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Document and Entity Information
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9 Months Ended |
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Sep. 30, 2011
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| Document and Entity Information [Abstract] | |
| Entity Registrant Name | MEDIACOM LLC |
| Entity Central Index Key | 0001064116 |
| Document Type | 10-Q |
| Document Period End Date | Sep. 30, 2011 |
| Amendment Flag | false |
| Document Fiscal Year Focus | 2011 |
| Document Fiscal Period Focus | Q3 |
| Current Fiscal Year End Date | --12-31 |
| Entity Well-known Seasoned Issuer | No |
| Entity Voluntary Filers | No |
| Entity Current Reporting Status | Yes |
| Entity Filer Category | Non-accelerated Filer |
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- Definition
If the value is true, then the document as an amendment to previously-filed/accepted document. No definition available.
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- Definition
End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY. No definition available.
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- Definition
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Definition
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD. No definition available.
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- Definition
The type of document being provided (such as 10-K, 10-Q, N-1A, etc). The document type is limited to the same value as the supporting SEC submission type, minus any "/A" suffix. The acceptable values are as follows: S-1, S-3, S-4, S-11, F-1, F-3, F-4, F-9, F-10, 6-K, 8-K, 10, 10-K, 10-Q, 20-F, 40-F, N-1A, 485BPOS, 497, NCSR, N-CSR, N-CSRS, N-Q, 10-KT, 10-QT, 20-FT, POS AM and Other. No definition available.
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- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, or (4) Smaller Reporting Company. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate "Yes" or "No" if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. No definition available.
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- Definition
Indicate "Yes" or "No" if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A. No definition available.
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- Details
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| X | ||||||||||
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- Definition
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for goods or services (including trade receivables) that have been delivered or sold in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
Unrestricted cash available for day-to-day operating needs, for an entity that has cash equivalents, but does not aggregate cash equivalents with cash on the balance sheet. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate of par value plus amounts in excess of par value or issuance value (in cases of no-par value stock) for common stock held by shareholders. Aggregate value for common stock issued and outstanding. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
For an unclassified balance sheet, the carrying amount (net of accumulated amortization) as of the balance sheet date of capitalized costs associated with the issuance of debt instruments (for example, legal, accounting, underwriting, printing, and registration costs) that will be charged against earnings over the life of the debt instruments to which such costs pertain. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The carrying amount of consideration received or receivable as of the balance sheet date on potential earnings that were not recognized as revenue in conformity with GAAP, and which are expected to be recognized as such within one year or the normal operating cycle, if longer, including sales, license fees, and royalties, but excluding interest income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
This item represents the carrying amount on the entity's balance sheet of its investment in common stock of an equity method investee. This is not an indicator of the fair value of the investment, rather it is the initial cost adjusted for the entity's share of earnings and losses of the investee, adjusted for any distributions (dividends) and other than temporary impairment (OTTI) losses recognized. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate sum of gross carrying value of a major finite-lived intangible asset class, less accumulated amortization and any impairment charges. A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount (original costs adjusted for previously recognized amortization and impairment) as of the balance sheet date for the rights acquired through a franchise arrangement having an indefinite period of benefit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all Liabilities and Stockholders' Equity items (or Partners' Capital, as applicable), including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
Total of the portions of the carrying amounts as of the balance sheet date of long-term debt, which may include notes payable, bonds payable, debentures, mortgage loans, and commercial paper, which are scheduled to be repaid within one year or the normal operating cycle, if longer, and after deducting unamortized discount or premiums, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying values as of the balance sheet date of all long-term debt, which is debt initially having maturities due after one year from the balance sheet date or beyond the operating cycle, if longer, but excluding the portions thereof scheduled to be repaid within one year (current maturities) or the normal operating cycle, if longer, and after deducting unamortized discount or premiums, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate carrying amount, as of the balance sheet date, of noncurrent obligations not separately disclosed in the balance sheet. Noncurrent liabilities are expected to be paid after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The total of the amounts paid in advance for capitalized costs that will be expensed with the passage of time or the occurrence of a triggering event, and will be charged against earnings within one year or the normal operating cycle, if longer, and the aggregate carrying amount of current assets, as of the balance sheet date, not separately presented elsewhere in the balance sheet. Current assets are expected to be realized or consumed within one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Tangible assets that are held by an entity for use in the production or supply of goods and services, for rental to others, or for administrative purposes and that are expected to provide economic benefit for more than one year; net of accumulated depreciation. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The carrying amounts of cash and cash equivalent items which are restricted as to withdrawal or usage. Restrictions may include legally restricted deposits held as compensating balances against short-term borrowing arrangements, contracts entered into with others, or entity statements of intention with regard to particular deposits; however, time deposits and short-term certificates of deposit are not generally included in legally restricted deposits. Excludes compensating balance arrangements that are not agreements which legally restrict the use of cash amounts shown on the balance sheet. For a classified balance sheet represents the current portion only (the noncurrent portion has a separate concept); there is a separate and distinct element for unclassified presentations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)
In Thousands, unless otherwise specified |
Sep. 30, 2011
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Dec. 31, 2010
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|---|---|---|
| CURRENT ASSETS | ||
| Allowance for doubtful accounts | $ 953 | $ 1,228 |
| Accumulated depreciation | 1,291,287 | 1,211,315 |
| Accumulated amortization on subscriber lists | 118,084 | 117,781 |
| Accumulated amortization on other assets | $ 7,192 | $ 4,240 |
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- Definition
Accumulated amortization on other assets No definition available.
