrowing rate remains 7.25% if our net leverage ratio remains unchanged. (2) As at March 31, 2017 , the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. (3) Based on the three month LIBOR of 1.15% as at March 31, 2017 . 2021 Revolving Credit Facility We had no balance outstanding under the US$ 115.0 million revolving credit facility (the “2021 Revolving Credit Facility”), all of which was available to be drawn, as at March 31, 2017 . The aggregate principal amount available decreases to US$ 50.0 million with effect from January 1, 2018. The 2021 Revolving Credit Facility bears interest at a rate per annum based on, at our option, an alternative base rate plus 7.0% or an amount equal to the greater of (i) an adjusted LIBO rate and (ii) 1.0% , plus, in each case, 8.0% , with the first 5.0% payable in cash and the remainder payable at our election in cash or in kind by adding such accrued interest to the applicable principal amount outstanding under the 2021 Revolving Credit Facility. The interest rate on the 2021 Revolving Credit Facility is determined on the basis of our net leverage ratio (as defined in the Reimbursement Agreement) and ranges from LIBOR (subject to a floor of 1.0% ) plus 9.0% (if our net leverage is greater than or equal to seven times) to 7.0% per annum (if our net leverage ratio is less than five times). The maturity date of the 2021 Revolving Credit Facility is February 19, 2021. When drawn, the 2021 Revolving Credit Facility permits prepayment at our option in whole or in part without penalty. The 2021 Revolving Credit Facility is jointly and severally guaranteed by CME NV and CME BV and is secured by a pledge over 100% of the outstanding shares of each of CME NV and CME BV. The 2021 Revolving Credit Facility agreement contains limitations on our ability to incur indebtedness, incur guarantees, grant liens, pay dividends or make other distributions, enter into certain affiliate transactions, consolidate, merge or effect a corporate reconstruction, make certain investments acquisitions and loans, and conduct certain asset sales. The agreement also contains maintenance covenants in respect of interest cover, cash flow cover and total leverage ratios, and has covenants in respect of incurring indebtedness, the provision of guarantees, making investments and disposals, granting security and certain events of defaults. Other Credit Facilities and Capital Lease Obligations Other credit facilities and capital lease obligations comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Credit facilities (1) – (3) $ — $ — Capital leases 4,360 4,313 Total credit facilities and capital leases 4,360 4,313 Less: current maturities (1,576 ) (1,494 ) Total non-current credit facilities and capital leases $ 2,784 $ 2,819 (1) We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit across the group in respect of cash balances deposited with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited. As at March 31, 2017 , we had deposits of US$ 28.7 million in and no drawings on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2016 , we had deposits of US$ 16.4 million in and no drawings on the BMG cash pool. (2) As at March 31, 2017 and December 31, 2016 , there were no drawings outstanding under a CZK 675.0 million (approximately US$ 26.7 million ) factoring framework agreement with Factoring České spořitelny, a.s. Under this facility, up to CZK 675.0 million (approximately US$ 26.7 million ) of receivables from certain customers in the Czech Republic may be factored on a recourse or non-recourse basis. The facility has a factoring fee of 0.3% of any factored receivable and bears interest at one-month PRIBOR plus 2.5% per annum for the period that receivables are factored and outstanding. (3) As at March 31, 2017 and December 31, 2016 , there were RON 156.3 million (approximately US$ 36.7 million ) and RON 105.7 million (approximately US$ 24.6 million ), respectively, of receivables factored under a factoring framework agreement with Global Funds IFN S.A. Under this facility, receivables from certain customers in Romania may be factored on a non-recourse basis. The facility has a factoring fee of 4.0% of any factored receivable and bears interest at 6.0% per annum from the date the receivables are factored to the due date of the factored receivable. Total Group At March 31, 2017 , the maturity of our long-term debt and credit facilities, excluding any future elections to pay interest in kind, was as follows: 2017 $ — 2018 268,130 2019 251,597 2020 — 2021 501,194 2022 and thereafter — Total long-term debt and credit facilities 1,020,921 Debt issuance costs (6,977 ) Carrying amount of long-term debt and credit facilities $ 1,013,944 Capital Lease Commitments We lease certain of our office and broadcast facilities as well as machinery and equipment under various leasing arrangements. The future minimum lease payments, by year and in the aggregate, under capital leases with initial or remaining non-cancellable lease terms in excess of one year, consisted of the following at March 31, 2017 : 2017 $ 1,274 2018 1,437 2019 1,114 2020 636 2021 31 2022 and thereafter — Total undiscounted payments 4,492 Less: amount representing interest (132 ) Present value of net minimum lease payments $ 4,360 |
PROGRAM RIGHTS
PROGRAM RIGHTS | 3 Months Ended |
Mar. 31, 2017 | |
PROGRAM RIGHTS [Abstract] | |
PROGRAM RIGHTS | 5. PROGRAM RIGHTS Program rights comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Program rights: Acquired program rights, net of amortization $ 186,727 $ 183,303 Less: current portion of acquired program rights (87,145 ) (86,151 ) Total non-current acquired program rights 99,582 97,152 Produced program rights – Feature Films: Released, net of amortization 1,014 1,039 Produced program rights – Television Programs: Released, net of amortization 56,865 54,149 Completed and not released 3,576 2,593 In production 22,404 23,712 Development and pre-production 922 711 Total produced program rights 84,781 82,204 Total non-current acquired program rights and produced program rights $ 184,363 $ 179,356 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |
ACCOUNTS RECEIVABLE | 6. ACCOUNTS RECEIVABLE Accounts receivable comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Unrelated customers $ 157,728 $ 187,937 Less: allowance for bad debts and credit notes (8,583 ) (9,598 ) Total accounts receivable $ 149,145 $ 178,339 |
OTHER ASSETS
OTHER ASSETS | 3 Months Ended |
Mar. 31, 2017 | |
Other Assets [Abstract] | |
OTHER ASSETS | 7. OTHER ASSETS Other current and non-current assets comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Current: Prepaid acquired programming $ 18,436 $ 22,511 Other prepaid expenses 6,905 5,270 VAT recoverable 1,655 713 Income taxes recoverable 209 206 Other 3,520 3,771 Total other current assets $ 30,725 $ 32,471 March 31, 2017 December 31, 2016 Non-current: Capitalized debt costs $ 14,310 $ 15,018 Deferred tax 5,101 4,570 Other 1,159 1,855 Total other non-current assets $ 20,570 $ 21,443 Capitalized debt costs are being amortized over the term of the 2021 Revolving Credit Facility using the straight-line method. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | 8. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Land and buildings $ 92,469 $ 90,988 Machinery, fixtures and equipment 210,198 202,110 Other equipment 34,566 33,752 Software licenses 57,160 55,542 Construction in progress 4,988 5,316 Total cost 399,381 387,708 Less: accumulated depreciation (290,404 ) (278,619 ) Total net book value $ 108,977 $ 109,089 Assets held under capital leases (included in the above) Land and buildings $ 3,737 $ 3,684 Machinery, fixtures and equipment 6,712 6,338 Total cost 10,449 10,022 Less: accumulated depreciation (4,802 ) (4,316 ) Total net book value $ 5,647 $ 5,706 The movement in the net book value of property, plant and equipment during the three months ended March 31, 2017 and 2016 was comprised of: For the Three Months Ended March 31, 2017 2016 Opening balance $ 109,089 $ 108,522 Additions 6,123 5,536 Disposals (74 ) (50 ) Depreciation (7,759 ) (7,285 ) Foreign currency movements 1,598 5,025 Ending balance $ 108,977 $ 111,748 |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Accounts payable and accrued liabilities comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Accounts payable and accrued expenses $ 53,568 $ 59,522 Related party accounts payable 173 192 Programming liabilities 29,939 29,249 Related party programming liabilities 18,522 18,959 Duties and other taxes payable 10,879 13,446 Accrued staff costs 14,513 20,565 Accrued interest payable 2,860 2,941 Related party accrued interest payable (including Guarantee Fees) 26,499 9,588 Income taxes payable 5,346 5,514 Other accrued liabilities 1,400 1,005 Total accounts payable and accrued liabilities $ 163,699 $ 160,981 |
OTHER LIABILITIES
OTHER LIABILITIES | 3 Months Ended |
Mar. 31, 2017 | |
Other Liabilities [Abstract] | |
OTHER LIABILITIES | OTHER LIABILITIES Other current and non-current liabilities comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Current: Deferred revenue $ 25,798 $ 5,333 Legal provision 2,817 2,680 Other 530 1,076 Total other current liabilities $ 29,145 $ 9,089 March 31, 2017 December 31, 2016 Non-current: Deferred tax $ 20,278 $ 20,335 Related party Commitment Fee payable (1) 9,905 9,905 Related party Guarantee Fee payable (Note 4) 34,492 34,492 Other 2,937 4,026 Total other non-current liabilities $ 67,612 $ 68,758 (1) Represents the commitment fee (the "Commitment Fee") payable to Time Warner, including accrued interest, in respect of its obligation under a commitment letter dated November 14, 2014 between Time Warner and us whereby Time Warner agreed to provide or assist with arranging a loan facility to repay our 5.0% senior convertible notes at maturity in November 2015. The Commitment Fee is payable by November 1, 2019, the maturity date of the 2019 Euro Term Loan, or earlier if the repayment of the 2019 Euro Term Loan is accelerated. The Commitment Fee bears interest at 8.5% per annum and such interest is payable in arrears on each May 1 and November 1, and may be paid in cash or in kind, at our election. |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS ASC 820, “Fair Value Measurements and Disclosure”, establishes a hierarchy that prioritizes the inputs to those valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are: Basis of Fair Value Measurement Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted instruments. Level 2 Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. We evaluate the position of each financial instrument measured at fair value in the hierarchy individually based on the valuation methodology we apply. The carrying amount of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities, approximate their fair value due to the short-term nature of these items. The fair value of our long-term debt is included in Note 4, "Long-term Debt and Other Financing Arrangements" . Hedge Accounting Activities Cash Flow Hedges of Interest Rate Risk We are party to interest rate swap agreements to mitigate our exposure to interest rate fluctuations on the outstanding principal amount of our Euro Term Loans. These interest rate swaps, designated as cash flow hedges, provide us with variable-rate cash receipts in exchange for fixed-rate payments over the lives of the agreements, with no exchange of the underlying notional amount. These instruments are carried at fair value on our condensed consolidated balance sheets as other current and other non-current liabilities based on their maturity, and the effective portion of the changes in the fair value is recorded in accumulated other comprehensive income / loss and subsequently reclassified to interest expense when the hedged item affects earnings. The ineffective portion of changes in the fair value is recognized immediately in the change in fair value of derivatives in our condensed consolidated statements of operations and comprehensive income / loss. For the three months ended March 31, 2017 and 2016 , we did not recognize any charges related to hedge ineffectiveness. Information relating to financial instruments is as follows: Trade Date Number of Contracts Description Aggregate Notional Amount Maturity Date Objective Fair Value as at March 31, 2017 April 5, 2016 5 Interest rate swap € 468,800 February 21, 2021 Interest rate hedge underlying 2021 Euro Term Loan $ (893,887 ) April 5, 2016 4 Interest rate swap € 250,800 November 1, 2018 Interest rate hedge underlying 2018 Euro Term Loan, forward starting on November 1, 2017 $ (282,719 ) November 10, 2015 3 Interest rate swap € 235,335 November 1, 2019 Interest rate hedge underlying 2019 Euro Term Loan $ (1,409,599 ) November 14, 2014 2 Interest rate swap € 250,800 November 1, 2017 Interest rate hedge underlying 2018 Euro Term Loan $ (336,167 ) We value the interest rate swap agreements using a valuation model which calculates the fair value on the basis of the net present value of the estimated future cash flows. The most significant input used in the valuation model is the expected EURIBOR-based yield curve. These instruments were allocated to Level 2 of the fair value hierarchy because the critical inputs to this model, including current interest rates, relevant yield curves and the known contractual terms of the instruments, were readily observable. Accumulated Other Comprehensive Loss BALANCE December 31, 2016 $ (4,451 ) Unrealized gain on interest rate swaps 573 Reclassified to interest expense 685 BALANCE March 31, 2017 $ (3,193 ) Non-Hedge Accounting Activities The change in fair value of derivatives not designated as hedging instruments comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Currency swaps $ 368 $ (14,050 ) Foreign Currency Risk We have entered into the below forward foreign exchange contract to reduce our exposure to movements in foreign exchange rates related to contractual payments under certain dollar-denominated agreements. Information relating to financial instruments is as follows: Trade Date Number of Contracts Description Aggregate Notional Amount Maturity Date Objective Fair Value as at March 31, 2017 January 31, 2017 1 EUR / USD forward $ 19,270 December 21, 2017 USD-denominated operating payments $ 266 These forward foreign exchange contracts are considered economic hedges but were not designated as hedging instruments, so changes in the fair value of the derivatives were recorded as changes in fair value of derivatives in the condensed consolidated statements of operations and comprehensive income / loss and in the condensed consolidated balance sheet in other current assets. We valued these contracts using an industry-standard pricing model which calculated the fair value on the basis of the net present value of the estimated future cash flows receivable or payable. These instruments were allocated to Level 2 of the fair value hierarchy because the critical inputs to this model, including foreign exchange forward rates and the known contractual terms of the instruments, were readily observable. |
CONVERTIBLE REDEEMABLE PREFERRE
CONVERTIBLE REDEEMABLE PREFERRED STOCK | 3 Months Ended |
Mar. 31, 2017 | |
Temporary Equity Disclosure [Abstract] | |
