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Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]  
Summary of Significant Accounting Policies
Note 1.  Summary of Significant Accounting Policies

Description of business: Shenandoah Telecommunications Company and its subsidiaries (collectively, the “Company”) provide wireless personal communications service (“PCS”) under the Sprint brand, and telephone service, cable television, unregulated communications equipment sales and services, and Internet access under the Shentel brand.  In addition, the Company leases towers and operates and maintains an interstate fiber optic network.  Pursuant to a management agreement with Sprint and its related parties (collectively, “Sprint”), the Company is the exclusive Sprint PCS Affiliate providing wireless mobility communications network products and services on the 800 MHz, 1900 MHz and 2.5 GHz spectrum ranges in the geographic area extending from Altoona, Harrisburg and York, Pennsylvania, south through Western Maryland and the panhandle of West Virginia to Harrisonburg, Virginia.  The Company is licensed to use the Sprint brand name in this territory, and operates its network under the Sprint radio spectrum license (See Note 6). The Company's other operations are located in the four-state region surrounding the Northern Shenandoah Valley of Virginia.

A summary of the Company's significant accounting policies follows:

Principles of consolidation:  The consolidated financial statements include the accounts of all wholly owned subsidiaries.  All significant intercompany balances and transactions have been eliminated in consolidation. The Company has no involvement with variable interest entities. The Company accounts for investments over which it has significant influence but not a controlling financial interest using the equity method of accounting.

On October 19, 2015, the Board of Directors declared a two-for-one stock split, effective for shareholders of record as of the close of business on December 31, 2015. Shareholders received one additional share of common stock of the Company for each share held on the record date.  All share and per share data presented herein for prior periods have been retroactively amended to reflect the effect of the additional shares issued and outstanding as a result of the stock split.

Use of estimates:  Management of the Company has made a number of estimates and assumptions related to the reporting of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.  Management reviews its estimates, including those related to recoverability and useful lives of assets as well as liabilities for income taxes and pension benefits.  Changes in facts and circumstances may result in revised estimates, and actual results could differ from those reported estimates.

Cash and cash equivalents:  The Company considers all temporary cash investments purchased with a maturity of three months or less to be cash equivalents. Cash equivalents included $40.1 million and $40.0 million invested in institutional cash management funds at December 31, 2015 and 2014, respectively. The Company places its temporary cash investments with high credit quality financial institutions.  Generally, these investments are in excess of FDIC or SIPC insurance limits.

Accounts receivable: Accounts receivable are recorded at the invoiced amount and do not bear interest.  The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable.  The Company determines the allowance based on historical write-off experience and industry and local economic data.  The Company reviews its allowance for doubtful accounts monthly.  Past due balances meeting specific criteria are reviewed individually for collectability.  All other balances are reviewed on a pooled basis.  Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.  Accounts receivable are concentrated among customers within the Company's geographic service area and large telecommunications companies.  Changes in the allowance for doubtful accounts for trade accounts receivable for the years ended December 31, 2015, 2014 and 2013 are summarized below (in thousands):
 
  
2015
  
2014
  
2013
 
    
Balance at beginning of year
 
$
762
  
$
924
  
$
1,113
 
Bad debt expense
  
1,640
   
1,678
   
2,019
 
Losses charged to allowance
  
(2,586
)
  
(2,218
)
  
(2,390
)
Recoveries added to allowance
  
602
   
378
   
182
 
Balance at end of year
 
$
418
  
$
762
  
$
924
 

Investments: The classifications of debt and equity securities are determined by management at the date individual investments are acquired.  The appropriateness of such classification is periodically reassessed.  The Company monitors the fair value of all investments, and based on factors such as market conditions, financial information and industry conditions, the Company will reflect impairments in values as is warranted.  The classification of those securities and the related accounting policies are as follows:

Investments Carried at Fair Value: Investments in equity and bond mutual funds and investment trusts held within the Company’s rabbi trust, which is related to the Company’s unfunded Supplemental Executive Retirement Plan, are reported at fair value using net asset value per share.  The Company has elected to recognize unrealized gains and losses on investments carried at fair value in earnings, pursuant to the fair value option in Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurement.