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- Definition
The cumulative amount of depreciation, depletion and amortization (related to property, plant and equipment, but not including land) that has been recognized in the income statement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
A valuation allowance for trade and other receivables due to an Entity within one year (or the normal operating cycle, whichever is longer) that are expected to be uncollectible. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The accumulated amount of amortization of a major finite-lived intangible asset class. A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Consolidated Statements of Operations (Unaudited) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 9 Months Ended | ||
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Sep. 30, 2011
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Sep. 30, 2010
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Sep. 30, 2011
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Sep. 30, 2010
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| Consolidated Statements of Operations [Abstract] | ||||
| Revenues | $ 170,586 | $ 163,564 | $ 507,648 | $ 487,203 |
| Costs and expenses: | ||||
| Service costs (exclusive of depreciation and amortization) | 73,636 | 74,278 | 224,651 | 218,780 |
| Selling, general and administrative expenses | 29,601 | 28,282 | 85,795 | 82,018 |
| Management fee expense | 2,644 | 3,093 | 8,573 | 9,108 |
| Depreciation and amortization | 29,450 | 26,593 | 88,022 | 80,803 |
| Operating income | 35,255 | 31,318 | 100,607 | 96,494 |
| Interest expense, net | (24,193) | (23,543) | (73,627) | (68,973) |
| Loss on derivatives, net | (16,983) | (10,255) | (18,110) | (31,139) |
| Loss on early extinguishment of debt | (1,234) | |||
| Investment income from affiliate | 4,500 | 4,500 | 13,500 | 13,500 |
| Other expense, net | (504) | (717) | (1,597) | (2,136) |
| Net (loss) income | $ (1,925) | $ 1,303 | $ 20,773 | $ 6,512 |
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- Definition
The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate net gain (loss) on all derivative instruments recognized in earnings during the period, before tax effects. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount represents the difference between the fair value of the payments made and the carrying amount of the debt at the time of its extinguishment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
The cost of borrowed funds accounted for as interest that was charged against earnings during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Income derived from investments in debt and equity securities and on cash and cash equivalents. Interest income represents earnings which reflect the time value of money or transactions in which the payments are for the use or forbearance of money. Dividend income represents a distribution of earnings to shareholders by investee companies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net result for the period of deducting operating expenses from operating revenues. No definition available.
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- Definition
The net amount of other income and expense amounts, the components of which are not separately disclosed on the income statement, resulting from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business) also known as other nonoperating income (expense) recognized for the period. Such amounts may include: (a) dividends, (b) interest on securities, (c) net gains or losses on securities, (d) unusual costs, (e) gains or losses on foreign exchange transactions, and (f) miscellaneous other income and expense items. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate revenue recognized during the period (derived from goods sold, services rendered, insurance premiums, or other activities that constitute an entity's earning process). For financial services companies, also includes investment and interest income, and sales and trading gains. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate costs related to delivering management services during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
The component of interest expense comprised of the periodic charge against earnings over the life of the financing arrangement to which such costs relate. Alternate captions include Noncash Interest Expense. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Includes currency on hand as well as demand deposits with banks or financial institutions. It also includes other kinds of accounts that have the general characteristics of demand deposits in that the Entity may deposit additional funds at any time and also effectively may withdraw funds at any time without prior notice or penalty. Cash equivalents, excluding items classified as marketable securities, include short-term, highly liquid investments that are both readily convertible to known amounts of cash, and so near their maturity that they present minimal risk of changes in value because of changes in interest rates. Generally, only investments with original maturities of three months or less qualify under that definition. Original maturity means original maturity to the entity holding the investment. For example, both a three-month US Treasury bill and a three-year Treasury note purchased three months from maturity qualify as cash equivalents. However, a Treasury note purchased three years ago does not become a cash equivalent when its remaining maturity is three months. Compensating balance arrangements that do not legally restrict the withdrawal or usage of cash amounts may be reported as Cash and Cash Equivalents, while legally restricted deposits held as compensating balances against borrowing arrangements, contracts entered into with others, or company statements of intention with regard to particular deposits are not generally reported as cash and cash equivalents. Includes cash and cash equivalents associated with the entity's continuing operations. Excludes cash and cash equivalents associated with the disposal group (and discontinued operation). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in cash and cash equivalents. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate net gain (loss) on all derivative instruments recognized in earnings during the period, before tax effects. