3 unchanged sentences
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
−Removed: Disclosure Controls and Procedures.
−Removed: In accordance with Exchange Act Rules 13a-15 and 15d-15, the Company carried out an evaluation, under the supervision and with the participation of management, including its chief executive officer and its principal accounting and financial officer (the “Executives”), of the effectiveness of its disclosure controls and procedures as of the end of the period covered by this report.
−Removed: On December 18, 2020, the Company acquired GCI Liberty, Inc.
−Removed: in a business combination.
−Removed: Management has excluded the acquired business from its assessment of the effectiveness of the disclosure controls and procedures as of December 31, 2020.
−Removed: Based on that evaluation, the Executives concluded that the Company's disclosure controls and procedures were effective as of December 31, 2020 to provide reasonable assurance that information required to be disclosed in its reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.
−Removed: Management’s Report on Internal Control Over Financial Reporting
−Removed: See page II-24 for Management's Report on Internal Control Over Financial Reporting.
−Removed: See page II-25 for Report of Independent Registered Public Accounting Firm for their attestation regarding our internal control over financial reporting.
−Removed: Changes in Internal Control Over Financial Reporting
−Removed: On December 18, 2020, the Company acquired GCI Liberty, Inc.
−Removed: As a result of the acquisition, the Company is reviewing the internal controls of GCI Liberty, Inc.
−Removed: and is making appropriate changes as deemed necessary.
−Removed: Except for the changes in internal controls related to GCI Liberty, Inc., there has been no change in the Company’s internal control over financial reporting that occurred during the quarter ended December 31, 2020 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.
−Removed: Material Weakness in the Acquired Business’s Internal Control Over Financial Reporting
−Removed: As discussed above, on December 18, 2020, the Company acquired GCI Liberty, Inc in a purchase business combination and has excluded the acquired entity from the December 31, 2020 evaluation of the effectiveness of internal control over financial reporting and disclosure controls and procedures.
−Removed: However, management has identified a material weakness in internal control over financial reporting related to revenue at GCI Holdings, a wholly-owned subsidiary, as of December 31, 2020.
−Removed: A material weakness is a deficiency, or combination of deficiencies, in internal controls over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: The internal controls over financial reporting at GCI Holdings were not consistently operating effectively to ensure certain components of revenue would be recorded completely and accurately, due to:
−Removed: ● Insufficient staffing and training of certain control operators;
−Removed: ● Inadequate assessment of financial reporting risks, which in turn contributed to reliance on business process controls that were not designed and operating effectively to adequately mitigate existing risks;
−Removed: ● Breakdowns in communication of expectations and prioritization of control execution to certain control operators;
−Removed: ● Lack of accountability for effective control operation.
−Removed: The control deficiencies did not result in any identified misstatements.
−Removed: Remediation Plan for Material Weakness in Internal Control Over Financial Reporting
−Removed: In response to the material weakness identified above, the Company developed a plan to remediate the material weakness at GCI Holdings.
−Removed: Remediation activities include:
−Removed: • Continue to hire, train and retain individuals with appropriate skills and experience related to designing, operating and documenting internal control over financial reporting.
−Removed: • Enhance the comprehensive and continuous risk assessment process to identify and assess financial statement risks and ensure that the financial reporting process and related internal controls are in place to respond to those risks.
−Removed: • Enhance the design of and implement additional process-level control activities and ensure they are properly evidenced and operating effectively.
−Removed: • Communicate expectations, monitor for compliance with expectations, and hold individuals accountable for their roles related to internal control over financial reporting.
−Removed: The Company believes the foregoing efforts will effectively remediate the material weakness described above.
−Removed: Because the reliability of the internal control process requires repeatable execution, the successful on-going remediation of the material weakness will require on-going review and evidence of effectiveness prior to concluding that the controls are effective.
−Removed: The Company's remediation efforts are underway;
−Removed: however, there is no assurance that the remediation efforts will be effective in the future or that additional material weaknesses will not develop or be identified.
−Removed: Other Information.
−Removed: MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
−Removed: Management of the Company is responsible for establishing and maintaining adequate internal control over the Company’s financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act.
−Removed: The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.
−Removed: Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.
−Removed: The Company’s management assessed the effectiveness of internal control over financial reporting as of December 31, 2020, using the criteria in Internal Control-Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: Based on this assessment, management has concluded that, as of December 31, 2020, the Company's internal control over financial reporting is effective.
−Removed: The Company’s assessment of internal control over financial reporting did not include the internal controls of GCI Liberty, Inc., which the Company acquired in the 4 th quarter of 2020, as discussed in Item 9A.
−Removed: Controls and Procedures, above.
−Removed: The amount of total assets and revenue of GCI Liberty, Inc.
−Removed: included in our consolidated financial statements as of and for the year ended December 31, 2020 was $7,736.7 million and $33.7 million, respectively.
−Removed: The Company’s independent registered public accounting firm audited the consolidated financial statements and related notes in the Annual Report on Form 10-K and have issued an audit report on the effectiveness of the Company’s internal control over financial reporting.
−Removed: Their report appears on page II-25 of this Annual Report on Form 10-K.
−Removed: Report of Independent Registered Public Accounting Firm
−Removed: To the Stockholders and Board of Directors
−Removed: Liberty Broadband Corporation:
−Removed: Opinion on Internal Control Over Financial Reporting
−Removed: We have audited Liberty Broadband Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive earnings (loss), cash flows, and equity for each of the years in the three-year period ended December 31, 2020, and the related notes (collectively, the consolidated financial statements), and our report dated February 26, 2021 expressed an unqualified opinion on those consolidated financial statements.
−Removed: The Company acquired GCI Liberty, Inc.
−Removed: during 2020, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2020, GCI Liberty, Inc.’s internal control over financial reporting associated with total assets of $7,736.7 million and total revenue of $33.7 million included in the consolidated financial statements of the Company as of and for the year ended December 31, 2020.
−Removed: Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of GCI Liberty, Inc.
−Removed: Basis for Opinion
−Removed: The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting.
−Removed: Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.
−Removed: We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audit in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
−Removed: Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.
−Removed: Our audit also included performing such other procedures as we considered necessary in the circumstances.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
−Removed: Definition and Limitations of Internal Control Over Financial Reporting
−Removed: A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
−Removed: A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
−Removed: (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;
−Removed: and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
−Removed: Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
−Removed: Denver, Colorado
−Removed: February 26, 2021
−Removed: Report of Independent Registered Public Accounting Firm
−Removed: To the Stockholders and Board of Directors
−Removed: Liberty Broadband Corporation:
−Removed: Opinion on the Consolidated Financial Statements
−Removed: We have audited the accompanying consolidated balance sheets of Liberty Broadband Corporation and subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive earnings (loss), cash flows, and equity for each of the years in the three-year period ended December 31, 2020, and the related notes (collectively, the consolidated financial statements).
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2020, in conformity with U.S.
−Removed: generally accepted accounting principles.
−Removed: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 26, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
−Removed: Change in Accounting Principle
−Removed: As discussed in note 7 to the consolidated financial statements, the Company’s equity method investee, Charter Communications, Inc.
−Removed: (Charter) changed its method of accounting for leases as of January 1, 2019 due to the adoption of Accounting Standards Codification Topic 842, Leases .
−Removed: Basis for Opinion
−Removed: These consolidated financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
−Removed: We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audits in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
−Removed: Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
−Removed: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
−Removed: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
−Removed: We believe that our audits provide a reasonable basis for our opinion.
−Removed: Critical Audit Matters
−Removed: The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that:
−Removed: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
−Removed: Equity method accounting for the Company’s investment in Charter
−Removed: As discussed in notes 3 and 7 to the consolidated financial statements, the Company has recorded an investment in Charter of $16,178.9 million as of December 31, 2020, accounted for using the equity method.
−Removed: The investment represents approximately 75.7% of the total assets of the Company as of December 31, 2020.
−Removed: The investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses as they occur.
−Removed: The Company’s investment
−Removed: in Charter differs from the underlying equity of Charter which results in excess basis in the investment.
−Removed: This excess basis is allocated to the underlying assets and liabilities of the Company’s investee within memo accounts used for equity method accounting.
−Removed: We identified the evaluation of the equity method of accounting for the Company’s investment in Charter as a critical audit matter.
−Removed: Evaluating the Company’s application of the equity method of accounting for the Company’s investment in Charter required a higher degree of auditor judgment to determine the nature and extent of audit effort required to address the matter, including the involvement of valuation professionals with specialized skills and knowledge.
−Removed: The following are the primary procedures we performed to address this critical audit matter.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls related to the critical audit matter.
−Removed: This included controls related to the Company’s application of its equity method accounting, including the related share of earnings calculation, allocation of excess basis to the memo accounts, and the associated amortization.
−Removed: We performed risk assessment procedures, including sensitivity analyses, and applied auditor judgment to determine the nature and extent of procedures to be performed over the investment.
−Removed: We recalculated (1) the Company’s share of earnings of Charter, (2) the allocation of excess basis to the memo accounts, and (3) the related excess basis amortization.
−Removed: We involved valuation professionals with specialized skills and knowledge, who assisted in assessing the allocation of the excess basis, including (1) assessing the valuation methodology used by the Company to estimate the fair value of Charter’s assets and liabilities by comparison to generally accepted valuation methodologies, (2) assessing the identification of marketplace transactions used in the model by considering the comparability to Charter, and (3) assessing the allocation of excess basis to the underlying assets and liabilities of Charter by considering comparability to other marketplace transactions.
−Removed: Preliminary fair value measurement of certain intangible assets acquired and contingent liabilities assumed in the GCI Liberty acquisition
−Removed: As discussed in note 5 to the consolidated financial statements, the Company acquired GCI Liberty, Inc.
−Removed: (GCI Liberty) in December 2020 for total consideration of $3,264.2 million, which resulted in the allocation of such consideration to the assets acquired and liabilities assumed.
−Removed: The Company recognized $673.9 million of intangible assets subject to amortization which included certain customer relationships, $581.5 million of intangible assets not subject to amortization which included cable certificates, and $12.0 million of contingent liabilities.
−Removed: The determination of the initial acquisition date fair value of certain intangible assets required the Company to develop assumptions regarding projected revenue growth rates, EBITDA margins, and the discount rates (the key assumptions).
−Removed: Additionally, the Company assessed the probability that a contingent liability exists and the amount of that liability as it relates to GCI Liberty’s potential compliance issues with the Rural Health Care (RHC) Program.
−Removed: The purchase price allocated to the assets acquired and liabilities assumed, including the residual amount allocated to goodwill, is based on preliminary information, which is subject to change as additional information is obtained by the Company.
−Removed: The information that was available to allocate consideration to the assets acquired and liabilities assumed was affected by the proximity of the acquisition date to the Company’s fiscal year-end date of December 31, 2020.
−Removed: During the measurement period, the Company may adjust the preliminary estimated values allocated to the assets acquired and liabilities assumed if additional information is obtained about the facts and circumstances that existed as of the acquisition date.
−Removed: We identified the assessment of the preliminary measurement of certain intangible assets acquired and contingent liabilities assumed in the GCI Liberty acquisition as a critical audit matter.
−Removed: There was a high degree of subjective auditor judgment in applying and evaluating the results of our audit procedures over the discounted cash flow model used to calculate the fair value of certain customer relationships and cable certificates.
−Removed: Specifically, the key assumptions which were used by the Company to estimate the fair value of these intangible assets involved a higher degree of subjectivity due to the sensitivity of the fair value to changes in these assumptions and the proximity of the acquisition to the end of the year.
−Removed: Additionally, there was especially subjective auditor judgment involved in assessing the probability that a contingent liability exists at the acquisition date associated with GCI Liberty’s compliance with the RHC Program, and the amount of that liability.
−Removed: Specifically, the consideration of whether events and circumstances in the current year would impact the assessment of the probability of loss and the amount of such loss made by GCI Liberty management in prior reporting periods involved a higher degree of subjectivity.
−Removed: The following are the primary procedures we performed to address this critical audit matter.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s preliminary fair value measurement process, including controls related to the development of the key assumptions, and an internal control related to accurately identifying, evaluating, and recording the contingent liability related to the RHC Program.
−Removed: We performed sensitivity analyses to assess the impact of possible changes to the key assumptions on the preliminary fair value measurements of these intangible assets.
−Removed: We compared GCI Liberty’s forecasted revenue growth rate and EBITDA margin assumptions to the historical revenue growth rates and EBITDA margins, to projected revenue growth rates and EBITDA margins for comparable companies, and to other publicly available data, including third party market studies.
−Removed: Due to the proximity of the acquisition to the end of the year, we evaluated the relevance and reliability of the internal and external data used to develop those assumptions.
−Removed: We involved valuation professionals with specialized skills and knowledge who assisted in:
−Removed: — evaluating the Company’s discount rates for certain customer relationships and cable certificates by comparing them to publicly available market data for comparable entities considering the discount rate for the overall business;
−Removed: — assessing the estimates of the fair values of certain customer relationships and cable certificates using the Company’s cash flow projections and discount rates.
−Removed: We inquired of and inspected minutes of meetings involving senior management and those charged with governance of GCI Liberty.
−Removed: We inspected correspondence between GCI Liberty and the Federal Communications Commission (FCC) regarding developments in FCC regulatory compliance matters.
−Removed: We inquired of GCI Liberty’s internal legal and external legal counsel and we read letters received directly from GCI Liberty’s external legal counsel.
−Removed: Based on these procedures, we assessed whether the Company properly considered events and circumstances in the current year when evaluating the probability of loss made in determining whether a liability exists at acquisition, and the amount of that liability.
−Removed: We have served as the Company’s auditor since 2014.
−Removed: Denver, Colorado
−Removed: February 26, 2021
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Consolidated Balance Sheets
−Removed: December 31, 2020 and 2019
−Removed: amounts in thousands
−Removed: Current assets:
−Removed: Cash and cash equivalents
−Removed: Trade and other receivables, net of allowance for doubtful accounts of $ 10 and $ 20 , respectively (note 3)
−Removed: Other current assets
−Removed: Total current assets
−Removed: Investment in Charter, accounted for using the equity method (note 7)
−Removed: Property and equipment, net (note 3)
−Removed: Intangible assets not subject to amortization (note 8)
−Removed: Cable certificates
−Removed: Intangible assets subject to amortization, net (note 8)
−Removed: Tax sharing receivable
−Removed: Other assets, net
−Removed: See accompanying notes to consolidated financial statements.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Consolidated Balance Sheets (Continued)
−Removed: December 31, 2020 and 2019
−Removed: amounts in thousands,
−Removed: except share amounts
−Removed: Liabilities and Equity
−Removed: Current liabilities:
−Removed: Accounts payable and accrued liabilities
−Removed: Deferred revenue
−Removed: Current portion of debt, including $ 26,350 and $ 0 measured at fair value, respectively (note 9)
−Removed: Indemnification obligation (note 6)
−Removed: Other current liabilities
−Removed: Total current liabilities
−Removed: Long-term debt, net, including $ 1,445,775 and $ 0 measured at fair value, respectively (note 9)
−Removed: Obligations under finance leases and tower obligations, excluding current portion (note 10)
−Removed: Long-term deferred revenue
−Removed: Deferred income tax liabilities (note 11)
−Removed: Preferred stock (note 12)
−Removed: Other liabilities
−Removed: Total liabilities
−Removed: Series A common stock, $ .01 par value.
−Removed: Authorized 500,000,000 shares;
−Removed: issued and outstanding 26,495,249 and 26,493,197 at December 31, 2020 and 2019 respectively
−Removed: Series B common stock, $ .01 par value.
−Removed: Authorized 18,750,000 shares;
−Removed: issued and outstanding 2,549,470 and 2,451,920 at December 31, 2020 and 2019, respectively
−Removed: Series C common stock, $ .01 par value.
−Removed: Authorized 500,000,000 shares;
−Removed: issued and outstanding 167,480,926 and 152,956,316 at December 31, 2020 and 2019, respectively
−Removed: Additional paid-in capital
−Removed: Accumulated other comprehensive earnings, net of taxes
−Removed: Retained earnings
−Removed: Total stockholders' equity
−Removed: Non-controlling interests
−Removed: Commitments and contingencies (note 15)
−Removed: Total liabilities and equity
−Removed: See accompanying notes to consolidated financial statements.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Consolidated Statements of Operations
−Removed: Years Ended December 31, 2020, 2019 and 2018
−Removed: amounts in thousands,
−Removed: except per share amounts
−Removed: Skyhook revenue
−Removed: GCI Holdings revenue
−Removed: Total revenue
−Removed: Operating costs and expenses
−Removed: Operating, including stock-based compensation (note 13)
−Removed: Selling, general and administrative, including stock-based compensation and transaction costs
−Removed: Depreciation and amortization
−Removed: Operating income (loss)
−Removed: Other income (expense):
−Removed: Interest expense (including amortization of deferred loan fees)
−Removed: Share of earnings (losses) of affiliate (note 7)
−Removed: Gain (loss) on dilution of investment in affiliate (note 7)
−Removed: Realized and unrealized gains (losses) on financial instruments, net (note 6)
−Removed: Earnings (loss) before income taxes
−Removed: Income tax benefit (expense)
−Removed: Net earnings (loss)
−Removed: Less net earnings (loss) attributable to the non-controlling interests
−Removed: Net earnings (loss) attributable to Liberty Broadband shareholders
−Removed: Basic earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share (note 3)
−Removed: Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share (note 3)
−Removed: See accompanying notes to consolidated financial statements.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Consolidated Statements of Comprehensive Earnings (Loss)
−Removed: Years ended December 31, 2020, 2019 and 2018
−Removed: amounts in thousands
−Removed: Net earnings (loss)
−Removed: Other comprehensive earnings (loss), net of taxes:
−Removed: Comprehensive earnings (loss) attributable to debt credit risk adjustments
−Removed: Other comprehensive earnings (loss), net of taxes
−Removed: Comprehensive earnings (loss)
−Removed: Less comprehensive earnings (loss) attributable to the non-controlling interests
−Removed: Comprehensive earnings (loss) attributable to Liberty Broadband shareholders
−Removed: See accompanying notes to consolidated financial statements.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Consolidated Statements of Cash Flows
−Removed: Years ended December 31, 2020, 2019 and 2018
−Removed: amounts in thousands
−Removed: Cash flows from operating activities:
−Removed: Net earnings (loss)
−Removed: Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
−Removed: Depreciation and amortization
−Removed: Stock-based compensation
−Removed: Share of (earnings) losses of affiliate, net
−Removed: (Gain) loss on dilution of investment in affiliate
−Removed: Realized and unrealized (gains) losses on financial instruments, net
−Removed: Deferred income tax expense (benefit)
−Removed: Changes in operating assets and liabilities:
−Removed: Current and other assets
−Removed: Payables and other liabilities
−Removed: Net cash provided by (used in) operating activities
−Removed: Cash flows from investing activities:
−Removed: GCI Liberty, Inc.
