Consolidating Guarantor Financial Information (Tables)
|
12 Months Ended |
Dec. 31, 2017 |
|---|
| Condensed Financial Information of Parent Company Only Disclosure [Abstract] |
|
| Condensed Balance Sheet |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2017 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
Assets |
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
2,705 |
|
|
597 |
|
|
— |
|
|
— |
|
|
3,302 |
|
Trade receivables, net |
12,082 |
|
|
563 |
|
|
— |
|
|
— |
|
|
12,645 |
|
Prepaid and other current assets |
74,613 |
|
|
2,396 |
|
|
— |
|
|
(66,341 |
) |
|
10,668 |
|
Total current assets |
89,400 |
|
|
3,556 |
|
|
— |
|
|
(66,341 |
) |
|
26,615 |
|
|
|
|
|
|
|
|
|
|
|
Investment in subsidiaries |
4,554 |
|
|
— |
|
|
— |
|
|
(4,554 |
) |
|
— |
|
Property and equipment, net |
30,727 |
|
|
2,062 |
|
|
— |
|
|
— |
|
|
32,789 |
|
Subscriber accounts, net |
1,265,519 |
|
|
36,509 |
|
|
— |
|
|
— |
|
|
1,302,028 |
|
Dealer network and other intangible assets, net |
6,063 |
|
|
931 |
|
|
— |
|
|
— |
|
|
6,994 |
|
Goodwill |
527,191 |
|
|
36,358 |
|
|
— |
|
|
— |
|
|
563,549 |
|
Other assets, net |
9,311 |
|
|
29 |
|
|
— |
|
|
— |
|
|
9,340 |
|
Total assets |
$ |
1,932,765 |
|
|
79,445 |
|
|
— |
|
|
(70,895 |
) |
|
1,941,315 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholder's Equity |
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
Accounts payable |
$ |
9,705 |
|
|
1,368 |
|
|
— |
|
|
— |
|
|
11,073 |
|
Accrued payroll and related liabilities |
2,648 |
|
|
810 |
|
|
— |
|
|
— |
|
|
3,458 |
|
Other accrued liabilities |
47,800 |
|
|
68,567 |
|
|
— |
|
|
(66,341 |
) |
|
50,026 |
|
Deferred revenue |
12,332 |
|
|
1,539 |
|
|
— |
|
|
— |
|
|
13,871 |
|
Holdback liability |
9,035 |
|
|
274 |
|
|
— |
|
|
— |
|
|
9,309 |
|
Current portion of long-term debt |
11,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
11,000 |
|
Total current liabilities |
92,520 |
|
|
72,558 |
|
|
— |
|
|
(66,341 |
) |
|
98,737 |
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities: |
|
|
|
|
|
|
|
|
|
Long-term debt |
1,707,297 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,707,297 |
|
Long-term holdback instruments |
2,658 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,658 |
|
Derivative financial instruments |
13,491 |
|
|
— |
|
|
— |
|
|
— |
|
|
13,491 |
|
Deferred income tax liability, net |
11,684 |
|
|
1,620 |
|
|
— |
|
|
— |
|
|
13,304 |
|
Other liabilities |
2,379 |
|
|
713 |
|
|
— |
|
|
— |
|
|
3,092 |
|
Total liabilities |
1,830,029 |
|
|
74,891 |
|
|
— |
|
|
(66,341 |
) |
|
1,838,579 |
|
|
|
|
|
|
|
|
|
|
|
Total stockholder's equity |
102,736 |
|
|
4,554 |
|
|
— |
|
|
(4,554 |
) |
|
102,736 |
|
Total liabilities and stockholder's equity |
$ |
1,932,765 |
|
|
79,445 |
|
|
— |
|
|
(70,895 |
) |
|
1,941,315 |
|
MONITRONICS INTERNATIONAL, INC. AND SUBSIDIARIES
Condensed Consolidating Balance Sheet
Amounts in thousands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2016 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
Assets |
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
1,739 |
|
|
1,438 |
|
|
— |
|
|
— |
|
|
3,177 |
|
Trade receivables, net |
13,265 |
|
|
604 |
|
|
— |
|
|
— |
|
|
13,869 |
|
Prepaid and other current assets |
51,251 |
|
|
2,171 |
|
|
— |
|
|
(44,062 |
) |
|
9,360 |
|
Total current assets |
66,255 |
|
|
4,213 |
|
|
— |
|
|
(44,062 |
) |
|
26,406 |
|
|
|
|
|
|
|
|
|
|
|
Investment in subsidiaries |
22,533 |
|
|
— |
|
|
— |
|
|
(22,533 |
) |
|
— |
|
Property and equipment, net |
26,652 |
|
|
1,618 |
|
|
— |
|
|
— |
|
|
28,270 |
