|
Business and Summary of Significant Accounting Principles (Tables)
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9 Months Ended |
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Sep. 30, 2014
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| Organization, Consolidation and Presentation of Financial Statements [Abstract] |
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| Schedule of Recognized Identified Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price and the estimated fair value of ACS’s assets acquired and liabilities assumed, effective July 23, 2013 (amounts in thousands):
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Purchase price: |
|
Previously Reported |
Adjustments |
Final Purchase Price Allocation |
Cash consideration paid |
|
$ |
100,000 |
|
— |
|
100,000 |
|
Fair value of the one-third ownership interest of AWN |
|
267,642 |
|
(2,131 |
) |
265,511 |
|
Total purchase price |
|
$ |
367,642 |
|
(2,131 |
) |
365,511 |
|
|
|
|
|
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Assets acquired and liabilities assumed: |
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|
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Acquired assets |
|
|
|
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Current assets |
|
$ |
16,952 |
|
11 |
|
16,963 |
|
Property and equipment, including construction in progress |
|
82,473 |
|
138 |
|
82,611 |
|
Goodwill |
|
140,081 |
|
8,867 |
|
148,948 |
|
Wireless licenses |
|
65,433 |
|
(5,053 |
) |
60,380 |
|
Rights to use capacity |
|
52,636 |
|
(7,298 |
) |
45,338 |
|
Other assets |
|
16,078 |
|
1,204 |
|
17,282 |
|
Fair value of liabilities assumed |
|
(6,011 |
) |
— |
|
(6,011 |
) |
Total fair value of assets acquired and liabilities assumed |
|
$ |
367,642 |
|
(2,131 |
) |
365,511 |
|
|
| Schedule of Pro Forma Information |
The following unaudited pro forma financial information is presented as if the acquisition occurred on January 1, 2013 (amounts in thousands):
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(unaudited) |
|
(unaudited) |
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Three Months Ended
September 30, |
|
Nine Months Ended September 30, |
|
2013 |
|
2013 |
Pro forma consolidated revenue |
$ |
226,372 |
|
|
671,602 |
|
|
| Schedule of Calculation of Numerator and Denominator in Earnings Per Share |
Earnings per common share (“EPS”) and common shares used to calculate basic and diluted EPS consist of the following (amounts in thousands, except per share amounts):
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Three Months Ended September 30, |
|
2014 |
|
2013 |
|
Class A |
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Class B |
|
Class A |
|
Class B |
Basic net income per share: |
|
|
|
|
|
|
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Numerator: |
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|
|
|
|
|
|
Allocation of undistributed earnings |
$ |
11,561 |
|
|
951 |
|
|
$ |
8,211 |
|
|
694 |
|
Denominator: |
|
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|
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|
|
|
|
|
|
Weighted average common shares
outstanding
|
38,425 |
|
|
3,162 |
|
|
37,434 |
|
|
3,166 |
|
|
Basic net income attributable to GCI
common stockholders per common share
|
$ |
0.30 |
|
|
0.30 |
|
|
$ |
0.22 |
|
|
0.22 |
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Diluted net income per share: |
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|
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Numerator: |
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|
|
|
|
|
|
|
|
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Allocation of undistributed earnings for
basic computation |
$ |
11,561 |
|
|
951 |
|
|
$ |
8,211 |
|
|
694 |
|
Reallocation of undistributed earnings as a
result of conversion of Class B to Class A
shares |
951 |
|
|
— |
|
|
694 |
|
|
— |
|
Reallocation of undistributed earnings as a
result of conversion of dilutive securities |
— |
|
|
(4 |
) |
|
— |
|
|
6 |
|
|
Effect of share based compensation that may be
settled in cash or shares
|
(4 |
) |
|
— |
|
|
— |
|
|
— |
|
Net income adjusted for allocation of
undistributed earnings and effect of
share based compensation that may be settled
in cash or shares |
$ |
12,508 |
|
|
947 |
|
|
$ |
8,905 |
|
|
700 |
|
Denominator: |
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|
|
|
|
|
|
|
|
|
|
Number of shares used in basic computation |
38,425 |
|
|
3,162 |
|
|
37,434 |
|
|
3,166 |
|
Conversion of Class B to Class A common
shares outstanding |
3,162 |
|
|
— |
|
|
3,166 |
|
|
— |
|
Unexercised stock options |
121 |
|
|
— |
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|
176 |
|
|
— |
|
|
Effect of share based compensation that may be
settled in cash or shares
|
26 |
|
|
— |
|
|
— |
|
|
— |
|
Number of shares used in per share computation |
41,734 |
|
|
3,162 |
|
|
40,776 |