−Removed: cash acquired in merger
−Removed: Capital expended for property and equipment
−Removed: Exercise of preemptive right to purchase Charter shares
−Removed: Net cash provided by (used in) investing activities
−Removed: Cash flows from financing activities:
−Removed: Borrowings of debt
−Removed: Repayments of debt, finance leases and tower obligations
−Removed: ( 1,301,419 )
−Removed: Repurchases of Liberty Broadband common stock
−Removed: Proceeds (payments) from issuances of financial instruments
−Removed: Proceeds (payments) from settlements of financial instruments
−Removed: Payment to former parent under tax sharing agreement related to net settlement of Awards
−Removed: Other financing activities, net
−Removed: Net cash provided by (used in) financing activities
−Removed: Net increase (decrease) in cash, cash equivalents and restricted cash
−Removed: Cash, cash equivalents and restricted cash, beginning of period
−Removed: Cash, cash equivalents and restricted cash, end of period
−Removed: See accompanying notes to consolidated financial statements .
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Consolidated Statements of Equity
−Removed: Years ended December 31, 2020, 2019 and 2018
−Removed: Noncontrolling
−Removed: comprehensive
−Removed: amounts in thousands
−Removed: Balance at December 31, 2017
−Removed: Net earnings (loss)
−Removed: Other comprehensive earnings (loss), net of taxes
−Removed: Stock-based compensation
−Removed: Issuance of common stock upon exercise of stock options
−Removed: Cumulative effect of accounting change (note 3)
−Removed: Cumulative effect of accounting change at Charter
−Removed: Noncontrolling interest activity at Charter
−Removed: Balance at December 31, 2018
−Removed: Net earnings (loss)
−Removed: Other comprehensive earnings (loss), net of taxes
−Removed: Stock-based compensation
−Removed: Issuance of common stock upon exercise of stock options
−Removed: Payment to former parent under tax sharing agreement related to net settlement of Awards
−Removed: Noncontrolling interest activity at Charter and other
−Removed: Balance at December 31, 2019
−Removed: Net earnings (loss)
−Removed: Other comprehensive earnings (loss), net of taxes
−Removed: Stock-based compensation
−Removed: Issuance of common stock upon exercise of stock options
−Removed: Withholding taxes on net share settlements of stock-based compensation
−Removed: Series C Liberty Broadband stock repurchase
−Removed: Net impact of GCI Liberty, Inc.
−Removed: Noncontrolling interest activity at Charter and other
−Removed: Balance at December 31, 2020
−Removed: See accompanying notes to consolidated financial statements.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020 , 2019 and 2018
−Removed: (1) Basis of Presentation
−Removed: During May 2014, the board of directors of Liberty Media Corporation (for accounting purposes a related party of the Company) and its subsidiaries (“Liberty”) authorized management to pursue a plan to spin-off to its stockholders common stock of a wholly-owned subsidiary, Liberty Broadband Corporation, and to distribute subscription rights to acquire shares of Liberty Broadband’s common stock (the “Broadband Spin-Off”).
−Removed: These financial statements refer to Liberty Broadband Corporation as “Liberty Broadband,” “the Company,” “us,” “we” and “our” in the notes to the consolidated financial statements.
−Removed: On December 18, 2020, pursuant to the Agreement and Plan of Merger, dated as of August 6, 2020, entered into by GCI Liberty, Inc.
−Removed: (“GCI Liberty”), Liberty Broadband, Grizzly Merger Sub 1, LLC, a wholly owned subsidiary of Liberty Broadband (“Merger LLC”), and Grizzly Merger Sub 2, Inc., a wholly owned subsidiary of Merger LLC (“Merger Sub”), Merger Sub merged with and into GCI Liberty (the “First Merger”), with GCI Liberty surviving the First Merger as an indirect wholly owned subsidiary of Liberty Broadband (the “Surviving Corporation”), and immediately following the First Merger, GCI Liberty (as the Surviving Corporation in the First Merger) merged with and into Merger LLC (the “Upstream Merger”, and together with the First Merger, the “Combination”), with Merger LLC surviving the Upstream Merger as a wholly owned subsidiary of Liberty Broadband.
−Removed: As a result of the Combination, each holder of a share of Series A common stock and Series B common stock of GCI Liberty received 0.58 of a share of Series C common stock and Series B common stock, respectively, of Liberty Broadband.
−Removed: Additionally, each holder of a share of Series A Cumulative Redeemable Preferred Stock of GCI Liberty (“GCI Liberty Preferred Stock”) received one share of newly issued Liberty Broadband Series A Cumulative Redeemable Preferred Stock (“Liberty Broadband Preferred Stock”), which has substantially identical terms to GCI Liberty’s former Series A Cumulative Redeemable Preferred Stock, including a mandatory redemption date of March 9, 2039.
−Removed: Cash was paid in lieu of issuing fractional shares of Liberty Broadband stock in the Combination.
−Removed: No shares of Liberty Broadband stock were issued with respect to shares of GCI Liberty capital stock held by (i) GCI Liberty as treasury stock, (ii) any of GCI Liberty’s wholly owned subsidiaries or (iii) Liberty Broadband or its wholly owned subsidiaries.
−Removed: In December 2019, Chinese officials reported a novel coronavirus outbreak (“COVID-19”).
−Removed: COVID-19 has since spread through China and internationally.
−Removed: On March 11, 2020, the World Health Organization assessed COVID-19 as a global pandemic, causing many countries throughout the world to take aggressive actions, including imposing travel restrictions and stay-at-home orders, closing public attractions and restaurants, and mandating social distancing practices, which has caused a significant disruption to most sectors of the economy.
−Removed: We are not presently aware of any events or circumstances arising from the COVID-19 pandemic that would require us to update our estimates or judgments or revise the carrying value of our assets or liabilities.
−Removed: Our estimates may change, however, as new events occur and additional information is obtained, and any such changes will be recognized in the consolidated financial statements.
−Removed: Actual results could differ from estimates, and any such differences may be material to our financial statements.
−Removed: In connection with the Broadband Spin-Off, Liberty (for accounting purposes a related party of the Company) and Liberty Broadband entered into certain agreements in order to govern certain of the ongoing relationships between the two companies and to provide for an orderly transition, including a services agreement and a facilities sharing agreement.
−Removed: Additionally, in connection with a prior transaction, GCI Liberty and Qurate Retail, Inc.
−Removed: (“Qurate Retail”) (for accounting purposes a related party of the Company) entered into a tax sharing agreement, which was assumed by Liberty Broadband as a result of the Combination.
−Removed: The tax sharing agreement provides for the allocation and indemnification of tax liabilities and benefits between Qurate Retail and Liberty Broadband and other agreements related to tax matters.
−Removed: Under the facilities sharing agreement, Liberty Broadband shares office space with Liberty and related amenities at Liberty’s corporate headquarters.
−Removed: Liberty Broadband will reimburse Liberty for direct, out-of-pocket expenses incurred by Liberty in providing these services which will be negotiated semi-annually.
−Removed: Pursuant to the services agreement, Liberty provides Liberty Broadband with general and administrative services including legal, tax, accounting, treasury and investor relations support.
−Removed: In December 2019, the Company entered into an
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: amendment to the services agreement with Liberty in connection with Liberty’s entry into a new employment arrangement with Gregory B.
−Removed: Maffei, the Company’s President and Chief Executive Officer.
−Removed: Under the amended services agreement, components of his compensation would either be paid directly to him by each of the Company, Liberty TripAdvisor Holdings, Inc., GCI Liberty, and Qurate Retail (collectively, the “Service Companies”) or reimbursed to Liberty, in each case, based on allocations among Liberty and the Service Companies set forth in the amended services agreement, currently set at 18 % for the Company but subject to adjustment on an annual basis upon the occurrence of certain events.
−Removed: Following the Combination, GCI Liberty no longer participates in the services agreement arrangement.
−Removed: The amended services agreement provides for a five year employment term which began on January 1, 2020 and ends December 31, 2024, with an aggregate annual base salary of $ 3 million (with no contracted increase), an aggregate one-time cash commitment bonus of $ 5 million (paid in December 2019), an aggregate annual target cash performance bonus of $ 17 million, aggregate annual equity awards of $ 17.5 million and aggregate equity awards granted in connection with his entry into his new agreement of $ 90 million (the “upfront awards”).
−Removed: A portion of the grants made to our CEO in the year ended December 31, 2020 related to our company’s allocable portion of these upfront awards.
−Removed: Under these various agreements, amounts reimbursable to Liberty were approximately $ 4.9 million and $ 54.2 million for the years ended December 31, 2020 and 2019, respectively.
−Removed: Liberty Broadband had a tax sharing receivable with Qurate Retail of $ 119 million as of December 31, 2020, of which $ 24 million was in other current assets as of December 31, 2020.
−Removed: The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and represent the historical consolidated financial information of Skyhook Holdings, Inc.
−Removed: (“Skyhook”), the Company’s interest in Charter and, as of December 18, 2020, GCI Holdings, LLC (“GCI Holdings”), as well as certain other assets and liabilities.
−Removed: All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements.
−Removed: (2) Description of Business
−Removed: GCI Holdings, a wholly owned subsidiary of the Company, provides a full range of wireless, data, video, voice, and managed services to residential customers, businesses, governmental entities, and educational and medical institutions primarily in Alaska under the GCI brand.
−Removed: Skyhook, a wholly owned subsidiary of the Company, markets and sells a location determination service called the Precision Location Solution.
−Removed: Skyhook also previously marketed and sold a location intelligence and data insights service called Geospatial Insights.
−Removed: In November 2020, Skyhook decided to wind down the Geospatial Insights business, which did not constitute a material portion of Skyhook’s business.
−Removed: Skyhook’s Precision Location Solution works by collecting nearby radio signals (such as information from WiFi access points, cell towers, IP addresses and other radio beacons) that are observed by a mobile device.
−Removed: Charter, an equity method investment of the Company, is a leading broadband connectivity company and cable operator.
−Removed: Over an advanced high-capacity, two-way telecommunications network, Charter offers a full range of state-of-the-art residential and business services including Spectrum Internet, TV, Mobile and Voice.
−Removed: For small and medium-sized companies, Spectrum Business ® delivers the same suite of broadband products and services coupled with special features and applications to enhance productivity, while for larger businesses and government entities, Spectrum Enterprise provides highly customized, fiber-based solutions.
−Removed: Spectrum Reach ® delivers tailored advertising and production for the modern media landscape.
−Removed: Charter also distributes award-winning news coverage, sports and high-quality original programming to its customers through Spectrum Networks and Spectrum Originals.
−Removed: (3) Summary of Significant Accounting Policies
−Removed: Cash and Cash Equivalents
−Removed: Cash consists of cash deposits held in global financial institutions.
−Removed: Cash equivalents consist of highly liquid investments with original maturities of three months or less at the time of acquisition.
−Removed: Cash that has restrictions upon its usage has been
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: excluded from cash and cash equivalents.
−Removed: Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of cash and cash equivalents and corporate debt securities.
−Removed: The Company maintains some cash and cash equivalents balances with financial institutions that are in excess of Federal Deposit Insurance Corporation insurance limits.
−Removed: Accounts Receivable and Allowance for Doubtful Receivables
−Removed: Trade accounts receivable are recorded at the invoiced amount and do not bear interest.
−Removed: The allowance for doubtful receivables is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable.
−Removed: The Company bases its estimates on the aging of its accounts receivable balances, financial health of specific customers, regional economic data, changes in its collections process, regulatory requirements and its customers’ compliance with Universal Service Administrative Company rules.
−Removed: The Company reviews its allowance for doubtful receivables methodology at least annually.
−Removed: Depending upon the type of account receivable the Company’s allowance is calculated using a pooled basis with an allowance for all accounts greater than 120 days past due, a pooled basis using a percentage of related accounts, or a specific identification method.
−Removed: When a specific identification method is used, potentially uncollectible accounts due to bankruptcy or other issues are reviewed individually for collectability.
−Removed: Account balances are charged off against the allowance when it determines that it is probable the receivable will not be recovered.
−Removed: The Company does not have any off-balance-sheet credit exposure related to its customers.
−Removed: Allowance for doubtful receivables as of December 31, 2020, 2019 and 2018 was not material.
−Removed: Derivative Instruments and Hedging Activities
−Removed: All of the Company’s derivatives, whether designated in hedging relationships or not, are recorded on the balance sheet at fair value.
−Removed: None of the Company’s derivatives are currently designated as hedges, as a result, changes in the fair value of the derivative are recognized in earnings.
−Removed: The fair value of certain of the Company’s derivative instruments are estimated using the Black Scholes Merton option-pricing model (“Black-Scholes model”).
−Removed: The Black-Scholes model incorporates a number of variables in determining such fair values, including expected volatility of the underlying security and an appropriate discount rate.
−Removed: The Company obtained volatility rates from pricing services based on the expected volatility of the underlying security over the remaining term of the derivative instrument.
−Removed: A discount rate was obtained at the inception of the derivative instrument and updated each reporting period, based on the Company’s estimate of the discount rate at which it could currently settle the derivative instrument.
−Removed: The Company considered its own credit risk as well as the credit risk of its counterparties in estimating the discount rate.
−Removed: Management judgment was required in estimating the Black-Scholes variables.
−Removed: The Company had no outstanding derivative instruments at December 31, 2020.
−Removed: Investments in Equity Method Affiliates
−Removed: For those investments in affiliates in which the Company has the ability to exercise significant influence, the equity method of accounting is used.
−Removed: Under this method, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the affiliate as they occur rather than as dividends or other distributions are received.
−Removed: Losses are limited to the extent of the Company’s investment in, advances to and commitments for the investee.
−Removed: The Company determines the difference between the purchase price of the investee and the underlying equity which results in an excess basis in the investment.
−Removed: This excess basis is allocated to the underlying assets and liabilities of the Company’s investee through a purchase accounting exercise and is allocated within memo accounts used for equity accounting purposes.
−Removed: Depending on the applicable underlying assets, these amounts are either amortized over the applicable useful lives or determined to be indefinite lived.
−Removed: Changes in the Company’s proportionate share of the underlying equity of an equity method investee, which result from the issuance of additional equity securities by such equity investee, are recognized in the statement of operations through the gain (loss) on dilution of investment in affiliate line item.
−Removed: We periodically evaluate our equity method investment to determine if decreases in fair value below our cost basis are other than temporary.
−Removed: If a decline in fair value is determined to be other than
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: temporary, we are required to reflect such decline in our consolidated statement of operations.
−Removed: Other than temporary declines in fair value of our equity method investment would be included in share of earnings (losses) of affiliates in our consolidated statement of operations.
−Removed: The primary factors we consider in our determination of whether declines in fair value are other than temporary are the length of time that the fair value of the investment is below our carrying value;
−Removed: the severity of the decline;
−Removed: and the financial condition, operating performance and near term prospects of the investee.
−Removed: In addition, we consider the reason for the decline in fair value, be it general market conditions, industry specific or investee specific;
−Removed: analysts' ratings and estimates of 12 month share price targets for the investee;
−Removed: changes in stock price or valuation subsequent to the balance sheet date;
−Removed: and our intent and ability to hold the investment for a period of time sufficient to allow for a recovery in fair value.
−Removed: Fair value of our publicly traded cost and equity investments is based on the market prices of the investments at the balance sheet date.
−Removed: Impairments are calculated as the difference between our carrying value and our estimate of fair value.
−Removed: As our assessment of the fair value of our investments and any resulting impairment losses and the timing of when to recognize such charges requires judgment and includes estimates and assumptions, actual results could differ materially from our estimates and assumptions.
−Removed: As Liberty Broadband does not control the decision making process or business management practices of our affiliates accounted for using the equity method, Liberty Broadband relies on management of its affiliates to provide it with accurate financial information prepared in accordance with GAAP that the Company uses in the application of the equity method.
−Removed: In addition, Liberty Broadband relies on the audit reports that are provided by the affiliates’ independent auditors on the financial statements of such affiliate.
−Removed: The Company is not aware, however, of any errors in or possible misstatements of the financial information provided by its equity affiliates that would have a material effect on Liberty Broadband’s consolidated financial statements.
−Removed: See note 7 for additional discussion regarding our investment in Charter.
−Removed: Other Investments
−Removed: All marketable equity and debt securities held by the Company are carried at fair value, generally based on quoted market prices and changes in the fair value of such securities are reported in realized and unrealized gain (losses) on financial instruments in the accompanying consolidated statements of operations.
−Removed: The Company elected the measurement alternative (defined as the cost of the security, adjusted for changes in fair value when there are observable prices, less impairments) for its equity securities without readily determinable fair values.
