10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2015

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 000-51798

NTELOS Holdings Corp.

(Exact name of registrant as specified in its charter)

Delaware	36-4573125
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1154 Shenandoah Village Drive, Waynesboro, Virginia 22980

(Address of principal executive offices) (Zip Code)

(540) 946-3500

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has 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 the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    ý  Yes    ¨  No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    ý  Yes    ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨		Accelerated filer	ý
Non-accelerated filer	¨	(Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    ý  No

There were 22,234,599 shares of the registrant’s common stock outstanding as of the close of business on July 24, 2015.

NTELOS HOLDINGS CORP.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION	Page Number
Item 1. Financial Statements	2
Condensed Consolidated Balance Sheets	2
Condensed Consolidated Statements of Income	3
Condensed Consolidated Statements of Comprehensive Income	4
Condensed Consolidated Statements of Cash Flows	5
Condensed Consolidated Statement of Changes in Stockholders’ Equity (Deficit)	6
Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3. Quantitative and Qualitative Disclosures About Market Risk	28
Item 4. Controls and Procedures	29
PART II - OTHER INFORMATION
Item 1. Legal Proceedings	30
Item 1A. Risk Factors	30
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3. Defaults Upon Senior Securities	31
Item 4. Mine Safety Disclosures	31
Item 5. Other Information	31
Item 6. Exhibits	32
SIGNATURES	33

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

NTELOS Holdings Corp.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except per share amounts)	June 30, 2015			December 31, 2014
ASSETS
Current Assets
Cash	$	144,293		$	73,546
Restricted cash	2,167			2,167
Accounts receivable, net	52,771			43,668
Inventories and supplies	16,282			18,297
Deferred income taxes	24,034			24,770
Prepaid expenses	14,684			13,543
Other current assets	336			4,626
	254,567			180,617
Assets Held for Sale	1,454			64,271
Securities and Investments	1,522			1,522
Property, Plant and Equipment, net	308,422			289,947
Intangible Assets
Goodwill	63,700			63,700
Radio spectrum licenses	44,933			44,933
Customer relationships and trademarks, net	4,688			5,084
Deferred charges and other assets	20,869			18,474
TOTAL ASSETS	$	700,155		$	668,548
LIABILITIES AND EQUITY (DEFICIT)
Current Liabilities
Current portion of long-term debt	$	5,728		$	5,816
Accounts payable	15,474			24,541
Advance billings and customer deposits	12,266			14,553
Accrued expenses and other current liabilities	35,522			27,153
	68,990			72,063
Long-Term Debt	517,111			519,592
Retirement Benefits	24,996			25,209
Deferred Income Taxes	36,282			39,620
Other Long-Term Liabilities	67,073			45,016
	645,462			629,437
Commitments and Contingencies
Equity (Deficit)
Preferred stock, par value $.01 per share, authorized 100 shares, none issued	—			—
Common stock, par value $.01 per share, authorized 55,000 shares; 22,261 shares issued and 22,234 shares outstanding (21,634 shares issued and 21,616 shares outstanding at December 31, 2014)	214			214
Additional paid in capital	30,449			28,663
Treasury stock, at cost, 27 shares (18 shares at December 31, 2014)	(325		)	(285		)
Accumulated deficit	(37,228		)	(53,634		)
Accumulated other comprehensive loss	(8,855		)	(9,090		)
Total NTELOS Holdings Corp. Stockholders’ Equity (Deficit)	(15,745		)	(34,132		)
Noncontrolling interests	1,448			1,180
	(14,297		)	(32,952		)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	700,155		$	668,548

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

2

NTELOS Holdings Corp.

Condensed Consolidated Statements of Income

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands, except per share amounts)	2015			2014			2015			2014
Operating Revenues
Retail Revenue	$	58,223		$	72,935		$	124,757		$	146,811
Wholesale and other revenue	37,647			38,300			73,930			79,015
Equipment sales	12,454			6,560			29,843			14,051
Operating Revenues	108,324			117,795			$	228,530		239,877
Operating Expenses
Cost of services	32,017			29,180			61,675			57,085
Cost of equipment sold	20,038			22,144			43,673			45,997
Customer operations	20,499			25,377			44,848			53,000
Corporate operations	9,975			11,261			19,387			23,032
Restructuring	1,602			—			3,610			—
Depreciation and amortization	14,485			19,929			28,359			38,996
Gain on sale of assets	(802		)	—			(16,749		)	—
	97,814			107,891			184,803			218,110
Operating Income	10,510			9,904			43,727			21,767
Other Expense
Interest expense	(7,574		)	(8,315		)	(15,491		)	(16,274		)
Other income (expense), net	35			(92		)	31			(1,164		)
	(7,539		)	(8,407		)	(15,460		)	(17,438		)
Income before Income Taxes	2,971			1,497			28,267			4,329
Income Taxes	1,090			640			11,099			1,750
Net Income	1,881			857			17,168			2,579
Net Income Attributable to Noncontrolling Interests	(271		)	(373		)	(762		)	(809		)
Net Income Attributable to NTELOS Holdings Corp.	$	1,610		$	484		$	16,406		$	1,770
Earnings per Share Attributable to NTELOS Holdings Corp.
Basic	$	0.07		$	0.02		$	0.74		$	0.08
Weighted average shares outstanding - basic	21,242			21,099			21,218			21,090
Diluted	$	0.07		$	0.02		$	0.71		$	0.08
Weighted average shares outstanding - diluted	22,564			22,039			22,347			22,037
Cash Dividends Declared per Share - Common Stock	$	—		$	0.42		$	—		$	0.84

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

3

NTELOS Holdings Corp.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)