|
|
3,166 |
|
Diluted net income attributable to GCI
common stockholders per common share |
$ |
0.30 |
|
|
0.30 |
|
|
$ |
0.22 |
|
|
0.22 |
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Nine Months Ended September 30, |
|
2014 |
|
2013 |
|
Class A |
|
Class B |
|
Class A |
|
Class B |
Basic net income per share: |
|
|
|
|
|
|
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Numerator: |
|
|
|
|
|
|
|
Allocation of undistributed earnings |
$ |
21,049 |
|
|
1,739 |
|
|
$ |
15,070 |
|
|
1,259 |
|
Denominator: |
|
|
|
|
|
|
|
|
Weighted average common shares
outstanding
|
38,266 |
|
|
3,162 |
|
|
37,887 |
|
|
3,167 |
|
|
Basic net income attributable to GCI
common stockholders per common share
|
$ |
0.55 |
|
|
0.55 |
|
|
$ |
0.40 |
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|
0.40 |
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Diluted net income per share: |
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Numerator: |
|
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|
|
|
|
|
|
|
Allocation of undistributed earnings for
basic computation |
$ |
21,049 |
|
|
1,739 |
|
|
$ |
15,070 |
|
|
1,259 |
|
Reallocation of undistributed earnings as a
result of conversion of Class B to Class A
shares |
1,739 |
|
|
— |
|
|
1,259 |
|
|
— |
|
Reallocation of undistributed earnings as a
result of conversion of dilutive securities |
— |
|
|
(7 |
) |
|
— |
|
|
(10 |
) |
|
Effect of share based compensation that may be
settled in cash or shares
|
(7 |
) |
|
— |
|
|
(26 |
) |
|
— |
|
Net income adjusted for allocation of
undistributed earnings and effect of
share based compensation that may be settled
in cash or shares |
$ |
22,781 |
|
|
1,732 |
|
|
$ |
16,303 |
|
|
1,249 |
|
Denominator: |
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|
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|
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Number of shares used in basic computation |
38,266 |
|
|
3,162 |
|
|
37,887 |
|
|
3,167 |
|
Conversion of Class B to Class A common
shares outstanding |
3,162 |
|
|
— |
|
|
3,167 |
|
|
— |
|
Unexercised stock options |
121 |
|
|
— |
|
|
175 |
|
|
— |
|
|
Effect of share based compensation that may be
settled in cash or shares
|
26 |
|
|
— |
|
|
90 |
|
|
— |
|
Number of shares used in per share computation |
41,575 |
|
|
3,162 |
|
|
41,319 |
|
|
3,167 |
|
Diluted net income attributable to GCI
common stockholders per common share |
$ |
0.55 |
|
|
0.55 |
|
|
$ |
0.39 |
|
|
0.39 |
|
|
| Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share |
Weighted average shares associated with outstanding share awards for the three and nine months ended September 30, 2014 and 2013, which have been excluded from the computations of diluted EPS, because the effect of including these share awards would have been anti-dilutive, consist of the following (shares, in thousands):
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Three Months Ended
September 30, |
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Nine Months Ended September 30, |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
Shares associated with anti-dilutive unexercised
stock options
|
28 |
|
|
82 |
|
|
30 |
|
|
86 |
|
Share based compensation that may be settled in cash or shares, the effect of which is anti-dilutive |
— |
|
|
90 |
|
|
— |
|
|
— |
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Total excluded |
28 |
|
|
172 |
|
|
30 |
|
|
86 |
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| Schedule of Stock by Class |
Following are the changes in issued common stock for the nine months ended September 30, 2014 and 2013 (shares, in thousands):
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Class A |
|
Class B |
Balances at December 31, 2012 |
38,534 |
|
|
3,169 |
|
Class B shares converted to Class A |
3 |
|
|
(3 |
) |
Shares issued upon stock option exercises |
54 |
|
|
— |
|
Share awards issued |
664 |
|
|
— |
|
Shares retired |
(1,795 |
) |
|
— |
|
|
Shares acquired to settle minimum statutory tax
withholding requirements
|
(17 |
) |
|
— |
|
Balances at September 30, 2013 |
37,443 |
|
|
3,166 |
|
|
|
|
|
Balances at December 31, 2013 |
37,299 |
|
|
3,165 |
|
Class B shares converted to Class A |
3 |
|
|
(3 |
) |
Shares issued upon stock option exercises |
40 |
|
|
— |
|
Share awards issued |
1,186 |
|
|
— |
|
Shares retired |
(148 |
) |
|
— |
|
|
Shares acquired to settle minimum statutory tax
withholding requirements
|
(37 |
) |
|
— |
|
Balances at September 30, 2014 |
38,343 |
|
|
3,162 |
|
|
| Excise And Sales Taxes |
The following are certain surcharges reported on a gross basis in our Consolidated Income Statements (amounts in thousands):
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Three Months Ended
September 30, |
|
Nine Months Ended September 30, |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
Surcharges reported gross |
$ |
990 |
|
|
1,116 |
|
|
3,224 |
|
|
3,549 |
|
|