−Removed: The Company performs a qualitative assessment each reporting period for its equity securities without readily determinable fair values to identify whether an equity security could be impaired.
−Removed: When the Company’s qualitative assessment indicates that an impairment could exist, it estimates the fair value of the investment and to the extent the fair value is less than the carrying value, it records the difference as an impairment in the consolidated statements of operations.
−Removed: Property and Equipment
−Removed: Property and equipment is stated at depreciated cost less impairments, if any.
−Removed: Construction costs of facilities are capitalized.
−Removed: Construction in progress represents transmission equipment and support equipment and systems not placed in service on December 31, 2020, that management intends to place in service when the assets are ready for their intended use.
−Removed: Depreciation is computed using the straight-line method based upon the shorter of the estimated useful lives of the assets or the lease term, if applicable.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Net property and equipment consists of the following:
−Removed: amounts in thousands
−Removed: Buildings ( 25 years )
−Removed: Telephony transmission equipment and distribution facilities ( 5 - 20 years )
−Removed: Cable transmission equipment and distribution facilities ( 5 - 30 years )
−Removed: Support equipment and systems ( 3 - 20 years )
−Removed: Fiber optic cable systems ( 15 - 25 years )
−Removed: Other ( 2 - 20 years )
−Removed: Construction in progress
−Removed: Less accumulated depreciation
−Removed: Property and equipment, net
−Removed: Depreciation of property and equipment under finance leases is included in depreciation and amortization expense in the consolidated statements of operations.
−Removed: Depreciation expense for the years ended December 31, 2020, 2019 and 2018 was $ 9,300 thousand, $ 92 thousand and $ 200 thousand, respectively.
−Removed: Repairs and maintenance are charged to expense as incurred.
−Removed: Expenditures for major renewals and betterments are capitalized.
−Removed: Accumulated depreciation is removed and gains or losses are recognized at the time of sales or other dispositions of property and equipment.
−Removed: Material interest costs incurred during the construction period of non-software capital projects are capitalized.
−Removed: Interest is capitalized in the period commencing with the first expenditure for a qualifying capital project and ending when the capital project is substantially complete and ready for its intended use.
−Removed: Capitalized interest costs were $ 145 thousand and zero for the years ended December 31, 2020 and 2019, respectively.
−Removed: Impairment of Long-lived Assets
−Removed: The Company periodically reviews the carrying amounts of its property and equipment and its intangible assets (other than goodwill and indefinite-lived intangible assets) to determine whether current events or circumstances indicate that such carrying amounts may not be recoverable.
−Removed: If the carrying amount of the asset group is greater than the expected undiscounted cash flows to be generated by such asset group, including its ultimate disposition, an impairment adjustment is to be recognized.
−Removed: Such adjustment is measured by the amount that the carrying value of such asset groups exceeds their fair value.
−Removed: The Company generally measures fair value by considering sale prices for similar asset groups or by discounting estimated future cash flows using an appropriate discount rate.
−Removed: Considerable management judgment is necessary to estimate the fair value of asset groups.
−Removed: Accordingly, actual results could vary significantly from such estimates.
−Removed: Asset groups to be disposed of are carried at the lower of their financial statement carrying amount or fair value less costs to sell.
−Removed: Asset Retirement Obligations
−Removed: The Company records the fair value of a liability for an asset retirement obligation in the period in which it is incurred in Other liabilities in the consolidated balance sheet.
−Removed: When the liability is initially recorded, the Company capitalizes a cost by increasing the carrying amount of the related long-lived asset.
−Removed: In periods subsequent to initial measurement, changes in the liability for an asset retirement obligation resulting from revisions to either the timing or the amount of the original estimate of undiscounted cash flows are recognized.
−Removed: Over time, the liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset.
−Removed: Upon settlement of the liability, the Company either settles the obligation for its recorded amount or incurs a gain or loss upon settlement.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: The majority of the Company’s asset retirement obligations are the estimated cost to remove telephony transmission equipment and support equipment from leased property.
−Removed: The asset retirement obligation is in Other liabilities in the consolidated balance sheets.
−Removed: Following is a reconciliation of the beginning and ending aggregate carrying amounts of the liability for asset retirement obligations (amounts in thousands):
−Removed: Balance at December 31, 2019
−Removed: Liability acquired
−Removed: Accretion expense
−Removed: Liability settled
−Removed: Balance at December 31, 2020
−Removed: Certain of the Company’s network facilities are on property that requires it to have a permit and the permit contains provisions requiring the Company to remove its network facilities in the event the permit is not renewed.
−Removed: The Company expects to continually renew its permits and therefore cannot estimate any liabilities associated with such agreements.
−Removed: A remote possibility exists that the Company would not be able to successfully renew a permit, which could result in it incurring significant expense in complying with restoration or removal provisions.
−Removed: Intangible Assets
−Removed: Internally used software, whether developed or purchased and installed as is, is capitalized and amortized using the straight-line method over an estimated useful life of three to five years .
−Removed: The Company capitalizes certain costs associated with internally developed software such as payroll costs of employees devoting time to the projects, external direct costs for materials and services, and interest costs incurred.
−Removed: Costs associated with internally developed software to be used internally are expensed until the point the project has reached the development stage.
−Removed: Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they allow the software to perform a task it previously did not perform.
−Removed: Software maintenance and training costs are expensed in the period in which they are incurred.
−Removed: The capitalization of software requires judgment in determining when a project has reached the development stage.
−Removed: The Company has Software as a Service ("SaaS") arrangements which are accounted for as service agreements, and are not capitalized.
−Removed: Internal and other third party costs for SaaS arrangements are expensed as incurred.
−Removed: Data migration costs for such arrangements are expensed consistent with the same type of costs for internally developed and modified software.
−Removed: Additionally, configuration costs paid to the vendor are recorded as a prepaid expense and expensed over the term of the SaaS arrangement.
−Removed: Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment upon certain triggering events.
−Removed: Intangible assets with estimable useful lives are being amortized over 1 to 16 year periods with a weighted-average life of 13 years .
−Removed: Goodwill, cable certificates (certificates of convenience and public necessity) and other intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually.
−Removed: Cable certificates represent certain perpetual operating rights to provide cable services.
−Removed: Goodwill represents the excess of cost over fair value of net assets acquired in connection with a business acquisition.
−Removed: The Company’s annual impairment assessment of its indefinite-lived intangible assets is performed during the fourth quarter of each year.
−Removed: The accounting guidance allows entities the option to perform a qualitative impairment test for goodwill.
−Removed: The entity may resume performing the quantitative assessment in any subsequent period.
−Removed: In evaluating goodwill on a qualitative basis, the Company reviews the business performance of each reporting unit and evaluates other relevant factors as identified in the relevant accounting guidance to determine whether it was more likely than not that an indicated impairment exists for any of its reporting units.
−Removed: The Company considers whether there are any negative macroeconomic conditions, industry specific conditions, market changes, increased competition, increased costs in doing business, management challenges, the legal environments and how these factors might impact company specific performance in future periods.
−Removed: As part of the analysis the Company also considers fair
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: value determinations for certain reporting units that have been made at various points throughout the current year and prior year for other purposes.
−Removed: If based on the qualitative analysis it is more likely than not that an impairment exists, the Company performs the quantitative impairment test.
−Removed: The quantitative goodwill impairment test compares the estimated fair value of a reporting unit to its carrying value and to the extent the carrying value is greater than the fair value, the difference is recorded as an impairment in the consolidated statements of operations.
−Removed: Developing estimates of fair value requires significant judgments, including making assumptions about appropriate discount rates, perpetual growth rates, relevant comparable market multiples, public trading prices and the amount and timing of expected future cash flows.
−Removed: The cash flows employed in the Company’s valuation analyses are based on management’s best estimates considering current marketplace factors and risks as well as assumptions of growth rates in future years.
−Removed: There is no assurance that actual results in the future will approximate these forecasts.
−Removed: The accounting guidance also permits entities to first perform a qualitative assessment to determine whether it is more likely than not that an indefinite-lived intangible asset, other than goodwill, is impaired.
−Removed: The accounting guidance also allows entities the option to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to the quantitative impairment test.
−Removed: The entity may resume performing the qualitative assessment in any subsequent period.
−Removed: If the qualitative assessment supports that it is more likely than not that the carrying value of the Company’s indefinite-lived intangible assets, other than goodwill, exceeds its fair value, then a quantitative assessment is performed.
−Removed: If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.
−Removed: Foreign Currency Translation and Transaction Gains and Losses
−Removed: The functional currency of the Company is the United States (“U.S.”) dollar.
−Removed: Transactions denominated in currencies other than the functional currency are recorded based on exchange rates at the time such transactions arise.
−Removed: Subsequent changes in exchange rates result in transaction gains and losses which are reflected in the accompanying consolidated statements of operations and comprehensive earnings (loss) as unrealized (based on the applicable period end exchange rate) or realized upon settlement of the transactions.
−Removed: Revenue Recognition
−Removed: Revenue is measured based on consideration specified in a contract with a customer and excludes any sales incentives and amounts collected on behalf of third parties.
−Removed: GCI Holdings recognizes revenue when it satisfies a performance obligation by transferring control of a product or service to a customer.
−Removed: Substantially all of GCI Holding’s revenue is earned from services transferred over time.
−Removed: If at contract inception, GCI Holdings determines the time period between when it transfers a promised good or service to a customer and when the customer pays for that good or service is one year or less, it does not adjust the promised amount of consideration for the effects of a significant financing component.
−Removed: Certain of GCI Holding’s customers have guaranteed levels of service.
−Removed: If an interruption in service occurs, GCI Holdings does not recognize revenue for any portion of the monthly service fee that will be refunded to the customer or not billed to the customer due to these service level agreements.
−Removed: Taxes assessed by a governmental authority that are both imposed on, and concurrent with, a specific revenue-producing transaction that are collected by GCI Holdings from a customer, are excluded from revenue from contracts with customers.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Nature of Services and Products
−Removed: Wireless revenue is generated by providing access to, and usage of GCI Holding’s network by consumer, business, and wholesale carrier customers.
−Removed: Additionally, GCI Holdings generates revenue by selling wireless equipment such as handsets and tablets.
−Removed: In general, access revenue is billed in advance, recorded as deferred revenue on the balance sheet, and recognized as the associated services are provided to the customer.
−Removed: Equipment sales revenue associated with the sale of wireless devices and accessories is generally recognized when the products are delivered to and control transfers to the customer.
−Removed: Consideration received from the customer is allocated to the service and products based on stand-alone selling prices when purchased together.
−Removed: New and existing wireless customers have the option to participate in Upgrade Now, a program that provides eligible customers with the ability to purchase certain wireless devices in installments over a period of up to 24 months .
−Removed: Participating customers have the right to trade-in the original equipment for a new device after making the equivalent of 12 monthly installment payments, provided their handset is in good working condition.
−Removed: Upon upgrade, the outstanding balance of the wireless equipment installment plan is exchanged for the used handset.
−Removed: GCI Holdings accounts for this upgrade option as a right of return with a reduction of Revenue and Operating expense for handsets expected to be upgraded based on historical data.
−Removed: Data revenue is generated by providing data network access, high-speed internet services, and product sales.
−Removed: Monthly service revenue for data network access and high-speed internet services is billed in advance, recorded as deferred revenue on the balance sheet, and recognized as the associated services are provided to the customer.
−Removed: Internet service excess usage revenue is recognized when the services are provided.
−Removed: GCI Holdings recognizes revenue for product sales when a customer takes possession of the equipment.
−Removed: GCI Holdings provides telecommunications engineering services on a time and materials basis.
−Removed: Revenue is recognized for these services as-invoiced.
−Removed: Video revenue is generated primarily from residential and business customers that subscribe to GCI Holding’s cable video plans.
−Removed: Video revenue is billed in advance, recorded as deferred revenue on the balance sheet, and recognized as the associated services are provided to the customer.
−Removed: Voice revenue is for fixed monthly fees for voice plans as well as usage based fees for long-distance service usage.
−Removed: Voice plan fees are billed in advance, recorded as deferred revenue on the balance sheet, and recognized as the associated services are provided to the customer.
−Removed: Usage based fees are recognized as services are provided.
−Removed: Arrangements with Multiple Performance Obligations
−Removed: Contracts with customers may include multiple performance obligations as customers purchase multiple services and products within those contracts.
−Removed: For such arrangements, revenue is allocated to each performance obligation based on the relative standalone selling price for each service or product within the contract.
−Removed: Standalone selling prices are generally determined based on the prices charged to customers.
−Removed: Significant Judgments
−Removed: Some contracts with customers include variable consideration, and may require significant judgment to determine the total transaction price, which impacts the amount and timing of revenue recognized.
−Removed: GCI Holdings uses historical customer data to estimate the amount of variable consideration included in the total transaction price and reassess its estimate at each reporting
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Any change in the total transaction price due to a change in the estimated variable consideration is allocated to the performance obligations on the same basis as at contract inception.
−Removed: Any portion of a change in transaction price that is allocated to a satisfied or partially satisfied performance obligation is recognized as revenue (or a reduction in revenue) in the period of the transaction price change.
−Removed: Variable consideration has been constrained to reduce the likelihood of a significant revenue reversal.
−Removed: Often contracts with customers include promises to transfer multiple products and services to a customer.
−Removed: Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment.
−Removed: Judgment is required to determine the standalone selling price for each distinct performance obligation.
−Removed: Services and products are generally sold separately, and help establish standalone selling price for services and products GCI Holdings provides.
−Removed: Skyhook earns revenue from the sale and integration of its Precision Location Solution (including the licensing of software and data components that make up that solution).
−Removed: In addition, Skyhook earns revenue through entering into licensing agreements with companies to utilize its underlying intellectual property.
−Removed: Revenue is recognized upon transfer of control of promised products or services to its customers in an amount that reflects the consideration expected to be received in exchange for those products and services.
−Removed: Skyhook sells its Precision Location Solution via fixed fee, usage basis or revenue share licensing arrangements.
−Removed: Revenue for fixed fee arrangements is recognized on a straight-line basis over the performance period.
−Removed: Revenue for usage based contracts or revenue share arrangements is recognized upon transfer of the service to its customers.
−Removed: Contracts with customers often include multiple products and services, which in general are not distinct within the context of the contract.
−Removed: Transaction prices of individual products and services are not allocated to specific performance obligations and are recognized ratably.
−Removed: Skyhook recognizes fees received from intellectual property licensing at the inception of a license term for perpetual licenses when there are no ongoing performance obligations.
−Removed: Revenue recognition is deferred when there are ongoing performance obligations.
−Removed: In such circumstances, revenue would be allocated to the performance obligation and recognized upon the transfer of control of the promised product or service.
−Removed: Skyhook excludes all taxes assessed by a governmental authority from the measurement of the transaction price.
−Removed: Skyhook estimates variable consideration at the most likely amount to which it expects to be entitled.
−Removed: The estimate of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of its anticipated performance and all historical, current and forecast information that is reasonably available to it.
−Removed: Remaining Performance Obligations
−Removed: The Company expects to recognize revenue in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of December 31, 2020 of $ 256.4 million in 2021 , $ 156.3 million in 2022 , $ 62.5 million in 2023 , $ 23.9 million in 2024 and $ 51.3 million in 2025 and thereafter.
−Removed: The Company applies certain practical expedients as permitted and does not disclose information about remaining performance obligations that have original expected durations of one year or less, information about revenue remaining from usage based performance obligations that are recognized over time as-invoiced, or variable consideration allocated to wholly unsatisfied performance obligations.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Contract Balances
−Removed: The Company had receivables of $ 350.7 million at December 31, 2020, the long-term portion of which are included in Other assets, net.
−Removed: The Company had deferred revenue of $ 34.4 million at December 31, 2020, the long-term portion of which are included in Other liabilities.
−Removed: The receivables and deferred revenue are only from contracts with customers.
−Removed: GCI Holding’s customers generally pay for services in advance of the performance obligation and therefore these prepayments are recorded as deferred revenue.
−Removed: The deferred revenue is recognized as revenue in the accompanying consolidated statements of operations as the services are provided.
−Removed: Changes in the contract liability balance for the Company during 2020 was not materially impacted by other factors.
−Removed: Assets Recognized from the Costs to Obtain a Contract with a Customer
−Removed: Management expects that incremental commission fees paid to intermediaries as a result of obtaining customer contracts are recoverable and therefore the Company capitalizes them as contract costs.
−Removed: Capitalized commission fees are amortized based on the transfer of goods or services to which the assets relate which typically range from two to five years , and are included in Selling, general, and administrative expenses.
−Removed: The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that otherwise would have recognized is one year or less.
−Removed: These costs are included in Selling, general, and administrative expenses.
−Removed: Revenue from contracts with customers, classified by customer type and significant service offerings follows:
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Consumer Revenue
−Removed: Business Revenue
−Removed: Lease, grant, and revenue from subsidies
−Removed: Total GCI Holdings
−Removed: Corporate and other
−Removed: Stock-Based Compensation
−Removed: As more fully described in note 13, Liberty Broadband has granted to its directors, employees and employees of certain of its subsidiaries, restricted stock and stock options to purchase shares of Liberty Broadband common stock (collectively, “Awards”).
−Removed: Liberty Broadband measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the grant-date fair value of the Award, and recognizes that cost over the period
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: during which the employee is required to provide service (usually the vesting period of the Award).
−Removed: Liberty Broadband measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and remeasures the fair value of the Award at each reporting date.
−Removed: Additionally, Skyhook sponsors long-term incentive plans (“LTIPs”) which provide for the granting of phantom stock units (“PSUs”), and phantom stock appreciation rights (“PARs”) to employees, directors, and consultants of Skyhook.
−Removed: Skyhook measures the cost of employee services received in exchange for awards of equity instruments based on the grant-date fair value of the award and recognizes that cost ratably over the period during which the employee is required to provide service (usually the vesting period of the award).