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount represents the difference between the fair value of the payments made and the carrying amount of the debt at the time of its extinguishment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period, excluding the portion taken into income, in the liability reflecting revenue yet to be earned for which cash or other forms of consideration was received or recorded as a receivable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in other liabilities used in operating activities not separately disclosed in the statement of cash flows. May include changes in other current liabilities, other noncurrent liabilities, or a combination of other current and noncurrent liabilities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the value of prepaid expenses and other assets not separately disclosed in the statement of cash flows, for example, deferred expenses, intangible assets,or income taxes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net cash inflow or outflow for the increase (decrease) associated with funds that are not available for withdrawal or use (such as funds held in escrow) and are associated with underlying transactions that are classified as investing activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of cash paid for interest during the period net of cash paid for interest that is capitalized. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from financing activity for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from investing activity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The net cash from (used in) all of the entity's operating activities, including those of discontinued operations, of the reporting entity. Operating activities generally involve producing and delivering goods and providing services. Operating activity cash flows include transactions, adjustments, and changes in value that are not defined as investing or financing activities. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow from any dividend or other distribution in cash with respect to any shares of, or other ownership interest in, an entity, except a dividend consisting of distribution of earnings or stock dividend or pro rata stock split. Alternative captions include special dividends. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow for loan and debt issuance costs. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash inflow from parent as a source of financing that is recorded as additional paid in capital. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash inflow from other long-term borrowings not otherwise defined in the taxonomy (with maturities initially due beyond one year or the normal operating cycle of the entity, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from other financing activities. This element is used when there is not a more specific and appropriate element in the taxonomy. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow attributable to repayments of borrowings not otherwise defined in the taxonomy (with maturities initially due after one year or beyond the operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Organization
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| Organization [Abstract] | |
| ORGANIZATION |
1. ORGANIZATION
Basis of Preparation of Unaudited Consolidated Financial Statements
Mediacom LLC (“Mediacom LLC” and collectively with its subsidiaries, “we,” “our” or “us”), a New
York limited liability company wholly-owned by Mediacom Communications Corporation (“MCC”), is
involved in the acquisition and operation of cable systems serving smaller cities and towns in the
United States. Our principal operating subsidiaries conduct all of our consolidated operations and
own substantially all of our consolidated assets. Our operating subsidiaries are separate and
distinct legal entities and have no obligation, contingent or otherwise, to make funds available to
us.
We have prepared these unaudited consolidated financial statements in accordance with the rules and
regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management,
such statements include all adjustments, consisting of normal recurring accruals and adjustments,
necessary for a fair presentation of our consolidated results of operations and financial position
for the interim periods presented. The accounting policies followed during such interim periods
reported are in conformity with generally accepted accounting principles in the United States of
America and are consistent with those applied during annual periods. For a summary of our
accounting policies and other information, refer to our Annual Report on Form 10-K for the year
ended December 31, 2010. The results of operations for the interim periods are not necessarily
indicative of the results that might be expected for future interim periods or for the full year
ending December 31, 2011.
Mediacom Capital Corporation (“Mediacom Capital”), a New York corporation wholly-owned by us,
co-issued, jointly and severally with us, public debt securities. Mediacom Capital has no
operations, revenues or cash flows and has no assets, liabilities or stockholders’ equity on its
balance sheet, other than a one-hundred dollar receivable from an affiliate and the same dollar
amount of common stock. Therefore, separate financial statements have not been presented for this
entity.
Franchise fees imposed by local governmental authorities are collected on a monthly basis from our
customers and are periodically remitted to the local governmental authorities. Because franchise
fees are our obligation, we present them on a gross basis with a corresponding operating expense.
Franchise fees reported on a gross basis amounted to approximately $3.1 million for each of the three
months ended September 30, 2011 and 2010, respectively and approximately $9.6 million and $9.5
million for the nine months ended September 30, 2011 and 2010, respectively.
Restricted cash and cash equivalents
Restricted cash and cash equivalents represent funds pledged to insurance carriers as security
under a master pledge and security agreement. Pledged funds are invested in short-term, highly
liquid investments. We retain ownership of the pledged funds, and under the terms of the pledge and
security agreement, we can withdraw any of the funds, with the restrictions removed from such
funds, provided comparable substitute collateral is pledged to the insurance carriers.
Reclassifications
Certain reclassifications have been made to prior year amounts to conform to the current year
presentation.