	Three Months Ended June 30,					Six Months Ended June 30,
(In thousands)	2015		2014			2015		2014
Net Income Attributable to NTELOS Holdings Corp.	$	1,610	$	484		$	16,406	$	1,770
Other Comprehensive Income:
Amortization of unrealized (gain) loss from defined benefit plans, net of $75 and $150 of deferred income taxes in 2015, respectively ($172 and $344 in 2014, respectively)	117		(270		)	235		(541		)
Unrecognized loss from defined benefit plans, net of $243 of deferred income taxes in 2014	—		(382		)	—		(382		)
Comprehensive Income (Loss) Attributable to NTELOS Holdings Corp.	1,727		(168		)	16,641		847
Comprehensive Income Attributable to Noncontrolling Interests	271		373			762		809
Comprehensive Income	$	1,998	$	205		$	17,403	$	1,656

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

4

NTELOS Holdings Corp.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	Six Months Ended June 30,
(In thousands)	2015			2014
Cash flows from operating activities
Net income	$	17,168		$	2,579
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	28,359			38,996
Gain on sale of assets	(16,749		)	—
Deferred income taxes	(2,752		)	136
Equity-based compensation	1,769			2,594
Amortization of loan origination costs and debt discount	1,187			1,442
Write off of unamortized debt issuance costs	—			895
Retirement benefits and other	1,509			1,158
Changes in operating assets and liabilities
Accounts receivable	(9,103		)	(4,207		)
Inventories and supplies	2,015			8,461
Income taxes	7,838			146
Prepaid expenses and other assets	1,812			(955		)
Accounts payable	(7,835		)	(6,989		)
Accrued expenses and other liabilities	(722		)	2,298
Retirement benefit distributions	144			424
Net cash provided by operating activities	24,640			46,978
Cash flows from investing activities
Purchases of property, plant and equipment	(47,108		)	(43,844		)
Proceeds from sale of assets	96,633			—
Other, net	—			2,381
Net cash provided by/(used in) investing activities	49,525			(41,463		)
Cash flows from financing activities
Proceeds from issuance of long-term debt, net of original issue discount	—			187,655
Debt issuance and refinancing costs	—			(3,551		)
Repayments on senior secured term loans	(2,703		)	(150,822		)
Cash dividends paid on common stock	—			(18,130		)
Capital distributions to noncontrolling interests	(494		)	(551		)
Other, net	(221		)	(217		)
Net cash provided by/(used in) financing activities	(3,418		)	14,384
Increase in cash	70,747			19,899
Cash, beginning of period	73,546			88,441
Cash, end of period	$	144,293		$	108,340

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

5

NTELOS Holdings Corp.

Condensed Consolidated Statement of Changes in Stockholders’ Equity (Deficit)

(Unaudited)

(In thousands)	Common Shares	Treasury Shares	Common Stock		Additional Paid In Capital		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Loss			Total NTELOS Holdings Corp. Stockholders’ Equity (Deficit)			Noncontrolling Interests			Total Equity (Deficit)
Balance, December 31, 2014	21,616	18	$	214	$	28,663	$	(285	)	$	(53,634	)	$	(9,090	)	$	(34,132	)	$	1,180		$	(32,952	)
Equity-based compensation *	618	9			1,786		(40		)							1,746						1,746
Capital distribution to noncontrolling interests																—			(494		)	(494		)
Net income attributable to NTELOS Holdings Corp.										16,406						16,406						16,406
Amortization of unrealized loss from defined benefit plans, net of $150 of deferred income taxes													235			235						235
Comprehensive income attributable to noncontrolling interests																—			762			762
Balance, June 30, 2015	22,234	27	$	214	$	30,449	$	(325	)	$	(37,228	)	$	(8,855	)	$	(15,745	)	$	1,448		$	(14,297	)

* Includes restricted shares issued, employee stock purchase plan issuances, shares issued through 401(k) matching contributions, stock options exercised and other activity.

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

6

NTELOS Holdings Corp.

Notes to Unaudited Condensed Consolidated Financial Statements

Note 1. Organization

NTELOS Holdings Corp. (hereafter referred to as “Holdings Corp.” or the “Company”), through NTELOS Inc., its wholly-owned subsidiary (“NTELOS Inc.”) and its subsidiaries, is a regional provider of digital wireless communications services to consumers and businesses primarily in Virginia, West Virginia and certain portions of surrounding states. The Company’s primary services are wireless voice and data digital personal communications services (“PCS”) provided through NTELOS-branded retail operations and on a wholesale basis to other PCS providers, most notably through an arrangement with Sprint Spectrum L.P. (“Sprint Spectrum”), and Sprint Spectrum on behalf of and as an agent for SprintCom, Inc. (“SprintCom”) (Sprint Spectrum and SprintCom collectively, “Sprint”), which arrangement is referred to herein as the “Strategic Network Alliance” or "SNA." See Note 13 for additional information regarding this arrangement. The Company does not have any independent operations.

On December 1, 2014, we entered into an agreement to sell our wireless spectrum licenses in our eastern Virginia and Outer Banks of North Carolina markets (“Eastern Markets”) valued at approximately $56.0 million. The transaction closed on April 15, 2015. We plan to operate in our Eastern Markets until November 15, 2015. In conjunction with the agreement to sell, the Company has taken an impairment charge for wireless spectrum and fixed assets, and has incurred restructuring charges.

Note 2. Basis of Presentation and Other Information

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary to present fairly the financial position have been included.

The results of operations for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. The accompanying condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited financial statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). These financial statements should be read in conjunction with the Company’s 2014 Form 10-K.