−Removed: Skyhook measures the cost of employee services received in exchange for awards of liability instruments (such as PSUs and PARs that will be settled in cash) based on the current fair value of the award, and remeasures the fair value of the award at each reporting date.
−Removed: The consolidated statements of operations includes stock-based compensation related to Skyhook awards.
−Removed: The Company accounts for income taxes using the asset and liability method.
−Removed: Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts and income tax bases of assets and liabilities and the expected benefits of utilizing net operating loss and tax credit carryforwards.
−Removed: The deferred tax assets and liabilities are calculated using enacted tax rates in effect for each taxing jurisdiction in which the Company operates for the year in which those temporary differences are expected to be recovered or settled.
−Removed: Net deferred tax assets are then reduced by a valuation allowance if the Company believes it more likely than not that such net deferred tax assets will not be realized.
−Removed: We consider all relevant factors when assessing the likelihood of future realization of our deferred tax assets, including our recent earnings experience by jurisdiction, expectations of future taxable income, and the carryforward periods available to us for tax reporting purposes, as well as assessing available tax planning strategies.
−Removed: The effect on deferred tax assets and liabilities of an enacted change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date.
−Removed: Due to inherent complexities arising from the nature of our businesses, future changes in income tax law, tax sharing agreements or variances between our actual and anticipated operating results, we make certain judgments and estimates.
−Removed: Therefore, actual income taxes could materially vary from these estimates.
−Removed: When the tax law requires interest to be paid on an underpayment of income taxes, the Company recognizes interest expense from the first period the interest would begin accruing according to the relevant tax law.
−Removed: Such interest expense is included in interest expense in the accompanying consolidated statements of operations.
−Removed: Any accrual of penalties related to underpayment of income taxes on uncertain tax positions is included in other income (expense) in the accompanying consolidated statements of operations.
−Removed: We recognize in our consolidated financial statements the impact of a tax position, if that position is more likely than not to be sustained upon an examination, based on the technical merits of the position.
−Removed: Certain Risks and Concentrations
−Removed: GCI Holdings offers wireless and wireline telecommunication services, data services, video services, and managed services to customers primarily throughout Alaska.
−Removed: Because of this geographic concentration, growth of GCI Holdings’ business and operations depends upon economic conditions in Alaska.
−Removed: GCI Holdings receives support from each of the various Universal Service Fund ("USF") programs:
−Removed: rural health care, schools and libraries, high-cost, and lifeline.
−Removed: The programs are subject to change by regulatory actions taken by the Federal Communications Commission ("FCC") or legislative actions, therefore, changes to the programs could result in a material decrease in revenue that the Company has recorded.
−Removed: Historical revenue recognized from the programs was 29 % and 24 % of GCI Holdings’ revenue for the year ended December 31, 2020 and 2019, respectively.
−Removed: The Company had USF net receivables of $ 280.5 million at December 31, 2020.
−Removed: See note 15 for more information regarding the rural health care receivables.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: The Skyhook business is subject to certain risks and concentrations including dependence on relationships with its customers.
−Removed: Skyhook’s largest customers, that accounted for greater than 10% of revenue, aggregated 58 % of total revenue for both the years ended December 31, 2020 and 2019 and 66 % for the year ended December 31, 2018.
−Removed: Contingent Liabilities
−Removed: Periodically, we review the status of all significant outstanding matters to assess any potential financial exposure.
−Removed: When (i) a liability has been incurred and (ii) the amount of the loss can be reasonably estimated, we record the estimated loss in our consolidated statements of operations.
−Removed: We provide disclosure in the notes to the consolidated financial statements for loss contingencies that do not meet both these conditions if there is a reasonable possibility that a loss may have been incurred that would be material to the financial statements.
−Removed: Significant judgment is required to determine the probability that a liability has been incurred and whether such liability is reasonably estimable.
−Removed: We base accruals made on the best information available at the time which can be highly subjective.
−Removed: The final outcome of these matters could vary significantly from the amounts included in the accompanying consolidated financial statements.
−Removed: Comprehensive Earnings (Loss)
−Removed: Comprehensive earnings (loss) consists of net earnings (loss), cumulative foreign currency translation adjustments, comprehensive earnings (loss) attributable to debt credit risk adjustments and the Company’s share of the comprehensive earnings (loss) of our equity method affiliate.
−Removed: Earnings per Share (EPS)
−Removed: Basic earnings (loss) per common share (“EPS”) is computed by dividing net earnings (loss) by the weighted average number of common shares outstanding for the period.
−Removed: Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented.
−Removed: Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.
−Removed: Years ended December 31,
−Removed: number of shares in thousands
−Removed: Potentially dilutive shares
−Removed: Potential common shares excluded from diluted EPS because their inclusion would be antidilutive for the years ended December 31, 2020, 2019 and 2018 are approximately 694 thousand, 309 thousand and 10 thousand, respectively.
−Removed: Reclassifications
−Removed: Reclassifications have been made to the prior years’ consolidated financial statements to conform to the classifications used in the current year.
−Removed: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.
−Removed: Actual results could differ from those estimates.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: considers (i) the application of the equity method of accounting for its affiliates, (ii) non-recurring fair value measurements of non-financial instruments and (iii) accounting for income taxes to be its most significant estimates.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: (4) Supplemental Disclosures to Consolidated Statements of Cash Flows
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Cash paid for acquisitions:
−Removed: Property and equipment
−Removed: Investment in Charter
−Removed: Intangible assets not subject to amortization
−Removed: Intangible assets subject to amortization
−Removed: Receivables and other assets
−Removed: Net liabilities assumed
−Removed: ( 3,728,967 )
−Removed: Deferred tax assets (liabilities)
−Removed: ( 1,026,424 )
−Removed: Noncontrolling interests
−Removed: Fair value of equity consideration
−Removed: ( 3,059,949 )
−Removed: Cash paid (received) for acquisitions, net of cash acquired
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Cash paid for interest
−Removed: Cash paid (received) for taxes
−Removed: The following table reconciles cash and cash equivalents and restricted cash reported in the Company’s consolidated balance sheets to the total amount presented in its consolidated statements of cash flows:
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Cash and cash equivalents
−Removed: Restricted cash included in other current assets
−Removed: Total cash and cash equivalents and restricted cash at end of period
−Removed: Restricted cash primarily relates to cash restricted for use on GCI Holdings’ various arrangements under the New Markets Tax Credits program to help fund various projects that extended terrestrial broadband service for the first time to rural Northwestern Alaska communities via a high capacity hybrid fiber optic and microwave network.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: (5) Acquisition
−Removed: On December 18, 2020, the Company completed the Combination with GCI Liberty.
−Removed: The Company accounted for the Combination using the acquisition method of accounting.
−Removed: The following details the acquisition consideration as of December 18, 2020 (amounts in thousands), which is primarily based on level 1 inputs:
−Removed: Fair value of newly issued Liberty Broadband Series C and B common stock 1
−Removed: Fair value of newly issued Liberty Broadband Preferred Stock 2
−Removed: Fair value of share-based payment replacement awards 3
−Removed: Total fair value of consideration
−Removed: Fair value of Liberty Broadband shares attributable to share repurchase 4
−Removed: ( 6,738,609 )
−Removed: Total fair value of consideration attributable to business combination
−Removed: Fair value of newly issued Liberty Broadband Preferred Stock 2
−Removed: Fair value of share-based payment replacement awards accounted for as liability awards
−Removed: Total fair value of acquisition consideration to be allocated
−Removed: (1) The fair value of newly issued Series C and B Liberty Broadband common stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Series A and B common stock as of December 18, 2020 (ii) the exchange ratio of 0.580 , and (iii) the closing share price of Liberty Broadband Series C and B common stock on December 18, 2020.
−Removed: Liberty Broadband issued 61.3 million shares of Series C common stock and 98 thousand shares of Series B common stock.
−Removed: (2) The fair value of the newly issued Liberty Broadband Preferred Stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Preferred Stock as of December 18, 2020, and (ii) the closing share price of GCI Liberty Preferred Stock on December 18, 2020.
−Removed: The GCI Liberty Preferred Stock was converted on a one to one ratio into Liberty Broadband Preferred Stock.
−Removed: (3) This amount represents the fair value of share-based payment replacement awards.
−Removed: (4) GCI Liberty owned approximately 42.7 million shares of Liberty Broadband Series C common stock.
−Removed: The acquisition of Liberty Broadband Series C common stock is accounted for as a share repurchase by Liberty Broadband.
−Removed: This amount was calculated by multiplying (i) the number of shares of Liberty Broadband Series C common stock owned by GCI Liberty as of December 18, 2020 and (ii) the closing share price of Liberty Broadband Series C common stock on December 18, 2020.
−Removed: The application of the acquisition method resulted in the assignment of purchase price to the GCI Liberty assets acquired and liabilities assumed based on preliminary estimates of their acquisition date fair values (primarily level 3).
−Removed: The determination of the fair values of the acquired assets and liabilities (and the determination of estimated lives of depreciable tangible and identifiable intangible assets) requires significant judgment.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: The preliminary acquisition purchase price allocation for GCI Liberty is as follows (amounts in thousands):
−Removed: Cash and cash equivalents including restricted cash
−Removed: Property and equipment
−Removed: Investment in Charter
−Removed: Intangible assets not subject to amortization
−Removed: Intangible assets subject to amortization
−Removed: Deferred revenue
−Removed: Debt, including obligations under tower and finance leases
−Removed: ( 2,772,147 )
−Removed: Indemnification liability
−Removed: Deferred income tax liabilities
−Removed: ( 1,026,424 )
−Removed: Preferred stock
−Removed: Non-controlling interest
−Removed: Other liabilities
−Removed: Goodwill is calculated as the excess of the consideration transferred over the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce, value associated with future customers, continued innovation and non-contractual relationships.
−Removed: Amortizable intangible assets of $ 674 million were acquired and are comprised of customer relationships with a weighted average useful life of approximately 14 years and right-to-use assets with a weighted average useful life of 12 years .
−Removed: Approximately $ 134.3 million of the acquired goodwill will be deductible for income tax purposes.
−Removed: As of December 31, 2020, the valuation related to the acquisition of GCI Liberty is not final, and the acquisition price allocation is preliminary and subject to revision.
−Removed: The primary areas of the acquisition price allocation that are not yet finalized are related to property and equipment, intangible assets, liabilities, deferred income tax liabilities, and discount rates used to determine the fair value of intangible assets.
−Removed: Since the date of the acquisition, included in net earnings (loss) attributable to Liberty Broadband shareholders for the year ended December 31, 2020 is $ 28.0 million in earnings related to GCI Liberty.
−Removed: The unaudited pro forma revenue, net earnings and basic and diluted net earnings per common share of Liberty Broadband, prepared utilizing the historical financial statements of Liberty Broadband, giving effect to acquisition accounting related adjustments made at the time of acquisition, as if the acquisition discussed above occurred on January 1, 2019, are as follows:
−Removed: Years ended December 31,
−Removed: amounts in thousands, except
−Removed: per share amounts
−Removed: Net earnings (loss)
−Removed: Net earnings (loss) attributable to Liberty Broadband shareholders
−Removed: Basic net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share
−Removed: Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share
−Removed: The pro forma results include adjustments directly attributable to the business combination including adjustments related to the amortization of acquired tangible and intangible assets, revenue, interest expense, stock-based compensation, and the exclusion of transaction related costs.
−Removed: The pro forma information is not representative of the Company’s future results of
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: operations nor does it reflect what the Company’s results of operations would have been if the acquisition had occurred previously and the Company consolidated the results of GCI Liberty during the periods presented.
−Removed: (6) Assets and Liabilities Measured at Fair Value
−Removed: For assets and liabilities required to be reported at fair value, GAAP provides a hierarchy that prioritizes inputs to valuation techniques used to measure fair value into three broad levels.
−Removed: Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
−Removed: Level 2 inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, either directly or indirectly.
−Removed: Level 3 inputs are unobservable inputs for the asset or liability.
−Removed: The Company does not have any recurring assets or liabilities measured at fair value that would be considered Level 3.
−Removed: The Company’s assets and liabilities measured at fair value are as follows:
−Removed: December 31, 2020
−Removed: December 31, 2019
−Removed: Quoted prices
−Removed: Quoted prices
−Removed: identical assets
−Removed: identical assets
−Removed: amounts in thousands
−Removed: Cash equivalents
−Removed: Indemnification obligation
−Removed: Exchangeable senior debentures
−Removed: Pursuant to an indemnification agreement initially entered into by GCI Liberty and assumed by Liberty Broadband in connection with the Combination, Liberty Broadband has agreed to indemnify Liberty Interactive LLC (“LI LLC”), a subsidiary of Qurate Retail, for certain payments made to holders of LI LLC’s 1.75 % exchangeable debentures due 2046 (the "
−Removed: 1.75 % Exchangeable Debentures").
−Removed: An indemnity obligation in the amount of $ 336.1 million was recorded upon completion of the Combination.
−Removed: The indemnification liability due to LI LLC pertains to the holders’ ability to exercise their exchange right according to the terms of the 1.75 % Exchangeable Debentures on or before October 5, 2023.
−Removed: Such amount will equal the difference between the exchange value and par value of the 1.75 % Exchangeable Debentures at the time the exchange occurs.
−Removed: The indemnification obligation recorded in the consolidated balance sheets as of December 31, 2020 represents the fair value of the estimated exchange feature included in the 1.75 % Exchangeable Debentures primarily based on observable market data as significant inputs (Level 2).
−Removed: As of December 31, 2020, a holder of the 1.75 % Exchangeable Debentures has the ability to exchange and, accordingly, such indemnification obligation is included as a current liability in the Company’s consolidated balance sheets.
−Removed: The Company’s exchangeable senior debentures are debt instruments with quoted market value prices that are not considered to be traded on “active markets”, as defined in GAAP, and are reported in the foregoing table as Level 2 fair value.
−Removed: Other Financial Instruments
−Removed: Other financial instruments not measured at fair value on a recurring basis include trade receivables, trade payables, accrued and other current liabilities, current portion of debt (with the exception of the 1.75 % Debentures (defined in note 9)) and long-term debt (with the exception of the 1.25 % Debentures and the 2.75 % Debentures (defined in note 9)) .
−Removed: With the exception of long-term debt, the carrying amount approximates fair value due to the short maturity of these instruments as reported on our consolidated balance sheets.
−Removed: The carrying value of our long-term debt bears interest at a variable rate and therefore is also considered to approximate fair value.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Realized and Unrealized Gains (Losses) on Financial Instruments
−Removed: Realized and unrealized gains (losses) on financial instruments are comprised of changes in the fair value of the following:
−Removed: Years ended December 31,
−Removed: (amounts in thousands)
−Removed: Indemnification obligation
−Removed: Exchangeable senior debentures (1)
−Removed: (1) The Company has elected to account for its exchangeable senior debentures using the fair value option.
−Removed: Changes in the fair value of the exchangeable senior debentures recognized in the consolidated statements of operations are primarily due to market factors driven by changes in the fair value of the underlying shares into which debt is exchangeable.
−Removed: The Company isolates the portion of the unrealized gain (loss) attributable to the change in the instrument specific credit risk and recognizes such amount in other comprehensive income.
−Removed: The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk before tax was a gain of $ 7.3 million for the year ended December 31, 2020.
−Removed: The cumulative change was a gain of $ 7.3 million as of December 31, 2020.
−Removed: (7) Investment in Affiliates Accounted for Using the Equity Method
−Removed: Through a number of prior years’ transactions and the Combination, Liberty Broadband has acquired an interest in Charter.
−Removed: The investment in Charter is accounted for as an equity method affiliate based on our voting and ownership interest and the board seats held by individuals appointed by Liberty Broadband.
−Removed: As of December 31, 2020, the carrying and market value of Liberty Broadband’s ownership in Charter was approximately $ 16,179 million and $ 39,340 million, respectively.
−Removed: We own an approximate 30.7 % economic ownership interest in Charter, based on shares of Charter’s Class A common stock issued and outstanding as of December 31, 2020.
−Removed: Upon the closing of the Time Warner Cable merger, the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, by and among Charter, Liberty Broadband and Advance/Newhouse Partnership ("A/N"), as amended (the “Stockholders Agreement”), became fully effective.
−Removed: Pursuant to the Stockholders Agreement, Liberty Broadband’s equity ownership in Charter (on a fully diluted basis) is capped at the greater of 26 % or the Voting Cap (as defined below) (“Equity Cap”).
−Removed: Liberty Broadband’s overall voting interest ( 27.2 % at December 31, 2020) is diluted by the outstanding A/N interest in a subsidiary of Charter because the A/N interest has voting rights in Charter.
−Removed: Pursuant to the Stockholders Agreement, Liberty Broadband’s voting interest in Charter is capped at the greater of (x) 25.01 % (or 0.01 % above the person or group holding the highest voting percentage of Charter) and (y) 23.5 % increased one -for-one to a maximum of 35 % for each permanent reduction in A/N’s equity interest in Charter below 15 % (the “Voting Cap”).
−Removed: Therefore, our voting control of the aggregate voting power of Charter is 25.01 % and at any meeting of Charter's stockholders, subject to certain exceptions, any shares held by Liberty Broadband that exceed the Voting Cap are to be voted in the same proportion as all other votes cast with respect to the applicable matter (determined without inclusion of the votes cast by (x) Liberty Broadband or (y) any other person or group that beneficially owns voting securities representing 10 % or more of Charter's voting power), subject to the terms and conditions set forth in the Stockholders Agreement .