CONVERTIBLE REDEEMABLE PREFERRED STOCK | 12. CONVERTIBLE REDEEMABLE PREFERRED SHARES 200,000 shares of our Series B Convertible Redeemable Preferred Stock, par value US$ 0.08 per share (the “Series B Preferred Shares”), were issued and outstanding as at March 31, 2017 and December 31, 2016 . As at March 31, 2017 and December 31, 2016 , the carrying value of the Series B Preferred Shares was US$ 257.3 million and US$ 254.9 million , respectively. The Series B Preferred Shares are held by Time Warner Media Holdings B.V. ("TW Investor"). As of March 31, 2017 , the 200,000 Series B Preferred Shares were convertible into approximately 106.1 million shares of Class A common stock. The initial stated value of the Series B Preferred Shares of US$ 1,000 per share accretes at an annual rate of 3.75% , compounded quarterly, from June 25, 2016 to June 24, 2018. We have the right to pay cash to the holder in lieu of any further accretion. Each Series B Preferred Share may, at the holder's option, be converted into the number of shares of our Class A common stock determined by dividing (i) the accreted stated value plus accrued but unpaid dividends, if any, in each case as of the conversion date, by (ii) the conversion price, which was approximately US$ 2.42 at March 31, 2017 , but is subject to adjustment from time to time pursuant to customary weighted-average anti-dilution provisions with respect to our issuances of equity or equity-linked securities at a price below the then-applicable conversion price (excluding any securities issued under our benefit plans at or above fair market value). We have the right to redeem the Series B Preferred Shares in whole or in part upon 30 days ' written notice. The redemption price of each outstanding Series B Preferred Share is equal to its accreted stated value plus accrued but unpaid dividends, if any, in each case as of the redemption date specified in the redemption notice. After receipt of a redemption notice, each holder of Series B Preferred Shares will have the right to convert, prior to the date of redemption, all or part of such Series B Preferred Shares to be redeemed by us into shares of our Class A common stock in accordance with the terms of conversion described above. Holders of the Series B Preferred Shares have no voting rights on any matter presented to holders of any class of our capital stock, with the exception that they may vote with holders of shares of our Class A common stock (i) with respect to a change of control event or (ii) as provided by our Bye-laws or applicable Bermuda law. Holders of Series B Preferred Shares will participate in any dividends declared or paid on our Class A common stock on an as-converted basis. The Series B Preferred Shares rank pari passu with our Series A Convertible Preferred Stock and senior to all other equity securities of the Company in respect of payment of dividends and distribution of assets upon liquidation. The Series B Preferred Shares have such other rights, powers and preferences as are set forth in the Certificate of Designation for the Series B Preferred Shares. We concluded that the Series B Preferred Shares were not considered a liability and that the embedded conversion feature in the Series B Preferred Shares was clearly and closely related to the host contract and therefore did not need to be bifurcated. The Series B Preferred Shares are required to be classified outside of permanent equity because such shares can be redeemed for cash in certain circumstances. The Series B Preferred Shares are carried on the balance sheet at redemption value. As the Series B Preferred Shares are redeemable, we have accreted changes in the redemption value since issuance. For the three months ended March 31, 2017 and 2016 , we recognized accretion on the Series B Preferred Shares of US$ 2.4 million and US$ 4.5 million , respectively, with corresponding decreases in additional paid-in capital. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
EQUITY | 13. EQUITY Preferred Stock 5,000,000 shares of Preferred Stock were authorized as at March 31, 2017 and December 31, 2016 . One share of Series A Convertible Preferred Stock (the "Series A Preferred Share") was issued and outstanding as at March 31, 2017 and December 31, 2016 . The Series A Preferred Share is convertible into 11,211,449 shares of Class A common stock on the date that is 61 days after the date on which the ownership of our outstanding shares of Class A common stock by a group that includes TW Investor and its affiliates would not be greater than 49.9% . The Series A Preferred Share is entitled to one vote per each share of Class A common stock into which it is convertible and has such other rights, powers and preferences, including potential adjustments to the number of shares of Class A common stock to be issued upon conversion, as are set forth in the Certificate of Designation for the Series A Preferred Share. 200,000 shares of Series B Preferred Shares were issued and outstanding as at March 31, 2017 and December 31, 2016 (see Note 12, "Convertible Redeemable Preferred Shares" ). As of March 31, 2017 , the 200,000 Series B Preferred Shares were convertible into approximately 106.1 million shares of Class A common stock. Class A and Class B Common Stock 440,000,000 shares of Class A common stock and 15,000,000 shares of Class B common stock were authorized as at March 31, 2017 and December 31, 2016 . The rights of the holders of Class A common stock and Class B common stock are identical except for voting rights. The shares of Class A common stock are entitled to one vote per share and the shares of Class B common stock are entitled to ten votes per share. Shares of Class B common stock are convertible into shares of Class A common stock on a one -for- one basis for no additional consideration. Holders of each class of shares are entitled to receive dividends and upon liquidation or dissolution are entitled to receive all assets available for distribution to holders of our common stock. Under our Bye-laws, the holders of each class have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. There were 144.2 million and 143.4 million shares of Class A common stock outstanding at March 31, 2017 and December 31, 2016 , respectively, and no shares of Class B common stock outstanding at March 31, 2017 or December 31, 2016 . As at March 31, 2017 , TW Investor owns 42.6% of the outstanding shares of Class A common stock and has a 46.7% voting interest in the Company due to its ownership of the Series A Preferred Share. Warrants On May 2, 2014, we issued 114,000,000 warrants in connection with a rights offering. Each warrant may be exercised until May 2, 2018 and entitles the holder thereof to receive one share of our Class A common stock at an exercise price of US$ 1.00 per share in cash. During the three months ended March 31, 2017 , 301,308 warrants were exercised resulting in net proceeds to us of approximately US$ 0.3 million . As at March 31, 2017 , 106,701,737 warrants remained outstanding. Time Warner and TW Investor collectively hold 100,926,996 of these warrants. The warrants are classified in additional paid-in capital, a component of equity, and are not subject to subsequent revaluation. |
INTEREST EXPENSE
INTEREST EXPENSE | 3 Months Ended |
Mar. 31, 2017 | |
Interest Expense [Abstract] | |
INTEREST EXPENSE | 14. INTEREST EXPENSE Interest expense comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Interest on long-term debt and other financing arrangements $ 22,321 $ 32,652 Amortization of capitalized debt issuance costs 1,434 3,899 Amortization of debt issuance discount — 12,603 Total interest expense $ 23,755 $ 49,154 We paid cash interest (including mandatory cash-pay Guarantee Fees) of US$ 4.9 million and US$ 2.6 million during the three months ended March 31, 2017 and 2016 , respectively. In addition, we paid US$ 10.0 million of accrued Guarantee Fees during the three months ended March 31, 2016 , for which we had the option to pay in kind. |
OTHER NONOPERATING EXPENSE, NET
OTHER NONOPERATING EXPENSE, NET | 3 Months Ended |
Mar. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Non-Operating Expense, Net | 15. OTHER NON-OPERATING INCOME / EXPENSE Other non-operating income / expense comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Interest income $ 79 $ 108 Foreign currency exchange gain, net 1,681 15,422 Change in fair value of derivatives (Note 11) 368 (14,050 ) Other income / (expense), net 197 (64 ) Total other non-operating income $ 2,325 $ 1,416 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | 16. STOCK-BASED COMPENSATION Under our 2015 Stock Incentive Plan (the "2015 Plan"), 6,000,000 shares of Class A common stock are authorized for grants of stock options, restricted stock units ("RSU"), restricted stock and stock appreciation rights to employees and non-employee directors. In addition, any shares available under our Amended and Restated Stock Incentive Plan (which expired on June 1, 2015), including in respect of any awards that expire, terminate or are forfeited, will be available for awards under the 2015 Plan. Under the 2015 Plan, awards are made to employees and directors at the discretion of the Compensation Committee. Any awards previously issued under the Amended and Restated Stock Incentive Plan will continue to be governed by the terms of that plan. For the three months ended March 31, 2017 and 2016 , we recognized charges for stock-based compensation of US$ 0.8 million and US$ 0.8 million , respectively, presented as a component of selling, general and administrative expenses in our condensed consolidated statements of operations and comprehensive income / loss. Stock Options A summary of option activity for the three months ended March 31, 2017 is presented below: Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2016 2,011,392 $ 2.32 8.58 $ 453 Granted — — Expired — — Outstanding at March 31, 2017 2,011,392 $ 2.32 8.33 $ 1,559 Vested and expected to vest 2,011,392 2.32 8.33 1,559 Exercisable at March 31, 2017 502,848 $ 2.32 8.33 $ 390 The fair value of stock options is estimated on the grant date using the Black-Scholes option-pricing model and recognized ratably over the requisite service period. The aggregate intrinsic value (the difference between the stock price on the last day of trading of the first quarter of March 31, 2017 and the exercise prices multiplied by the number of in-the-money options) represents the value that would have been received by the option holders had they exercised all in-the-money options as at March 31, 2017 . This amount changes based on the fair value of our Class A common stock. As at March 31, 2017 , there was US$ 1.8 million of unrecognized compensation expense related to stock options which is expected to be recognized over a weighted-average period of 2.3 years . Restricted Stock Units Each RSU represents a right to receive one share of Class A common stock according to its vesting conditions. The majority of RSU issued have time-based vesting conditions and vest ratably over one to four years from the date of grant. Vesting of RSU with performance-based vesting conditions ("PRSU") is contingent on the achievement of cumulative OIBDA and unlevered free cash flow targets over a multi-year period. Upon vesting, shares of Class A common stock are issued from authorized but unissued shares. Holders of RSU and PRSU awards are not entitled to receive cash dividend equivalents and are not entitled to vote. The grant date fair values of RSU and PRSU are calculated as the closing price of our Class A common stock on the date of grant. The following table summarizes information about unvested RSU and PRSU as at March 31, 2017 : Number of Shares / Units Weighted Average Grant Date Fair Value Unvested at December 31, 2016 2,542,625 $ 2.61 Granted 600,684 3.10 Vested (458,436 ) 2.73 Unvested at March 31, 2017 2,684,873 $ 2.70 As at March 31, 2017 , the intrinsic value of unvested RSUs was US$ 8.3 million . Total unrecognized compensation cost related to unvested RSUs as at March 31, 2017 was US$ 4.4 million and is expected to be recognized over a weighted-average period of 2.2 years . |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 17. EARNINGS PER SHARE We determined that the Series B Preferred Shares are a participating security, and accordingly, our basic and diluted net income / loss per share is calculated using the two-class method. Under the two-class method, basic net income / loss per common share is computed by dividing the net income available to common shareholders after deducting contractual amounts of accretion on our Series B Preferred Shares by the weighted-average number of common shares outstanding during the period. Diluted net income / loss per share is computed by dividing the adjusted net income by the weighted-average number of dilutive shares outstanding during the period. The components of basic and diluted earnings per share are as follows: For the Three Months Ended March 31, 2017 2016 Net loss $ (11,274 ) $ (40,694 ) Net loss attributable to noncontrolling interests 209 259 Less: preferred share accretion paid in kind (Note 12) (2,357 ) (4,510 ) Net loss attributable to CME Ltd. available to common shareholders — basic $ (13,422 ) $ (44,945 ) Effect of dilutive securities Preferred share accretion paid in kind — — Net loss attributable to CME Ltd. available to common shareholders — diluted $ (13,422 ) $ (44,945 ) Weighted average outstanding shares of common stock — basic (1) 154,795 147,078 Dilutive effect of employee stock options and RSUs — — Weighted average outstanding shares of common stock — diluted 154,795 147,078 Net loss per share: Net loss attributable to CME Ltd. — basic and diluted (0.09 ) (0.31 ) (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of common stock. At March 31, 2017 , 108,844,869 ( March 31, 2016 : 3,122,121 ) warrants, stock options, RSUs and shares underlying the Series B Preferred Shares were antidilutive to income from continuing operations and excluded from the calculation of earnings per share. These instruments may become dilutive in the future. As set forth in the Certificate of Designation for the Series B Preferred Shares, the holders of our Series B Preferred Shares are not contractually obligated to share in our losses. |
SEGMENT DATA