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- Definition
The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Recently Issued Accounting Pronouncements
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9 Months Ended |
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Sep. 30, 2011
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| Recently Issued Accounting Pronouncements [Abstract] | |
| RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS |
2. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
In
January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), Improving
Disclosures about Fair Value Measurements, which amends Accounting Standards Codification (“ASC”)
No. 820 — Fair Value Measurements and Disclosures (“ASC 820”) to add new requirements for
disclosures about transfers into and out of Levels 1 and 2 and separate disclosures about
purchases, sales, issuances, and settlements relating to Level 3 measurements. The ASU also
clarifies existing fair value disclosures about the level of disaggregation and about inputs and
valuation techniques used to measure fair value. The ASU is effective for the first reporting
period (including interim periods) beginning after December 15, 2009, except for the requirement to
provide the Level 3 activity of purchases, sales, issuances, and settlements on a gross basis,
which will be effective for fiscal years beginning after December 15, 2010, and for interim periods
within those fiscal years. Early adoption is permitted. The adoption of this ASU did not have a
material impact on our financial statements or related disclosures.
In December 2010, the FASB issued Accounting Standards Update 2010-28 (“ASU 2010-28”) — When to
Perform Step 2 of the Goodwill Impairment Test for Reporting Units with Zero or Negative Carrying
Amounts (a consensus of the FASB Emerging Issues Task Force). The amendments to ASC 350 —
Intangibles — Goodwill and Other in ASU 2010-28 affect all entities that have recognized goodwill
and have one or more reporting units whose carrying amount for purposes of performing Step 1 of the
goodwill impairment test is zero or negative. The amendments modify Step 1 so that for those
reporting units, an entity is required to perform Step 2 of the goodwill impairment test if it is
more likely than not that a goodwill impairment exists. In determining whether it is more likely
than not that a goodwill impairment exists, an entity should consider whether there are any adverse
qualitative factors indicating that an impairment may exist. The qualitative factors are consistent
with existing guidance, which requires that goodwill of a reporting unit be tested for impairment
between annual tests if an event occurs or circumstances change that would more likely than not
reduce the fair value of a reporting unit below its carrying amount. We adopted ASU 2010-28 as of
January 1, 2011. The adoption of ASU 2010-28 did not have a material impact on our financial
statements.
In May 2011, the FASB issued Accounting Standards Update No. 2011-04 (“ASU 2011-04”), Fair Value
Measurement (Topic 820) — Amendments to Achieve Common Fair Value Measurement and Disclosure
Requirements in U.S. GAAP and IFRSs, which provides a converged framework for fair value
measurements and related disclosures between generally accepted accounting principles in the U.S.
and International Financial Reporting Standards. ASU 2011-04 amends the fair value measurement and
disclosure guidance in the following areas: (i) Highest-and-best use and the valuation-premise
concepts for non-financial assets, (ii) application to financial assets and liabilities with
offsetting positions in market or counterparty credit risk, (iii) premiums or discounts in fair
value measurement, (iv) fair value measurements for amounts classified in equity; and, (v) other
disclosure requirements particularly involving Level 3 inputs. This guidance will be effective for
us as of January 1, 2012. We do not expect that ASU 2011-04 will have a material impact on our
financial statements or related disclosures.
In September 2011, the FASB issued Accounting Standards Update No. 2011-08 (“ASU 2011-08”) Intangibles
— Goodwill and Other (Topic 350). Under ASU 2011-08, an entity has the option to first assess
qualitative factors to determine whether the existence of events or circumstances leads to a
determination that it is more likely than not that the fair value of a reporting unit is less than
its carrying amount. If, after assessing the totality of events or circumstances, an entity
determines it is more likely than not that the fair value of a reporting unit is greater than its
carrying amount, then performing the two-step impairment test is unnecessary. However, if an entity
concludes otherwise, then it is required to perform the first step of the two-step impairment test.
Under ASU 2011-08, an entity has the option to bypass the qualitative assessment for any
reporting unit in any period and proceed directly to performing the first step of the two-step
goodwill impairment test. An entity may resume performing the qualitative assessment in any
subsequent period. ASU 2011-08 is effective for annual and interim goodwill impairment tests
performed for fiscal years beginning after December 15, 2011. We do not expect that ASU 2011-08
will have a material impact on our financial statements or related disclosures.