Investments Carried at Cost:  Investments in common stock in which the Company does not have a significant ownership (less than 20%) and for which there is no ready market, are carried at cost. This category includes required investments to obtain services, primarily with CoBank.  Information regarding investments carried at cost is reviewed for evidence of impairment in value.  Impairments are charged to earnings and a new cost basis for the investment is established.

Equity Method Investments:  Investments in partnerships and in unconsolidated corporations where the Company's ownership is 20% or more, but less than 50%, or where the Company otherwise has the ability to exercise significant influence, are reported under the equity method.  Under this method, the Company's equity in earnings or losses of investees is reflected in earnings.  Distributions received reduce the carrying value of these investments.  The Company recognizes a loss when there is a decline in value of the investment which is other than a temporary decline. Equity method investments include one investment limited partnership and several smaller investments in pooled projects.

Property, plant and equipment:  Property, plant and equipment is stated at cost less accumulated depreciation and amortization.  The Company capitalizes all costs associated with the purchase, deployment and installation of property, plant and equipment, including interest costs on major capital projects during the period of their construction.  Expenditures, including those on leased assets, which extend the useful life or increase its utility, are capitalized.  Maintenance expense is recognized when repairs are performed.  Depreciation is calculated on the straight-line method over the estimated useful lives of the assets. Depreciation and amortization is not included in the income statement line items “Cost of goods and services” or “Selling, general and administrative.”  Depreciable lives are assigned to assets based on their estimated useful lives.  Leasehold improvements are depreciated over the lesser of their useful lives or respective lease terms. The Company takes technology changes into consideration as it assigns the estimated useful lives, and monitors the remaining useful lives of asset groups to reasonably match the remaining economic life with the useful life and makes adjustments when necessary.

Valuation of long-lived assets: Long‑lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.
 
Fair value: Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial instruments presented on the consolidated balance sheets for which the carrying value approximates fair value include:  cash and cash equivalents, receivables, investments carried at fair value, payables, accrued liabilities, interest rate swaps and variable-rate long-term debt.

The Company measures its interest rate swaps at fair value and recognizes such derivative instruments as either assets or liabilities on the Company’s consolidated balance sheet.  Changes in the fair value of the swap acquired in 2012 are recognized in other comprehensive income, as this swap was designated as a cash flow hedge for accounting purposes. Changes in the fair value of the swap acquired in 2010 were recognized in interest expense, as the Company did not designate this swap agreement as a cash flow hedge for accounting purposes.  This swap expired in 2013. The Company entered into these swaps to manage a portion of its exposure to interest rate movements by converting a portion of its variable rate long-term debt to fixed rate debt.

Asset retirement obligations: The Company records the fair value of an asset retirement obligation as a liability in the period in which it incurs a legal obligation associated with the retirement of tangible long-lived assets that results from acquisition, construction, development and/or normal use of the assets.  The Company also records a corresponding asset, which is depreciated over the life of the tangible long-lived asset.  Subsequent to the initial measurement of the asset retirement obligation, the obligation is adjusted at the end of each period to reflect the passage of time and changes in the estimated future cash flows underlying the obligation.  The Company records the retirement obligation on towers owned and cell site improvements where there is a legal obligation to remove the tower or cell site improvements and restore the site to its original condition. The terms associated with its operating leases, and applicable zoning ordinances of certain jurisdictions, define the Company’s obligations which are estimated and vary based on the size of the towers.  The Company’s cost to remove the tower or cell site improvements is amortized over the life of the tower or cell site assets.
 
During the third quarter of 2015, new information was received regarding the cost to remove tower site improvements.  The Company recorded an adjustment to the wireless segment asset retirement obligation liabilities to reflect changes in the estimated future cash flows underlying the obligation to remove tower site improvements.
 