SEGMENT DATA | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT DATA | 18. SEGMENT DATA We manage our business on a geographical basis, with six operating segments: Bulgaria, Croatia, the Czech Republic, Romania, the Slovak Republic and Slovenia, which are also our reportable segments and our main operating countries. These segments reflect how CME Ltd.’s operating performance is evaluated by our chief operating decision makers, who we have identified as our co-Chief Executive Officers; how operations are managed by segment managers; and the structure of our internal financial reporting. Our segments generate revenues primarily from the sale of advertising and sponsorship on our channels. This is supplemented by revenues from cable and satellite television service providers to carry our channels on their platforms and from revenues through the sale of distribution rights to third parties. Intersegment revenues and profits have been eliminated in consolidation. We evaluate our consolidated results and the performance of our segments based on net revenues and OIBDA (as defined below). We believe OIBDA is useful to investors because it provides a meaningful representation of our performance as it excludes certain items that either do not impact our cash flows or the operating results of our operations. OIBDA is also used as a component in determining management bonuses. OIBDA includes amortization and impairment of program rights and is calculated as operating income / loss before depreciation, amortization of intangible assets, impairments of assets and certain unusual or infrequent items that are not considered by our chief operating decision makers when evaluating our performance. Stock-based compensation and certain other items are not allocated to our segments for purposes of evaluating their performance and therefore are not included in their respective OIBDA. Below are tables showing our net revenues, OIBDA, total assets, capital expenditures and long-lived assets for our continuing operations by segment for the three months ended March 31, 2017 and 2016 for condensed consolidated statements of operations and comprehensive income / loss data and condensed consolidated statements of cash flow data; and as at March 31, 2017 and December 31, 2016 for condensed consolidated balance sheet data. Net revenues: For the Three Months Ended March 31, 2017 2016 Bulgaria $ 15,305 $ 15,859 Croatia 11,068 11,645 Czech Republic 39,474 38,608 Romania 38,944 32,370 Slovak Republic 18,340 19,062 Slovenia 12,217 11,653 Intersegment revenues (1) (346 ) (197 ) Total net revenues $ 135,002 $ 129,000 (1) Reflects revenues earned from the sale of content to our other segments. All other revenues are third party revenues. OIBDA and reconciliation of OIBDA to condensed consolidated statements of operations and comprehensive income / loss: For the Three Months Ended March 31, 2017 2016 Bulgaria $ 1,357 $ 1,069 Croatia 1,086 1,401 Czech Republic 10,959 10,074 Romania 14,686 9,462 Slovak Republic 873 2,393 Slovenia 3 (708 ) Elimination 2 (6 ) Total operating segments 28,966 23,685 Corporate (6,830 ) (6,577 ) Total OIBDA 22,136 17,108 Depreciation of property, plant and equipment (7,759 ) (7,285 ) Amortization of broadcast licenses and other intangibles (2,109 ) (2,060 ) Operating income 12,268 7,763 Interest expense (Note 14) (23,755 ) (49,154 ) Non-operating income, net (Note 15) 2,325 1,416 Loss before tax $ (9,162 ) $ (39,975 ) Total assets (1) : March 31, 2017 December 31, 2016 Bulgaria $ 134,424 $ 130,873 Croatia 51,771 49,135 Czech Republic 718,841 700,190 Romania 279,157 266,132 Slovak Republic 131,790 131,220 Slovenia 71,784 72,381 Total operating segments 1,387,767 1,349,931 Corporate 32,513 40,786 Total assets $ 1,420,280 $ 1,390,717 (1) Segment assets exclude any intercompany balances. Capital expenditures: For the Three Months Ended March 31, 2017 2016 Bulgaria $ 133 $ 182 Croatia 555 277 Czech Republic 3,198 1,551 Romania 1,709 1,729 Slovak Republic 465 533 Slovenia 1,071 1,260 Total operating segments 7,131 5,532 Corporate 576 544 Total capital expenditures $ 7,707 $ 6,076 Long-lived assets (1) : March 31, 2017 December 31, 2016 Bulgaria $ 6,152 $ 6,280 Croatia 5,825 5,832 Czech Republic 39,056 39,529 Romania 24,111 22,796 Slovak Republic 15,230 15,326 Slovenia 13,819 14,177 Total operating segments 104,193 103,940 Corporate 4,784 5,149 Total long-lived assets $ 108,977 $ 109,089 (1) Reflects property, plant and equipment. Consolidated revenue by type: For the Three Months Ended March 31, 2017 2016 Television advertising $ 108,514 $ 104,171 Carriage fees and subscriptions 21,383 19,209 Other 5,105 5,620 Total net revenues $ 135,002 $ 129,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 19. COMMITMENTS AND CONTINGENCIES Commitments a) Programming Rights Agreements and Other Commitments At March 31, 2017 , we had total commitments of US$ 121.6 million ( December 31, 2016 : US$ 128.2 million ) in respect of future programming, including contracts signed with license periods starting after the balance sheet date. In addition, we have digital transmission obligations, future minimum operating lease payments for non-cancellable operating leases with remaining terms in excess of one year and other commitments as follows: Programming purchase obligations Other commitments Operating leases Capital expenditures 2017 $ 37,213 $ 15,976 $ 2,403 $ 945 2018 36,029 5,372 2,122 — 2019 21,105 10,869 949 — 2020 14,613 375 488 — 2021 8,443 335 333 — 2022 and thereafter 4,182 382 1,453 — Total $ 121,585 $ 33,309 $ 7,748 $ 945 Contingencies a) Litigation We are from time to time party to legal proceedings, arbitrations and regulatory proceedings arising in the normal course of our business operations, including the proceeding described below. We evaluate, on a quarterly basis, developments in such matters and provide accruals for such matters, as appropriate. In making such decisions, we consider the degree of probability of an unfavorable outcome and our ability to make a reasonable estimate of the amount of a loss. An unfavorable outcome in any such proceedings, if material, could have an adverse effect on our business or consolidated financial statements. In the fourth quarter of 2016, our Slovak subsidiary MARKIZA-SLOVAKIA, spol. s.r.o. (“Markiza”) was notified of claims that were filed in June 2016 in a court of first instance in Bratislava, the Slovak Republic to collect amounts allegedly owing under four promissory notes. These four promissory notes were purportedly issued in June 2000 by Pavol Rusko in his personal capacity and were purportedly guaranteed by Markiza under the signature of Mr. Rusko, who was an executive director of Markiza at that time as well as one of its shareholders. The notes purport to be issued in favor of Marian Kocner, a controversial Slovak businessman, and to a former associate of Mr. Kocner, and were supposedly assigned several times, ultimately to Sprava a inkaso zmeniek, s.r.o., a company owned by Mr. Kocner that is the plaintiff in these proceedings. The four notes purport to be in the aggregate amount of approximately EUR 69.0 million . A court of first instance in Bratislava has suspended proceedings in respect of one of the promissory notes (in the amount of approximately EUR 26.0 million ) because the plaintiff failed to pay court fees. Two of the remaining notes allegedly matured in 2015 and the third in 2016. Despite a random case assignment system in Slovakia, the three cases dealing with the other notes have all been assigned to the same judge. We do not believe that any of the promissory notes are authentic and are vigorously defending the claims. We are currently unable to estimate for what amount, if any, we may be liable if the plaintiff is ultimately successful in pursuing their claims. b) Other On April 7, 2017, the largest private company and advertiser in Croatia, Agrokor d.d. ("Agrokor"), entered government administration facing significant liquidity issues. Agrokor has since obtained short-term financing and is in the process of obtaining additional long-term liquidity while the Croatian government-appointed administrator determines Agrokor's restructuring plans. As at March 31, 2017, we had receivables related to Agrokor and its group companies totaling US$ 4.3 million . We are currently unable to estimate the timing or impact such restructuring may have on our receivables from Agrokor and have not provided for any potential loss as a result of any potential restructuring plans. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 20. RELATED PARTY TRANSACTIONS We consider our related parties to be our officers, directors and shareholders who have direct control and/or influence over the Company as well as other parties that can significantly influence management. We have identified transactions with individuals or entities associated with Time Warner, which is represented on our Board of Directors and holds a 46.7% voting interest in CME Ltd. as at March 31, 2017 , as material related party transactions. Time Warner For the Three Months Ended March 31, 2017 2016 Cost of revenues $ 5,737 $ 6,696 Interest expense 18,254 41,505 March 31, 2017 December 31, 2016 Programming liabilities $ 18,522 $ 18,959 Other accounts payable and accrued liabilities 173 192 Accrued interest payable (1) 26,499 9,588 Other non-current liabilities (2) 44,397 44,397 (1) Amount represents accrued Guarantee Fees for which we have not yet paid in cash or made an election to pay in kind. See Note 4, "Long-term Debt and Other Financing Arrangements" . (2) Amount represents the Commitment Fee, as well as the Guarantee Fees for which we have made an election to pay in kind. See Note 4, "Long-term Debt and Other Financing Arrangements" . |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Interim Financial Statements | Interim Financial Statements The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Quarterly Report on Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States of America (“US GAAP”). Amounts as of December 31, 2016 included in the unaudited condensed consolidated financial statements have been derived from audited consolidated financial statements as of that date. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the Securities and Exchange Commission ("SEC") on February 9, 2017 . Our significant accounting policies have not changed since December 31, 2016 , except as noted below. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring items, necessary for their fair presentation in conformity with US GAAP for complete financial statements. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions. |
Basis of Consolidation | Basis of Consolidation The unaudited condensed consolidated financial statements include the accounts of CME Ltd. and our subsidiaries, after the elimination of intercompany accounts and transactions. Entities in which we hold less than a majority voting interest but over which we have the ability to exercise significant influence are accounted for using the equity method. Other investments are accounted for using the cost method. |
Seasonality [Policy Text Block] | Seasonality We experience seasonality, with advertising sales tending to be lowest during the third quarter of each calendar year due to the summer holiday period (typically July and August), and highest during the fourth quarter of each calendar year due to the holiday season. |
Accounting Pronouncements Adopted | Accounting Pronouncements Adopted On January 1, 2017 we adopted guidance issued by the Financial Accounting Standards Board (the “FASB”) which is intended to improve the accounting for the income tax consequences of intercompany transfers of assets other than inventory. The guidance requires an entity to recognize the income tax consequences of such transfers in the period in which the transfer occurs, rather than defer recognition of current and deferred income taxes for the transfer until the asset is sold to a third party. The early adoption of this guidance did not have a material impact on our condensed consolidated financial statements. |
Recent Accounting Pronouncements Issued | Recent Accounting Pronouncements Issued In May 2014, the FASB issued guidance which is intended to improve the comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. The guidance supersedes existing revenue recognition guidance and requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance is effective for our fiscal year beginning January 1, 2018. While we are still in the process of evaluating the impact of the adoption of this guidance on our condensed consolidated financial statements, we currently do not expect the impact of this new guidance to be material. In February 2016, the FASB issued guidance to increase transparency and comparability among organizations by recognizing leasing assets and liabilities on the balance sheet and requiring additional disclosures about an entity's leasing arrangements. The guidance requires that a lessee recognize a liability to make lease payments and a right-of-use asset, with an available exception for leases shorter than twelve months. The guidance is effective for our fiscal year beginning January 1, 2019. We are currently in the process of evaluating the impact of the adoption of this guidance on our condensed consolidated financial statements. In August 2016, the FASB issued guidance which is intended to reduce the existing diversity in practice related to specific cash flow issues. As applicable to us, the guidance requires that cash flows at the settlement of zero-coupon debt instruments or debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing be bifurcated between cash outflows for operating activities for the portion attributable to accrued interest, and cash outflows for financing activities for the portion attributable to the principal. The guidance requires a retrospective transition method and is effective for our fiscal year beginning January 1, 2018, with early adoption permitted. We expect to adopt this guidance as of January 1, 2018. Upon adoption, our net cash flows generated from / used in continuing operating activities will decrease by US$ 110.7 million for the year ended December 31, 2016 with a corresponding increase in net cash used in / provided by continuing financing activities. In January 2017, the FASB issued guidance which is intended to simplify goodwill impairment testing by eliminating Step 2, and instead recognize an impairment charge for the amount by which the carrying amount of the reporting unit exceeds the fair value of the reporting unit. The guidance also eliminates the requirement to perform a qualitative analysis for reporting units with a negative carrying value. The guidance is effective for annual and interim impairment tests after January 1, 2020, with early adoption permitted for interim and annual impairment tests performed from January 1, 2017. We are currently in the process of determining when we will adopt the guidance. |
FINANCIAL INSTRUMENTS AND FAI28