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- Definition
The entire disclosure for reporting accounting changes and error corrections. It includes the conveyance of information necessary for a user of the Company's financial information to understand all aspects and required disclosure information concerning all changes and error corrections reported in the Company's financial statements for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Fair Value
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| Fair Value [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| FAIR VALUE |
3. FAIR VALUE
The tables below set forth our financial assets and liabilities measured at fair value on a
recurring basis using a market-based approach at September 30, 2011. These assets and liabilities
have been categorized according to the three-level fair value hierarchy established by ASC 820,
which prioritizes the inputs used in measuring fair value, as follows:
As of September 30, 2011, our interest rate exchange agreement liabilities, net, were valued at
$56.0 million using Level 2 inputs, as follows (dollars in thousands):
As of December 31, 2010, our interest rate exchange agreement liabilities, net, were valued at
$37.9 million using Level 2 inputs, as follows (dollars in thousands):
The fair value of our interest rate exchange agreements is the estimated amount that we would
receive or pay to terminate such agreements, taking into account market interest rates and the
remaining time to maturities. As of September 30, 2011, based upon mark-to- market valuation, we
recorded on our consolidated balance sheet, an accumulated current liability of $17.7 million and
an accumulated long-term liability of $38.3 million. As of December 31, 2010, based upon
mark-to-market valuation, we recorded on our consolidated balance sheet a long-term asset of $2.2
million, an accumulated current liability of $20.5 million and an accumulated long-term liability
of $19.6 million. As a result of the mark-to-market valuations on these interest rate exchange
agreements, we recorded a net loss on derivatives of $17.0 million and $10.3 million for the three
months ended September 30, 2011 and 2010, respectively. As a result of the mark-to-market
valuations on these interest rate exchange agreements, we recorded a net loss on derivatives of
$18.1 million and $31.1 million for the nine months ended September 30, 2011 and 2010,
respectively.
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- Definition
The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Property, Plant and Equipment
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| PROPERTY, PLANT AND EQUIPMENT |
4. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consisted of the following (dollars in thousands):
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The entire disclosure for long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software. This disclosure may include property plant and equipment accounting policies and methodology, a schedule of property, plant and equipment gross, additions, deletions, transfers and other changes, depreciation, depletion and amortization expense, net, accumulated depreciation, depletion and amortization expense and useful lives, income statement disclosures, assets held for sale and public utility disclosures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Accounts Payable, Accrued Expenses and Other Current Liabilities
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| Accounts Payable, Accrued Expenses and Other Current Liabilities [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES |
5. ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accounts payable, accrued expenses and other current liabilities consisted of the following
(dollars in thousands):
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The entire disclosure for accounts payable, accrued expenses, and other liabilities that are classified as current at the end of the reporting period. No definition available.
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Debt
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| DEBT |
6. DEBT
Debt consisted of the following (dollars in thousands):
Bank Credit Facility
As of September 30, 2011, we maintained a $1.385 billion bank credit facility (the “credit
facility”), comprising:
On September 30, 2011, $79.0 million of our previously existing revolving credit commitments
expired as scheduled. As of the same date, we had $122.8 million of unused revolving credit
commitments, all of which were available to be borrowed and used for general corporate purposes,
after giving effect to $93.0 million of outstanding loans and $9.4 million of letters of credit
issued to various parties as collateral.
The credit facility is collateralized by our ownership interests in our operating subsidiaries, and
is guaranteed by us on a limited recourse basis to the extent of such ownership interests. As of
September 30, 2011, the credit agreement governing the credit facility required us to maintain a
total leverage ratio (as defined) of no more than 6.0 to 1.0, and an interest coverage ratio (as
defined) of no less than 2.0 to 1.0. Pursuant to the credit agreement, we are required to maintain
a total leverage ratio of no more than 5.5 to 1.0 commencing October 1, 2011 and of no more than
5.0 to 1.0 commencing October 1, 2012. For all periods through September 30, 2011, we were in
compliance with all of the covenants under the credit agreement, and as of September 30, 2011, our
total leverage ratio and interest coverage ratio were 4.4 to 1.0 and 2.8 to 1.0, respectively.
Interest Rate Exchange Agreements
We use interest rate exchange agreements (which we refer to as “interest rate swaps”) with various
banks to fix the variable portion of borrowings under the credit facility. We believe this reduces
the potential volatility in our interest expense that would otherwise result from changes in market
interest rates. Our interest rate swaps have not been designated as hedges for accounting purposes,
and have been accounted for on a mark-to-market basis as of, and for the three and nine months
ended, September 30, 2011, and 2010. As of September 30, 2011:
As of September 30, 2011, the average interest rate on outstanding borrowings under the credit
facility, including the effect of our interest rate swaps, was 4.8%, which was unchanged from the
same date last year.
Senior Notes
As of September 30, 2011, we had $350 million of senior notes outstanding. Our senior notes are
unsecured obligations and the indenture governing our senior notes had a limitation on the
incurrence of additional indebtedness based upon a maximum debt to operating cash flow ratio (as
defined) of 8.5 to 1.0. As of September 30, 2011, we were in compliance with all of the covenants
under the indenture, and our debt to operating cash flow ratio was 5.8 to 1.0.