|
Subscriber accounts, net |
1,349,285 |
|
|
37,475 |
|
|
— |
|
|
— |
|
|
1,386,760 |
|
Dealer network and other intangible assets, net |
15,762 |
|
|
1,062 |
|
|
— |
|
|
— |
|
|
16,824 |
|
Goodwill |
527,191 |
|
|
36,358 |
|
|
— |
|
|
— |
|
|
563,549 |
|
Other assets, net |
11,889 |
|
|
19 |
|
|
— |
|
|
— |
|
|
11,908 |
|
Total assets |
$ |
2,019,567 |
|
|
80,745 |
|
|
— |
|
|
(66,595 |
) |
|
2,033,717 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholder's Equity |
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
Accounts payable |
$ |
9,919 |
|
|
1,542 |
|
|
— |
|
|
— |
|
|
11,461 |
|
Accrued payroll and related liabilities |
3,731 |
|
|
337 |
|
|
— |
|
|
— |
|
|
4,068 |
|
Other accrued liabilities |
25,951 |
|
|
49,690 |
|
|
— |
|
|
(44,062 |
) |
|
31,579 |
|
Deferred revenue |
13,807 |
|
|
1,340 |
|
|
— |
|
|
— |
|
|
15,147 |
|
Holdback liability |
13,434 |
|
|
482 |
|
|
— |
|
|
— |
|
|
13,916 |
|
Current portion of long-term debt |
11,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
11,000 |
|
Total current liabilities |
77,842 |
|
|
53,391 |
|
|
— |
|
|
(44,062 |
) |
|
87,171 |
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities: |
|
|
|
|
|
|
|
|
|
Long-term debt |
1,687,778 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,687,778 |
|
Long-term holdback instruments |
2,645 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,645 |
|
Derivative financial instruments |
16,948 |
|
|
— |
|
|
— |
|
|
— |
|
|
16,948 |
|
Deferred income tax liability, net |
15,649 |
|
|
1,681 |
|
|
— |
|
|
— |
|
|
17,330 |
|
Other liabilities |
3,760 |
|
|
3,140 |
|
|
— |
|
|
— |
|
|
6,900 |
|
Total liabilities |
1,804,622 |
|
|
58,212 |
|
|
— |
|
|
(44,062 |
) |
|
1,818,772 |
|
|
|
|
|
|
|
|
|
|
|
Total stockholder's equity |
214,945 |
|
|
22,533 |
|
|
— |
|
|
(22,533 |
) |
|
214,945 |
|
Total liabilities and stockholder's equity |
$ |
2,019,567 |
|
|
80,745 |
|
|
— |
|
|
(66,595 |
) |
|
2,033,717 |
|
|
| Condensed Income Statement and Comprehensive Income (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2017 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
Net revenue |
$ |
519,293 |
|
|
34,162 |
|
|
— |
|
|
— |
|
|
553,455 |
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Cost of services |
104,103 |
|
|
15,090 |
|
|
— |
|
|
— |
|
|
119,193 |
|
Selling, general and administrative, including stock-based and long-term incentive compensation |
126,201 |
|
|
29,701 |
|
|
— |
|
|
— |
|
|
155,902 |
|
Radio conversion costs |
391 |
|
|
59 |
|
|
— |
|
|
— |
|
|
450 |
|
Amortization of subscriber accounts, dealer network and other intangible assets |
230,313 |
|
|
6,475 |
|
|
— |
|
|
— |
|
|
236,788 |
|
Depreciation |
8,101 |
|
|
717 |
|
|
— |
|
|
— |
|
|
8,818 |
|
|
469,109 |
|
|
52,042 |
|
|
— |
|
|
— |
|
|
521,151 |
|
Operating income (loss) |
50,184 |
|
|
(17,880 |
) |
|
— |
|
|
— |
|
|
32,304 |
|
Other expense: |
|
|
|
|
|
|
|
|
|
Equity in loss of subsidiaries |
17,978 |
|
|
— |
|
|
— |
|
|
(17,978 |
) |
|
— |
|
Interest expense |
145,487 |
|
|
5 |
|
|
— |
|
|
— |
|
|
145,492 |
|
|
163,465 |
|
|
5 |
|
|
— |
|
|
(17,978 |
) |
|
145,492 |
|
Loss before income taxes |
(113,281 |
) |
|
(17,885 |
) |
|
— |
|
|
17,978 |
|
|
(113,188 |
) |
Income tax expense (benefit) |
(1,986 |
) |
|
93 |
|
|
— |
|
|
— |
|
|
(1,893 |
) |
Net loss |
(111,295 |
) |
|
(17,978 |
) |
|
— |
|
|
17,978 |
|
|
(111,295 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
Unrealized gain on derivative contracts |
1,582 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,582 |
|