−Removed: Liberty Broadband is also party to a proxy agreement with A/N (the “A/N Proxy”), but as of December 31, 2020, due to Liberty Broadband's voting interest exceeding the Voting Cap, no shares subject to the A/N Proxy agreement were included in Liberty Broadband's voting power.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: In February 2021, Liberty Broadband was notified that its ownership interest, on a fully diluted basis, had exceeded the Equity Cap set forth in the Stockholders Agreement.
−Removed: On February 23, 2021, Charter and Liberty Broadband entered into a letter agreement in order to implement, facilitate and satisfy the terms of the Stockholders Agreement with respect to the Equity Cap .
−Removed: Pursuant to this letter agreement, following any month during which Charter purchases, redeems or buys back shares of its Class A common stock, and prior to certain meetings of Charter’s stockholders, Liberty Broadband will be obligated to sell to Charter, and Charter will be obligated to purchase, such number of shares of Class A common stock as is necessary (if any) to reduce Liberty Broadband’s percentage equity interest, on a fully diluted basis, to the Equity Cap (such transaction, a “Charter Repurchase”).
−Removed: The per share sale price for each share of Charter will be equal to the volume weighted average price paid by Charter in its repurchases, redemptions and buybacks of its common stock (subject to certain exceptions) during the month prior to the Charter Repurchase (or, if applicable, during the relevant period prior to the relevant meeting of Charter stockholders).
−Removed: Under the terms of the letter agreement, Liberty Broadband expects the first Charter Repurchase to occur in March 2021.
−Removed: During the year ended December 31, 2020, Liberty Broadband exercised its preemptive right to purchase an aggregate of approximately 35 thousand shares of Charter’s Class A common stock for an aggregate purchase price of $ 14.9 million.
−Removed: During the years ended December 31, 2020, 2019 and 2018, there were dilution losses of $ 184 million, $ 79 million, and $ 44 million, respectively, in the Company’s investment in Charter.
−Removed: The dilution losses are attributable to stock option exercises by employees and other third parties at prices below Liberty Broadband’s book basis per share.
−Removed: During the years ended December 31, 2020, 2019 and 2018, the Company recorded zero , $ 380 thousand and $ 172 thousand, respectively, of its share of Charter’s other comprehensive earnings (loss), net of income taxes.
−Removed: Charter records gains and losses related to the fair value of its interest rate swap agreements which qualify as hedging activities in other comprehensive earnings (loss).
−Removed: The pre-tax portion of Liberty Broadband’s share of Charter’s other comprehensive earnings was zero , $ 0.5 million and $ 0.2 million for the years ended December 31, 2020, 2019 and 2018, respectively.
−Removed: The excess basis has been allocated within memo accounts used for equity method accounting purposes as follows (amounts in millions):
−Removed: Years ended December 31,
−Removed: Property and equipment
−Removed: Customer relationships
−Removed: Franchise fees
−Removed: Deferred income tax liability
−Removed: Property and equipment and customer relationships have weighted average remaining useful lives of approximately 6 years and 10 years , respectively, and indefinite lives to franchise fees, trademarks and goodwill.
−Removed: The excess basis of outstanding debt is amortized over the contractual period using the straight-line method.
−Removed: The increase in excess basis for the year ended December 31, 2020, was primarily due to Charter’s share buyback program and the impact of the Combination.
−Removed: Included in our share of earnings from Charter of $ 713 million, $ 286 million and $ 166 million for the years ended December 31, 2020, 2019 and 2018, respectively, are $ 144 million, $ 124 million and $ 119 million, respectively, of losses, net of taxes, due to the amortization of the excess basis related to assets with identifiable useful lives and debt.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Accounting Changes
−Removed: Charter adopted the new leasing standard as of January 1, 2019, using the modified retrospective approach with a cumulative-effect adjustment recorded at the beginning of the period of adoption.
−Removed: The new standard resulted in the recording of leased assets and lease liabilities for Charter’s operating leases of approximately $ 1.1 billion and $ 1.2 billion, respectively, as of January 1, 2019.
−Removed: The difference between the leased assets and lease liabilities primarily represents the prior year end deferred rent liabilities balance, resulting from historical straight-lining of operating leases, which was effectively reclassified upon adoption to reduce the measurement of the leased assets.
−Removed: The adoption of the standard did not have a material impact on Charter’s shareholders equity, results from operations and cash flows.
−Removed: Summarized financial information for Charter is as follows:
−Removed: Consolidated Balance Sheets
−Removed: amounts in millions
−Removed: Current assets
−Removed: Property and equipment, net
−Removed: Intangible assets
−Removed: Current liabilities
−Removed: Deferred income taxes
−Removed: Long-term debt
−Removed: Other liabilities
−Removed: Total liabilities and equity
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Consolidated Statements of Operations
−Removed: Years ended December 31,
−Removed: amounts in millions
−Removed: Cost and expenses:
−Removed: Operating costs and expenses (excluding depreciation and amortization)
−Removed: Depreciation and amortization
−Removed: Other operating expenses, net
−Removed: Operating income
−Removed: Interest expense, net
−Removed: Loss on extinguishment of debt
−Removed: Other income (expense), net
−Removed: Income tax (expense) benefit
−Removed: Net earnings (loss)
−Removed: Net income attributable to noncontrolling interests
−Removed: Net Income (loss) attributable to Charter shareholders
−Removed: (8) Goodwill and Intangible Assets
−Removed: Goodwill and Indefinite Lived Assets
−Removed: Changes in the carrying amount of goodwill are as follows:
−Removed: Corporate and
−Removed: amounts in thousands
−Removed: Balance at December 31, 2018
−Removed: Balance at December 31, 2019
−Removed: Balance at December 31, 2020
−Removed: As of December 31, 2020, the Company’s accumulated goodwill impairment loss was $ 39.1 million.
−Removed: As presented in the accompanying consolidated balance sheets, cable certificates are the majority of the other significant indefinite lived intangible assets.
−Removed: Intangible Assets Subject to Amortization, net
−Removed: December 31, 2020
−Removed: December 31, 2019
−Removed: amounts in thousands
−Removed: Customer relationships
−Removed: Other amortizable intangibles
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Amortization expense for intangible assets with finite useful lives was $ 5.9 million, $ 1.8 million and $ 2.6 million for the years ended December 31, 2020, 2019 and 2018, respectively.
−Removed: Amortization expense for amortizable intangible assets for each of the five succeeding fiscal years is estimated to be (amounts in thousands):
−Removed: Years ending December 31,
−Removed: Debt is summarized as follows:
−Removed: Carrying value
−Removed: amounts in thousands
−Removed: Margin Loan Facility
−Removed: 2.75 % Exchangeable Senior Debentures due 2050
−Removed: 1.25 % Exchangeable Senior Debentures due 2050
−Removed: 1.75 % Exchangeable Senior Debentures due 2046
−Removed: Senior credit facility
−Removed: Wells Fargo note payable
−Removed: Deferred financing costs
−Removed: Debt classified as current
−Removed: Total long-term debt
−Removed: Margin Loan Facility
−Removed: On August 12, 2020, a bankruptcy remote wholly owned subsidiary of the Company (“SPV”), entered into Amendment No.
−Removed: 3 to its multi-draw margin loan credit facility and Amendment No.
−Removed: 2 to its Collateral Account Control Agreement (the “Third Amendment”), which amends SPV’s margin loan agreement, dated as of August 31, 2017 (as amended by Amendment No.
−Removed: 1 to Margin Loan Agreement, dated as of August 24, 2018, and as further amended by Amendment No.
−Removed: 2 to Margin Loan Agreement and Amendment No.
−Removed: 1 to Collateral Account Control Agreement, dated August 19, 2019, the “Existing Margin Loan Agreement”;
−Removed: the Existing Margin Loan Agreement, as amended by the Third Amendment, the “Margin Loan Agreement”), with Wilmington Trust, National Association, as the administrative agent, BNP Paribas, as the calculation agent, and the lenders party thereto.
−Removed: The Margin Loan Agreement provides for, among other things, a multi-draw term loan credit facility (the “Margin Loan Facility”) in an aggregate principal amount of up to $ 2.3 billion, including the Incremental Facility (as defined below).
−Removed: SPV’s obligations under the Margin Loan Facility are secured by first priority liens on the shares of Charter owned by SPV.
−Removed: SPV is permitted, subject to certain funding conditions, to borrow term loans up to an aggregate principal amount equal to $ 1.0 billion.
−Removed: Upon the completion of the Combination on December 18, 2020, SPV also has the ability to borrow up to $ 1.3
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: billion of additional loans under the Margin Loan Facility (the “Incremental Facility” and the loans made under the Incremental Facility, the “Additional Loans”).
−Removed: SPV drew down an additional $ 25 million on July 31, 2020 and an additional $ 100 million on August 20, 2020 on the Margin Loan Facility.
−Removed: Upon the completion of the Combination on December 18, 2020, SPV borrowed an additional $ 1.3 billion on the Margin Loan Facility in order to repay an existing margin loan at GCI Liberty.
−Removed: Outstanding borrowings under the respective margin loan agreements were $ 2.0 billion and $ 0.6 billion as of December 31, 2020 and December 31, 2019, respectively.
−Removed: As of December 31, 2020, SPV was permitted to borrow an additional $ 300 million, which may be drawn through August 12, 2021.
−Removed: The maturity date of the loans under the Margin Loan Agreement is August 24, 2022 (except for any Additional Loans incurred thereunder to the extent SPV and the incremental lenders agree to a later maturity date).
−Removed: Borrowings under the Margin Loan Agreement bear interest at the three-month LIBOR rate plus a per annum spread of 1.5 %, increasing to a per annum spread of 1.85 % from and after the completion of the Combination.
−Removed: The Margin Loan Agreement also provides for customary LIBOR replacement provisions.
−Removed: The Margin Loan Agreement contains various affirmative and negative covenants that restrict the activities of the SPV (and, in some cases, the Company and its subsidiaries with respect to shares of Charter owned by the Company and its subsidiaries).
−Removed: The Margin Loan Agreement does not include any financial covenants.
−Removed: The Margin Loan Agreement also contains restrictions related to additional indebtedness and events of default customary for margin loans of this type.
−Removed: SPV’s obligations under the Margin Loan Agreement are secured by first priority liens on a portion of the Company’s ownership interest in Charter, sufficient for SPV to meet the loan to value requirements under the Margin Loan Agreement.
−Removed: The Margin Loan Agreement indicates that no lender party shall have any voting rights with respect to the shares transferred, except to the extent that a lender party buys any shares in a sale or other disposition made pursuant to the terms of the loan agreements.
−Removed: As of December 31, 2020, 12.3 million shares of Charter with a value of $ 8.1 billion were pledged as collateral pursuant to the Margin Loan Agreement.
−Removed: Exchangeable Senior Debentures
−Removed: On August 27, 2020, the Company closed a private offering of $ 575 million aggregate original principal amount of its 2.75 % Exchangeable Senior Debentures due 2050 (the “ 2.75 % Debentures”), including debentures with an aggregate original principal amount of $ 75 million issued pursuant to the exercise of an option granted to the initial purchasers.
−Removed: Upon an exchange of 2.75 % Debentures, the Company, at its election, may deliver shares of Charter Class A common stock, the value thereof in cash, or any combination of shares of Charter Class A common stock and cash.
−Removed: Initially, 1.1661 shares of Charter Class A common stock are attributable to each $ 1,000 original principal amount of 2.75 % Debentures, representing an initial exchange price of approximately $ 857.56 for each share of Charter Class A common stock.
−Removed: A total of 670,507 shares of Charter Class A common stock are attributable to the 2.75 % Debentures.
−Removed: Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year, commencing December 31, 2020.
−Removed: The 2.75 % Debentures may be redeemed by the Company, in whole or in part, on or after October 5, 2023.
−Removed: Holders of the 2.75 % Debentures also have the right to require the Company to purchase their 2.75 % Debentures on October 5, 2023.
−Removed: The redemption and purchase price will generally equal 100 % of the adjusted principal amount of the 2.75 % Debentures plus accrued and unpaid interest to the redemption date, plus any final period distribution.
−Removed: As of December 31, 2020, a holder of the 2.75 % Debentures does not have the ability to exchange and, accordingly, the 2.75 % Debentures are classified as long-term debt in the consolidated balance sheets.
−Removed: On November 19, 2020, the Company closed a private offering of $ 825 million aggregate original principal amount of its 1.25 % Exchangeable Senior Debentures due 2050 (the “ 1.25 % Debentures), including debentures with an aggregate original principal amount of $ 75 million issued pursuant to the exercise of an option granted to the initial purchasers.
−Removed: Upon an exchange of 1.25 % Debentures, the Company, at its election, may deliver shares of Charter Class A common stock, the value thereof in cash, or any combination of shares of Charter Class A common stock and cash.
−Removed: Initially, 1.1111 shares of Charter Class A common stock are attributable to each $ 1,000 original principal amount of 1.25 % Debentures, representing an initial exchange price of approximately $ 900.00 for each share of Charter Class A common stock.
−Removed: A total of 916,657 shares of Charter Class A common stock are attributable to the 1.25 % Debentures.
−Removed: Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year, commencing March 31, 2021.
−Removed: The 1.25 % Debentures may be redeemed by the Company, in whole or in part, on or after October 5, 2023.
−Removed: Holders of the 1.25 % Debentures also have the right to require the Company to purchase their
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: debentures on October 5, 2023.
−Removed: The redemption and purchase price will generally equal 100 % of the adjusted principal amount of the 1.25 % Debentures plus accrued and unpaid interest to the redemption date, plus any final period distribution.
−Removed: As of December 31, 2020, a holder of the 1.25 % Debentures does not have the ability to exchange and, accordingly, the 1.25 % Debentures are classified as long-term debt in the consolidated balance sheets.
−Removed: In connection with the closing of the Combination on December 18, 2020, the Company assumed GCI Liberty’s outstanding approximately $ 14.5 million aggregate original principal 1.75 % exchangeable senior debentures due 2046 (the “ 1.75 % Debentures) at fair value.
−Removed: The total fair value of the acquired 1.75 % Debentures was approximately $ 26.1 million.
−Removed: The 1.75 % Debentures were initially issued on June 18, 2018 by GCI Liberty.
−Removed: Upon an exchange of 1.75 % Debentures, the Company, at its option, may deliver Charter Class A common stock, cash or a combination of Charter Class A common stock and cash.
−Removed: Initially, 2.6989 shares of Charter Class A common stock are attributable to each $ 1,000 principal amount of 1.75 % Debentures, representing an initial exchange price of approximately $ 370.52 for each share of Charter Class A common stock.
−Removed: A total of 39,231 shares of Charter Class A common stock are attributable to the 1.75 % Debentures.
−Removed: Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year.
−Removed: The 1.75 % Debentures may be redeemed by the Company, in whole or in part, on or after October 5, 2023.
−Removed: Holders of the 1.75 % Debentures also have the right to require the Company to purchase their debentures on October 5, 2023.
−Removed: The redemption and purchase price will generally equal 100 % of the adjusted principal amount of the 1.75 % Debentures plus accrued and unpaid interest.
−Removed: As of December 31, 2020, the holders of the 1.75 % Debentures will have the ability to exchange their debentures for the period from January 1, 2021 through March 31, 2021 given that the trading value of the reference shares exceeded 130 % of the par value for twenty of the last thirty trading days in the third quarter of 2020.
−Removed: Given the holders’ ability to exchange the debentures within a one-year period from the balance sheet date and the Company’s option to settle any exchange in cash, shares of Charter Class A common stock, or a combination of cash and shares of Charter Class A common stock, the 1.75 % Debentures have been classified as current within the consolidated balance sheets as of December 31, 2020.
−Removed: The Company elected to account for all exchangeable senior debentures at fair value in its consolidated financial statements.
−Removed: Accordingly, changes in the fair value of these instruments are recognized in unrealized gains (losses) in the accompanying consolidated statements of operations.
−Removed: See note 6 for information related to unrealized gains (losses) on debt measured at fair value.
−Removed: The Company reviews the terms of all the debentures on a quarterly basis to determine whether an event has occurred to require current classification on the consolidated balance sheets.
−Removed: In connection with the closing of the Combination on December 18, 2020, the Company assumed the outstanding $ 600.0 million 4.75 % senior notes due 2028 (the “Senior Notes”) from GCI, LLC, now a wholly-owned subsidiary of the Company.
−Removed: The Senior Notes were issued by GCI, LLC on October 7, 2020 and are unsecured.
−Removed: Interest on the Senior Notes is payable semi-annually in arrears.
−Removed: The Senior Notes are redeemable at the Company’s option, in whole or in part, at a redemption price defined in the respective indentures, and accrued and unpaid interest (if any) to the date of redemption.
−Removed: The Senior Notes are stated net of an aggregate unamortized premium of $ 35.7 million at December 31, 2020.
−Removed: Such premium is being amortized to interest expense in the accompanying consolidated statements of operations
−Removed: Senior Credit Facility
−Removed: In connection with the closing of the Combination on December 18, 2020, the Company assumed GCI, LLC’s outstanding Senior Credit Facility (as defined below).
−Removed: On October 15, 2020, GCI, LLC entered into a Seventh Amended and Restated Credit Agreement (the “Senior Credit Facility”), which includes a $ 550.0 million revolving credit facility, with a $ 25 million sub-limit for standby letters of credit, and a $ 400.0 million Term Loan B.
−Removed: The borrowings under the Senior Credit Facility bear interest at either the alternate base rate or LIBOR (based on an interest period selected by GCI, LLC of one month, two months, three months or six months) at the election of GCI, LLC in each case plus a margin.
−Removed: The revolving credit facility borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50 % and 1.75 % depending on GCI, LLC’s
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: total leverage ratio.
−Removed: The revolving credit facility borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50 % and 2.75 % depending on GCI, LLC’s total leverage ratio.
−Removed: Term Loan B borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin of 1.75 % .
−Removed: Term Loan B borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin of 2.75 % with a LIBOR floor of 0.75 % .