Debt Ratings
Our corporate credit ratings are B1, with a stable outlook, by Moody’s, and B+, with a stable
outlook, by Standard and Poor’s. Any future downgrade to our credit ratings could result in higher
interest rates on future debt issuance than we currently experience, or adversely impact our
ability to raise additional funds. However, there are no covenants, events of default, borrowing
conditions or other terms in our credit agreement or indenture that are based on changes in our
credit rating assigned by any rating agency.
Fair Value
As of September 30, 2011, the fair values of our senior notes and outstanding debt under our credit
facility are as follows (dollars in thousands):
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The entire disclosure for long-term debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Members' Deficit
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Sep. 30, 2011
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| Members' Deficit [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| MEMBERS' DEFICIT |
7. MEMBERS’ DEFICIT
Going Private Transaction
On November 12, 2010, MCC entered into an Agreement and Plan of Merger (the “Merger Agreement”), by
and among MCC, JMC Communications LLC (“JMC”) and Rocco B. Commisso, MCC’s founder, Chairman and
Chief Executive Officer, who was also the sole member and manager of JMC, for the purpose of taking
MCC private (the “Going Private Transaction”).
At a special meeting of stockholders on March 4, 2011, MCC’s stockholders voted to adopt the Merger
Agreement. On the same date, JMC was merged with and into MCC, with MCC continuing as the surviving
corporation, a private company that is wholly-owned by Mr. Commisso (the “Merger”).
As a result of the Merger, (i) each outstanding share of MCC’s common stock (other than shares held
by Mr. Commisso and his affiliates) was converted into the right to receive promptly after the
Merger $8.75 in cash and (ii) each vested option held by an employee of MCC (other than Mr.
Commisso) and each vested option and each unvested option and restricted stock unit held by a
non-employee director of MCC was converted into the right to receive promptly after the Merger a
cash payment calculated in accordance with the terms of the Merger Agreement. In addition, each
unvested option and restricted stock unit held by an employee of MCC (other than Mr. Commisso) was
converted into the right to receive upon vesting a cash payment calculated in accordance with the
terms of the Merger Agreement. As a result of the Merger, MCC terminated all of its share-based
compensation plans including its employee stock purchase plan and other plans which granted stock
options and restricted stock units.
The Going Private Transaction required funding of approximately $381.5 million, including related
transaction expenses, and was funded, in part, by capital distributions to MCC from us, consisting
of $100.0 million of borrowings under our revolving credit facility and $36.5 million of cash on
hand. The balance was funded by Mediacom Broadband LLC (“Mediacom Broadband”), another wholly-owned
subsidiary of MCC.
Deferred Compensation
For the three and nine months ended September 30, 2011, we recorded $0.2 million and $0.7 million,
respectively, of deferred compensation expense (formerly share-based compensation expense). These
expenses represented the unvested stock options and restricted stock units under the former
share-based compensation plans at their original grant-date fair value, adjusted for the right to
receive $8.75 in cash, based upon terms of the Merger Agreement. This amount also included the
recognition of new, cash-based deferred compensation awarded in 2011 which has vesting attributes
similar to the former share-based awards.
Total share-based compensation for the three and nine months ended September 30, 2010 (prior to the
Going Private Transaction) was as follows (dollars in thousands):
Employee Stock Purchase Plan
Under MCC’s former employee stock purchase plan, all employees were allowed to participate in the
purchase of shares of MCC’s Class A common stock at a 15% discount on the date of the allocation.
As a result of the Going Private Transaction, the employee stock purchase plan terminated in March
2011. The net employee proceeds were $0 and approximately $0.1 million for the three months ended
September 30, 2011 and 2010, respectively. The net employee proceeds were approximately $0.1
million for each of the nine months ended September 30, 2011 and 2010.
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- Definition
The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Investment In Affiliated Company
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9 Months Ended |
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Sep. 30, 2011
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| Investment In Affiliated Company [Abstract] | |
| INVESTMENT IN AFFILIATED COMPANY |
8. INVESTMENT IN AFFILIATED COMPANY
We have a $150 million preferred membership investment in Mediacom Broadband, which has a 12%
annual cash dividend, payable quarterly. During each of the three months ended September 30, 2011
and 2010, we received $4.5 million in cash dividends on the preferred membership interest. During
each of the nine months ended September 30, 2011 and 2010, we received $13.5 million in cash
dividends on the preferred membership interest.