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments Policy | ASC 820, “Fair Value Measurements and Disclosure”, establishes a hierarchy that prioritizes the inputs to those valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are: Basis of Fair Value Measurement Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted instruments. Level 2 Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. We evaluate the position of each financial instrument measured at fair value in the hierarchy individually based on the valuation methodology we apply. The carrying amount of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities, approximate their fair value due to the short-term nature of these items. The fair value of our long-term debt is included in Note 4, "Long-term Debt and Other Financing Arrangements" . Hedge Accounting Activities Cash Flow Hedges of Interest Rate Risk We are party to interest rate swap agreements to mitigate our exposure to interest rate fluctuations on the outstanding principal amount of our Euro Term Loans. These interest rate swaps, designated as cash flow hedges, provide us with variable-rate cash receipts in exchange for fixed-rate payments over the lives of the agreements, with no exchange of the underlying notional amount. These instruments are carried at fair value on our condensed consolidated balance sheets as other current and other non-current liabilities based on their maturity, and the effective portion of the changes in the fair value is recorded in accumulated other comprehensive income / loss and subsequently reclassified to interest expense when the hedged item affects earnings. The ineffective portion of changes in the fair value is recognized immediately in the change in fair value of derivatives in our condensed consolidated statements of operations and comprehensive income / loss. For the three months ended March 31, 2017 and 2016 , we did not recognize any charges related to hedge ineffectiveness. Information relating to financial instruments is as follows: Trade Date Number of Contracts Description Aggregate Notional Amount Maturity Date Objective Fair Value as at March 31, 2017 April 5, 2016 5 Interest rate swap € 468,800 February 21, 2021 Interest rate hedge underlying 2021 Euro Term Loan $ (893,887 ) April 5, 2016 4 Interest rate swap € 250,800 November 1, 2018 Interest rate hedge underlying 2018 Euro Term Loan, forward starting on November 1, 2017 $ (282,719 ) November 10, 2015 3 Interest rate swap € 235,335 November 1, 2019 Interest rate hedge underlying 2019 Euro Term Loan $ (1,409,599 ) November 14, 2014 2 Interest rate swap € 250,800 November 1, 2017 Interest rate hedge underlying 2018 Euro Term Loan $ (336,167 ) We value the interest rate swap agreements using a valuation model which calculates the fair value on the basis of the net present value of the estimated future cash flows. The most significant input used in the valuation model is the expected EURIBOR-based yield curve. These instruments were allocated to Level 2 of the fair value hierarchy because the critical inputs to this model, including current interest rates, relevant yield curves and the known contractual terms of the instruments, were readily observable. Accumulated Other Comprehensive Loss BALANCE December 31, 2016 $ (4,451 ) Unrealized gain on interest rate swaps 573 Reclassified to interest expense 685 BALANCE March 31, 2017 $ (3,193 ) Non-Hedge Accounting Activities The change in fair value of derivatives not designated as hedging instruments comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Currency swaps $ 368 $ (14,050 ) Foreign Currency Risk We have entered into the below forward foreign exchange contract to reduce our exposure to movements in foreign exchange rates related to contractual payments under certain dollar-denominated agreements. Information relating to financial instruments is as follows: Trade Date Number of Contracts Description Aggregate Notional Amount Maturity Date Objective Fair Value as at March 31, 2017 January 31, 2017 1 EUR / USD forward $ 19,270 December 21, 2017 USD-denominated operating payments $ 266 These forward foreign exchange contracts are considered economic hedges but were not designated as hedging instruments, so changes in the fair value of the derivatives were recorded as changes in fair value of derivatives in the condensed consolidated statements of operations and comprehensive income / loss and in the condensed consolidated balance sheet in other current assets. We valued these contracts using an industry-standard pricing model which calculated the fair value on the basis of the net present value of the estimated future cash flows receivable or payable. These instruments were allocated to Level 2 of the fair value hierarchy because the critical inputs to this model, including foreign exchange forward rates and the known contractual terms of the instruments, were readily observable. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill by reporting unit as at March 31, 2017 and December 31, 2016 was as follows: Bulgaria Croatia Czech Republic Romania Slovak Republic Slovenia Total Gross Balance, December 31, 2016 $ 171,389 $ 10,988 $ 744,483 $ 82,786 $ 46,089 $ 19,400 $ 1,075,135 Accumulated impairment losses (144,639 ) (10,454 ) (287,545 ) (11,028 ) — (19,400 ) (473,066 ) Balance, December 31, 2016 26,750 534 456,938 71,758 46,089 — 602,069 Foreign currency 380 22 6,455 698 658 — 8,213 Balance, March 31, 2017 27,130 556 463,393 72,456 46,747 — 610,282 Accumulated impairment losses (144,639 ) (10,454 ) (287,545 ) (11,028 ) — (19,400 ) (473,066 ) Gross Balance, March 31, 2017 $ 171,769 $ 11,010 $ 750,938 $ 83,484 $ 46,747 $ 19,400 $ 1,083,348 |
Schedule of Finite-Lived and Indefinite-Lived Intengible Assets | ther intangible assets: Changes in the net book value of our other intangible assets as at March 31, 2017 and December 31, 2016 is summarized as follows: March 31, 2017 December 31, 2016 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Indefinite-lived: Trademarks $ 81,396 $ — $ 81,396 $ 80,324 $ — $ 80,324 Amortized: Broadcast licenses 188,313 (133,905 ) 54,408 185,686 (130,325 ) 55,361 Trademarks 598 (598 ) — 591 (591 ) — Customer relationships 52,015 (49,895 ) 2,120 51,338 (48,997 ) 2,341 Other 1,544 (1,354 ) 190 1,522 (1,208 ) 314 Total $ 323,866 $ (185,752 ) $ 138,114 $ 319,461 $ (181,121 ) $ 138,340 |
LONG-TERM DEBT AND OTHER FINA30
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Summary March 31, 2017 December 31, 2016 Long-term debt $ 1,013,944 $ 999,209 Other credit facilities and capital leases 4,360 4,313 Total long-term debt and other financing arrangements 1,018,304 1,003,522 Less: current maturities (1,576 ) (1,494 ) Total non-current long-term debt and other financing arrangements $ 1,016,728 $ 1,002,028 |
Schedule of Long-term Debt Instruments | Total long-term debt and credit facilities comprised the following at March 31, 2017 : Principal Amount of Liability Component Debt Issuance Costs (1) Net Carrying Amount 2018 Euro Term Loan $ 268,130 $ (555 ) $ 267,575 2019 Euro Term Loan 251,597 (437 ) 251,160 2021 Euro Term Loan 501,194 (5,985 ) 495,209 2021 Revolving Credit Facility — — — Total long-term debt and credit facilities $ 1,020,921 $ (6,977 ) $ 1,013,944 (1) Debt issuance costs related to the 2018 Euro Term Loan, 2019 Euro Term Loan and 2021 Euro Term Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2021 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2021 Revolving Credit Facility. |
Schedule of Senior Debt | Long-term Debt Our long-term debt comprised the following at March 31, 2017 and December 31, 2016 : Carrying Amount Fair Value March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 2018 Euro Term Loan $ 267,575 $ 263,734 $ 250,805 $ 233,297 2019 Euro Term Loan 251,160 247,594 224,034 203,314 2021 Euro Term Loan 495,209 487,881 416,617 369,738 $ 1,013,944 $ 999,209 $ 891,456 $ 806,349 |
Schedule of Guarantor Obligations | We pay Guarantee Fees to Time Warner based on the amounts outstanding on the Euro Term Loans calculated on a per annum basis and on our consolidated net leverage (as defined in the Reimbursement Agreement) as shown in the table below: Consolidated Net Leverage Cash Rate (1) PIK Fee Rate Total Rate ≥ 7.0x 5.00 % 3.50 % 8.50 % < 7.0x - 6.0x 5.00 % 2.25 % 7.25 % < 6.0x - 5.0x 5.00 % 1.00 % 6.00 % < 5.0x 5.00 % — % 5.00 % (1) Includes cash paid for interest for the Euro Term Loans and the related customary hedging arrangements. |
Schedule of Interest Rate Summary | Interest Rate Summary Base Rate Rate Fixed Pursuant to Interest Rate Hedges Guarantee Fee Rate All-in Borrowing Rate 2018 Euro Term Loan 1.50 % 0.21 % (1) 5.54 % 7.25 % 2019 Euro Term Loan 1.50 % 0.31 % 5.44 % 7.25 % 2021 Euro Term Loan 1.50 % 0.28 % 5.47 % 7.25 % 2021 Revolving Credit Facility (2) 9.15 % (3) — % — % 9.15 % (1) Effective until November 1, 2017. From November 1, 2017 through maturity on November 1, 2018, the rate fixed pursuant to interest rate hedges will decrease to 0.14% , with a corresponding increase in the guarantee fee rate, such that the all-in borrowing rate remains 7.25% if our net leverage ratio remains unchanged. (2) As at March 31, 2017 , the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. |
Credit Facilities And Capital Lease Obligations | Other credit facilities and capital lease obligations comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Credit facilities (1) – (3) $ — $ — Capital leases 4,360 4,313 Total credit facilities and capital leases 4,360 4,313 Less: current maturities (1,576 ) (1,494 ) Total non-current credit facilities and capital leases $ 2,784 $ 2,819 (1) We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit across the group in respect of cash balances deposited with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited. As at March 31, 2017 , we had deposits of US$ 28.7 million in and no drawings on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2016 , we had deposits of US$ 16.4 million in and no drawings on the BMG cash pool. (2) As at March 31, 2017 and December 31, 2016 , there were no drawings outstanding under a CZK 675.0 million (approximately US$ 26.7 million ) factoring framework agreement with Factoring České spořitelny, a.s. Under this facility, up to CZK 675.0 million (approximately US$ 26.7 million ) of receivables from certain customers in the Czech Republic may be factored on a recourse or non-recourse basis. The facility has a factoring fee of 0.3% of any factored receivable and bears interest at one-month PRIBOR plus 2.5% per annum for the period that receivables are factored and outstanding. (3) As at March 31, 2017 and December 31, 2016 , there were RON 156.3 million (approximately US$ 36.7 million ) and RON 105.7 million (approximately US$ 24.6 million ), respectively, of receivables factored under a factoring framework agreement with Global Funds IFN S.A. Under this facility, receivables from certain customers in Romania may be factored on a non-recourse basis. The facility has a factoring fee of 4.0% of any factored receivable and bears interest at 6.0% per annum from the date the receivables are factored to the due date of the factored receivable. |
Maturity Of Senior Debt And Credit Facility | At March 31, 2017 , the maturity of our long-term debt and credit facilities, excluding any future elections to pay interest in kind, was as follows: 2017 $ — 2018 268,130 2019 251,597 2020 — 2021 501,194 2022 and thereafter — Total long-term debt and credit facilities 1,020,921 Debt issuance costs (6,977 ) Carrying amount of long-term debt and credit facilities $ 1,013,944 |
Schedule of Future Minimum Lease Payments for Capital Leases | The future minimum lease payments, by year and in the aggregate, under capital leases with initial or remaining non-cancellable lease terms in excess of one year, consisted of the following at March 31, 2017 : 2017 $ 1,274 2018 1,437 2019 1,114 2020 636 2021 31 2022 and thereafter — Total undiscounted payments 4,492 Less: amount representing interest (132 ) Present value of net minimum lease payments $ 4,360 |
PROGRAM RIGHTS (Tables)
PROGRAM RIGHTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
PROGRAM RIGHTS [Abstract] | |
Schedule of Program Rights | Program rights comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Program rights: Acquired program rights, net of amortization $ 186,727 $ 183,303 Less: current portion of acquired program rights (87,145 ) (86,151 ) Total non-current acquired program rights 99,582 97,152 Produced program rights – Feature Films: Released, net of amortization 1,014 1,039 Produced program rights – Television Programs: Released, net of amortization 56,865 54,149 Completed and not released 3,576 2,593 In production 22,404 23,712 Development and pre-production 922 711 Total produced program rights 84,781 82,204 Total non-current acquired program rights and produced program rights $ 184,363 $ 179,356 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Unrelated customers $ 157,728 $ 187,937 Less: allowance for bad debts and credit notes (8,583 ) (9,598 ) Total accounts receivable $ 149,145 $ 178,339 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Assets [Abstract] | |
Schedule of Other Assets | Other current and non-current assets comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Current: Prepaid acquired programming $ 18,436 $ 22,511 Other prepaid expenses 6,905 5,270 VAT recoverable 1,655 713 Income taxes recoverable 209 206 Other 3,520 3,771 Total other current assets $ 30,725 $ 32,471 March 31, 2017 December 31, 2016 Non-current: Capitalized debt costs $ 14,310 $ 15,018 Deferred tax 5,101 4,570 Other 1,159 1,855 Total other non-current assets $ 20,570 $ 21,443 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Land and buildings $ 92,469 $ 90,988 Machinery, fixtures and equipment 210,198 202,110 Other equipment 34,566 33,752 Software licenses 57,160 55,542 Construction in progress 4,988 5,316 Total cost 399,381 387,708 Less: accumulated depreciation (290,404 ) (278,619 ) Total net book value $ 108,977 $ 109,089 Assets held under capital leases (included in the above) Land and buildings $ 3,737 $ 3,684 Machinery, fixtures and equipment 6,712 6,338 Total cost 10,449 10,022 Less: accumulated depreciation (4,802 ) (4,316 ) Total net book value $ 5,647 $ 5,706 |
Property Plant And Equipment Rollforward | The movement in the net book value of property, plant and equipment during the three months ended March 31, 2017 and 2016 was comprised of: For the Three Months Ended March 31, 2017 2016 Opening balance $ 109,089 $ 108,522 Additions 6,123 5,536 Disposals (74 ) (50 ) Depreciation (7,759 ) (7,285 ) Foreign currency movements 1,598 5,025 Ending balance $ 108,977 $ 111,748 |
ACCOUNTS PAYABLE AND ACCRUED 35
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Accounts payable and accrued expenses $ 53,568 $ 59,522 Related party accounts payable 173 192 Programming liabilities 29,939 29,249 Related party programming liabilities 18,522 18,959 Duties and other taxes payable 10,879 13,446 Accrued staff costs 14,513 20,565 Accrued interest payable 2,860 2,941 Related party accrued interest payable (including Guarantee Fees) 26,499 9,588 Income taxes payable 5,346 5,514 Other accrued liabilities 1,400 1,005 Total accounts payable and accrued liabilities $ 163,699 $ 160,981 |
OTHER LIABILITIES (Tables)
OTHER LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Liabilities [Abstract] | |
Schedule of Other Liabilities | Other current and non-current liabilities comprised the following at March 31, 2017 and December 31, 2016 : March 31, 2017 December 31, 2016 Current: Deferred revenue $ 25,798 $ 5,333 Legal provision 2,817 2,680 Other 530 1,076 Total other current liabilities $ 29,145 $ 9,089 March 31, 2017 December 31, 2016 Non-current: Deferred tax $ 20,278 $ 20,335 Related party Commitment Fee payable (1) 9,905 9,905 Related party Guarantee Fee payable (Note 4) 34,492 34,492 Other 2,937 4,026 Total other non-current liabilities $ 67,612 $ 68,758 |
FINANCIAL INSTRUMENTS AND FAI37
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Information relating to financial instruments is as follows: Trade Date Number of Contracts Description Aggregate Notional Amount Maturity Date Objective Fair Value as at March 31, 2017 April 5, 2016 5 Interest rate swap € 468,800 February 21, 2021 Interest rate hedge underlying 2021 Euro Term Loan $ (893,887 ) April 5, 2016 4 Interest rate swap € 250,800 November 1, 2018 Interest rate hedge underlying 2018 Euro Term Loan, forward starting on November 1, 2017 $ (282,719 ) November 10, 2015 3 Interest rate swap € 235,335 November 1, 2019 Interest rate hedge underlying 2019 Euro Term Loan $ (1,409,599 ) November 14, 2014 2 Interest rate swap € 250,800 November 1, 2017 Interest rate hedge underlying 2018 Euro Term Loan $ (336,167 ) Accumulated Other Comprehensive Loss BALANCE December 31, 2016 $ (4,451 ) Unrealized gain on interest rate swaps 573 Reclassified to interest expense 685 BALANCE March 31, 2017 $ (3,193 ) |
Schedule of Changes in Fair Value of Derivatives | The change in fair value of derivatives not designated as hedging instruments comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Currency swaps $ 368 $ (14,050 ) |
INTEREST EXPENSE (Tables)
INTEREST EXPENSE (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Interest Expense [Abstract] | |
Schedule of Interest Expense | Interest expense comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Interest on long-term debt and other financing arrangements $ 22,321 $ 32,652 Amortization of capitalized debt issuance costs 1,434 3,899 Amortization of debt issuance discount — 12,603 Total interest expense $ 23,755 $ 49,154 |
OTHER NONOPERATING EXPENSE, N39