Reclassifications

Certain amounts in prior periods have been reclassified to conform to the current period presentation. Effective September 30, 2014, the Company changed the classification of certain costs related to equipment incentives to retain existing customers from customer operations to cost of sales to better align our presentation with other wireless carriers. The reclassification resulted in an increase of $8.4 million and $17.4 million in cost of sales and a corresponding decrease in customer operations expenses for the three and six months ended June 30, 2014, respectively. Additionally, certain information technology (“IT”) costs attributable to supporting billing and internal network and communication services were changed from cost of services to customer operations and corporate operations also to align our presentation with other wireless carriers. The reclassification resulted in a decrease of $2.3 million and $5.6 million in cost of services for the three and six months ended June 30, 2014, respectively, and an increase in customer operations expenses of $0.6 million and $1.4 million and an increase in corporate operations expenses of $1.7 million and $4.2 million for the three and six months ended June 30, 2014, respectively. Net income has not been affected by these reclassifications.

Revenue Recognition

The Company recognizes revenue when services are rendered or when products are delivered and functional, as applicable. Certain services of the Company require payment in advance of service performance. In such cases, the Company records a service liability at the time of billing and subsequently recognizes revenue ratably over the service period. The Company bills customers certain transactional taxes on service revenues. These transactional taxes are not included in reported revenues as they are recognized as liabilities at the time customers are billed.

The Company earns retail and wholesale revenues by providing access to and usage of its networks. Retail and certain wholesale revenues are recognized as services are provided. In long-term contracts certain fixed elements are required to be

7

recognized on a straight-line basis over the term of the agreement. Revenues for equipment sales are recognized at the point of sale. Wireless handsets and other devices sold with service contracts are generally sold at prices below cost, based on the terms of the service contracts. The Company recognizes the entire cost of the handsets at the time of sale.

On August 15, 2014, the Company launched its Equipment Installment Plan (“EIP”), which offers customers the option to pay for their devices over 24 months with no service contract. Additionally, after a specified period of time, customers have the right to trade in the original device for a new device and have the remaining unpaid balance satisfied. For customers that elect the EIP option, the Company recognizes revenue at the point of sale for the full retail price of the device, net of the estimated fair value of imputed interest and the estimated loss on trade-in.

The Company evaluates related transactions to determine whether they should be viewed as multiple deliverable arrangements, which impact revenue recognition. Multiple deliverable arrangements are presumed to be bundled transactions and the total consideration is measured and allocated to the separate units based on their relative selling price with certain limitations. The Company has determined that sales of handsets with service contracts related to these sales generated from Company-operated retail stores are multiple deliverable arrangements. Accordingly, substantially all of the nonrefundable activation fee revenues (as well as the associated direct costs) are allocated to the wireless handset and are recognized at the time of the sale, based on the fact that the handsets are generally sold well below cost and thus appropriately allocated to the point of sale based on the relative selling price evaluation. However, revenue and certain associated direct costs for activations sold at third-party retail locations are deferred and amortized over the estimated life of the customer relationship as the Company is not a principal in the transaction to sell the handset and therefore any activation fees charged are fully attributable to the service revenues.

The Company recognizes revenue in the period that persuasive evidence of an arrangement exists, delivery of the product has occurred or services have been rendered, it is able to determine the amount and when the collection of such amount is considered probable.

Cash

The Company’s cash was held in market rate savings accounts and non-interest bearing deposit accounts. The total held in market rate savings accounts at June 30, 2015 and December 31, 2014 was $109.6 million and $28.5 million, respectively. The remaining $34.7 million and $45.0 million of cash at June 30, 2015 and December 31, 2014, respectively, was held in non-interest bearing deposit accounts.

Restricted Cash

The Company is eligible to receive up to $5.0 million in connection with its winning bid in the Connect America Fund's Mobility Fund Phase I Auction ("Auction 901"). Pursuant to the terms of Auction 901, the Company was required to obtain a Letter of Credit (“LOC”) for the benefit of the Universal Service Administrative Company (“USAC”) to cover each disbursement plus the amount of the performance default penalty (10% of the total eligible award). USAC may draw upon the LOC in the event the Company fails to demonstrate the required coverage by the applicable deadline in 2016. The Company obtained the LOC in the amount of $2.2 million, representing the first disbursement of $1.7 million received in September 2013, plus the performance default penalty of $0.5 million. In accordance with the terms of the LOC, the Company deposited $2.2 million into a separate account at the issuing bank to serve as cash collateral. Such funds will be released when the LOC is terminated without being drawn upon by USAC.

Allowance for Doubtful Accounts

The Company includes bad debt expense in customer operations expense in the unaudited condensed consolidated statements of operations. Bad debt expense for the three months ended June 30, 2015 and 2014 was $5.6 million and $3.3 million, respectively. Bad debt expense for the six months ended June 30, 2015 and 2014 was $11.1 million and $7.3 million, respectively. The Company’s allowance for doubtful accounts was $12.9 million and $8.7 million at June 30, 2015 and December 31, 2014, respectively. At June 30, 2015, the allowance for doubtful accounts included $6.2 million related to unbilled equipment receivables.

8

Accrued Expenses and Other Current Liabilities

(In thousands)	June 30, 2015		December 31, 2014
Accrued payroll	$	5,042	$	6,545
Accrued taxes	12,431		5,383
Accrued restructuring	3,521		3,400
Other	14,528		11,825
Total	$	35,522	$	27,153

Pension Benefits and Retirement Benefits Other Than Pensions

The total expense recognized for the Company’s defined benefit and nonqualified pension plans was $0.1 million for both the three months ended June 30, 2015 and 2014, respectively, and $0.2 million, for both the six months ended June 30, 2015 and 2014, respectively, a portion of which related to the amortization of unrealized loss.