Total other comprehensive income |
1,582 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,582 |
|
Comprehensive loss |
$ |
(109,713 |
) |
|
(17,978 |
) |
|
— |
|
|
17,978 |
|
|
(109,713 |
) |
MONITRONICS INTERNATIONAL, INC. AND SUBSIDIARIES
Condensed Consolidating Statement of Operations and Comprehensive Income (Loss)
Amounts in thousands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2016 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
Net revenue |
$ |
543,181 |
|
|
27,191 |
|
|
— |
|
|
— |
|
|
570,372 |
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Cost of services |
101,940 |
|
|
13,296 |
|
|
— |
|
|
— |
|
|
115,236 |
|
Selling, general and administrative, including stock-based compensation |
86,670 |
|
|
27,482 |
|
|
— |
|
|
— |
|
|
114,152 |
|
Radio conversion costs |
18,204 |
|
|
218 |
|
|
— |
|
|
— |
|
|
18,422 |
|
Amortization of subscriber accounts, dealer network and other intangible assets |
240,568 |
|
|
6,185 |
|
|
— |
|
|
— |
|
|
246,753 |
|
Depreciation |
7,784 |
|
|
376 |
|
|
— |
|
|
— |
|
|
8,160 |
|
|
455,166 |
|
|
47,557 |
|
|
— |
|
|
— |
|
|
502,723 |
|
Operating income (loss) |
88,015 |
|
|
(20,366 |
) |
|
— |
|
|
— |
|
|
67,649 |
|
Other expense: |
|
|
|
|
|
|
|
|
|
Equity in loss of subsidiaries |
21,387 |
|
|
— |
|
|
— |
|
|
(21,387 |
) |
|
— |
|
Interest expense |
127,290 |
|
|
18 |
|
|
— |
|
|
— |
|
|
127,308 |
|
Refinancing expense |
9,500 |
|
|
— |
|
|
— |
|
|
— |
|
|
9,500 |
|
|
158,177 |
|
|
18 |
|
|
— |
|
|
(21,387 |
) |
|
136,808 |
|
Loss before income taxes |
(70,162 |
) |
|
(20,384 |
) |
|
— |
|
|
21,387 |
|
|
(69,159 |
) |
Income tax expense |
6,145 |
|
|
1,003 |
|
|
— |
|
|
— |
|
|
7,148 |
|
Net loss |
(76,307 |
) |
|
(21,387 |
) |
|
— |
|
|
21,387 |
|
|
(76,307 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
Unrealized gain on derivative contracts |
4,589 |
|
|
— |
|
|
— |
|
|
— |
|
|
4,589 |
|
Total other comprehensive income |
4,589 |
|
|
— |
|
|
— |
|
|
— |
|
|
4,589 |
|
Comprehensive loss |
$ |
(71,718 |
) |
|
(21,387 |
) |
|
— |
|
|
21,387 |
|
|
(71,718 |
) |
MONITRONICS INTERNATIONAL, INC. AND SUBSIDIARIES
Condensed Consolidating Statement of Operations and Comprehensive Income (Loss)
Amounts in thousands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2015 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
Net revenue |
$ |
546,597 |
|
|
16,759 |
|
|
— |
|
|
— |
|
|
563,356 |
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Cost of services |
100,233 |
|
|
10,013 |
|
|
— |
|
|
— |
|
|
110,246 |
|
Selling, general and administrative, including stock-based compensation |
86,683 |
|
|
19,604 |
|
|
— |
|
|
— |
|
|
106,287 |
|
Radio conversion costs |
14,369 |
|
|
— |
|
|
— |
|
|
— |
|
|
14,369 |
|
Amortization of subscriber accounts, dealer network and other intangible assets |
253,773 |
|
|
4,895 |
|
|
— |
|
|
— |
|
|
258,668 |
|
Depreciation |
9,960 |
|
|
106 |
|
|
— |
|
|
— |
|
|
10,066 |
|
Gain on disposal of operating assets |
(5 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(5 |
) |
|
465,013 |
|
|
34,618 |
|
|
— |
|
|
— |
|
|
499,631 |
|
Operating income (loss) |
81,584 |
|
|
(17,859 |
) |
|
— |
|
|
— |
|
|
63,725 |
|
Other expense: |
|
|
|
|
|
|
|
|
|
Equity in loss of subsidiaries |
18,689 |
|
|
— |
|
|
— |
|
|
(18,689 |
) |
|
— |
|
Interest expense |
125,394 |
|
|
21 |
|
|
— |
|
|
— |
|
|
125,415 |
|
Refinancing expense |
4,468 |
|
|
— |
|
|
— |
|
|
— |
|
|
4,468 |
|
|
148,551 |
|
|
21 |
|
|
— |
|
|
(18,689 |
) |
|
129,883 |
|
Loss before income taxes |
(66,967 |
) |
|
(17,880 |
) |
|
— |
|
|
18,689 |
|
|
(66,158 |