OTHER NONOPERATING EXPENSE, NET (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Schedule of other non-operating expense, net | 15. OTHER NON-OPERATING INCOME / EXPENSE Other non-operating income / expense comprised the following for the three months ended March 31, 2017 and 2016 : For the Three Months Ended March 31, 2017 2016 Interest income $ 79 $ 108 Foreign currency exchange gain, net 1,681 15,422 Change in fair value of derivatives (Note 11) 368 (14,050 ) Other income / (expense), net 197 (64 ) Total other non-operating income $ 2,325 $ 1,416 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Charged | For the three months ended March 31, 2017 and 2016 , we recognized charges for stock-based compensation of US$ 0.8 million and US$ 0.8 million , respectively, presented as a component of selling, general and administrative expenses in our condensed consolidated statements of operations and comprehensive income / loss. |
Schedule of Stock Options Activity | A summary of option activity for the three months ended March 31, 2017 is presented below: Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2016 2,011,392 $ 2.32 8.58 $ 453 Granted — — Expired — — Outstanding at March 31, 2017 2,011,392 $ 2.32 8.33 $ 1,559 Vested and expected to vest 2,011,392 2.32 8.33 1,559 Exercisable at March 31, 2017 502,848 $ 2.32 8.33 $ 390 |
Schedule of Restricted Stock Unit Activity | The following table summarizes information about unvested RSU and PRSU as at March 31, 2017 : Number of Shares / Units Weighted Average Grant Date Fair Value Unvested at December 31, 2016 2,542,625 $ 2.61 Granted 600,684 3.10 Vested (458,436 ) 2.73 Unvested at March 31, 2017 2,684,873 $ 2.70 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The components of basic and diluted earnings per share are as follows: For the Three Months Ended March 31, 2017 2016 Net loss $ (11,274 ) $ (40,694 ) Net loss attributable to noncontrolling interests 209 259 Less: preferred share accretion paid in kind (Note 12) (2,357 ) (4,510 ) Net loss attributable to CME Ltd. available to common shareholders — basic $ (13,422 ) $ (44,945 ) Effect of dilutive securities Preferred share accretion paid in kind — — Net loss attributable to CME Ltd. available to common shareholders — diluted $ (13,422 ) $ (44,945 ) Weighted average outstanding shares of common stock — basic (1) 154,795 147,078 Dilutive effect of employee stock options and RSUs — — Weighted average outstanding shares of common stock — diluted 154,795 147,078 Net loss per share: Net loss attributable to CME Ltd. — basic and diluted (0.09 ) (0.31 ) (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of common stock. |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | Net revenues: For the Three Months Ended March 31, 2017 2016 Bulgaria $ 15,305 $ 15,859 Croatia 11,068 11,645 Czech Republic 39,474 38,608 Romania 38,944 32,370 Slovak Republic 18,340 19,062 Slovenia 12,217 11,653 Intersegment revenues (1) (346 ) (197 ) Total net revenues $ 135,002 $ 129,000 (1) Reflects revenues earned from the sale of content to our other segments. All other revenues are third party revenues. |
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated | OIBDA and reconciliation of OIBDA to condensed consolidated statements of operations and comprehensive income / loss: For the Three Months Ended March 31, 2017 2016 Bulgaria $ 1,357 $ 1,069 Croatia 1,086 1,401 Czech Republic 10,959 10,074 Romania 14,686 9,462 Slovak Republic 873 2,393 Slovenia 3 (708 ) Elimination 2 (6 ) Total operating segments 28,966 23,685 Corporate (6,830 ) (6,577 ) Total OIBDA 22,136 17,108 Depreciation of property, plant and equipment (7,759 ) (7,285 ) Amortization of broadcast licenses and other intangibles (2,109 ) (2,060 ) Operating income 12,268 7,763 Interest expense (Note 14) (23,755 ) (49,154 ) Non-operating income, net (Note 15) 2,325 1,416 Loss before tax $ (9,162 ) $ (39,975 ) |
Reconciliation of Assets from Segment to Consolidated | Total assets (1) : March 31, 2017 December 31, 2016 Bulgaria $ 134,424 $ 130,873 Croatia 51,771 49,135 Czech Republic 718,841 700,190 Romania 279,157 266,132 Slovak Republic 131,790 131,220 Slovenia 71,784 72,381 Total operating segments 1,387,767 1,349,931 Corporate 32,513 40,786 Total assets $ 1,420,280 $ 1,390,717 (1) Segment assets exclude any intercompany balances. |
Segment Reporting Capital Expenditure | Capital expenditures: For the Three Months Ended March 31, 2017 2016 Bulgaria $ 133 $ 182 Croatia 555 277 Czech Republic 3,198 1,551 Romania 1,709 1,729 Slovak Republic 465 533 Slovenia 1,071 1,260 Total operating segments 7,131 5,532 Corporate 576 544 Total capital expenditures $ 7,707 $ 6,076 |
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country | Long-lived assets (1) : March 31, 2017 December 31, 2016 Bulgaria $ 6,152 $ 6,280 Croatia 5,825 5,832 Czech Republic 39,056 39,529 Romania 24,111 22,796 Slovak Republic 15,230 15,326 Slovenia 13,819 14,177 Total operating segments 104,193 103,940 Corporate 4,784 5,149 Total long-lived assets $ 108,977 $ 109,089 (1) Reflects property, plant and equipment. |
Revenues by Type | Consolidated revenue by type: For the Three Months Ended March 31, 2017 2016 Television advertising $ 108,514 $ 104,171 Carriage fees and subscriptions 21,383 19,209 Other 5,105 5,620 Total net revenues $ 135,002 $ 129,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | At March 31, 2017 , we had total commitments of US$ 121.6 million ( December 31, 2016 : US$ 128.2 million ) in respect of future programming, including contracts signed with license periods starting after the balance sheet date. In addition, we have digital transmission obligations, future minimum operating lease payments for non-cancellable operating leases with remaining terms in excess of one year and other commitments as follows: Programming purchase obligations Other commitments Operating leases Capital expenditures 2017 $ 37,213 $ 15,976 $ 2,403 $ 945 2018 36,029 5,372 2,122 — 2019 21,105 10,869 949 — 2020 14,613 375 488 — 2021 8,443 335 333 — 2022 and thereafter 4,182 382 1,453 — Total $ 121,585 $ 33,309 $ 7,748 $ 945 |
RELATED PARTY TRANSACTIONS (Ta
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Time Warner [Member] | |
Related Party Transaction [Line Items] | |
Schedule of Related Party Transactions | Time Warner For the Three Months Ended March 31, 2017 2016 Cost of revenues $ 5,737 $ 6,696 Interest expense 18,254 41,505 March 31, 2017 December 31, 2016 Programming liabilities $ 18,522 $ 18,959 Other accounts payable and accrued liabilities 173 192 Accrued interest payable (1) 26,499 9,588 Other non-current liabilities (2) 44,397 44,397 (1) Amount represents accrued Guarantee Fees for which we have not yet paid in cash or made an election to pay in kind. See Note 4, "Long-term Debt and Other Financing Arrangements" . (2) Amount represents the Commitment Fee, as well as the Guarantee Fees for which we have made an election to pay in kind. See Note 4, "Long-term Debt and Other Financing Arrangements" . |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details) | 3 Months Ended |
Mar. 31, 2017channelsoperating_segment | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 36 |
Percentage owned by Parent | 100.00% |
Operating Segments [Member] | |
Product Information [Line Items] | |
Number of Operating Segments | operating_segment | 6 |
BULGARIA [Member] | |
Product Information [Line Items] | |
Percentage owned by Parent | 94.00% |
BULGARIA [Member] | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 1 |
BULGARIA [Member] | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 5 |
CROATIA [Member] | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
CROATIA [Member] | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 1 |
CROATIA [Member] | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 3 |
CZECH REPUBLIC [Member] | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
CZECH REPUBLIC [Member] | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 1 |
CZECH REPUBLIC [Member] | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 7 |
ROMANIA [Member] | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
ROMANIA [Member] | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 1 |
ROMANIA [Member] | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 8 |
SLOVAK REPUBLIC [Member] | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
SLOVAK REPUBLIC [Member] | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 1 |
SLOVAK REPUBLIC [Member] | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 3 |
SLOVENIA [Member] | |
Product Information [Line Items] | |
Percentage owned by Parent | 100.00% |
SLOVENIA [Member] | General Enterainment Channel [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 2 |
SLOVENIA [Member] | Other Channel Member [Member] | |
Product Information [Line Items] | |
Number of Television Channels Within Segment | 3 |
BASIS OF PRESENTATION Use of es
BASIS OF PRESENTATION Use of estimates (Details) - Mar. 31, 2017 $ in Thousands, € in Millions | USD ($) | EUR (€) |
2019 Euro Term Loan [Member] | ||
Change in Accounting Estimate [Line Items] | ||
Debt Instrument, Face Amount | $ 251,597 | € 235.3 |
BASIS OF PRESENTATION Accountin
BASIS OF PRESENTATION Accounting pronouncements (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations [Domain] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ (110.7) |
GOODWILL AND INTANGIBLE ASSET48
GOODWILL AND INTANGIBLE ASSETS Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | ||
Goodwill | $ 610,282 | $ 602,069 |
Gross Balance, December 31, 2016 | 1,075,135 | |
Accumulated Impairment Losses, Beginning Balance | (473,066) | |
Foreign Currency | 8,213 | |
Accumulated Impairment Losses, Ending Balance | (473,066) | |
Gross Balance, March 31, 2017 | 1,083,348 | |
BULGARIA [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 27,130 | 26,750 |
Gross Balance, December 31, 2016 | 171,389 | |
Accumulated Impairment Losses, Beginning Balance | (144,639) | |
Foreign Currency | 380 | |
Accumulated Impairment Losses, Ending Balance | (144,639) | |
Gross Balance, March 31, 2017 | 171,769 | |
CROATIA [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 556 | 534 |
Gross Balance, December 31, 2016 | 10,988 | |
Accumulated Impairment Losses, Beginning Balance | (10,454) | |
Foreign Currency | 22 | |
Accumulated Impairment Losses, Ending Balance | (10,454) | |
Gross Balance, March 31, 2017 | 11,010 | |
CZECH REPUBLIC [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 463,393 | 456,938 |
Gross Balance, December 31, 2016 | 744,483 | |
Accumulated Impairment Losses, Beginning Balance | (287,545) | |
Foreign Currency | 6,455 | |
Accumulated Impairment Losses, Ending Balance | (287,545) | |
Gross Balance, March 31, 2017 | 750,938 | |
ROMANIA [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 72,456 | 71,758 |
Gross Balance, December 31, 2016 | 82,786 | |
Accumulated Impairment Losses, Beginning Balance | (11,028) | |
Foreign Currency | 698 | |
Accumulated Impairment Losses, Ending Balance | (11,028) | |
Gross Balance, March 31, 2017 | 83,484 | |
SLOVAK REPUBLIC [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 46,747 | 46,089 |
Gross Balance, December 31, 2016 | 46,089 | |
Accumulated Impairment Losses, Beginning Balance | 0 | |
Foreign Currency | 658 | |
Accumulated Impairment Losses, Ending Balance | 0 | |
Gross Balance, March 31, 2017 | 46,747 | |
SLOVENIA [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 0 | $ 0 |
Gross Balance, December 31, 2016 | 19,400 | |
Accumulated Impairment Losses, Beginning Balance | (19,400) | |
Foreign Currency | 0 | |
Accumulated Impairment Losses, Ending Balance | (19,400) | |
Gross Balance, March 31, 2017 | $ 19,400 |
GOODWILL AND INTANGIBLE ASSET49
GOODWILL AND INTANGIBLE ASSETS Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets, Gross | $ 323,866 | $ 319,461 |
Finite-Lived Intangible Assets, Accumulated Amortization | (185,752) | (181,121) |
Finite-Lived Intangible Assets, Net | 138,114 | 138,340 |
Trademarks [Member] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 81,396 | 80,324 |
Finite-Lived Intangible Assets, Gross | 598 | 591 |
Finite-Lived Intangible Assets, Accumulated Amortization | (598) | (591) |
Finite-Lived Intangible Assets, Net | 0 | 0 |
Broadcast Licenses [Member] | ||
Finite-Lived Intangible Assets, Gross | 188,313 | 185,686 |
Finite-Lived Intangible Assets, Accumulated Amortization | (133,905) | (130,325) |
Finite-Lived Intangible Assets, Net | 54,408 | 55,361 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | 52,015 | 51,338 |
Finite-Lived Intangible Assets, Accumulated Amortization | (49,895) | (48,997) |
Finite-Lived Intangible Assets, Net | $ 2,120 | 2,341 |
Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets, Useful Life (in years) | 5 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets, Useful Life (in years) | 15 years | |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets, Gross | $ 1,544 | 1,522 |
Finite-Lived Intangible Assets, Accumulated Amortization | (1,354) | (1,208) |
Finite-Lived Intangible Assets, Net | $ 190 | $ 314 |
LONG-TERM DEBT AND OTHER FINA50
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Debt (Details) $ in Thousands, € in Millions | Mar. 31, 2017USD ($) | Mar. 31, 2017EUR (€) | Dec. 31, 2016USD ($) | Apr. 07, 2016EUR (€) | |
Debt Instrument [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | $ (14,310) | $ (15,018) | |||
Overview [Abstract] | |||||
Carrying Amount | 1,013,944 | 999,209 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 1,013,944 | 999,209 | |||
Other credit facilities and capital leases | 4,360 | 4,313 | |||
Total long-term debt and other financing arrangements | 1,018,304 | 1,003,522 | |||
Current portion of long-term debt and other financing arrangements (Note 5) | (1,576) | (1,494) | |||
Total non-current long-term debt and other financing arrangements | 1,016,728 | 1,002,028 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
2,017 | 0 | ||||
2,018 | 268,130 | ||||
2,019 | 251,597 | ||||
2,020 | 0 | ||||
2,021 | 501,194 | ||||
2022 and thereafter | 0 | ||||
Total long-term debt and credit facilities | 1,020,921 | ||||
Debt issuance costs | (6,977) | ||||
Carrying amount of long-term debt and credit facilities | 1,013,944 | ||||
Long-term Debt, Fair Value | 891,456 | 806,349 | |||
2018 Euro Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | (555) | ||||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 268,130 | ||||
Carrying Amount | 267,575 | 263,734 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 267,575 | 263,734 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Debt, Fair Value | 250,805 | 233,297 | |||
2019 Euro Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | (437) | ||||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 251,597 | € 235.3 | |||
Carrying Amount | 251,160 | 247,594 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 251,160 | 247,594 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Debt, Fair Value | 224,034 | 203,314 | |||
2021 Euro Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | (5,985) | ||||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 501,194 | € 468.8 | |||
Carrying Amount | 495,209 | 487,881 | |||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | 495,209 | 487,881 | |||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Debt, Fair Value | 416,617 | $ 369,738 | |||
2021 Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | 0 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 115,000 | ||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Long-term Line of Credit, Noncurrent | 0 | ||||
Senior Debt and Credit Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | [1] | (6,977) | |||