The total amount reclassified out of accumulated other comprehensive loss related to actuarial (gains)/losses from the defined benefit plans was $0.1 million and $(0.3) million for the three months ended June 30, 2015 and 2014, respectively, and $0.2 million and $(0.5) million for the six months ended June 30, 2015 and 2014, respectively, all of which has been reclassified to cost of services, customer operations, and corporate operations on the unaudited condensed consolidated statements of income for the respective periods.

Defined benefit pension plan assets were valued at $23.4 million at June 30, 2015.

The Company also sponsors a contributory defined contribution plan under Internal Revenue Code (“IRC”) Section 401(k) for substantially all employees. The Company’s current policy is to make matching contributions in shares of the Company’s common stock.

Equity-Based Compensation

The Company accounts for equity-based compensation plans under FASB Accounting Standards Codification (“ASC”) 718, Stock Compensation. Equity-based compensation expense from stock-based awards is recorded with an offsetting increase to additional paid in capital on the unaudited condensed consolidated balance sheet. The Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award and credits compensation for any forfeitures in the reporting period in which the forfeiture occurs.

Total equity-based compensation expense related to all of the Company’s stock-based equity awards for the three and six months ended June 30, 2015 and 2014 and the Company’s 401(k) matching contributions was allocated as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2015		2014		2015		2014
Cost of services	$	177	$	167	$	338	$	318
Customer operations	216		259		335		509
Corporate operations	510		857		1,096		1,767
Equity-based compensation expense	$	903	$	1,283	$	1,769	$	2,594

Future charges for equity-based compensation related to securities outstanding at June 30, 2015 for the remainder of 2015 and for the years 2016 through 2019 are estimated to be $1.4 million, $1.6 million, $1.0 million, $0.2 million and less than $0.1 million, respectively.

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The guidance is effective prospectively for fiscal years and interim reporting periods within those years beginning after December 15, 2014, with early adoption permitted for transactions that have not been reported in financial statements previously issued or

9

available for issuance. The standard was effective for the Company's fiscal year beginning January 1, 2015 and has been applied to relevant transactions.

In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This ASU provides a framework that replaces the existing revenue recognition guidance and is intended to improve the financial reporting requirements. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years, with early adoption being prohibited. The impact of application of this ASU on the Company's financial statements has not been determined.

In August 2014, FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances.  The guidance is effective for annual reporting periods ending after December 15, 2016, with early adoption permitted.  The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations.

In April 2015, FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which changes the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The guidance is effective for annual reporting periods beginning after December 15, 2016, with early adoption permitted. The guidance will be applied retrospectively to each period presented. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements.

In April 2015, FASB ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides additional guidance regarding cloud computing arrangements. The guidance requires registrants to account for a cloud computing arrangement that includes a software license element consistent with the acquisition of other software licenses. Cloud computing arrangement without software licenses are to be accounted for as a service contract. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations.

Note 3. Supplemental Cash Flow Information

The following information is presented as supplementary disclosures for the unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2015 and 2014:

	Six Months Ended June 30,
(In thousands)	2015		2014
Cash payments for:
Interest (net of amounts capitalized)	$	14,757	$	14,276
Income taxes	6,100		701
Cash received from income tax refunds	3,971		239
Supplemental investing and financing activities:
Additions to property, plant and equipment included in accounts payable	7,281		3,266
Borrowings under capital leases	35		292
Dividends declared not paid	—		9,262

The amount of interest capitalized was immaterial for each of the six months ended June 30, 2015 and 2014.

Note 4. Equipment Installment Plan Receivables

Certain subscribers have the option to pay for their devices in installments over a 24-month period. The carrying value of installment receivables approximates sales price, net of the deferred interest and estimated losses at time of trade-in. At the time of sale, we impute the interest on the installment receivable using current market interest rate estimates and calculate the allowance for trade-in losses using estimates based on current trade-in values, then record them as a reduction to equipment revenue and as a reduction to the face amount of the related receivable. The estimates for interest rates and trade-in values are subject to change based on assumptions related to economic conditions, subscriber credit trends, trade-in probability and timing and the handset trade-in value. Interest income is recognized over the term of the installment contract as operating revenue. Short-term installment receivables are recorded in "Accounts receivable, net" and long-term installment receivables are recorded in "Deferred charges and other assets" in the unaudited condensed consolidated balance sheets.

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The following table summarizes the EIP receivables at June 30, 2015 and December 31, 2014:

(In thousands)	June 30, 2015			December 31, 2014
EIP receivables, gross	$	32,201		$	16,109
Deferred interest	(1,600		)	(807		)
EIP receivables, net of deferred interest	30,601			15,302
Allowance for credit and trade-in losses	(6,151		)	(2,450		)
EIP receivables, net	$	24,450		$	12,852

Classified on the unaudited Condensed Consolidated Balance Sheets as:
Accounts receivable, net	$	14,656		$	5,551
Deferred charges and other assets	11,394			8,108
Advance billings and customer deposits	(957		)	(807		)
Other Long-Term Liabilities	(643		)	—
EIP receivables, net	$	24,450		$	12,852

Note 5. Property, Plant and Equipment

The components of property, plant and equipment, and the related accumulated depreciation, were as follows:

(In thousands)	Estimated Useful Life	June 30, 2015		December 31, 2014
Land and buildings *	39 to 50 years	$	30,689	$	30,772
Network plant and equipment	5 to 17 years	459,893		445,940
Furniture, fixtures and other equipment	2 to 18 years	94,714		91,512
		585,296		568,224
Under construction		42,133		18,213
		627,429		586,437
Less: accumulated depreciation		319,007		296,490
Property, plant and equipment, net		$	308,422	$	289,947

* Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms.