Changes in the liability for asset removal obligations for the years ended December 31, 2015, 2014 and 2013 are summarized below (in thousands):

  
2015
  
2014
  
2013
 
    
Balance at beginning of year
 
$
6,928
  
$
6,485
  
$
5,896
 
Additional liabilities accrued
  
490
   
403
   
1,189
 
Changes to prior estimates
  
(467
)
  
-
   
-
 
Payments made
  
(77
)
  
(334
)
  
(909
)
Accretion expense
  
392
   
374
   
309
 
Balance at end of year
 
$
7,266
  
$
6,928
  
$
6,485
 

Goodwill and intangible assets:  In connection with the acquisition of a business, a portion of the purchase price may be allocated to identifiable intangible assets with indefinite lives, such as franchise rights, and goodwill, which is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The Company carries an immaterial amount of goodwill in the Wireline segment.  Intangible assets with indefinite lives, primarily cable franchise rights, are assessed annually, at November 30, for impairment and in interim periods if certain triggering events occur indicating that the carrying value may be impaired. The Company determined that no impairment of Cable segment franchise rights was required for the years ended December 31, 2015, 2014 and 2013.  The fair value of cable franchise rights, which is determined by a “greenfield” analysis (Level 3 fair value), was determined to exceed its $64.1 million carrying value by approximately $11.3 million at December 31, 2015, and $5.3 million at December 31, 2014.
 
Intangible assets consist of the following at December 31, 2015 and 2014 (in thousands):

  2015  
2014
 
  
Gross
Carrying
 Amount
  
Accumulated
Amortization
  
Net
  
Gross
Carrying
Amount
  
Accumulated
Amortization
 
 
 
Net
 
                   
Intangible assets subject to amortization:
 
Business contracts
 
$
1,938
  
$
(564
)
 
$
1,374
  
$
1,898
  
$
(495
)
 
$
1,403
 
Cable franchise rights
  
-
   
-
   
-
   
122
   
(122
)
  
-
 
Acquired subscriber base
  
25,326
   
(23,805
)
  
1,521
   
32,315
   
(29,556
)
  
2,759
 
  
$
27,264
  
$
(24,369
)
 
$
2,895
   
34,335
  
$
(30,173
)
 
$
4,162
 
  
Non-amortizing intangible assets:
                        
Cable franchise rights
 
$
64,059
  
$
-
  
$
64,059
  
$
64,059
  
$
-
  
$
64,059
 
Railroad crossing rights
  
39
   
-
   
39
   
39
   
-
   
39
 
  
$
64,098
  
$
-
  
$
64,098
  
$
64,098
  
$
-
  
$
64,098
 
Total intangibles
 
$
91,362
  
$
(24,369
)
 
$
66,993
  
$
98,433
  
$
(30,173
)
 
$
68,260
 

For the years ended December 31, 2015, 2014 and 2013, amortization expense related to intangible assets was approximately $1.4 million, $2.6 million and $4.1 million, respectively.

Aggregate amortization expense for intangible assets for the periods shown is expected to be as follows:

Year Ending
December 31,
 
Amount
 
  
(in thousands)
 
2016
 
$
969
 
2017
  
540
 
2018
  
221
 
2019
  
116
 
2020
  
115
 

Deferred charges and other assets: Deferred charges and other assets consist of derivatives used for hedging purposes and debt issuance costs, which are amortized using the effective yield method over the life of the underlying debt agreement.

Retirement plans:  The Company maintains a Supplemental Executive Retirement Plan (“SERP”) for selected employees.  This is an unfunded defined contribution plan.  The Company created and funded a rabbi trust to hold assets equal to the liabilities under this plan.  Participant balances and earnings thereon continue to be maintained for this plan, but no new participants or contributions have been added to the plan since 2010.

The Company maintains a defined contribution 401(k) plan under which substantially all employees may defer a portion of their earnings on a pretax basis, up to the allowable federal maximum annual contribution amount.  The Company may make matching and discretionary contributions to this plan.
 
Neither the rabbi trust nor the defined contribution 401(k) plan directly holds Company common stock in the plan’s investment portfolio.
 
Income taxes:  Income taxes are accounted for under the asset and liability method.  Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  The Company evaluates the recoverability of tax assets generated on a state-by-state basis from net operating losses apportioned to that state.  Management uses a more likely than not threshold to make that determination and has concluded that at December 31, 2015 and 2014, a valuation allowance against certain state deferred tax assets is necessary, as discussed in Note 5. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company’s policy is to record interest related to unrecognized tax benefits in interest expense and penalties in selling, general, and administrative expenses.

