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solidated munications (CNSL) - 2022 Q2 - Quarterly Report

Investment and Financing - Searchlight Capital Partners invested an aggregate of 425.0million,holdingapproximately34425.0 million, holding approximately 34% of the Company's outstanding common stock as of June 30, 2022[28]. - Searchlight Investment committed to invest up to 425.0 million, with 350.0millionalreadyinvestedforapproximately8350.0 million already invested for approximately 8% of the Company's common stock[54]. - The company issued 750 million of 6.50% Senior Notes due 2028, priced at par, with interest payable semi-annually[93]. - The company also issued 400millionof5.00400 million of 5.00% Senior Notes due 2028, with proceeds used to repay 397 million of Term Loans[94]. - The interest rate on Term Loans was reduced to 3.50% plus LIBOR following the second amendment to the Credit Agreement[88]. - The Note from Searchlight bore interest at 9.0% per annum, with a term of 10 years due on October 1, 2029[59]. Revenue and Financial Performance - For the quarter ended June 30, 2022, total operating revenues were 298.4million,adecreaseof6.8298.4 million, a decrease of 6.8% from 320.4 million in the same quarter of 2021[41]. - Adjusted EBITDA decreased by 19.2million(1519.2 million (15%) to 107.5 million for the quarter ended June 30, 2022, compared to 126.7millioninthesameperiodof2021[169].TheCompanyrecognizedpreviouslydeferredrevenuesof126.7 million in the same period of 2021[169]. - The Company recognized previously deferred revenues of 122.6 million and 113.4millionforthequartersendedJune30,2022and2021,respectively[44].Thecompanyrecognizedanimpairmentlossof113.4 million for the quarters ended June 30, 2022 and 2021, respectively[44]. - The company recognized an impairment loss of 126.5 million during the six months ended June 30, 2022, related to assets classified as held for sale[66]. - Net loss attributable to common shareholders for the quarter ended June 30, 2022, was (11,517)thousand,comparedto(11,517) thousand, compared to (55,356) thousand for the same period in 2021, representing a significant improvement[53]. Operating Metrics - Broadband revenue for the quarter was 67.6million,slightlydownfrom67.6 million, slightly down from 68.0 million year-over-year, while voice services revenue decreased from 40.2millionto40.2 million to 36.6 million[41]. - The company upgraded approximately 142,300 and 226,000 passings during the quarter and six months ended June 30, 2022, respectively, and added approximately 9,600 and 17,300 consumer fiber Gig-capable subscribers[149]. - Total voice connections decreased by 9% as of June 30, 2022, compared to 2021, while total video connections decreased by 22% in the same period[152][153]. - Consumer customers decreased by 29,456 (6%) to 505,614 as of June 30, 2022, compared to 535,070 in 2021[171]. - Fiber Gig+ capable connections increased by 25,934 (33%) to 103,455 as of June 30, 2022, compared to 77,521 in 2021[171]. Expenses and Costs - Total operating expenses decreased by 6.5million(26.5 million (2%) to 283.9 million for the quarter ended June 30, 2022, compared to 290.4millioninthesameperiodof2021[1].Selling,generalandadministrativecostsincreasedby290.4 million in the same period of 2021[1]. - Selling, general and administrative costs increased by 6.5 million and 12.9millionduringthequarterandsixmonthsendedJune30,2022,respectively,duetoincreasedadvertisingandemployeelaborcosts[196].Depreciationandamortizationexpensedecreasedby12.9 million during the quarter and six months ended June 30, 2022, respectively, due to increased advertising and employee labor costs[196]. - Depreciation and amortization expense decreased by 3.6 million and 6.8millionduringthequarterandsixmonthsendedJune30,2022,respectively,primarilyduetoadeclineinamortizationexpenseforcustomerrelationships[198].Interestexpense,netofinterestincome,decreasedby6.8 million during the quarter and six months ended June 30, 2022, respectively, primarily due to a decline in amortization expense for customer relationships[198]. - Interest expense, net of interest income, decreased by 15.2 million and 34.1millionduringthequarterandsixmonthsendedJune30,2022,respectively,comparedtothesameperiodsin2021[219].TaxandRegulatoryMattersTheeffectivetaxrateforthequarterendedJune30,2022,was45.834.1 million during the quarter and six months ended June 30, 2022, respectively, compared to the same periods in 2021[219]. Tax and Regulatory Matters - The effective tax rate for the quarter ended June 30, 2022, was 45.8%, compared to (10.9)% for the same quarter in 2021, indicating significant fluctuations in tax expenses[132]. - Unrecognized tax benefits as of June 30, 2022, were 4.9 million, with a net amount of 4.7millionthatcouldimpacttheeffectivetaxrateifrecognized[129].Thecompanyrecordedanetperiodicpostretirementcostof4.7 million that could impact the effective tax rate if recognized[129]. - The company recorded a net periodic post-retirement cost of 513 thousand for the quarter ended June 30, 2022, up from 462thousandinthesamequarterof2021[127].Thecompanyhasreserved462 thousand in the same quarter of 2021[127]. - The company has reserved 0.8 million and 1.6millionforpotentialadditionaltaxliabilitiesrelatedtoongoingauditsforitssubsidiaries[138].StrategicInitiativesandSalesTheCompanyplanstoupgradeapproximately1.6millionpassingsoverfiveyears,with400,000homesandsmallbusinessestargetedforupgradesin2022[28].ThesaleoffivelimitedwirelesspartnershipintereststoCellcoPartnershipisexpectedtoclosebytheendof2022foranaggregatepurchasepriceof1.6 million for potential additional tax liabilities related to ongoing audits for its subsidiaries[138]. Strategic Initiatives and Sales - The Company plans to upgrade approximately 1.6 million passings over five years, with 400,000 homes and small businesses targeted for upgrades in 2022[28]. - The sale of five limited wireless partnership interests to Cellco Partnership is expected to close by the end of 2022 for an aggregate purchase price of 490.0 million, with a pre-tax gain of approximately 390.0millionanticipated[29][31].ThecompanycompletedthesaleofitsnoncoreruralILECbusinessinOhioforapproximately390.0 million anticipated[29][31]. - The company completed the sale of its non-core rural ILEC business in Ohio for approximately 26.0 million in cash on January 31, 2022[60]. - An additional agreement was made to sell the Kansas City operations for estimated cash consideration of approximately 91.7million,expectedtoclosebytheendof2022[62].ThestrategicinvestmentwithSearchlightCapitalPartnersL.P.providedthecompanywith91.7 million, expected to close by the end of 2022[62]. - The strategic investment with Searchlight Capital Partners L.P. provided the company with 425.0 million, enabling acceleration of fiber expansion plans and enhancements to its broadband services[156].