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- Definition
The entire disclosure for equity investment, or group of investments, for which combined disclosure is appropriate, including: (a) the name of each investee and percentage of ownership of common stock, (b) accounting policies for investments in common stock, (c) difference between the amount at which the investment is carried and the amount of underlying equity in net assets and the accounting treatment of the difference, (d) the total fair value of each identified investment for which a market value is available, (e) summarized information as to assets, liabilities, and results of operations of the investees (for investments in unconsolidated subsidiaries, common stock of joint ventures, or other investments using the equity method), and (f) material effects of possible conversions, exercises, or contingent issuances of the investee. Other disclosures include (a) the names of any investee in which the investor owns 20 percent or more of the voting stock and investment is not accounted for using the equity method, and the reasons why not, and (b) the names of any investee in which the investor owns less than 20 percent of the voting stock and the investment is accounted for using the equity method, and the reasons why it is. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Related Party Transactions
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9 Months Ended |
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Sep. 30, 2011
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| Related Party Transactions [Abstract] | |
| RELATED PARTY TRANSACTIONS |
9. RELATED PARTY TRANSACTIONS
See Note 7 for more information about the Going Private Transaction between MCC and MCC’s Chairman
and Chief Executive Officer, Rocco B. Commisso.
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- Definition
The entire disclosure for related party transactions, including the nature of the relationship(s), a description of the transactions, the amount of the transactions, the effects of any change in the method of establishing the terms of the transaction from the previous period, stated interest rate, expiration date, terms and manner of settlement per the agreement with the related party, and amounts due to or from related parties. If the entity and one or more other entities are under common ownership or management control and this control affects the operating results or financial position, disclosure includes the nature of the control relationship even if there are no transactions between the entities. Disclosure may also include the aggregate amount of current and deferred tax expense for each statement of earnings presented where the entity is a member of a group that files a consolidated tax return, the amount of any tax related balances due to or from affiliates as of the date of each statement of financial position presented, the principal provisions of the method by which the consolidated amount of current and deferred tax expense is allocated to the members of the group and the nature and effect of any changes in that method. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Commitments and Contingencies
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9 Months Ended |
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Sep. 30, 2011
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| Commitments and Contingencies [Abstract] | |
| COMMITMENTS AND CONTINGENCIES |
10. COMMITMENTS AND CONTINGENCIES
Legal Proceedings
Gary Ogg and Janice Ogg v. Mediacom LLC
We are named as a defendant in a putative class action, captioned Gary Ogg and Janice Ogg v.
Mediacom LLC, pending in the Circuit Court of Clay County, Missouri, originally filed in April
2001. The lawsuit alleges that we, in areas where there was no cable franchise, failed to obtain
permission from landowners to place our fiber interconnection cable notwithstanding the possession
of agreements or permission from other third parties. While the parties continue to contest
liability, there also remains a dispute as to the proper measure of damages. Based on a report by
their experts, the plaintiffs claim compensatory damages of approximately $14.5 million. Legal
fees, prejudgment interest, potential punitive damages and other costs could increase that estimate
to approximately $26.0 million. Before trial, the plaintiffs proposed an alternative damage theory
of $42.0 million in compensatory damages. Notwithstanding the verdict in the trial described below,
we remain unable to reasonably determine the amount of our final liability in this lawsuit. Prior
to trial our experts estimated our liability to be within the range of approximately $0.1 million
to $2.3 million. This estimate did not include any estimate of damages for prejudgment interest,
attorneys’ fees or punitive damages.
On March 9, 2009, a jury trial commenced solely for the claim of Gary and Janice Ogg, the
designated class representatives. On March 18, 2009, the jury rendered a verdict in favor of Gary
and Janice Ogg setting compensatory damages of $8,863 and punitive damages of $35,000. The Court
did not enter a final judgment on this verdict and therefore the amount of the verdict could not at
that time be judicially collected. Although we believe that the particular circumstances of each
class member may result in a different measure of damages for each member, if the same measure of
compensatory damages was used for each member, the aggregate compensatory damages would be
approximately $16.2 million plus the possibility of an award of attorneys’ fees, prejudgment
interest, and punitive damages.
On April 22, 2011, the Circuit Court of Clay County, Missouri issued an opinion and order
decertifying the class in this putative class action. A notice of appeal was filed by the plaintiff
on May 2, 2011 regarding the court’s decertification of the class and the court’s refusal to award
prejudgment interest on the Gary and Janice Ogg judgment. We will vigorously defend this appeal as
well as any claims made by the other members of the purported class.
We believe that the amount of actual liability would not have a significant effect on our
consolidated financial position, results of operations, cash flows or business. There can be no
assurance, however, if the decision of the Circuit Court of Clay County, Missouri is reversed, that
the actual liability ultimately determined for all members of the class would not exceed our
estimated range or any amount derived from the verdict rendered on March 18, 2009. We have tendered
the lawsuit to our insurance carrier for defense and indemnification. The carrier has agreed to
defend us under a reservation of rights, and a declaratory judgment action is pending regarding the
carrier’s defense and coverage responsibilities.
Jim Knight v. Mediacom Communications Corp.