) |
Income tax expense |
5,481 |
|
|
809 |
|
|
— |
|
|
— |
|
|
6,290 |
|
Net loss |
(72,448 |
) |
|
(18,689 |
) |
|
— |
|
|
18,689 |
|
|
(72,448 |
) |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
Unrealized loss on derivative contracts |
(8,741 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(8,741 |
) |
Total other comprehensive loss |
(8,741 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(8,741 |
) |
Comprehensive loss |
$ |
(81,189 |
) |
|
(18,689 |
) |
|
— |
|
|
18,689 |
|
|
(81,189 |
) |
|
| Condensed Cash Flow Statement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2017 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
Net cash provided by operating activities |
$ |
147,350 |
|
|
2,854 |
|
|
— |
|
|
— |
|
|
150,204 |
|
Investing activities: |
|
|
|
|
|
|
|
|
|
Capital expenditures |
(13,213 |
) |
|
(1,180 |
) |
|
— |
|
|
— |
|
|
(14,393 |
) |
Cost of subscriber accounts acquired |
(140,394 |
) |
|
(2,515 |
) |
|
— |
|
|
— |
|
|
(142,909 |
) |
Net cash used in investing activities |
(153,607 |
) |
|
(3,695 |
) |
|
— |
|
|
— |
|
|
(157,302 |
) |
Financing activities: |
|
|
|
|
|
|
|
|
|
Proceeds from long-term debt |
187,950 |
|
|
— |
|
|
— |
|
|
— |
|
|
187,950 |
|
Payments on long-term debt |
(175,250 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(175,250 |
) |
Value of shares withheld for share-based compensation |
(477 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(477 |
) |
Dividend to Ascent Capital |
(5,000 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(5,000 |
) |
Net cash provided by financing activities |
7,223 |
|
|
— |
|
|
— |
|
|
— |
|
|
7,223 |
|
Net increase (decrease) in cash and cash equivalents |
966 |
|
|
(841 |
) |
|
— |
|
|
— |
|
|
125 |
|
Cash and cash equivalents at beginning of period |
1,739 |
|
|
1,438 |
|
|
— |
|
|
— |
|
|
3,177 |
|
Cash and cash equivalents at end of period |
$ |
2,705 |
|
|
597 |
|
|
— |
|
|
— |
|
|
3,302 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2016 |
|
Parent Issuer |
|
Subsidiary Guarantors |
|
Non-Guarantors |
|
Eliminations |
|
Consolidated |
Net cash provided by operating activities |
$ |
181,384 |
|
|
9,143 |
|
|
— |
|
|
— |
|
|
190,527 |
|
Investing activities: |
|
|
|
|
|
|
|
|
|
Capital expenditures |
(7,997 |
) |
|
(1,181 |
) |
|
— |
|
|
— |
|
|
(9,178 |
) |
Cost of subscriber accounts acquired |
(193,790 |
) |
|
(7,591 |
) |
|
— |
|
|
— |
|
|
(201,381 |
) |
Increase in restricted cash |
55 |
|
|
— |
|
|
— |
|
|
— |
|
|
55 |
|
Net cash used in investing activities |
(201,732 |
) |
|
(8,772 |
) |
|
— |
|
|
— |
|
|
(210,504 |
) |
Financing activities: |
|
|
|
|
|
|
|
|
|
Proceeds from long-term debt |
1,280,700 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,280,700 |
|
Payments on long-term debt |
(1,238,059 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(1,238,059 |
) |
Refinance costs |
(16,946 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(16,946 |
) |
Value of shares withheld for share-based compensation |
(121 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(121 |
) |
Dividend to Ascent Capital |
(5,000 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(5,000 |
) |
Net cash provided by financing activities |
20,574 |
|
|
— |
|
|
— |
|
|
— |
|
|
20,574 |
|
Net increase in cash and cash equivalents |
226 |
|
|
371 |
|
|
— |
|
|
— |
|
|
597 |
|
Cash and cash equivalents at beginning of period |
1,513 |
|
|
1,067 |
|
|
— |
|
|
— |
|
|
2,580 |
|
Cash and cash equivalents at end of period |
$ |
1,739 |
|
|
1,438 |
|
|
— |
|
|
— |
|
|
3,177 |
|
|