Revenue recognition: The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered or products have been delivered, the price to the buyer is fixed and determinable and collectability is reasonably assured.  Revenues are recognized by the Company based on the various types of transactions generating the revenue.  For services, revenue is recognized as the services are performed. For equipment sales, revenue is recognized when the sales transaction is complete.

Under the Sprint Management Agreement, postpaid wireless service revenues are reported net of an 8% Management Fee and, since August 2013, a 14% Net Service Fee (increased from 12%), retained by Sprint. Prepaid wireless service revenues are reported net of a 6% Management Fee retained by Sprint.

Earnings per share:  Basic net income per share was computed on the weighted average number of shares outstanding.  Diluted net income per share was computed under the treasury stock method, assuming the conversion as of the beginning of the period, for all dilutive stock options.  Of 1,312 thousand, 1,394 thousand, and 1,496 thousand shares and options outstanding at December 31, 2015, 2014 and 2013, respectively, 92 thousand, 22 thousand and 258 thousand were anti-dilutive, respectively.  These options have been excluded from the computation of diluted earnings per share shown below.  There were no adjustments to net income in the computation of diluted earnings per share for any of the years presented.

The following tables show the computation of basic and diluted earnings per share for the years ended December 31, 2015, 2014 and 2013:

  
2015
  
2014
  
2013
 
          
Basic income per share
 
(in thousands, except per share amounts)
 
Net income
 
$
40,864
  
$
33,883
  
$
29,586
 
Weighted average shares outstanding
  
48,388
   
48,198
   
48,002
 
Basic income per share
 
$
0.84
  
$
0.70
  
$
0.62
 
             
Effect of stock options outstanding:
            
Weighted average shares outstanding
  
48,388
   
48,198
   
48,002
 
Assumed exercise, at the strike price at the beginning of year
  
1,302
   
1,410
   
970
 
Assumed repurchase of shares under treasury stock method
  
(666
)
  
(888
)
  
(742
)
Diluted weighted average shares
  
49,024
   
48,720
   
48,230
 
Diluted income per share
 
$
0.83
  
$
0.70
  
$
0.61
 
 
Contingencies:  The Company is involved in various claims and legal actions arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or liquidity.

Recently Issued Accounting Standards:

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers”, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective.  In August 2015, the FASB issued ASU No. 2015-14, delaying the effective date of ASU 2014-09.  As amended, the new standard is effective for the Company on January 1, 2018. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting.
 
In February 2015, the FASB issued ASU No. 2015-2, “Consolidation (Topic 820): Amendments to the Consolidation Analysis”. The ASU provides a revised consolidation model for all reporting entities to use in evaluating whether they should consolidate certain legal entities. All legal entities will be subject to reevaluation under this revised consolidation model. The revised consolidation model, among other things, (i) modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, (ii) eliminates the presumption that a general partner should consolidate a limited partnership, and (iii) modifies the consolidation analysis of reporting entities that are involved with VIEs through fee arrangements and related party relationships. ASU 2015-2 is effective for fiscal years, and interim reporting periods within those fiscal years, beginning after September 1, 2016 (fiscal 2017). The Company is still evaluating what impact, if any, this ASU will have on the Company’s consolidated financial position, results of operations or cash flows.
 
In April 2015, the FASB issued ASU No. 2015-03,Simplifying the Presentation of Debt Issuance Costs”, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This ASU requires retrospective adoption and will be effective for the Company beginning on January 1, 2016. Early adoption is permitted. The Company has not elected to early adopt and does not expect this adoption to have a material impact on its consolidated financial statements.

In November 2015, the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes”, to simplify the presentation of deferred income taxes by requiring deferred tax assets and liabilities to be classified as noncurrent on the balance sheet. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2016. Early adoption is permitted. The Company will not elect to early adopt and does not expect this adoption to have a material impact on its consolidated financial statements.