Depreciation expense for the three months ended June 30, 2015 and 2014 was $13.9 million and $19.2 million, respectively. Depreciation expense for the six months ended June 30, 2015 and 2014 was $27.8 million and $37.5 million, respectively.

During the three months ended June 30, 2015, the Company began negotiating to sell certain facilities in the Eastern Markets. Based on bids received for these facilities, the Company recorded an impairment charge of approximately $0.2 million during the three months ended June 30, 2015.

Note 6. Intangible Assets

Indefinite-Lived Intangible Assets

Goodwill and radio spectrum licenses are considered indefinite-lived intangible assets. Indefinite-lived intangible assets are not subject to amortization but instead are tested for impairment annually, on October 1, or more frequently if an event indicates that the asset might be impaired. The Company believes that no impairment indicators existed as of June 30, 2015 that would require it to perform impairment testing.

In conjunction with the agreement to sell the Company's wireless spectrum licenses in the Eastern Markets, the Company calculated the fair value to be $57.9 million, which includes the sales price plus the implied value of the non-cash spectrum leaseback. Accordingly, an impairment charge of $29.0 million was recorded during the fourth quarter of 2014. In addition, the Company transferred these intangible assets to assets held for sale in the Company’s unaudited condensed consolidated balance sheets. The transaction closed in April 2015 and the assets are no longer reflected in the Company’s unaudited condensed consolidated balance sheets at June 30, 2015.

11

At June 30, 2015 and December 31, 2014, goodwill and radio spectrum licenses were comprised of the following:

	June 30, 2015				December 31, 2014
(In thousands)	Goodwill		Radio Spectrum Licenses		Goodwill		Radio Spectrum Licenses
Balance at beginning of the period	$	63,700	$	44,933	$	63,700	$	131,834
Impairment loss in the period	—		—		—		(28,990		)
Transferred to assets held for sale	—		—		—		(57,911		)
Total	$	63,700	$	44,933	$	63,700	$	44,933

Intangible Assets Subject to Amortization

Customer relationships and trademarks are considered amortizable intangible assets. At June 30, 2015 and December 31, 2014, customer relationships and trademarks were comprised of the following:

		June 30, 2015							December 31, 2014
(In thousands)	Estimated Useful Life	Gross Amount		Accumulated Amortization			Net		Gross Amount		Accumulated Amortization			Net
Customer relationships	17.5 years	$	36,900	$	(34,468	)	$	2,432	$	36,900	$	(34,305	)	$	2,595
Trademarks	15 years	7,000		(4,744		)	2,256		7,000		(4,511		)	2,489
Total		$	43,900	$	(39,212	)	$	4,688	$	43,900	$	(38,816	)	$	5,084

The Company amortizes its amortizable intangible assets using the straight-line method. Amortization expense for the three months ended June 30, 2015 and 2014 was $0.2 million and $0.8 million, respectively. Amortization expense for the six months ended June 30, 2015 and 2014 was $0.4 million and $1.5 million, respectively.

Note 7. Long-Term Debt

At June 30, 2015 and December 31, 2014, the Company’s outstanding long-term debt consisted of the following:

(In thousands)	June 30, 2015		December 31, 2014
Senior secured term loans, net of unamortized debt discount	$	522,156	$	524,504
Capital lease obligations	683		904
	522,839		525,408
Less: current portion of long-term debt	5,728		5,816
Long-term debt	$	517,111	$	519,592

Long-Term Debt, Excluding Capital Lease Obligations

On November 9, 2012, NTELOS Inc. entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”), which amended and restated, in its entirety, that certain Credit Agreement dated August 7, 2009 (the “Original Credit Agreement”). The Amended and Restated Credit Agreement provided for (1) a term loan A in the aggregate amount of $150.0 million (the “Term Loan A”); and (2) a term loan B in the aggregate amount of $350.0 million (the “Term Loan B” and, together with the Term Loan A, the “Term Loans”).

On January 31, 2014, the Company completed the refinancing of Term Loan A, which converted the outstanding principal balance of $148.1 million of Term Loan A into Term Loan B, and borrowed an additional $40.0 million under Term Loan B. The additional Term Loan B borrowings bear the same interest rate, maturity and other terms as the Company’s existing Term Loan B borrowings. In connection with the refinancing, the Company incurred approximately $3.8 million in creditor and third party fees, of which $3.7 million was deferred and is being amortized to interest expense over the life of the debt using the effective interest method. The Company also deferred $0.5 million in debt discounts related to the new Term Loan B borrowings, which are being accreted to the Term Loan B using the effective interest method over the life of the debt and are reflected in interest expense. Additionally, the Company wrote off a proportionate amount of the unamortized deferred fees and debt discount from the Amended and Restated Credit Agreement totaling $0.5 million and $0.2 million, respectively, which are reflected in other expenses in the unaudited condensed consolidated statements of income.

12

The aggregate maturities of long-term debt outstanding at June 30, 2015, excluding capital lease obligations, based on the contractual terms of the instruments were as follows:

(In thousands)	Term Loan
Remainder of 2015	$	2,702
2016	5,405
2017	5,405
2018	5,405
2019	506,725
Total	$	525,642

The Company’s blended average effective interest rate on its long-term debt was approximately 6.3% and 6.4% for the three and six months ended June 30, 2015 and 2014, respectively.

The Amended and Restated Credit Agreement has a Restricted Payments basket, which can be used to make Restricted Payments (as defined in the Amended and Restated Credit Agreement), including the ability to pay dividends, repurchase stock or advance funds to the Company. NTELOS Inc. may not make Restricted Payments if its Leverage Ratio (calculated on a pro forma basis) is greater than 4.25:1.00. This Restricted Payments basket increases by $6.5 million per quarter and decreases by any actual Restricted Payments and by certain investments and any mandatory prepayments on the Term Loans, to the extent the lenders decline to receive such prepayment. In addition, on a quarterly basis the Restricted Payments basket increases by the positive amount, if any, of the Excess Cash Flow (as defined in the Amended and Restated Credit Agreement). For the three months ended June 30, 2015 there was no Excess Cash Flow. The balance of the Restricted Payments basket as of June 30, 2015 was $73.1 million and the Leverage Ratio for the Company was 4.45:1.00.