Overview [Abstract] | |||||
Principal Amount of Liability Component | 1,020,921 | ||||
Carrying Amount | 1,013,944 | ||||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Carrying Amount | $ 1,013,944 | ||||
CME NV and CME BV [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | |||
CME NV and CME BV [Member] | 2021 Revolving Credit Facility [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | ||||
[1] | (1) Debt issuance costs related to the 2018 Euro Term Loan, 2019 Euro Term Loan and 2021 Euro Term Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2021 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2021 Revolving Credit Facility. |
LONG-TERM DEBT AND OTHER FINA51
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Financing Transactions (Details) € in Thousands, $ in Thousands | Sep. 30, 2018EUR (€) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Apr. 07, 2016EUR (€) | |
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 15000.00% | |||||
Payments for Fees | $ 4,948 | $ 2,640 | ||||
Repayments of Debt and Capital Lease Obligations | 394 | $ 341 | ||||
Interest Payable, Current | 2,860 | $ 2,941 | ||||
Debt and Capital Lease Obligations | $ 1,018,304 | $ 1,003,522 | ||||
Euro Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Financial Covenant, Net Leverage | 6.30 | 6.90 | ||||
2018 Euro Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | [1] | 7.25% | ||||
Principal Amount of Liability Component | $ 268,130 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | |||||
Financial Covenant, Net Leverage | 5 | |||||
2021 Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | [2] | 9.15% | ||||
Long-term Line of Credit, Noncurrent | $ 0 | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 115,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | [2] | 9.15% | ||||
Guarantee Fee [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Payments for Fees | $ 0 | $ 10,000 | ||||
2021 Euro Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | 7.25% | |||||
Principal Amount of Liability Component | $ 501,194 | € 468,800 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | |||||
Financial Covenant, Net Leverage | 5 | |||||
Maximum [Member] | 2021 Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | |||||
Financial Covenant, Net Leverage | 7 | |||||
Maximum [Member] | 2021 Euro Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | 8.50% | |||||
Minimum [Member] | 2021 Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |||||
Financial Covenant, Net Leverage | 5 | |||||
Minimum [Member] | 2021 Euro Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | |||||
Minimum Required Cash Portion [Member] | 2021 Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | |||||
Minimum Required Cash Portion [Member] | 2021 Euro Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | |||||
Scenario, Forecast [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 5000.00% | |||||
Debt and Capital Lease Obligations | € | € 815,000 | |||||
Net leverage greater than 7.0x [Member] | Euro Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | 8.50% | |||||
Financial Covenant, Net Leverage | 7 | |||||
Net leverage greater than 7.0x [Member] | Minimum [Member] | Euro Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Financial Covenant, Net Leverage | 7 | |||||
Net leverage less than 5.0x [Member] | Euro Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | |||||
Financial Covenant, Net Leverage | 5 | |||||
Net leverage less than 5.0x [Member] | Maximum [Member] | Euro Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Financial Covenant, Net Leverage | 5 | |||||
[1] | (1) Effective until November 1, 2017. From November 1, 2017 through maturity on November 1, 2018, the rate fixed pursuant to interest rate hedges will decrease to 0.14%, with a corresponding increase in the guarantee fee rate, such that the all-in borrowing rate remains 7.25% if our net leverage ratio remains unchanged. | |||||
[2] | (2) As at March 31, 2017, the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. |
LONG-TERM DEBT AND OTHER FINA52
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Senior Debt (Details) € in Millions, RON in Millions | 3 Months Ended | ||||||||
Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($)Rate | Mar. 31, 2016USD ($) | Jan. 01, 2018USD ($) | Mar. 31, 2017EUR (€) | Mar. 31, 2017RON | Dec. 31, 2016RON | Apr. 07, 2016EUR (€) | ||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 15000.00% | ||||||||
2,017 | $ 0 | ||||||||
Interest Paid, Net | $ 4,948,000 | $ 2,640,000 | |||||||
Debt Instrument, Description of Variable Rate Basis | 0.0115 | ||||||||
Carrying Amount | $ 1,013,944,000 | $ 999,209,000 | |||||||
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% | 100.00% | 100.00% | ||||||
Long-term Debt, Fair Value | $ 891,456,000 | 806,349,000 | |||||||
Long-term Line of Credit | 0 | 0 | |||||||
Unamortized Debt Issuance Expense | 6,977,000 | ||||||||
Interest Expense, Debt | 22,321,000 | $ 32,652,000 | |||||||
Deferred Finance Costs, Noncurrent, Net | (14,310,000) | $ (15,018,000) | |||||||
2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 115,000,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 9.15% | 9.15% | 9.15% | |||||
Debt Instrument, Interest Rate, All-In Rate | [1] | 9.15% | 9.15% | 9.15% | |||||
Long-term Line of Credit, Noncurrent | $ 0 | ||||||||
Deferred Finance Costs, Noncurrent, Net | $ 0 | ||||||||
2015 Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||||||
2017 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | € | € 250.8 | ||||||||
2018 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | 1.50% | 1.50% | ||||||
Debt Instrument, Interest Rate, All-In Rate | [2] | 7.25% | 7.25% | 7.25% | |||||
Carrying Amount | $ 267,575,000 | $ 263,734,000 | |||||||
Debt Instrument, Face Amount | $ 268,130,000 | ||||||||
Financial Covenant, Net Leverage | 5 | ||||||||
Long-term Debt, Fair Value | $ 250,805,000 | 233,297,000 | |||||||
Deferred Finance Costs, Noncurrent, Net | $ (555,000) | ||||||||
2019 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | 1.50% | 1.50% | ||||||
Debt Instrument, Interest Rate, All-In Rate | 7.25% | 7.25% | 7.25% | ||||||
Carrying Amount | $ 251,160,000 | 247,594,000 | |||||||
Debt Instrument, Face Amount | 251,597,000 | € 235.3 | |||||||
Long-term Debt, Fair Value | 224,034,000 | 203,314,000 | |||||||
Deferred Finance Costs, Noncurrent, Net | $ (437,000) | ||||||||
2021 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | 1.50% | 1.50% | ||||||
Debt Instrument, Interest Rate, All-In Rate | 7.25% | 7.25% | 7.25% | ||||||
Carrying Amount | $ 495,209,000 | 487,881,000 | |||||||
Debt Instrument, Face Amount | $ 501,194,000 | € 468.8 | |||||||
Financial Covenant, Net Leverage | 5 | ||||||||
Long-term Debt, Fair Value | $ 416,617,000 | $ 369,738,000 | |||||||
Deferred Finance Costs, Noncurrent, Net | $ (5,985,000) | ||||||||
Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 6.30 | 6.90 | |||||||
Guarantee Fee [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest Paid, Net | $ 0 | $ 10,000,000 | |||||||
Interest Expense, Debt | 16,400,000 | $ 9,100,000 | |||||||
Senior Debt and Credit Facilities [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Carrying Amount | 1,013,944,000 | ||||||||
Debt Instrument, Face Amount | 1,020,921,000 | ||||||||
Deferred Finance Costs, Noncurrent, Net | [3] | $ (6,977,000) | |||||||
Alternative Base Rate [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate (in percent) | 7.00% | ||||||||
Base Rate [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | 1.00% | 1.00% | ||||||
Basis spread on variable rate (in percent) | 8.00% | ||||||||
Minimum Required Cash Portion [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | 5.00% | ||||||
Minimum Required Cash Portion [Member] | 2021 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | 5.00% | 5.00% | ||||||
CME NV and CME BV [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | 100.00% | ||||||
CME NV and CME BV [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | |||||||
Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate (in percent) | 1.07% | ||||||||
Minimum [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 7.00% | 7.00% | ||||||
Debt Instrument, Reference Rate for Variable Rate | Rate | 1.00% | ||||||||
Financial Covenant, Net Leverage | 5 | ||||||||
Minimum [Member] | 2021 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | 5.00% | 5.00% | ||||||
Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate (in percent) | 1.90% | ||||||||
Maximum [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | 9.00% | 9.00% | ||||||
Financial Covenant, Net Leverage | 7 | ||||||||
Maximum [Member] | 2021 Euro Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 8.50% | 8.50% | 8.50% | ||||||
Global Funds IFN S.A. [Member] | Pro TV [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate (in percent) | 6.00% | ||||||||
Long-term Line of Credit | $ 36,700,000 | $ 24,600,000 | RON 156.3 | RON 105.7 | |||||
Subsequent Event [Member] | 2021 Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000,000 | ||||||||
Net leverage less than 5.0x [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | 5.00% | 5.00% | ||||||
Debt Instrument, Interest Rate, All-In Rate, Cash Rate | 5.00% | 5.00% | 5.00% | ||||||
Debt Instrument, Interest Rate, All-In Rate, PIK Fee Rate | 0.00% | 0.00% | 0.00% | ||||||
Financial Covenant, Net Leverage | 5 | ||||||||
Net leverage less than 5.0x [Member] | Maximum [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 5 | ||||||||
Net leverage greater than 7.0x [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 8.50% | 8.50% | 8.50% | ||||||
Debt Instrument, Interest Rate, All-In Rate, Cash Rate | 5.00% | 5.00% | 5.00% | ||||||
Debt Instrument, Interest Rate, All-In Rate, PIK Fee Rate | 3.50% | 3.50% | 3.50% | ||||||
Financial Covenant, Net Leverage | 7 | ||||||||
Net leverage greater than 7.0x [Member] | Minimum [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 7 | ||||||||
Net leverage 6.0x - 5.0x [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 6.00% | 6.00% | 6.00% | ||||||
Debt Instrument, Interest Rate, All-In Rate, Cash Rate | 5.00% | 5.00% | 5.00% | ||||||
Debt Instrument, Interest Rate, All-In Rate, PIK Fee Rate | 1.00% | 1.00% | 1.00% | ||||||
Net leverage 6.0x - 5.0x [Member] | Minimum [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 5 | ||||||||
Net leverage 6.0x - 5.0x [Member] | Maximum [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 6 | ||||||||
Net leverage 7.0x - 6.0x [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate, All-In Rate | 7.25% | 7.25% | 7.25% | ||||||
Debt Instrument, Interest Rate, All-In Rate, Cash Rate | 5.00% | 5.00% | 5.00% | ||||||
Debt Instrument, Interest Rate, All-In Rate, PIK Fee Rate | 2.25% | 2.25% | 2.25% | ||||||
Net leverage 7.0x - 6.0x [Member] | Minimum [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 6 | ||||||||
Net leverage 7.0x - 6.0x [Member] | Maximum [Member] | Euro Term Loans [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Financial Covenant, Net Leverage | 7 | ||||||||
[1] | (2) As at March 31, 2017, the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. | ||||||||
[2] | (1) Effective until November 1, 2017. From November 1, 2017 through maturity on November 1, 2018, the rate fixed pursuant to interest rate hedges will decrease to 0.14%, with a corresponding increase in the guarantee fee rate, such that the all-in borrowing rate remains 7.25% if our net leverage ratio remains unchanged. | ||||||||
[3] | (1) Debt issuance costs related to the 2018 Euro Term Loan, 2019 Euro Term Loan and 2021 Euro Term Loan are being amortized on a straight-line basis, which approximates the effective interest method, over the life of the respective instruments. Debt issuance costs related to the 2021 Revolving Credit Facility are classified as non-current assets in our condensed consolidated balance sheet and are being amortized on a straight-line basis over the life of the 2021 Revolving Credit Facility. |
LONG-TERM DEBT AND OTHER FINA53
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Convertible Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Carrying Amount | $ 1,013,944 | $ 999,209 | |
Fair Value | $ 891,456 | $ 806,349 | |
2015 Convertible Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||
2021 Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 9.15% | |
Long-term Line of Credit, Noncurrent | $ 0 | ||
2018 Euro Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ 267,575 | $ 263,734 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||
Fair Value | $ 250,805 | 233,297 | |
2019 Euro Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ 251,160 | 247,594 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||
Fair Value | $ 224,034 | 203,314 | |
2021 Euro Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ 495,209 | 487,881 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||
Fair Value | $ 416,617 | $ 369,738 | |
[1] | (2) As at March 31, 2017, the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. |
LONG-TERM DEBT AND OTHER FINA54
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Convertible Notes Tables (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Debt Instrument Rollforward [Roll Forward] | ||
Amortization of debt issuance discount | $ 0 | $ 12,603 |
Net Carrying Amount, Beginning Balance | 999,209 | |
Net Carrying Amount, Ending Balance | $ 1,013,944 |
LONG-TERM DEBT AND OTHER FINA55
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Fixed Rate Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Senior debt | $ 1,013,944 | $ 999,209 |
Fair Value | $ 891,456 | $ 806,349 |
CME NV and CME BV [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Shares Pledged, Percentage | 100.00% |
LONG-TERM DEBT AND OTHER FINA56
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Credit Facility and Capital Lease Obligations(Details) RON in Millions, CZK in Millions | 3 Months Ended | |||||
Mar. 31, 2017CZK | Mar. 31, 2017USD ($) | Mar. 31, 2017RON | Dec. 31, 2016USD ($) | Dec. 31, 2016RON | ||
Line of Credit Facility [Line Items] | ||||||
Unamortized Debt Issuance Expense | $ 6,977,000 | |||||
Senior debt | 1,013,944,000 | $ 999,209,000 | ||||
Credit facilities (1) – (3) | 0 | 0 | ||||
Capital leases | 4,360,000 | 4,313,000 | ||||
Total credit facilities and capital leases | 4,360,000 | 4,313,000 | ||||
Less: current maturities | (1,576,000) | (1,494,000) | ||||
Total non-current credit facilities and capital leases | 2,784,000 | 2,819,000 | ||||
Fair Value | $ 891,456,000 | $ 806,349,000 | ||||
2021 Revolving Credit Facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 9.15% | 9.15% | 9.15% | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 115,000,000 | |||||
Senior Debt and Credit Facilities [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Senior debt | 1,013,944,000 | |||||
Principal Amount of Liability Component | $ 1,020,921,000 | |||||
CME NV and CME BV [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | 100.00% | |||
CME NV and CME BV [Member] | 2021 Revolving Credit Facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding Shares Pledged, Percentage | 100.00% | 100.00% | ||||
BMG Bank Mendes Gans [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Credit facilities (1) – (3) | $ 0 | |||||
Line of credit facility cash pooling arrangement deposit | 16,400,000 | |||||
Ceska Sporitelna [Member] | CET 21 [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Credit facilities (1) – (3) | 0 | |||||
Basis spread on variable rate (in percent) | 2.50% | |||||