A purported class action in the United States District Court for the Southern District of New York
entitled Jim Knight v. Mediacom Communications Corp., in which MCC is named as the defendant, was
filed on March 4, 2010. The complaint asserts that the potential class is comprised of all persons
who purchased premium cable services from MCC and rented a cable box distributed by MCC. The
plaintiff alleges that MCC improperly “ties” the rental of cable boxes to the provision of premium
cable services in
violation of Section 1 of the Sherman Antitrust Act. The plaintiff also alleges a claim for unjust
enrichment and seeks injunctive relief and unspecified damages. MCC was served with the complaint
on April 16, 2010. On August 8, 2011 Mr. Knight dismissed his claim with prejudice and the case was
closed.
Mediacom Communications Shareholders Litigation
During 2010, six purported class actions lawsuits were filed against MCC, its individual
directors, including Mr. Commisso, and JMC alleging, among other things, that the defendant
directors breached their fiduciary duties to the stockholders of MCC in connection with Mr.
Commisso’s proposal to take MCC private. The plaintiffs sought, among other things, injunctive
relief, rescission of the transaction or rescissory damages, and an accounting of all damages.
The defendant directors, including Mr. Commisso, MCC, and JMC reached agreement with the plaintiffs
in all of the foregoing actions on the terms and subject to the conditions set forth in a
settlement agreement. The settlement agreement was approved by a Delaware court on June 6, 2011 and
all litigation related to the going private transaction has been
dismissed with prejudice. Settlement payments totaling
$10.3 million were made by MCC in July 2011, of which we funded
$4.6 million through a capital
distribution to MCC, with the remainder being funded by Mediacom
Broadband.
Other
Legal Proceedings
We are also involved in various other legal actions arising in the ordinary course of business. In
the opinion of management, the ultimate disposition of these other matters will not have a material
adverse effect on our consolidated financial position, results of operations, cash flows or
business.
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- Definition
The entire disclosure for commitments and contingencies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Goodwill and Other Intangible Assets
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9 Months Ended |
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Sep. 30, 2011
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| Goodwill and Other Intangible Assets [Abstract] | |
| GOODWILL AND OTHER INTANGIBLE ASSETS |
11. GOODWILL AND OTHER INTANGIBLE ASSETS
In accordance with ASC 350 — Intangibles — Goodwill and Other (“ASC 350”) (formerly SFAS No. 142,
“Goodwill and Other Intangible Assets”), the amortization of goodwill and indefinite-lived
intangible assets is prohibited and requires such assets to be tested annually for impairment, or
more frequently if impairment indicators arise. We have determined that our cable franchise rights
and goodwill are indefinite-lived assets and therefore not amortizable.
We directly assess the value of cable franchise rights for impairment under ASC 350 by utilizing a
discounted cash flow methodology. In performing an impairment test in accordance with ASC 350, we
make assumptions, such as future cash flow expectations, customer growth, competition, industry
outlook, capital expenditures, and other future benefits related to cable franchise rights, which
are consistent with the expectations of buyers and sellers of cable systems in determining fair
value. If the determined fair value of our cable franchise rights is less than the carrying amount
on the financial statements, an impairment charge would be recognized for the difference between
the fair value and the carrying value of such assets.
Goodwill impairment is determined using a two-step process. The first step compares the fair value
of a reporting unit with our carrying amount, including goodwill. If the fair value of a reporting
unit exceeds our carrying amount, goodwill of the reporting unit is considered not impaired and the
second step is unnecessary. If the carrying amount of a reporting unit exceeds our fair value, the
second step is performed to measure the amount of impairment loss, if any. The second step compares
the implied fair value of the reporting unit’s goodwill, calculated using the residual method, with
the carrying amount of that goodwill. If the carrying amount of the goodwill exceeds the implied
fair value, the excess is recognized as an impairment loss. We have determined that we have one
reporting unit for the purpose of applying ASC 350, Mediacom LLC. Our most recently completed
annual impairment test was conducted as of October 1, 2010, and we will be conducting our next
annual impairment test as of October 1, 2011.
In accordance with ASU 2010-28, we have evaluated the qualitative factors surrounding our Mediacom
LLC reporting unit with its negative equity carrying value. We do not believe that it is “more
likely than not” that a goodwill impairment exists. As such, we have not performed Step 2 of the
goodwill impairment test.
The economic conditions currently affecting the U.S. economy and the long-term impact on the
fundamentals of our business may have a negative impact on the fair values of the assets in our
reporting units. This may result in the recognition of an impairment loss in the future.
Because we believe there has not been a meaningful change in the long-term fundamentals of our
business during the first nine months of 2011, we have determined that there has been no triggering
event under ASC 350, and as such, no interim impairment test was required as of September 30, 2011.
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- Definition
The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Subsequent Events
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9 Months Ended |
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Sep. 30, 2011
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| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS |
12. SUBSEQUENT EVENTS
We have evaluated subsequent events through November 10, 2011 (the date the financial statements
were issued).
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- Definition
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. No definition available.
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