Capital Lease Obligations

In addition to the long-term debt discussed above, the Company has entered into capital leases on vehicles with original lease terms of four to five years. At June 30, 2015, the carrying value and accumulated depreciation of these assets was $2.4 million and $1.4 million, respectively. The total net present value of the Company’s future minimum lease payments is $0.7 million. At June 30, 2015, the principal portion of these capital lease obligations was payable as follows: $0.2 million for the remainder of 2015, $0.3 million in 2016, $0.1 million in 2017, $0.1 million in 2018 and less than $0.1 million in 2019 and 2020.

Note 8. Restructuring Charges

In December 2014, the Company announced its intention to sell its wireless spectrum and wind down its operations in the Eastern Markets, and to reduce related corporate operating expenses during fiscal year 2015. In conjunction, restructuring liabilities have been established for employee separations, lease abandonments, operating lease terminations, and other related costs, which are recorded in accrued expenses and other current liabilities in the unaudited consolidated balance sheets. A summary of the restructuring liabilities is presented below:

(In thousands)	Employee Separation			Contract Terminations			Other			Total
Expected period of recognition	2014-2015			2014-2015			2014-2015
Projected range at completion	$3,000 - $5,000			$40,000 - $45,000			$2,000 - $5,000			$45,000 - $55,000
Cumulative charges incurred as of June 30, 2015	$	3,714		$	2,479		$	1,081		$	7,274
Balance as of December 31, 2014	$	1,496		$	917		$	987		$	3,400
Charges	1,654			338			17			2,009
Utilization	(1,480		)	(688		)	(30		)	(2,198		)
Balance as of March 31, 2015	$	1,670		$	567		$	974		$	3,211
Charges	479			1,113			10			1,602
Utilization	(789		)	(493		)	(10		)	(1,292		)
Balance as of June 30, 2015	$	1,360		$	1,187		$	974		$	3,521

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Employee separation costs consist of severance for certain Eastern Markets and corporate employees to be paid in accordance with the Company’s written severance plan and certain management contracts. Severance payments are expected to be paid through 2015. Contract termination costs represent lease abandonment costs for retail stores and other termination costs for contractual network services obligations. Lease abandonment costs represent future minimum lease obligations, net of estimated sublease income. Contract termination costs are expected to be paid through 2019 absent any settlements with vendors. Other costs include legal and advisory fees expected to be paid during 2015.

Note 9. Financial Instruments

The Company is exposed to market risks with respect to certain of the financial instruments that it holds. Cash, accounts receivable, accounts payable and accrued liabilities are reflected in the unaudited condensed consolidated financial statements at cost, which approximates fair value because of the short-term nature of these instruments. The fair values of other financial instruments are determined using observable market prices or using a valuation model, which is based on a conventional discounted cash flow methodology and utilizes assumptions of current market conditions. The following is a summary by balance sheet category:

Long-Term Investments

At June 30, 2015 and December 31, 2014, the Company had an investment in CoBank, ACB (“CoBank”) of $1.5 million. This investment is primarily related to a required investment under the Original Credit Agreement and declared and unpaid patronage distributions of restricted equity related to the portion of the term loans previously held by CoBank. This investment is carried under the cost method as it is not practicable to estimate fair value. This investment is subject to redemption in accordance with CoBank’s capital recovery plans.

Interest Rate Derivatives

In February 2013, the Company purchased an interest rate cap for $0.9 million with a notional amount of $350.0 million, which caps the three month Eurodollar rate at 1.0% and expires in August 2015. The Company did not designate the interest rate cap agreement as a cash flow hedge for accounting purposes. Therefore, the change in market value of the agreement is recorded as a gain or loss in other expense. The Company recorded an immaterial loss for the three and six months ended June 30, 2015 and 2014, respectively.

14

The following table indicates the difference between face amount, carrying amount and fair value of the Company’s financial instruments at June 30, 2015 and December 31, 2014.

	Face		Carrying	Fair
(In thousands)	Amount		Amount	Value
June 30, 2015
Nonderivatives:
Financial assets:
Long-term investments for which it is not practicable to estimate fair value	N/A		1,522	N/A
Financial liabilities:
Term Loans	525,642		522,156	459,937
Capital lease obligations	683		683	683
Derivative related to debt:
Interest rate cap asset	350,000	*	0	0
December 31, 2014
Nonderivatives:
Financial assets:
Long-term investments for which it is not practicable to estimate fair value	N/A		1,522	N/A
Financial liabilities:
Term Loans	528,345		525,504	459,660
Capital lease obligations	904		904	904
Derivative related to debt:
Interest rate cap asset	350,000	*	0	0

*Notional amount

The carrying values of cash, restricted cash, accounts receivable and accounts payable approximate fair value due to the short-term maturities of these instruments. The fair value of the Term Loans under the Amended and Restated Credit Agreement were derived based on bid prices at June 30, 2015 and December 31, 2014, respectively. The fair value of the derivative instrument was based on a quoted market price at June 30, 2015 and December 31, 2014, respectively. These instruments are classified within Level 2 of the fair value hierarchy described in FASB ASC 820, Fair Value Measurements and Disclosures.