Line of Credit Facility, Maximum Borrowing Capacity | CZK 675 | 26,700,000 | ||||
Factoring Fee, Percentage | 0.30% | |||||
Global Funds IFN S.A. [Member] | Pro TV [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Credit facilities (1) – (3) | $ 36,700,000 | RON 156.3 | $ 24,600,000 | RON 105.7 | ||
Basis spread on variable rate (in percent) | 6.00% | |||||
Factoring Fee, Percentage | 4.00% | |||||
Alternative Base Rate [Member] | 2021 Revolving Credit Facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Basis spread on variable rate (in percent) | 7.00% | |||||
Base Rate [Member] | 2021 Revolving Credit Facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | 1.00% | 1.00% | |||
Basis spread on variable rate (in percent) | 8.00% | |||||
[1] | (2) As at March 31, 2017, the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. |
LONG-TERM DEBT AND OTHER FINA57
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Capital Lease Commitments(Details) $ in Thousands | Mar. 31, 2017USD ($) |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,014 | $ 1,274 |
2,015 | 1,437 |
2,016 | 1,114 |
2,017 | 636 |
2,018 | 31 |
2022 and thereafter | 0 |
Total undiscounted payments | 4,492 |
Less: amount representing interest | (132) |
Present value of net minimum lease payments | $ 4,360 |
LONG-TERM DEBT AND OTHER FINA58
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Guarantee Fees (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2017 | Mar. 31, 2016 | Nov. 01, 2017 | Dec. 31, 2016 | ||
Line of Credit Facility [Line Items] | |||||
Interest Expense, Debt | $ 22,321 | $ 32,652 | |||
CME NV and CME BV [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | ||||
2018 Euro Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Percentage of Debt Hedged by Interest Rate Derivatives | [1] | 0.21% | |||
Debt Instrument, Guarantee Fee, Stated Percentage | 5.54% | ||||
Debt Instrument, Interest Rate, All-In Rate | [1] | 7.25% | |||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||||
2019 Euro Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Percentage of Debt Hedged by Interest Rate Derivatives | 0.31% | ||||
Debt Instrument, Guarantee Fee, Stated Percentage | 5.44% | ||||
Debt Instrument, Interest Rate, All-In Rate | 7.25% | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||||
2021 Euro Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Percentage of Debt Hedged by Interest Rate Derivatives | 0.28% | ||||
Debt Instrument, Guarantee Fee, Stated Percentage | 5.47% | ||||
Debt Instrument, Interest Rate, All-In Rate | 7.25% | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||||
Guarantee Fee [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Interest Expense, Debt | $ 16,400 | $ 9,100 | |||
2021 Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Interest Rate, All-In Rate | [2] | 9.15% | |||
Debt Instrument, Interest Rate, Stated Percentage | [2] | 9.15% | |||
2021 Revolving Credit Facility [Member] | CME NV and CME BV [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding Shares Pledged, Percentage | 100.00% | ||||
Scenario, Forecast [Member] | 2018 Euro Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Percentage of Debt Hedged by Interest Rate Derivatives | 0.14% | ||||
Minimum [Member] | 2021 Euro Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | ||||
Minimum [Member] | 2021 Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||||
Minimum Required Cash Portion [Member] | 2021 Euro Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Interest Rate, All-In Rate | 5.00% | ||||
Minimum Required Cash Portion [Member] | 2021 Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||
[1] | (1) Effective until November 1, 2017. From November 1, 2017 through maturity on November 1, 2018, the rate fixed pursuant to interest rate hedges will decrease to 0.14%, with a corresponding increase in the guarantee fee rate, such that the all-in borrowing rate remains 7.25% if our net leverage ratio remains unchanged. | ||||
[2] | (2) As at March 31, 2017, the aggregate principal amount available under the 2021 Revolving Credit Facility was undrawn. |
PROGRAM RIGHTS (Details)
PROGRAM RIGHTS (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Less: current portion of acquired program rights | $ (87,145) | $ (86,151) |
Program Rights Noncurrent | 184,363 | 179,356 |
Feature Films [Member] | ||
Feature Film Costs, Released, net of amortization | 1,014 | 1,039 |
Television Programs [Member] | ||
Television Program Costs, Released net of amortization | 56,865 | 54,149 |
Television Program Costs, Completed and not released | 3,576 | 2,593 |
Television Program Costs, In production | 22,404 | 23,712 |
Television Program Costs, Development and pre-production | 922 | 711 |
Acquired Program Rights [Member] | ||
Acquired program rights, net of amortization | 186,727 | 183,303 |
Less: current portion of acquired program rights | (87,145) | (86,151) |
Program rights net noncurrent | 99,582 | 97,152 |
Film And Television [Member] | ||
Program rights net noncurrent | $ 84,781 | $ 82,204 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Income taxes recoverable | $ 209 | $ 206 |
Unrelated customers | 157,728 | 187,937 |
Less: allowance for bad debts and credit notes | (8,583) | (9,598) |
Total accounts receivable | $ 149,145 | $ 178,339 |
OTHER ASSETS (Details)
OTHER ASSETS (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current: | ||
Prepaid acquired programming | $ 18,436 | $ 22,511 |
Other prepaid expenses | 6,905 | 5,270 |
VAT recoverable | 1,655 | 713 |
Income taxes recoverable | 209 | 206 |
Other | 3,520 | 3,771 |
Total other current assets | 30,725 | 32,471 |
Non-current: | ||
Capitalized debt costs | 14,310 | 15,018 |
Deferred tax | 5,101 | 4,570 |
Other | 1,159 | 1,855 |
Total other non-current assets | $ 20,570 | $ 21,443 |
PROPERTY, PLANT AND EQUIPMENT62
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | ||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | $ 399,381 | $ 387,708 | ||||
Less: accumulated depreciation | (290,404) | (278,619) | ||||
Total net book value | 108,977 | [1] | 109,089 | [1] | $ 111,748 | $ 108,522 |
Assets held under capital leases (included in the above) | 10,449 | 10,022 | ||||
Less: accumulated depreciation | (4,802) | (4,316) | ||||
Total net book value | 5,647 | 5,706 | ||||
Land and buildings [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 92,469 | 90,988 | ||||
Assets held under capital leases (included in the above) | 3,737 | 3,684 | ||||
Machinery, fixtures and equipment [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 210,198 | 202,110 | ||||
Assets held under capital leases (included in the above) | 6,712 | 6,338 | ||||
Other equipment [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 34,566 | 33,752 | ||||
Software licenses [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | 57,160 | 55,542 | ||||
Construction in progress [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total cost | $ 4,988 | $ 5,316 | ||||
[1] | (1) Reflects property, plant and equipment. |
PROPERTY, PLANT AND EQUIPMENT R
PROPERTY, PLANT AND EQUIPMENT Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Movement in Property, Plant and Equipment [Roll Forward] | |||
Opening balance | $ 109,089 | [1] | $ 108,522 |
Additions | 6,123 | 5,536 | |
Disposals | (74) | (50) | |
Depreciation | (7,759) | (7,285) | |
Foreign currency movements | (1,598) | (5,025) | |
Ending balance | $ 108,977 | [1] | $ 111,748 |
[1] | (1) Reflects property, plant and equipment. |
ACCOUNTS PAYABLE AND ACCRUED 64
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accounts payable | $ 53,568 | $ 59,522 |
Related party accounts payable | 173 | 192 |
Programming liabilities | 29,939 | 29,249 |
Related party programming liabilities | 18,522 | 18,959 |
Duties and other taxes payable | 10,879 | 13,446 |
Accrued staff costs | 14,513 | 20,565 |
Accrued interest payable | 2,860 | 2,941 |
Related party accrued interest payable (including Guarantee Fees) | 26,499 | 9,588 |
Accrued Income Taxes | 5,346 | 5,514 |
Other accrued liabilities | 1,400 | 1,005 |
Total accounts payable and accrued liabilities | $ 163,699 | $ 160,981 |
OTHER LIABILITIES (Details)
OTHER LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
Deferred revenue | $ 25,798 | $ 5,333 | |
Legal provision | 2,817 | 2,680 | |
Other | 530 | 1,076 | |
Total other current liabilities | 29,145 | 9,089 | |
Non-current: | |||
Deferred tax | 20,278 | 20,335 | |
Commitment Fee Payable, Related Parties, Noncurrent | 9,905 | [1] | 9,905 |
Guarantee Fee Payable, Related Parties, Noncurrent | 34,492 | 34,492 | |
Other | 2,937 | 4,026 | |
Total other non-current liabilities | 67,612 | 68,758 | |
Time Warner [Member] | |||
Non-current: | |||
Total other non-current liabilities | $ 44,397 | $ 44,397 | |
2015 Convertible Notes [Member] | |||
Schedule of Other Liabilities [Line Items] | |||
Accounts Payable, Interest-bearing, Interest Rate | 8.50% | ||
2015 Convertible Notes [Member] | |||
Schedule of Other Liabilities [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||
[1] | (1) Represents the commitment fee (the "Commitment Fee") payable to Time Warner, including accrued interest, in respect of its obligation under a commitment letter dated November 14, 2014 between Time Warner and us whereby Time Warner agreed to provide or assist with arranging a loan facility to repay our 5.0% senior convertible notes at maturity in November 2015. The Commitment Fee is payable by November 1, 2019, the maturity date of the 2019 Euro Term Loan, or earlier if the repayment of the 2019 Euro Term Loan is accelerated. The Commitment Fee bears interest at 8.5% per annum and such interest is payable in arrears on each May 1 and November 1, and may be paid in cash or in kind, at our election. |
FINANCIAL INSTRUMENTS AND FAI66
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details) $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Jan. 31, 2017contracts | Dec. 31, 2016USD ($) | Nov. 10, 2015contracts | Nov. 14, 2014contracts | |
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||||
Accumulated other comprehensive loss | $ (240,566) | $ (243,988) | ||||
Unrealized gain / (loss) on derivative instruments (Note 12) | 1,258 | $ (1,248) | ||||
Forward Contracts [Member] | ||||||
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||||
Derivative, Number of Instruments Held | contracts | 1 | |||||
Interest rate swap [Member] | ||||||
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||||
Derivative, Number of Instruments Held | contracts | 3 | 2 | ||||
Accumulated other comprehensive loss | (3,193) | $ (4,451) | ||||
Unrealized gain / (loss) on derivative instruments (Note 12) | (573) | |||||
Fair Value, Inputs, Level 2 [Member] | Currency Swap [Member] | ||||||
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | 368 | $ (14,050) | ||||
Interest Expense [Member] | Interest rate swap [Member] | ||||||
Fair Value, By Balance Sheet Grouping Disclosure Information [Line Items] | ||||||
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion | $ 685 |
FINANCIAL INSTRUMENTS AND FAI67
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Non-Hedge Accounting Activities (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Jan. 31, 2017contracts | |
Forward Contracts [Member] | |||
Derivative [Line Items] | |||
Derivative, Number of Instruments Held | contracts | 1 | ||
Forward Contract, Jan 31, 2017, 24,110 USD [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 19,270 | ||
Derivative, Fair Value, Net | 266 | ||
Fair Value, Inputs, Level 2 [Member] | Currency Swap [Member] | |||
Derivative [Line Items] | |||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ 368 | $ (14,050) |
FINANCIAL INSTRUMENTS AND FAI68
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Hedge Accounting Activities (Details) € in Thousands, $ in Thousands | Mar. 31, 2017USD ($) | Mar. 31, 2017EUR (€) | Dec. 31, 2016USD ($) | Apr. 05, 2016EUR (€)contracts | Nov. 10, 2015contracts | Nov. 14, 2014contracts |
Derivative [Line Items] | ||||||
Accumulated other comprehensive loss | $ (240,566) | $ (243,988) | ||||
Interest rate swap [Member] | ||||||
Derivative [Line Items] | ||||||
Accumulated other comprehensive loss | (3,193) | $ (4,451) | ||||
Derivative, Number of Instruments Held | contracts | 3 | 2 | ||||
2021 Euro Term Loan [Member] | Interest rate swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Number of Instruments Held | contracts | 5 | |||||
2021 Euro Term Loan [Member] | Interest Rate Swap, Apr 5, 2016, 468,800,000 EUR [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Notional Amount | € | € 468,800 | |||||
Derivative, Fair Value, Net | (893,887) | |||||
2018 Euro Term Loan [Member] | Interest rate swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Number of Instruments Held | contracts | 4 | |||||
2018 Euro Term Loan [Member] | Interest Rate Swap, Nov 14, 2014, 250,800,000 EUR [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Notional Amount | € | € 250,800 | |||||
Derivative, Fair Value, Net | (336,167) | |||||
2018 Euro Term Loan [Member] | Interest Rate Swap, Apr 5, 2016, 250,800,000 EUR [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Notional Amount | € | € 250,800 | |||||
Derivative, Fair Value, Net | (282,719) | |||||
2019 Euro Term Loan [Member] | Interest Rate Swap, Nov 10, 2015, 235,335,000 EUR [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Notional Amount | € | € 235,335 | |||||
Derivative, Fair Value, Net | $ (1,409,599) |
CONVERTIBLE REDEEMABLE PREFER69
CONVERTIBLE REDEEMABLE PREFERRED STOCK (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | Jun. 25, 2013 | Apr. 30, 2012 | |
Temporary Equity [Line Items] | |||||
Temporary equity | $ 257,256 | $ 254,899 | |||
Preferred share accretion paid in kind | $ (2,357) | $ (4,510) | |||
Series B Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Preferred stock, shares issued | 200,000 | 200,000 | |||
Convertible Preferred Stock, Estimated Common Stock Issued in Future Conversion | 106,100,000 | ||||
Preferred stock, par value (in dollars per share) | $ 0.08 | $ 0.08 | $ 0.08 | ||
Sale of stock, price per share | $ 1,000 | ||||
Preferred Stock, Conversion Price | $ 2.42 | ||||
4 - 5 years [Member] | Series B Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Preferred stock, dividend rate, percentage | 3.75% | ||||
T W Investor [Member] | |||||
Temporary Equity [Line Items] | |||||
Ownership percentage, related party | 42.60% | ||||
Minimum [Member] | T W Investor [Member] | Common Class A [Member] | |||||
Temporary Equity [Line Items] | |||||
Ownership percentage, related party | 49.90% |
EQUITY (Details)
EQUITY (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2017USD ($)vote / sharesshares | Mar. 31, 2016USD ($)shares | Dec. 31, 2016shares | May 02, 2014$ / sharesshares | Apr. 30, 2012 | |
Class of Stock [Line Items] | |||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |||
Number of shares of Class B common stock to Class A common stock | 1 | ||||
Proceeds from exercise of warrants | $ | $ 301 | $ 0 | |||
T W Investor [Member] | |||||
Class of Stock [Line Items] | |||||
Ownership percentage, related party | 42.60% | ||||
Beneficial Ownership Interest Total Voting Power Percentage | 46.70% | ||||
Series A Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares issued | 1 | 1 | |||
Preferred stock, shares outstanding | 1 | 1 | |||
Votes per share | vote / shares | 1 | ||||
Series B Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares issued | 200,000 | ||||
Preferred stock, shares outstanding | 200,000 | 200,000 | |||
Convertible Preferred Stock, Estimated Common Stock Issued in Future Conversion | 106,100,000 | ||||