−Removed: The borrowings under the revolving credit facility and the Term Loan B are scheduled to mature on October 15, 2025;
−Removed: provided that, if the Term Loan B is not refinanced or repaid in full prior to April 15, 2025, then the borrowings under the revolving credit facility will mature on April 15, 2025.
−Removed: Principal payments are due quarterly on the Term Loan B equal to 0.25 % of the original principal amount.
−Removed: The loans are subject to customary mandatory prepayment provisions.
−Removed: Each loan may be prepaid at any time and from time to time without penalty other than customary breakage costs and, in the case of the Term Loan B, subject to a customary six month “soft call.” Any amounts prepaid on the revolving credit facility may be reborrowed.
−Removed: GCI, LLC’s Senior Credit Facility Total Leverage Ratio (as defined in the Senior Credit Facility) may not exceed 6.50 to 1.00, the Secured Leverage Ratio may not exceed 4.50 to 1.00 and the First Lien Leverage Ratio (as defined in the Senior Credit Facility) may not exceed 4.00 to 1.00.
−Removed: The terms of the Senior Credit Facility include customary representations and warranties, customary affirmative and negative covenants and customary events of default.
−Removed: At any time after the occurrence of an event of default under the Senior Credit Facility, the lenders may, among other options, declare any amounts outstanding under the Senior Credit Facility immediately due and payable and terminate any commitment to make further loans under the Senior Credit Facility.
−Removed: The obligations under the Senior Credit Facility are secured by a security interest on substantially all of the assets of GCI Holdings and the subsidiary guarantors, as defined in the Senior Credit Facility, and on the stock of GCI Holdings.
−Removed: As of December 31, 2020, there was $ 399.0 million outstanding under the Term Loan B, $ 305.0 million outstanding under the revolving portion of the Senior Credit Facility and $ 4.0 million in letters of credit under the Senior Credit Facility, leaving $ 241.0 million available for borrowing.
−Removed: Subsequent to December 31, 2020, GCI, LLC repaid $ 180 million on its revolving credit facility and completed an internal restructuring whereby GCI, LLC transferred the subsidiary that holds the Charter shares to Liberty Broadband parent.
−Removed: Wells Fargo Note Payable
−Removed: In connection with the closing of the Combination on December 18, 2020, the Company assumed GCI Holdings’ outstanding $ 6.4 million under its Wells Fargo Note Payable (as defined below).
−Removed: GCI Holdings issued a note to Wells Fargo that matures on July 15, 2029 and is payable in monthly installments of principal and interest (the "Wells Fargo Note Payable").
−Removed: The interest rate is variable at one month LIBOR plus 2.25 %.
−Removed: The note is subject to similar affirmative and negative covenants as the Senior Credit Facility.
−Removed: The obligations under the note are secured by a security interest and lien on the building purchased with the note.
−Removed: Debt Covenants
−Removed: GCI, LLC is subject to covenants and restrictions under its Senior Notes and Senior Credit Facility.
−Removed: The Company and GCI, LLC are in compliance with all debt maintenance covenants as of December 31, 2020.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Five Year Maturities
−Removed: The annual principal maturities of debt, based on stated maturity dates, for each of the next five years is a follows (amounts in thousands):
−Removed: Fair Value of Debt
−Removed: The fair value of the Senior Notes was $ 642.2 million at December 31, 2020.
−Removed: Due to the variable rate nature of the Margin Loan, Senior Credit Facility and Wells Fargo Note Payable, the Company believes that the carrying amount approximates fair value at December 31, 2020.
−Removed: In February 2016 and subsequently, the FASB issued new guidance which revises the accounting for leases (“ASC 842”).
−Removed: Under the new guidance, entities that lease assets are required to recognize assets and liabilities on the balance sheet related to the rights and obligations created by those leases regardless of whether they are classified as finance or operating leases.
−Removed: In addition, new disclosures are required to meet the objective of enabling users of the financial statements to better understand the amount, timing, and uncertainty of cash flows arising from leases.
−Removed: The Company adopted this guidance on January 1, 2019 and elected the optional transition method that allowed for a cumulative-effect adjustment in the period of adoption.
−Removed: Results for reporting periods beginning after January 1, 2019 are presented under the new guidance, while prior period amounts were not adjusted and continue to be reported under the accounting standards in effect for those periods.
−Removed: Leasing activity was not material to Liberty Broadband until the closing of the Combination with GCI Liberty on December 18, 2020.
−Removed: Prior to the closing of the Combination, Liberty Broadband’s only leases were for office space and accounted for as operating leases.
−Removed: Their impact to the consolidated balance sheet, statements of operations and statements of cash flows was not material for any of the prior years.
−Removed: In 2016 and 2017, GCI Holdings sold certain tower sites and entered into a master lease agreement in which it leased back space on those tower sites.
−Removed: At the time, GCI Holdings determined that it was precluded from applying sales-leaseback accounting.
−Removed: We also considered whether the Combination resulted in a completed sale-leaseback transaction and concluded that the transaction did not meet the criteria and should continue to be accounted for in the same manner as previously determined.
−Removed: GCI Holdings has entered into finance lease agreements with satellite providers for transponder capacity to transmit voice and data traffic in rural Alaska.
−Removed: GCI Holdings is also party to finance lease agreements for an office building and certain retail store locations.
−Removed: GCI Holdings also leases office space, land for towers and communication facilities, satellite transponders, fiber capacity, and equipment.
−Removed: These leases are classified as operating leases.
−Removed: Operating lease right-of-use (“ROU”) assets and operating lease liabilities are recognized based on the present value of the future lease payments using our incremental borrowing rate at the commencement date of the lease.
−Removed: The Company has leases with remaining lease terms that range from less than one year up to 30 years .
−Removed: Certain of the Company’s leases may include an option to extend the term of the lease with such options to extend ranging from 5 years up to 38 years .
−Removed: The Company also has the option to terminate certain of its leases early with such options to terminate ranging from as early as 30 days up to 17 years from December 31, 2020.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: The components of lease cost during the year ended December 31, 2020 were as follows:
−Removed: Year ended December 31,
−Removed: Operating lease cost (1)
−Removed: Finance lease cost
−Removed: Depreciation of leased assets
−Removed: Interest on lease liabilities
−Removed: Total finance lease cost
−Removed: (1) Included within operating lease costs were short-term lease costs and variable lease costs, which were not material to the financial statements.
−Removed: Total operating lease cost for the year ended December 31, 2019 was $ 0.7 million.
−Removed: For the year ended December 31, 2018, the Company recorded total rental expense of $ 1.0 million.
−Removed: The remaining weighted-average lease term and the weighted-average discount rate were as follows:
−Removed: December 31, 2020
−Removed: Weighted-average remaining lease term (years):
−Removed: Finance leases
−Removed: Operating leases
−Removed: Weighted-average discount rate:
−Removed: Finance leases
−Removed: Operating leases
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Supplemental balance sheet information related to leases was as follows:
−Removed: amounts in thousands
−Removed: Operating leases:
−Removed: Operating lease ROU assets, net (1)
−Removed: Current operating lease liabilities (2)
−Removed: Operating lease liabilities (3)
−Removed: Total operating lease liabilities
−Removed: Finance Leases:
−Removed: Property and equipment, at cost
−Removed: Accumulated depreciation
−Removed: Property and equipment, net
−Removed: Current obligations under finance leases (4)
−Removed: Obligations under finance leases
−Removed: Total finance lease liabilities
−Removed: (1) Operating lease ROU assets, net are included within the Other assets, net line item in the accompanying consolidated balance sheets.
−Removed: (2) Current operating lease liabilities are included within the Other current liabilities line item in the accompanying consolidated balance sheets.
−Removed: (3) Operating lease liabilities are included within the Other liabilities line item in the accompanying consolidated balance sheets.
−Removed: (4) Current obligations under finance leases are included within the Other current liabilities line item in the accompanying consolidated balance sheets.
−Removed: Supplemental cash flow information related to leases was as follows:
−Removed: Year ended December 31,
−Removed: amounts in thousands
−Removed: Cash paid for amounts included in the measurement of lease liabilities:
−Removed: Operating cash flows from operating leases
−Removed: Operating cash flows from finance leases
−Removed: Financing cash flows from finance leases
−Removed: ROU assets obtained in exchange for lease obligations
−Removed: Operating leases
−Removed: Finance leases
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Future lease payments under finance leases, operating leases and tower obligations with initial terms of one year or more at December 31, 2020 consisted of the following:
−Removed: Finance Leases
−Removed: Operating Leases
−Removed: Tower Obligations
−Removed: amounts in thousands
−Removed: Total payments
−Removed: imputed interest
−Removed: Total liabilities
−Removed: (11) Income Taxes
−Removed: Income tax benefit (expense) consists of:
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: State and local
−Removed: State and local
−Removed: Income tax benefit (expense)
−Removed: Income tax benefit (expense) differs from the amounts computed by applying the applicable U.S.
−Removed: federal income tax rate of 21 %as a result of the following:
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Computed expected tax benefit (expense)
−Removed: State and local taxes, net of federal income taxes
−Removed: Change in valuation allowance
−Removed: Change in tax rate - other
−Removed: Capitalized transaction costs
−Removed: Nontaxable equity contribution
−Removed: Executive compensation
−Removed: Income tax (expense) benefit
−Removed: For the year ended December 31, 2020, the significant reconciling item, as noted in the table above, is primarily the result of a change in the effective state tax rate used to measure deferred taxes due to the Combination.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: For the years ended December 31, 2019 and 2018, the significant reconciling item, as noted in the table above, is the result of state income taxes.
−Removed: The tax effects of temporary differences and tax attributes that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities are presented below:
−Removed: amounts in thousands
−Removed: Deferred tax assets:
−Removed: Tax loss and tax credit carryforwards
−Removed: Accrued stock-based compensation
−Removed: Deferred revenue
−Removed: Operating lease liability
−Removed: Other future deductible amounts
−Removed: Other accrued liabilities
−Removed: Total deferred tax assets
−Removed: valuation allowance
−Removed: Net deferred tax assets
−Removed: Deferred tax liabilities:
−Removed: ( 1,755,783 )
−Removed: ( 1,067,492 )
−Removed: Intangible assets
−Removed: Total deferred tax liabilities
−Removed: ( 2,313,224 )
−Removed: ( 1,067,612 )
−Removed: Net deferred tax asset (liability)
−Removed: ( 1,977,643 )
−Removed: The Company’s valuation allowance increased $ 4.9 million in 2020, of which $ 2.6 million affected tax expense and $ 2.3 million affected goodwill recorded in the Combination.
−Removed: As a result of the Combination, the Company’s deferred tax liabilities increased $ 1,026.4 million, of which $ 714.2 million related to GCI Liberty’s investment in Charter.
−Removed: At December 31, 2020, Liberty Broadband had federal and state net operating losses, capital loss carryforwards, interest expense carryforwards and tax credit carryforwards for income tax purposes aggregating $ 214.6 million (on a tax effected basis).
−Removed: Of the $ 214.6 million, $ 77.4 million are carryforwards with no expiration.
−Removed: The remaining carryforwards expire at certain future dates.
−Removed: These carryforwards are expected to be utilized prior to expiration, except for $ 12.9 million which based on current projections, may expire unused and accordingly are subject to a valuation allowance.
−Removed: The carryforwards that are expected to be utilized begin to expire in 2021.
−Removed: As of December 31, 2020, the Company had not recorded tax reserves related to unrecognized tax benefits for uncertain tax positions.
−Removed: As of December 31, 2020, the IRS has completed its examination of Liberty Broadband’s 2017, 2018 and 2019 tax years.
−Removed: Because Liberty Broadband’s ownership of Charter is less than the required 80%, Charter is not consolidated with Liberty Broadband for federal income tax purposes.
−Removed: As of December 31, 2020, there are no GCI Liberty tax years under IRS examination.
−Removed: Prior to the March 9, 2018 GCI Liberty split-off from Qurate Retail, Inc., certain GCI Liberty businesses were part of the Qurate Retail, Inc.
−Removed: consolidated federal tax group.
−Removed: The IRS has completed its examinations of Qurate Retail’s 2017 and 2018 tax years.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: (12) Stockholders' Equity
−Removed: Preferred Stock
−Removed: Liberty Broadband's preferred stock is issuable, from time to time, with such designations, preferences and relative participating, optional or other rights, qualifications, limitations or restrictions thereof, as shall be stated and expressed in a resolution or resolutions providing for the issue of such preferred stock adopted by Liberty Broadband's board of directors.
−Removed: Liberty Broadband Preferred Stock was issued as a result of the Combination on December 18, 2020.
−Removed: Each share of GCI Liberty Preferred Stock outstanding immediately prior to the closing of the Combination was converted into one share of newly issued Liberty Broadband Preferred Stock.
−Removed: The Company is required to redeem all outstanding shares of Liberty Broadband Preferred Stock out of funds legally available, at the liquidation price plus all unpaid dividends (whether or not declared) accrued from the most recent dividend payment date through the redemption date, on the first business day following March 8, 2039.
−Removed: There were 7,300,000 shares of Liberty Broadband Preferred Stock authorized and 7,193,631 shares issued and outstanding at December 31, 2020.
−Removed: An additional 42,700,000 shares of preferred stock of the Company are authorized and are undesignated as to series.
−Removed: The Liberty Broadband Preferred Stock is accounted for as a liability on the Company’s consolidated balance sheets because it is mandatorily redeemable.
−Removed: As a result, all dividends paid on the Liberty Broadband Preferred Stock are recorded as interest expense in the Company’s consolidated statements of operations.
−Removed: There were 50,000,000 shares of preferred stock of the Company authorized and undesignated as to series, and zero shares issued and outstanding at December 31, 2019.
−Removed: The liquidation price is measured per share and shall mean the sum of (i) $ 25 , plus (ii) an amount equal to all unpaid dividends (whether or not declared) accrued with respect to such share have been added to and then remain part of the liquidation price as of such date.
−Removed: The holders of shares of Liberty Broadband Preferred Stock are entitled to receive, when and as declared by the Liberty Broadband Board of Directors, out of legally available funds, preferential dividends that accrue and cumulate as provided in the certificate of designations for the Liberty Broadband Preferred Stock.
−Removed: Dividends on each share of Liberty Broadband Preferred Stock accrue on a daily basis at a rate of 7.00 % per annum of the liquidation price.
−Removed: Accrued dividends are payable quarterly on each dividend payment date, which is January 15, April 15, July 15, and October 15 of each year, commencing January 15, 2021.
−Removed: If Liberty Broadband fails to pay cash dividends on the Liberty Broadband Preferred Stock in full for any four consecutive or non-consecutive dividend periods then the dividend rate shall increase by 2.00 % per annum of the liquidation price until cured.
−Removed: On December 21, 2020, the Company announced that its board of directors had declared a quarterly cash dividend of approximately $ 0.44 per share of Liberty Broadband Preferred Stock which was paid on January 15, 2021 to shareholders of record of the Liberty Broadband Preferred Stock at the close of business on December 31, 2020.
−Removed: Liberty Broadband's Series A common stock has one vote per share, Liberty Broadband's Series B common stock has ten votes per share and Liberty Broadband’s Series C common stock has no votes per share (except as otherwise required by applicable law).
−Removed: Each share of the Series B common stock is exchangeable at the option of the holder for one share of Series A common stock.
−Removed: All series of our common stock participate on an equal basis with respect to dividends and distributions.
−Removed: As of December 31, 2020, there were 1 thousand shares of Series A and 3.3 million shares of Series C common stock reserved for issuance under exercise privileges of outstanding stock options.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Purchases of Common Stock
−Removed: There were no repurchases of Liberty Broadband common stock made pursuant to the Company’s authorized repurchase program during the years ended December 31, 2018 and 2019.
−Removed: During the year ended December 31, 2020, the Company repurchased 4.1 million shares of Liberty Broadband Series C common stock for aggregate cash consideration of $ 596.7 million under the authorized repurchase program.
−Removed: All of the foregoing shares obtained have been retired and returned to the status of authorized and available for issuance.
−Removed: There were no repurchases of Series A or Series B common stock during the year ended December 31, 2020.
−Removed: As of December 31, 2020, the Company had $ 606 million available to be used for share repurchases under the Company’s share repurchase program.
−Removed: On February 23, 2021, the Board of Directors authorized an additional $ 2.23 billion under the Company’s share repurchase program.
−Removed: (13) Stock-Based Compensation
−Removed: Included in the accompanying consolidated statements of operations are the following amounts of stock-based compensation for the years ended December 31, 2020, 2019 and 2018 (amounts in thousands):
−Removed: Operating expense
−Removed: Selling, general and administrative
−Removed: Liberty Broadband - Incentive Plans
−Removed: Liberty Broadband grants, to certain of its directors, employees and employees of its subsidiaries, restricted stock units (“RSUs”) and stock options to purchase shares of its common stock (collectively, "Awards").
−Removed: The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the grant-date fair value (“GDFV”) of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award).
−Removed: The Company measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and re-measures the fair value of the Award at each reporting date.
−Removed: Pursuant to the Liberty Broadband 2019 Omnibus Incentive Plan, as amended, the Company may grant Awards to be made in respect of a maximum of 6.0 million shares of Liberty Broadband common stock.
−Removed: In addition, and in connection with the Combination at the close of business on December 18, 2020 (the “Effective Date”), the number of shares of common stock of GCI Liberty that remained available for issuance immediately prior to the Effective Date of the Combination under the GCI Liberty, Inc.
−Removed: 2018 Omnibus Incentive Plan (“GCI Liberty 2018 Plan”), as amended, were converted to 3.7 million shares of Liberty Broadband common stock and are available for use provided that:
−Removed: the period during which such shares are available for Awards is not extended beyond the period during which they would have been available under the GCI Liberty 2018 Plan, absent the Combination, and
−Removed: such Awards are not granted to individuals who were employed by the Company or its subsidiaries immediately prior to the Effective Date.