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Note 10. Equity and Earnings Per Share

The computations of basic and diluted earnings per share for the three and six months ended June 30, 2015 and 2014 were as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2015			2014			2015			2014
Numerator:
Net income attributable to NTELOS Holdings Corp.	$	1,610		$	484		$	16,406		$	1,770
Net income applicable to participating securities	70			—			611			—
Net income applicable to common shares	$	1,540		$	484		$	15,795		$	1,770
Denominator:
Total shares outstanding	22,234			21,685			22,234			21,685
Less: unvested shares	(965		)	(574		)	(965		)	(574		)
Less: effect of calculating weighted average shares	(27		)	(12		)	(51		)	(21		)
Denominator for basic earnings per common share - weighted average shares outstanding	21,242			21,099			21,218			21,090
Plus: weighted average unvested shares	965			578			821			522
Plus: common stock equivalents of stock options	357			362			308			425
Denominator for diluted earnings per common share - weighted average shares outstanding	22,564			22,039			22,347			22,037

In accordance with FASB ASC 260, Earnings Per Share, unvested share-based payment awards that contain rights to receive non-forfeitable dividends or dividend equivalents, whether paid or unpaid, are considered a “participating security” for purposes of computing earnings or loss per common share pursuant to the two-class method. The Company's unvested restricted stock awards have rights to receive non-forfeitable dividends. For the three and six months ended June 30, 2014, the Company has calculated basic earnings per share using weighted average shares outstanding and the two-class method and determined there was no significant difference in the per share amounts calculated under the two methods.

For the three and six months ended June 30, 2015 and 2014, the denominator for diluted earnings per common share excludes approximately 1.6 million and 1.8 million shares, respectively, which were related to stock options that were antidilutive for the respective periods presented. In addition, the performance-based portion of the performance stock units ("PSUs") is excluded from diluted earnings per share until the performance criteria are satisfied.

Note 11. Stock Plans

The Company has employee equity incentive plans (referred to as the “Employee Equity Incentive Plans”) administered by the Compensation Committee of the Company’s board of directors (the “Committee”), which permits the grant of long-term incentives to employees, including stock options, stock appreciation rights, restricted stock awards, restricted stock units, incentive awards, other stock-based awards and dividend equivalents. The Company also has a non-employee director equity plan (the “Non-Employee Director Equity Plan”). The Non-Employee Director Equity Plan together with the Employee Equity Incentive Plans are referred to as the “Equity Incentive Plans.” Awards under these plans are issuable to employees or non-employee directors as applicable.

During the six months ended June 30, 2015, the Company issued 261,503 stock options under the Employee Equity Incentive Plans. The options issued under the Employee Equity Incentive Plans vest one-fourth annually beginning one year after the grant date.

During the six months ended June 30, 2015, the Company issued 415,401 shares of restricted stock under the Employee Equity Incentive Plans and 87,525 shares of restricted stock under the Non-Employee Director Equity Plan. The restricted shares granted under the Employee Equity Incentive Plans cliff vest on the third anniversary of the grant date. The restricted shares granted under the Non-Employee Director Equity Plan cliff vest on the first anniversary of the grant date. Dividend and voting rights applicable to restricted stock are equivalent to the Company’s common stock.

16

During the six months ended June 30, 2015, the Company granted 28,031 PSUs under the Employee Equity Incentive Plans to certain key employees. These PSUs vest on December 31, 2016 and are subject to certain performance and market conditions. Each PSU represents the contingent right to receive one share (or more based on maximum achievement) of the Company’s common stock if vesting is satisfied. The PSUs have no voting rights. Dividends, if any, that would have been paid on the underlying shares will be paid as dividend equivalent units on PSUs that vest, on or after the vesting date. At June 30, 2015, the Company had accrued approximately $0.2 million in dividend equivalent units.

The summary of the activity and status of the Company’s stock option awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Options		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
Stock options outstanding at January 1, 2015	1,583		$	19.09
Granted during the period	261		6.00
Exercised during the period	(1	)	0.58
Forfeited during the period	(272	)	20.97
Stock options outstanding at June 30, 2015	1,571		$	16.60	5.9 years	$	—
Exercisable at June 30, 2015	910		$	20.16	5.9 years	$	—
Total expected to vest after June 30, 2015	595		$	13.01

The fair value of each common stock option award granted during the six months ended June 30, 2015 was estimated on the respective grant date using a generally accepted valuation model with assumptions related to risk-free interest rate, expected volatility, expected dividend yield and expected terms. The weighted average grant date fair value per share of stock options granted during the six months ended June 30, 2015 and 2014 was $1.72 and $1.02, respectively. The total intrinsic value of options exercised during the six months ended June 30, 2015 and 2014 was less than $0.1 million. The total fair value of options that vested during the six months ended June 30, 2015 and 2014 was $0.5 million and $1.3 million, respectively. As of June 30, 2015, there was $0.7 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of 2.7 years.

The summary of the activity and status of the Company’s restricted stock awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Shares		Weighted Average  Grant Date Fair Value per Share
Restricted stock awards outstanding at January 1, 2015	245		$	14.93
Granted during the period	503		5.37
Vested during the period	(75	)	18.97
Forfeited during the period	(7	)	16.10
Restricted stock awards outstanding at June 30, 2015	666		$	7.24

At June 30, 2015, there was $3.0 million of total unrecognized compensation cost related to unvested restricted stock awards, which is expected to be recognized over a weighted average period of 2.1 years. The fair value of the restricted stock award is equal to the market value of common stock on the date of grant.