Class A Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Votes per share | vote / shares | 1 | ||||
Common stock, shares authorized | 440,000,000 | 440,000,000 | |||
Common stock, shares issued | 144,181,567 | 143,449,913 | |||
Class A Common Stock [Member] | T W Investor [Member] | |||||
Class of Stock [Line Items] | |||||
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Preferred Stock | 11,211,449 | 11,211,449 | |||
Class B Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Votes per share | vote / shares | 10 | ||||
Common stock, shares authorized | 15,000,000 | 15,000,000 | |||
Common stock, shares issued | 0 | 0 | |||
Common stock, shares outstanding | 0 | 0 | |||
Minimum [Member] | Class A Common Stock [Member] | T W Investor [Member] | |||||
Class of Stock [Line Items] | |||||
Ownership percentage, related party | 49.90% | ||||
2018 Warrants [Member] | |||||
Class of Stock [Line Items] | |||||
Proceeds from exercise of warrants | $ | $ 300 | ||||
2018 Warrants [Member] | Class A Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Class of Warrant or Right, Outstanding | 106,701,737 | 114,000,000 | |||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1 | ||||
2018 Warrants [Member] | Class A Common Stock [Member] | Time Warner and TW Investor [Member] | |||||
Class of Stock [Line Items] | |||||
Class of Warrant or Right, Outstanding | 100,926,996 |
EQUITY Warrants (Details)
EQUITY Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | May 02, 2014 | |
Class of Warrant or Right [Line Items] | |||
Proceeds from exercise of warrants | $ 301 | $ 0 | |
2018 Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Warrants Exercised | 301,308 | ||
Proceeds from exercise of warrants | $ 300 | ||
Common Class A [Member] | 2018 Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Class of Warrant or Right, Outstanding | 106,701,737 | 114,000,000 | |
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1 | ||
Time Warner and TW Investor [Member] | Common Class A [Member] | 2018 Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Class of Warrant or Right, Outstanding | 100,926,996 |
INTEREST EXPENSE (Details)
INTEREST EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Interest Expense, Debt | $ 22,321 | $ 32,652 |
Amortization of capitalized debt issuance costs | (1,434) | (3,899) |
Amortization of debt issuance discount | 0 | (12,603) |
Total interest expense | 23,755 | 49,154 |
Interest Paid, Net | 4,948 | 2,640 |
Guarantee Fee [Member] | ||
Interest Expense, Debt | 16,400 | 9,100 |
Interest Paid, Net | $ 0 | $ 10,000 |
OTHER NONOPERATING EXPENSE, N73
OTHER NONOPERATING EXPENSE, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Other Income and Expenses [Abstract] | ||
Interest income | $ 79 | $ 108 |
Foreign currency exchange gain, net | 1,681 | 15,422 |
Change in fair value of derivatives (Note 11) | 368 | (14,050) |
Other income / (expense), net | 197 | (64) |
Total other non-operating income | $ 2,325 | $ 1,416 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Selling, General and Administrative Expenses [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation charged | $ 0.8 | $ 0.8 |
Amended and Restated Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares Authorized | 6,000,000 |
STOCK-BASED COMPENSATION Stock
STOCK-BASED COMPENSATION Stock Options (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Stock Options [Member] | ||
Number of options: | ||
Outstanding at December 31, 2016 | 2,011,392 | |
Outstanding at March 31, 2017 | 2,011,392 | 2,011,392 |
Vested (shares) | 2,011,392 | |
Exercisable at March 31, 2017 | 502,848 | |
Unrecognized compensation expense | $ 1,802,202 | |
Weighted-Average Exercise Price: | ||
Outstanding at December 31, 2016 | $ 2.32 | |
Outstanding at March 31, 2017 | 2.32 | $ 2.32 |
Vested and expected to vest | 2.32 | |
Exercisable at March 31, 2017 | $ 2.32 | |
Options outstanding, weighted average remaining contractual term | 8 years 3 months 29 days | 8 years 7 months |
Options vested, weighted average remaining contractual term | 8 years 3 months 29 days | |
Exercisable, weighted average remaining contractual term | 8 years 3 months 29 days | |
Options outstanding, aggregate intrinsic value | $ 1,559,000 | $ 453,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | |
Options vested, aggregate intrinsic value | $ 1,559,000 | |
Weighted average period for recognition | 2 years 3 months 29 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ 390,000 | |
Restricted Stock Units (RSUs) [Member] | ||
Number of options: | ||
Unrecognized compensation expense | $ 4,400,000 | |
Weighted-Average Exercise Price: | ||
Weighted average period for recognition | 2 years 1 month 28 days |
STOCK-BASED COMPENSATION Restri
STOCK-BASED COMPENSATION Restricted Stock Units (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Weighted-Average Grant Date Fair Value: | |
Share-based Compensation, Shares Underlying | 1 |
Restricted Stock Units (RSUs) [Member] | |
Number of Shares/Units: | |
Unvested at December 31, 2016 | 2,542,625 |
Granted | 600,684 |
Vested | (458,436) |
Unvested at March 31, 2017 | 2,684,873 |
Weighted-Average Grant Date Fair Value: | |
Unvested at December 31, 2016 | $ / shares | $ 2.61 |
Granted | $ / shares | 3.10 |
Vested | $ / shares | 2.73 |
Unvested at March 31, 2017 | $ / shares | $ 2.70 |
Intrinsic value of unvested RSUs | $ | $ 8.3 |
Unrecognized compensation expense | $ | $ 4.4 |
Weighted average period for recognition | 2 years 1 month 28 days |
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period (in years) | 1 year |
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period (in years) | 4 years |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Net loss | $ (11,274) | $ (40,694) | |
Net loss attributable to noncontrolling interests | 209 | 259 | |
Preferred share accretion paid in kind | (2,357) | (4,510) | |
Net Income (Loss) Available to Common Stockholders, Basic | (13,422) | (44,945) | |
Net loss attributable to CME Ltd. available to common shareholders — diluted | $ (13,422) | $ (44,945) | |
Weighted average outstanding shares of common stock - basic (in shares) | [1] | 154,795,000 | 147,078,000 |
Dilutive effect of employee stock options and RSUs (in shares) | 0 | 0 | |
Weighted average outstanding shares of common stock - diluted (in shares) | 154,795,000 | 147,078,000 | |
Net loss per share: | |||
Net loss attributable to CME Ltd. – Basic | $ (0.09) | $ (0.31) | |
Net loss attributable to CME Ltd. – Diluted | $ (0.09) | $ (0.31) | |
Antidilutive securities excluded from computation of earnings per share | 108,844,869 | 3,122,121 | |
Series B Preferred Stock [Member] | |||
Dilutive Securities, Effect on Basic Earnings Per Share | $ 0 | $ 0 | |
Common Class A [Member] | T W Investor [Member] | |||
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Preferred Stock | 11,211,449 | 11,211,449 | |
[1] | (1) For the purpose of computing basic earnings per share, the 11,211,449 shares of Class A common stock underlying the Series A Preferred Share are included in the weighted average outstanding shares of common stock - basic, because the holder of the Series A Preferred Share is entitled to receive any dividends payable when dividends are declared by the Board of Directors with respect to any shares of common stock. |
SEGMENT DATA Net Revenue and OI
SEGMENT DATA Net Revenue and OIBDA (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)operating_segment | Mar. 31, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 135,002 | $ 129,000 |
OIBDA | 22,136 | 17,108 |
Depreciation | (7,759) | (7,285) |
Amortization of Intangible Assets | (2,109) | (2,060) |
Operating income | 12,268 | 7,763 |
Interest Expense | 23,755 | 49,154 |
Nonoperating Income (Expense) | 2,325 | 1,416 |
(Loss) / income from continuing operations before tax and income from investment in subsidiaries | (9,162) | (39,975) |
BULGARIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 15,305 | 15,859 |
OIBDA | 1,357 | 1,069 |
CROATIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 11,068 | 11,645 |
OIBDA | 1,086 | 1,401 |
CZECH REPUBLIC [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 39,474 | 38,608 |
OIBDA | 10,959 | 10,074 |
ROMANIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 38,944 | 32,370 |
OIBDA | 14,686 | 9,462 |
SLOVAK REPUBLIC [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 18,340 | 19,062 |
OIBDA | 873 | 2,393 |
SLOVENIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 12,217 | 11,653 |
OIBDA | 3 | (708) |
Intersegment Revenues [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | (346) | (197) |
Elimination [Member] | ||
Segment Reporting Information [Line Items] | ||
OIBDA | $ 2 | (6) |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Operating Segments | operating_segment | 6 | |
OIBDA | $ 28,966 | 23,685 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
OIBDA | $ (6,830) | $ (6,577) |
SEGMENT DATA Reconciliation (De
SEGMENT DATA Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting [Abstract] | ||
Total OIBDA | $ 22,136 | $ 17,108 |
Depreciation of property, plant and equipment | (7,759) | (7,285) |
Amortization of broadcast licenses and other intangibles | (2,109) | (2,060) |
Operating income | 12,268 | 7,763 |
Interest income | 79 | 108 |
Interest expense | (23,755) | (49,154) |
Total other non-operating income / (expense) | 2,325 | 1,416 |
Foreign currency exchange loss, net | 1,681 | 15,422 |
Change in fair value of derivatives (Note 11) | 368 | (14,050) |
Loss before tax | $ (9,162) | $ (39,975) |
SEGMENT DATA Total Assets (Deta
SEGMENT DATA Total Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Assets | [1] | $ 1,420,280 | $ 1,390,717 |
BULGARIA [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 134,424 | 130,873 | |
CROATIA [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 51,771 | 49,135 | |
CZECH REPUBLIC [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 718,841 | 700,190 | |
ROMANIA [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 279,157 | 266,132 | |
SLOVAK REPUBLIC [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 131,790 | 131,220 | |
SLOVENIA [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 71,784 | 72,381 | |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | [1] | 1,387,767 | 1,349,931 |
Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | $ 32,513 | $ 40,786 | |
[1] | (1) Segment assets exclude any intercompany balances. |
SEGMENT DATA Capital Expenditur
SEGMENT DATA Capital Expenditure (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 7,707 | $ 6,076 |
BULGARIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 133 | 182 |
CROATIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 555 | 277 |
CZECH REPUBLIC [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 3,198 | 1,551 |
ROMANIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 1,709 | 1,729 |
SLOVAK REPUBLIC [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 465 | 533 |
SLOVENIA [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 1,071 | 1,260 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 7,131 | 5,532 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 576 | $ 544 |
SEGMENT DATA Long Lived Assets
SEGMENT DATA Long Lived Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | |||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | $ 108,977 | [1] | $ 109,089 | [1] | $ 111,748 | $ 108,522 | |
BULGARIA [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 6,152 | 6,280 | |||||
CROATIA [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 5,825 | 5,832 | |||||
CZECH REPUBLIC [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 39,056 | 39,529 | |||||
ROMANIA [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 24,111 | 22,796 | |||||
SLOVAK REPUBLIC [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 15,230 | 15,326 | |||||
SLOVENIA [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 13,819 | 14,177 | |||||
Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | [1] | 104,193 | 103,940 | ||||
Corporate [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | $ 4,784 | $ 5,149 | |||||
[1] | (1) Reflects property, plant and equipment. |
SEGMENT DATA Revenue by Type (D
SEGMENT DATA Revenue by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting [Abstract] | ||
Television advertising | $ 108,514 | $ 104,171 |
Carriage fees and subscriptions | 21,383 | 19,209 |
Other | 5,105 | 5,620 |
Total net revenues | $ 135,002 | $ 129,000 |
COMMITMENTS AND CONTINGENCIES O
COMMITMENTS AND CONTINGENCIES Operating Lease Payments (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,015 | $ 2,403 |
2,016 | 2,122 |
2,017 | 949 |
2,018 | 488 |
2,019 | 333 |
2022 and thereafter | 1,453 |
Total | $ 7,748 |
COMMITMENTS AND CONTINGENCIES P
COMMITMENTS AND CONTINGENCIES Programming Rights Agreements and Other Commitments (Details) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Programming purchase obligations [Member] | ||
Long-term Purchase Commitment [Line Items] | ||
2,015 | $ 37,213,000 | |
2,016 | 36,029,000 | |
2,017 | 21,105,000 | |
2,018 | 14,613,000 | |
2,019 | 8,443,000 | |
2020 and thereafter | 4,182,000 | |
Total | 121,585,000 | $ 128,200,000 |
Digital transmission obligations [Member] | ||
Long-term Purchase Commitment [Line Items] | ||
2,015 | 15,976,000 | |
2,016 | 5,372,000 | |
2,017 | 10,869,000 | |
2,018 | 375,000 | |
2,019 | 335,000 | |
2020 and thereafter | 382,000 | |
Total | 33,309,000 | |
Capital Addition Purchase Commitments [Member] | ||
Long-term Purchase Commitment [Line Items] | ||
2,015 | 945,000 | |
2,016 | 0 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2020 and thereafter | 0 | |
Total | $ 945,000 |
COMMITMENTS AND CONTINGENCIES86
COMMITMENTS AND CONTINGENCIES Other (Details) | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Percentage owned by Parent | 100.00% |
BULGARIA [Member] | |
Percentage owned by Parent | 94.00% |
SLOVAK REPUBLIC [Member] | |
Percentage owned by Parent | 100.00% |
Loss Contingency, Pending Claims, Number | 4 |
Loss Contingency, Range of Possible Loss, Maximum | $ 69,000,000 |
Loss Contingency, Claims Dismissed, Number | 1 |
Loss Contingency, Claims Dismissed, Value | $ 26,000,000 |
CROATIA | |
Percentage owned by Parent | 100.00% |
Loss Contingency, Range of Possible Loss, Maximum | $ 4,300,000 |
Other commitments [Member] | |
Unrecorded Unconditional Purchase Obligation, Due in Next Twelve Months | 15,976,000 |
Unrecorded Unconditional Purchase Obligation, Due within Two Years | 5,372,000 |
Unrecorded Unconditional Purchase Obligation, Due within Three Years | 10,869,000 |
Unrecorded Unconditional Purchase Obligation, Due within Four Years | 375,000 |
Unrecorded Unconditional Purchase Obligation, Due within Five Years | 335,000 |
2020 and thereafter | 382,000 |
Unrecorded Unconditional Purchase Obligation | $ 33,309,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Programming liabilities | $ 18,522 | $ 18,959 | |
Other accounts payable and accrued liabilities | 173 | 192 | |
Accrued interest payable | 26,499 | 9,588 | |
Other non-current liabilities | $ 67,612 | 68,758 | |
Time Warner [Member] | |||
Related Party Transaction [Line Items] | |||
Ownership percentage, related party | 46.70% | ||
Purchases of programming | $ 5,737 | $ 6,696 | |
Interest expense | 18,254 | $ 41,505 | |
Programming liabilities | 18,522 | 18,959 | |
Accrued interest payable | 26,499 | 9,588 | |
Other non-current liabilities | 44,397 | 44,397 | |
Accounts Payable [Member] | Time Warner [Member] | |||
Related Party Transaction [Line Items] | |||
Other accounts payable and accrued liabilities | $ 173 | $ 192 |