−Removed: Awards generally vest over 1 - 5 years and have a term of 7 - 10 years .
−Removed: Liberty Broadband issues new shares upon exercise of equity awards.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Liberty Broadband – Grants
−Removed: During the years ended December 31, 2020 and 2019, Liberty Broadband granted 389 thousand and 302 thousand options, respectively, to purchase shares of Series C Liberty Broadband common stock (“LBRDK”) to our CEO.
−Removed: Such options had a weighted average GDFV of $ 38.23 per share and $ 31.12 per share, respectively, at the time they were granted and mainly vest on December 31, 2024 and December 31, 2023, respectively.
−Removed: These grants include the two upfront option grants related to the CEO’s new employment agreement.
−Removed: See discussion in note 1 regarding the new compensation agreement with the Company’s CEO.
−Removed: During the year ended December 31, 2020, Liberty Broadband granted 2 thousand time-based RSUs of LBRDK to our CEO.
−Removed: The RSUs had a GDFV of $ 120.71 per share and cliff vested on December 10, 2020.
−Removed: This RSU grant was issued in lieu of our CEO receiving 50 % of his remaining base salary for the last three quarters of calendar year 2020, and he waived his right to receive the other 50 %, in each case, in light of the ongoing financial impact of COVID-19.
−Removed: During the year ended December 31, 2019, Liberty Broadband granted 25 thousand performance-based RSUs of LBRDK to our CEO.
−Removed: The RSUs had a GDFV of $ 88.99 per share at the time they were granted and cliff vested one year from the month of grant, subject to satisfaction of certain performance objectives.
−Removed: Performance objectives, which are subjective, are considered in determining the timing and amount of compensation expense recognized.
−Removed: When the satisfaction of the performance objectives becomes probable, the Company records compensation expense.
−Removed: The probability of satisfying the performance objectives is assessed at the end of each reporting period.
−Removed: During the years ended December 31, 2020 and 2019, Liberty Broadband granted to its employees 151 thousand and 41 thousand options, respectively, to purchase shares of LBRDK.
−Removed: Such options had a weighted average GDFV of $ 41.06 per share and $ 32.21 per share, respectively, and vest between t wo and five years .
−Removed: During the years ended December 31, 2020, 2019 and 2018, Liberty Broadband granted 15 thousand, 8 thousand and 10 thousand options, respectively, to purchase shares of LBRDK to its non-employee directors with a weighted average GDFV of $ 37.78 , $ 31.18 and $ 24.04 per share, respectively, which mainly cliff vest over a one year vesting period.
−Removed: There were no options to purchase shares of Series A or Series B Liberty Broadband common stock granted during 2020.
−Removed: The Company has calculated the GDFV for all of its equity classified awards and any subsequent re-measurement of its liability classified awards using the Black-Scholes Model.
−Removed: The Company estimates the expected term of the Awards based on historical exercise and forfeiture data.
−Removed: For grants made in 2020, 2019 and 2018, the range of expected terms was 5.3 to 6.3 years.
−Removed: The volatility used in the calculation for Awards is based on the historical volatility of Liberty Broadband common stock.
−Removed: For grants made in 2020, 2019 and 2018, the range of volatilities was 25.1 % to 27.3 %.
−Removed: The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject option.
−Removed: In connection with the Combination, on the Effective Date:
−Removed: Each outstanding stock option to purchase shares of Series A GCI Liberty common stock (“GLIBA”) or Series B GCI Liberty common stock (“GLIBB” and, together with GLIBA, “GLIBA/B”) was converted to 0.580 of a corresponding stock option to purchase LBRDK or Series B Liberty Broadband common stock (“LBRDB” and, together with LBRDK, “LBRDK/B”), respectively, rounded down to the nearest whole share.
−Removed: Additionally, the exercise price of the GLIBA/B stock option was divided by 0.580 , with the resulting LBRDK/B exercise price rounded up to the nearest cent.
−Removed: Except as described above, all other terms and restrictions of the LBRDK/B stock options are the same as the corresponding original GLIBA/B stock options.
−Removed: Each outstanding GLIBA RSU (other those held by non-employee directors of GCI Liberty) was converted to 0.580 of a corresponding LBRDK RSU, rounded down to the nearest whole LBRDK RSU.
−Removed: No cash was paid in lieu of
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: fractional LBRDK RSUs.
−Removed: All terms of the LBRDK RSUs are subject to the same terms and restrictions as those applicable to the corresponding original GLIBA RSUs.
−Removed: Each outstanding GLIBA share of restricted stock (“RSA”) was converted to 0.580 of a corresponding LBRDK RSA, rounded down to the nearest whole LBRDK RSA.
−Removed: Cash was issued in lieu of fractional LBRDK RSAs.
−Removed: All terms of the LBRDK RSAs are subject to the same terms and restrictions as those applicable to the corresponding original GLIBA RSAs.
−Removed: Each outstanding GCI Liberty Series A Cumulative Redeemable Preferred Stock (“GLIBP”) RSA was converted into one Liberty Broadband Series A Cumulative Redeemable Preferred Stock (“LBRDP”) RSA.
−Removed: All terms of the LBRDP RSAs are subject to the same terms and restrictions as those applicable to the corresponding original GLIBP RSAs.
−Removed: Liberty Broadband – Outstanding Awards
−Removed: The following table presents the number and weighted average exercise price (“WAEP”) of Awards to purchase Liberty Broadband common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the Awards.
−Removed: (in thousands)
−Removed: (in millions)
−Removed: Outstanding at January 1, 2020
−Removed: Forfeited/Cancelled
−Removed: GLIBA awards converted to LBRDK awards
−Removed: Outstanding at December 31, 2020
−Removed: Exercisable at December 31, 2020
−Removed: As of December 31, 2020, Liberty Broadband also had 1 thousand Series A options outstanding and exercisable at a WAEP of $ 35.81 and a weighted average remaining contractual life of 2.0 years.
−Removed: As a result of the Combination, 1.2 million options to purchase shares of GLIBB were converted to 722 thousand options to purchase shares of LBRDB with a weighted average exercise price of $ 96.79 per share.
−Removed: All options of LBRDB are exercisable, have a weighted average remaining contractual life of 2.1 years and an aggregate intrinsic value of $ 44 million.
−Removed: As of December 31, 2020, the total unrecognized compensation cost related to unvested Liberty Broadband Awards was approximately $ 64.4 million.
−Removed: Such amount will be recognized in the Company’s consolidated statements of operations over a weighted average period of approximately 2.0 years.
−Removed: As of December 31, 2020, Liberty Broadband reserved 4.1 million shares of Series A, Series B and Series C common stock for issuance under exercise privileges of outstanding stock Awards.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Liberty Broadband – Exercises
−Removed: The aggregate intrinsic value of all options exercised during the years ended December 31, 2020, 2019 and 2018 was $ 961 thousand, $ 91.7 million and $ 3.0 million, respectively.
−Removed: Liberty Broadband – Restricted Stock and Restricted Stock Units
−Removed: The aggregate fair value of all LBRDA and LBRDK RSAs and RSUs that vested during the years ended December 31, 2020, 2019 and 2018 was $ 5.4 million, $ 2.6 million and $ 112 thousand, respectively.
−Removed: No RSAs or RSUs of LBRDP vested during the year ended December 31, 2020 subsequent to the Combination.
−Removed: As of December 31, 2020, the Company had approximately 406 thousand unvested RSAs and RSUs of LBRDA, LBRDK and LBRDP held by certain directors, officers and employees of the Company with a weighted average GDFV of $ 136.86 per share.
−Removed: Skyhook equity incentive plans
−Removed: Long-Term Incentive Plans
−Removed: Skyhook has a long-term incentive plan which provides for the granting of PARs and PSUs to employees, directors, and consultants of Skyhook that is not significant to Liberty Broadband.
−Removed: As of December 31, 2020 and 2019, $ 0.7 million and $ 1.2 million, respectively, are included in other liabilities for the fair value (Level 2) of the Company's LTIP obligations.
−Removed: (14) Employee Benefit Plans
−Removed: Subsidiaries of the Company sponsor 401(k) plans, which provide their employees an opportunity to make contributions to a trust for investment.
−Removed: The Company’s subsidiaries make matching contributions to their plans based on a percentage of the amount contributed by employees.
−Removed: Employer cash contributions to all plans aggregated $ 1.0 million, $ 0.8 million and $ 0.8 million for the years ended December 31, 2020, 2019 and 2018, respectively.
−Removed: (15) Commitments and Contingencies
−Removed: Guaranteed Service Levels
−Removed: Certain customers have guaranteed levels of service with varying terms.
−Removed: In the event the Company is unable to provide the minimum service levels, it may incur penalties or issue credits to customers.
−Removed: General Litigation
−Removed: In the ordinary course of business, the Company and its consolidated subsidiaries are parties to legal proceedings and claims involving alleged infringement of third-party intellectual property rights, defamation, and other claims.
−Removed: Although it is reasonably possible that the Company may incur losses upon conclusion of such matters, an estimate of any loss or range of loss cannot be made.
−Removed: In the opinion of management, it is expected that amounts, if any, which may be required to satisfy such contingencies will not be material in relation to the accompanying consolidated financial statements.
−Removed: Rural Health Care (“RHC”) Program
−Removed: GCI Holdings receives support from various Universal Service Fund ("USF") programs including the RHC Program.
−Removed: The USF programs are subject to change by regulatory actions taken by the FCC, interpretations of or compliance with USF program rules, or legislative actions.
−Removed: Changes to any of the USF programs that GCI Holdings participates in could result in a material decrease in revenue and accounts receivable, which could have an adverse effect on GCI Holdings' business and the
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Company's financial position, results of operations or liquidity.
−Removed: The following paragraphs describe certain separate matters related to the RHC Program that impact or could impact the revenue earned and receivables recognized by the Company.
−Removed: As of December 31, 2020, the Company had net accounts receivable from the RHC Program in the amount of $ 237 million, which is included within Trade and other receivables in the consolidated balance sheets.
−Removed: FCC Rate Reduction.
−Removed: In November 2017, the Universal Service Administrative Company ("USAC") requested further information in support of the rural rates charged to a number of GCI Holdings' RHC customers in connection with the funding requests for the year that runs July 1, 2017 through June 30, 2018.
−Removed: On October 10, 2018, GCI Holdings received a letter from the FCC's Wireline Competition Bureau (“Bureau”) notifying it of the Bureau’s decision to reduce the rural rates charged to RHC customers for the funding year that ended on June 30, 2018 by approximately 26 % resulting in a reduction of total support payments of $ 27.8 million.
−Removed: The FCC also informed GCI Holdings that the same cost methodology used for the funding year that ended on June 30, 2018 would be applied to rates charged to RHC customers in subsequent funding years.
−Removed: In response to the Bureau’s letter, GCI Holdings filed an Application for Review with the FCC.
−Removed: On October 20, 2020, the Wireline Competition Bureau of the FCC issued two separate letters approving the cost-based rural rates GCI Holdings historically applied when recognizing revenue for services provided to its RHC customers for the funding years that ended on June 30, 2019 and June 30, 2020.
−Removed: GCI Holdings collected $ 174 million in accounts receivable relating to these two funding years subsequent to December 31, 2020.
−Removed: On June 25, 2020, GCI Holdings submitted cost studies with respect to a number of its rates for services provided to its RHC customers for the funding year ending June 30, 2021, which require approval by the Bureau.
−Removed: GCI Holdings further updated those studies on November 12, 2020, to reflect the completion of the bidding season for that funding year.
−Removed: Those studies remain pending before the Bureau, and we cannot predict when the Bureau will act upon them.
−Removed: RHC Program Funding Cap.
−Removed: The RHC program has a funding cap for each individual funding year that is annually adjusted for inflation, and which the FCC can increase by carrying forward unused funds from prior funding years.
−Removed: In recent years, including the current year, this funding cap has not limited the amount of funding received by participants;
−Removed: however, management continues to monitor the funding cap and its potential impact on funding in future years.
−Removed: Enforcement Bureau and Related Inquiries.
−Removed: On March 23, 2018, GCI Holdings received a letter of inquiry and request for information from the Enforcement Bureau of the FCC relating to the period beginning January 1, 2015 and including all future periods, to which it is in the process of responding.
−Removed: This includes inquiry into the rates charged by GCI Holdings, and presently it is unable to assess the ultimate outcome of this rate inquiry.
−Removed: Other aspects related to the Enforcement Bureau’s review of GCI Holdings’ compliance with program rules are discussed separately below.
−Removed: The ongoing uncertainty in program funding, as well as the uncertainty associated with the rate review, could have an adverse effect on its business, financial position, results of operations or liquidity.
−Removed: In the fourth quarter of 2019, GCI Holdings became aware of potential RHC Program compliance issues related to certain of GCI Holdings’ currently active and expired contracts with certain of its RHC customers.
−Removed: The Company and its external experts performed significant and extensive procedures to determine whether GCI Holdings’ currently active and expired contracts with its RHC customers would be deemed to be in compliance with the RHC Program rules.
−Removed: GCI Holdings notified the FCC of our potential compliance issues in the fourth quarter of 2019.
−Removed: On May 28, 2020, GCI Holdings received a second letter of inquiry from the Enforcement Bureau in the same matter noted above.
−Removed: This second letter, which was in response to a voluntary disclosure made by GCI Holdings to the FCC, extended the scope of the original inquiry to also include various questions regarding compliance with the records retention requirements related to the (i) original inquiry and (ii) RHC Program.
−Removed: On December 17, 2020, GCI Holdings received a Subpoena Duces Tecum from the FCC’s Office of the Inspector General requiring production of documents from January 1, 2009 to the present related to a single RHC customer and related
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: contracts, information regarding GCI Holdings’ determination of rural rates, and to provide information regarding persons with knowledge of pricing practices.
−Removed: GCI Holdings continues to work with the FCC to resolve all enforcement inquiries discussed above.
−Removed: With respect to the ongoing inquiries from the FCC’s Enforcement Bureau and the FCC’s Office of the Inspector General, GCI Holdings recognized a liability of approximately $ 12.0 million for contracts that were deemed probable of not complying with the RHC Program rules.
−Removed: The Company also identified certain contracts where additional loss was reasonably possible and such loss could range from zero to $ 44.0 million.
−Removed: An accrual was not made for the amount of the reasonably possible loss in accordance with the applicable accounting guidance.
−Removed: GCI Holdings could also be assessed fines and penalties, but such amounts could not be reasonably estimated.
−Removed: Off-Balance Sheet Arrangements
−Removed: Liberty Broadband did not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the Company’s financial condition, results of operations, liquidity, capital expenditures or capital resources.
−Removed: (16) Segment Information
−Removed: Liberty Broadband identifies its reportable segments as (A) those consolidated companies that represent 10% or more of its consolidated annual revenue, annual Adjusted OIBDA or total assets and (B) those equity method affiliates whose share of earnings or losses represent 10% or more of Liberty Broadband’s annual pre-tax earnings (losses).
−Removed: Liberty Broadband evaluates performance and makes decisions about allocating resources to its operating segments based on financial measures such as revenue and Adjusted OIBDA.
−Removed: In addition, Liberty Broadband reviews nonfinancial measures such as subscriber growth.
−Removed: For segment reporting purposes, Liberty Broadband defines Adjusted OIBDA as revenue less operating expenses and selling, general and administrative expenses (excluding stock-based compensation and transaction costs).
−Removed: Liberty Broadband believes this measure is an important indicator of the operational strength and performance of its businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends.
−Removed: In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance.
−Removed: This measure of performance excludes depreciation and amortization, stock based compensation, transaction costs, separately reported litigation settlements and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP.
−Removed: Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net earnings, cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP.
−Removed: Liberty Broadband generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices.
−Removed: For the year ended December 31, 2020, Liberty Broadband has identified the following consolidated company and equity method investment as its reportable segments:
−Removed: ● GCI Holdings – a wholly owned subsidiary of the Company that provides a full range of wireless, data, video, voice, and managed services to residential, businesses, governmental entities, and educational and medical institutions primarily in Alaska.
−Removed: ● Skyhook— a wholly owned subsidiary of the Company that provides the Precision Location Solution (a location determination service).
−Removed: ● Charter—an equity method investment that is one of the largest providers of cable services in the United States, offering a variety of entertainment, information and communications solutions to residential and commercial customers.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: Liberty Broadband’s operating segments are strategic business units that offer different products and services.
−Removed: They are managed separately because each segment requires different technologies, distribution channels and marketing strategies.
−Removed: The accounting policies of the segments that are also consolidated companies are the same as those described in the Company’s summary of significant accounting policies in the Company’s annual financial statements.
−Removed: We have included amounts attributable to Charter in the tables below.
−Removed: Although Liberty Broadband owns less than 100 % of the outstanding shares of Charter, 100 % of the Charter amounts are included in the schedule below and subsequently eliminated in order to reconcile the account totals to the Liberty Broadband consolidated financial statements.
−Removed: Performance Measures
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Corporate and other
−Removed: Eliminate equity method affiliate
−Removed: ( 48,097,000 )
−Removed: ( 18,460,000 )
−Removed: ( 45,764,000 )
−Removed: ( 16,752,000 )
−Removed: ( 43,634,000 )
−Removed: ( 15,824,000 )
−Removed: Consolidated Liberty Broadband
−Removed: Other Information
−Removed: December 31, 2020
−Removed: December 31, 2019
−Removed: in affiliates
−Removed: in affiliates
−Removed: amounts in thousands
−Removed: Corporate and other
−Removed: Eliminate equity method affiliate
−Removed: ( 144,206,000 )
−Removed: ( 7,415,000 )
−Removed: ( 148,188,000 )
−Removed: ( 7,195,000 )
−Removed: Consolidated Liberty Broadband
−Removed: Revenue by Geographic Area
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: United States
−Removed: Other countries
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: Notes to Consolidated Financial Statements (Continued)
−Removed: December 31, 2020 , 2019 and 2018
−Removed: The following table provides a reconciliation of Adjusted OIBDA to Operating income (loss) and earnings (loss) before income taxes:
−Removed: Years ended December 31,
−Removed: amounts in thousands
−Removed: Consolidated segment Adjusted OIBDA
−Removed: Stock-based compensation
−Removed: Depreciation and amortization
−Removed: Transaction costs
−Removed: Operating income (loss)
−Removed: Interest expense
−Removed: Share of earnings (loss) of affiliates, net
−Removed: Gain (loss) on dilution of investment in affiliate
−Removed: Realized and unrealized gains (losses) on financial instruments, net
−Removed: Earnings (loss) before income taxes
−Removed: The following required information is incorporated by reference to our definitive proxy statement for our 2021 Annual Meeting of Stockholders presently scheduled to be held in the second quarter of 2021:
−Removed: Directors, Executive Officers and Corporate Governance
−Removed: Executive Compensation
−Removed: Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
−Removed: Certain Relationships and Related Transactions, and Director Independence
−Removed: Principal Accountant Fees and Services
−Removed: We expect to file our definitive proxy statement for our 2021 Annual Meeting of Shareholders with the Securities and Exchange Commission on or before April 30, 2021.
−Removed: Exhibits and Financial Statement Schedules .
−Removed: (a)(1) Financial Statements
−Removed: Included in Part II of this report:
−Removed: Liberty Broadband Corporation:
−Removed: Reports of Independent Registered Public Accounting Firm
−Removed: Consolidated Balance Sheets, December 31, 2020 and 2019
−Removed: Consolidated Statements of Operations, Years ended December 31, 2020, 2019 and 2018
−Removed: Consolidated Statements of Comprehensive Earnings (loss), Years ended December 31, 2020, 2019 and 2018
−Removed: Consolidated Statements of Cash Flows, Years ended December 31, 2020, 2019 and 2018
−Removed: Consolidated Statements of Equity, Years ended December 31, 2020, 2019 and 2018
−Removed: Notes to Consolidated Financial Statements, December 31, 2020, 2019 and 2018
−Removed: (a)(2) Financial Statement Schedules
−Removed: All schedules have been omitted because they are not applicable, not material or the required information is set forth in the financial statements or notes thereto.
−Removed: The audited consolidated financial statements of Charter Communications, Inc.
−Removed: as of December 31, 2020 and 2019, and for each of the years ended December 31, 2020, 2019 and 2018, as well as the accompanying notes thereto and the related Report of Independent Registered Public Accounting Firm, are contained in Charter Communications, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on January 29, 2021 and are incorporated herein by reference as Exhibit 99.1.
−Removed: (a)(3) Exhibits
−Removed: Listed below are the exhibits which are filed as a part of this Report (according to the number assigned to them in Item 601 of Regulation S-K):
−Removed: 2 - Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession:
−Removed: Agreement and Plan of Merger, dated as of August 6, 2020, by and among GCI Liberty, Inc., Liberty Broadband Corporation, Grizzly Merger Sub 1, LLC, and Grizzly Merger Sub 2, Inc.
−Removed: ( incorporated by reference to Annex A to the Prospectus filed by Liberty Broadband Corporation on October 30, 2020 with the SEC pursuant to Rule 424(b)(3) of the Securities Act (File No.
−Removed: 333-248854) (the “Prospectus”)).
−Removed: 3 - Articles of Incorporation and Bylaws:
−Removed: Restated Certificate of Incorporation of Liberty Broadband Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on November 10, 2014 (File No.
−Removed: 001-36713) (the “November 10, 2014 8-K”) ).
−Removed: Amended and Restated Bylaws of Liberty Broadband Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on August 13, 2015 (File No.
−Removed: Certificate of Designations of Series A Cumulative Redeemable Preferred Stock of Liberty Broadband Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed December 22, 2020 (File No.
−Removed: 4 - Instruments Defining the Rights of Securities Holders, including Indentures:
−Removed: Specimen Certificate for shares of Series A Common Stock of the Registrant (incorporated by reference to Exhibit 4.1 to the Registrant's Registration Statement on Form S-1 filed on July 25, 2014 (File No.
−Removed: 333-197619) (the “S-1”)).
−Removed: Specimen Certificate for shares of Series B Common Stock of the Registrant (incorporated by reference to Exhibit 4.2 to the S-1).
−Removed: Specimen Certificate for shares of Series C Common Stock of the Registrant (incorporated by reference to Exhibit 4.3 to the S-1).
−Removed: Margin Loan Agreement, dated as of August 31, 2017, among LBC Cheetah 6, LLC, as Borrower, various lenders and Bank of America, N.A., as Calculation Agent and Bank of America, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 filed on November 1, 2017 (File No.
−Removed: Form of Amendment No.
−Removed: 1 to Margin Loan Agreement, dated as of August 24, 2018 (incorporated by reference to Exhibit 4.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 filed on November 1, 2018 (File No.
−Removed: Form of Amendment No.
−Removed: 2 to Margin Loan Agreement and Amendment No.
−Removed: 1 to Collateral Account Control Agreement, dated as of August 19, 2019 (incorporated by reference to Exhibit 4.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 filed on November 1, 2019 (File No.
−Removed: Form of Amendment No.
−Removed: 3 to Margin Loan Agreement and Amendment No.
−Removed: 2 to Collateral Account Control Agreement, dated as of August 12, 2020 (incorporated by reference to Exhibit 4.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed on November 4, 2020 (File No.
−Removed: Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.*
−Removed: Specimen Certificate for shares of Series A Cumulative Redeemable Preferred Stock of Liberty Broadband Corporation (incorporated by reference to Exhibit 4.3 to Liberty Broadband’s Amendment No.
−Removed: 2 to its Registration Statement on Form S-4 filed on October 29, 2020 (File No.
−Removed: 333-248854)).
−Removed: The Registrant undertakes to furnish to the Securities and Exchange Commission, upon request, a copy of all instruments with respect to long-term debt not filed herewith.
−Removed: 10 - Material Contracts:
−Removed: Liberty Broadband Corporation 2014 Omnibus Incentive Plan (Amended and Restated as of March 11, 2015) (incorporated by reference to Annex A to the Registrant’s Proxy Statement on Schedule 14A filed on April 22, 2015 (File No.
−Removed: Liberty Broadband Corporation Transitional Stock Adjustment Plan (incorporated by reference to Exhibit 99.1 to the Registrant's Registration Statement on Form S-8 filed on November 21, 2014 (File No.
−Removed: 333-200436)).
−Removed: Stockholders Agreement, dated as of March 19, 2013, by and among Charter Communications, Inc.
−Removed: and Liberty Media Corporation (incorporated by reference to Exhibit 10.1 to Liberty Media Corporation's Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 filed on May 9, 2013 (File No.
−Removed: Amendment to Stockholders Agreement, dated as of September 29, 2014, by and among Charter Communications, Inc., Liberty Media Corporation and Liberty Broadband Corporation (incorporated by reference to Exhibit 7(d) to Liberty Media Corporation’s Schedule 13D in respect of common stock of Charter Communications, Inc., filed on October 10, 2014 (File No.
−Removed: Second Amended and Restated Stockholders Agreement, dated May 23, 2015, by and among Charter Communications, Inc., CCH I, LLC, Liberty Broadband Corporation, and Advance/Newhouse Partnership (incorporated by reference to Annex C to CCH I, LLC’s Registration Statement on Form S-4 filed on June 26, 2015 (File No.
−Removed: 333-205240)).
−Removed: Letter Agreement to the Second Amended and Restated Stockholders Agreement, dated May 18, 2016, by and among Liberty Broadband Corporation, Advance/Newhouse Partnership, CCH I, LLC and Charter Communications, Inc.
−Removed: (incorporated by reference to Exhibit 7(p) to Amendment No.
−Removed: 3 to Liberty Broadband Corporation’s Schedule 13D in respect of common stock of Charter Communications, Inc., filed on May 26, 2016 (File No.
−Removed: 005-57191) (the “May 26, 2016 13D/A”)).
−Removed: Proxy and Right of First Refusal Agreement, dated as of May 18, 2016, by and among Liberty Broadband Corporation, Advance/Newhouse Partnership, Charter Communications, Inc.
−Removed: and CCH I, LLC (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 20, 2016 (File No.
−Removed: Aircraft Time Sharing Agreements, dated as of November 6, 2015, by and between Liberty Broadband Corporation and Liberty Media Corporation (incorporated by reference to Exhibit 10.19 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed on February 12, 2016 (File No.
−Removed: 001-36713) (the “2015 10-K”)).
−Removed: Form of Non-Qualified Stock Option Agreement under the Liberty Broadband Corporation 2014 Omnibus Incentive Plan (Amended and Restated as of March 11, 2015) (incorporated by reference to Exhibit 10.21 to the 2015 10-K).
−Removed: Form of Restricted Stock Award Agreement under the Liberty Broadband Corporation 2014 Omnibus Incentive Plan (Amended and Restated as of March 11, 2015) (incorporated by reference to Exhibit 10.22 to the 2015 10-K).
−Removed: Registration Rights Agreement, dated as of May 18, 2016, by and among Liberty Broadband Corporation, Advance/Newhouse Partnership and Charter Communications, Inc.
−Removed: (incorporated by reference to Exhibit 10.3 to Charter Communications, Inc.’s Current Report on Form 8-K filed on May 20, 2016 (File No.
−Removed: Amendment, dated March 12, 2018, of certain Liberty Broadband Corporation incentive plans (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 filed on May 2, 2018 (File No.
−Removed: Form of Amended and Restated Indemnification Agreement between the Registrant and its executive officers/directors (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 filed on May 2, 2019 (File No.
−Removed: Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Annex A to the Registrant’s Proxy Statement on Schedule 14A, filed on April 18, 2019 (File No.
−Removed: Form of Non-Qualified Stock Option Agreement under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.17 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed on February 3, 2020 (File No.
−Removed: 001-36713) (the “2019 10-K”)) .
−Removed: Form of Performance-Based Restricted Stock Units Award Agreement under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.18 to the 2019 10-K).
−Removed: Services Agreement, dated as of November 4, 2014, by and between Liberty Media Corporation and Liberty Broadband Corporation (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed on November 14, 2014 (File No.
−Removed: Form of First Amendment to Services Agreement, effective as of December 13, 2019, between Liberty Media Corporation and Qurate Retail, Inc., Liberty Broadband Corporation, GCI Liberty, Inc.
−Removed: and Liberty TripAdvisor Holdings, Inc.
−Removed: (incorporated by reference to Exhibit 10.20 to the 2019 10-K).
−Removed: Executive Employment Agreement, dated effective as of December 13, 2019, between Liberty Media Corporation and Gregory B.
−Removed: Maffei (incorporated by reference to Exhibit 10.1 to Liberty Media Corporation’s Current Report on Form 8-K, filed on December 19, 2019 (File No.
−Removed: Form of Annual Option Award Agreement between Liberty Broadband Corporation and Gregory B.
−Removed: Maffei under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on December 19, 2019 (Filed No.
−Removed: 001-36713) (the “December 2019 8-K”)).
−Removed: Form of Annual Performance-based Restricted Stock Unit Award Agreement between Liberty Broadband Corporation and Gregory B.
−Removed: Maffei under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to the December 2019 8-K).
−Removed: Form of Upfront Award Agreement between Liberty Broadband Corporation and Gregory B.
−Removed: Maffei under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.5 to the December 2019 8-K).
−Removed: Assumption and Joinder Agreement to Tax Sharing Agreement, made and entered into as of August 6, 2020, by and among Liberty Broadband Corporation, GCI Liberty, Inc.
−Removed: and Qurate Retail, Inc.
−Removed: (incorporated by reference to Annex H to the Prospectus).
−Removed: Tax Sharing Agreement, dated as of March 9, 2019, by and between GCI Liberty, Inc.
−Removed: and Qurate Retail, Inc.
−Removed: (incorporated by reference to Exhibit 10.1 to GCI Liberty, Inc.’s Current Report on Form 8-K filed on March 14, 2018 (File No.
−Removed: 001-38385) (the “March 2018 8-K”)).
−Removed: Assumption and Joinder Agreement to Indemnification Agreement, made and entered into as of August 6, 2020, by and among Liberty Broadband Corporation, GCI Liberty, Inc., Qurate Retail, Inc., Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Annex I to the Prospectus).
−Removed: Indemnification Agreement, dated as of March 9, 2018, by and among GCI Liberty, Inc., Liberty Interactive Corporation, Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Exhibit 10.2 to the March 2018 8-K).
−Removed: Assignment and Assumption Agreement, dated as of August 6, 2020, by and among Liberty Broadband Corporation, GCI Liberty, Inc., Grizzly Merger Sub 1, LLC, Qurate Retail, Inc.
−Removed: and Liberty Interactive LLC (incorporated by reference to Annex J to the Prospectus).
−Removed: Agreement and Plan of Reorganization, dated as of April 4, 2017, by and among Liberty Interactive Corporation, Liberty Interactive LLC and General Communication, Inc.
−Removed: (incorporated by reference to Exhibit 2.1 to GCI Liberty, Inc.’s Current Report on Form 8-K/A filed on May 1, 2017 (File No.
−Removed: Amendment No.
−Removed: 1 to Reorganization Agreement, dated as of July 19, 2017, by and among Liberty Interactive Corporation, Liberty Interactive LLC, and General Communication, Inc.
−Removed: (incorporated by reference to Exhibit 10.4 to GCI Liberty, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 filed on November 2, 2017 (File No.
−Removed: Amendment No.
−Removed: 2 to Reorganization Agreement, dated as of November 8, 2017, by and among Liberty Interactive Corporation, Liberty Interactive LLC and General Communication, Inc.
−Removed: (incorporated by reference to Exhibit 10.1 to GCI Liberty, Inc.’s Current Report on Form 8-K filed on November 9, 2017 (File No.
−Removed: GCI Liberty, Inc.
−Removed: Transitional Stock Adjustment Plan (incorporated by reference to Exhibit 99.1 to GCI Liberty, Inc.’s Registration Statement on Form S-8 filed on March 15, 2018 (File No.
−Removed: 333-223667)).
−Removed: Amendment, dated November 26, 2018, to the Amended and Restated 1986 Stock Option Plan of GCI Liberty, Inc.
−Removed: (Restated Effective September 26, 2014) (incorporated by reference to Exhibit 10.14 to GCI Liberty, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2018 filed on February 28, 2019 (File No.
−Removed: GCI Liberty, Inc.
−Removed: 2018 Omnibus Incentive Plan (incorporated by reference to Annex A to GCI Liberty’s Proxy Statement on Schedule 14A filed on May 22, 2018 (File No.
−Removed: Amendment to The Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 99.7 to Liberty Broadband Corporation’s Registration Statement on Form S-8 filed on December 22, 2020 (File No.
−Removed: Form of Nonqualified Stock Option Agreement under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan, as amended from time to time, for Nonemployee Directors.*
−Removed: Form of Restricted Stock Units Agreement under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan, as amended from time to time, for Nonemployee Directors.*
−Removed: Form of Nonqualified Stock Option Agreement under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan, as amended from time to time, for certain officers.*
−Removed: Subsidiaries of Liberty Broadband Corporation.*
−Removed: Consent of KPMG LLP.*
−Removed: Consent of KPMG LLP.*
−Removed: Rule 13a-14(a)/15d - 14(a) Certification.*
−Removed: Rule 13a-14(a)/15d - 14(a) Certification.*
−Removed: Section 1350 Certification.**
−Removed: Audited consolidated financial statements of Charter Communications, Inc.
−Removed: as of December 31, 2020 and 2019 and for each of the years ended December 31, 2020, 2019 and 2018 (incorporated by reference to Charter Communications, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2020 (File No.
−Removed: 001-33664), filed on January 29, 2021).
−Removed: Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded with the Inline XBRL document.*
−Removed: Inline XBRL Taxonomy Extension Schema Document.*
−Removed: Inline XBRL Taxonomy Calculation Linkbase Document.*
−Removed: Inline XBRL Taxonomy Label Linkbase Document.*
−Removed: Inline XBRL Taxonomy Presentation Linkbase Document.*
−Removed: Inline XBRL Taxonomy Definition Document.*
−Removed: Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
−Removed: * Filed herewith.
−Removed: ** Furnished herewith.
−Removed: + This document has been identified as a management contract or compensatory plan or arrangement.
−Removed: Form 10-K Summary.
−Removed: Not applicable.
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
−Removed: LIBERTY BROADBAND CORPORATION
−Removed: February 26, 2021
−Removed: /s/ GREGORY B.
−Removed: President and Chief Executive Officer
−Removed: February 26, 2021
−Removed: Chief Accounting Officer and Principal Financial Officer
−Removed: (Principal Financial Officer and Principal Accounting Officer)
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
−Removed: Chairman of the Board and Director
−Removed: February 26, 2021
−Removed: /s/Gregory B.
−Removed: Director, Chief Executive Officer
−Removed: February 26, 2021
−Removed: and President
−Removed: Chief Accounting Officer and Principal Financial Officer
−Removed: February 26, 2021
−Removed: (Principal Financial Officer and Principal Accounting Officer)
−Removed: February 26, 2021
−Removed: /s/Richard R.
−Removed: February 26, 2021
−Removed: February 26, 2021
−Removed: /s/Sue Ann Hamilton
−Removed: February 26, 2021
−Removed: Sue Ann Hamilton
−Removed: February 26, 2021
−Removed: February 26, 2021
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.