17

The summary of the activity and status of the Company’s performance stock unit awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Units		Weighted Average  Grant Date Fair Value per PSU
Performance stock units outstanding at January 1, 2015	99		$	11.24
Granted during the period	28		7.33
Vested during the period	(1	)	12.47
Forfeited during the period	(10	)	11.22
Performance stock units outstanding at June 30, 2015	116		$	10.29

At June 30, 2015, there was $0.5 million of total unrecognized compensation cost related to unvested PSUs, which is expected to be recognized over a weighted average period of 1.7 years. The fair value of the PSU is estimated at the grant date using a Monte Carlo simulation model.

In addition to the Equity Incentive Plans discussed above, the Company has an employee stock purchase plan, which commenced in July 2006 with 100,000 shares available. Shares are priced at 85% of the closing price on the last trading day of the month before settlement and settlement is done semi-annually. During the six months ended June 30, 2015 and 2014, 6,635 shares and 4,101 shares, respectively, were issued under the employee stock purchase plan. Compensation expense associated with the employee stock purchase plan for the six months ended June 30, 2015 and 2014 was immaterial.

Note 12. Income Taxes

Income tax expense for the three and six months ended June 30, 2015 was $1.1 million and $11.1 million, respectively, representing the statutory tax rate applied to pre-tax income and the effects of certain non-deductible compensation, non-controlling interest, and state minimum taxes. The Company expects its recurring non-deductible expenses to relate primarily to certain non-cash equity-based compensation and other non-deductible compensation. The Company has provided for income taxes using a year to date calculation as it is unable to reliably estimate the annual effective income tax rate.

Note 13. Strategic Network Alliance

The Company provides PCS services and has contracted to provide LTE Services on a wholesale basis to other wireless communication providers, most notably through the Strategic Network Alliance ("SNA") with Sprint in which the Company is the exclusive PCS/LTE service provider in the Company’s western Virginia and West Virginia service area (“SNA service area”) for all Sprint Code Division Multiple Access (“CDMA”) and LTE wireless customers. In May 2014 the parties entered into an amended agreement to extend the SNA. Pursuant to the terms of the SNA, the Company is required to upgrade its network in the SNA service area to provide LTE Services. As part of the amendment, the Company leases spectrum, on a non-cash basis, from Sprint in order to enhance the PCS/LTE services. The non-cash consideration attributable to the leased spectrum is approximately $4.9 million per year. The lease expense is recognized over the term of the lease and recorded within cost of sales and services, with the offsetting consideration recorded within wholesale and other revenue. Additionally, the amended SNA provides the Company access to Sprint’s nationwide 3G and 4G LTE network at rates that are reciprocal to rates paid by Sprint under the amended SNA. The amended SNA provides that a portion of the amount paid by Sprint thereunder is fixed. The fixed fee element of the amended SNA is subject to contractual reductions on August 1, 2015 and annually thereafter starting on January 1, 2016 that will result in a decrease of payments for the fixed fee element. The Company accounts for this fixed fee portion of the revenue earned from the SNA revenue on a straight-line basis over the term of the agreement. In addition, these reductions are subject to further upward or downward resets in the fixed fee element. These resets, if any, will be recognized in the period in which it occurs.

The Company generated 33.3% and 31.2% of its revenue from the SNA for the three months ended June 30, 2015 and 2014, respectively. The Company generated 31.0% and 31.7% of its revenue from the SNA for the six months ended June 30, 2015 and 2014, respectively.

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Note 14. Tower Sale and Leaseback

During the six months ended June 30, 2015, the Company completed its sale leaseback transaction for 96 of 103 towers committed to be sold. The Company intends to sell and leaseback the remaining towers during 2015. For the towers sold during the three and six months ended June 30, 2015, the Company received net proceeds of $1.6 million and $40.4 million, respectively. The Company applied the guidance under FASB ASC 840, Leases, to the sale and leaseback and recorded a gain on the sale of assets of $0.8 million and $16.7 million for the three and six months ended June 30, 2015, respectively, which is included in the unaudited condensed consolidated statements of income as "Gain on sale of assets." The leasebacks are generally for a term of 10 years with options to renew and are accounted for as operating leases. The deferred gain is amortized on a straight-line basis over the remaining life of the lease of approximately 10 years at June 30, 2015 and will be included as a reduction in the "Cost of services" in the unaudited condensed consolidated statements of income. At June 30, 2015, the Company recorded on the unaudited condensed consolidated balance sheets $2.7 million of deferred gain under "Accrued expenses and other current liabilities" and $14.7 million in "Other Long-Term Liabilities."

Note 15. Commitments and Contingencies

On occasion, the Company makes claims or receives disputes related to its billings to other carriers, including billings under the SNA agreement, for access to the Company’s network. These disputes may involve amounts which, if resolved unfavorably to the Company, could have a material effect on the Company’s financial statements. The Company does not recognize revenue related to such matters until the period that it is reasonably assured of the collection of these claims. In the event that a claim is made related to revenues previously recognized, the Company assesses the validity of the claim and adjusts the amount of revenue recognized to the extent that the claim adjustment is considered probable and reasonably estimable.

In accordance with the tower sale and leaseback transaction discussed in Note 14, the Company entered into operating leases, generally for a term of 10 years, with future minimum lease payments totaling approximately $21.0 million.

The Company is involved in disputes, claims, either asserted or unasserted, and legal and tax proceedings and filings arising from normal business activities. While the outcome of such matters is currently not determinable, and it is reasonably possible that the cost to resolve such matters could be material, management believes that adequate provision for any probable and reasonably estimable losses has been made in the Company’s unaudited condensed consolidated financial statements.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this report are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. We use words such as “anticipate,” “believe,” “could,” “should,” “estimate,” “expect,” “intend,” “may,” “predict,” “project,” “target,” and similar terms and phrases, including references to assumptions, to identify forward-looking statements. These forward-looking statements are based on information available to us as of the date any such statements are made, and we assume no obligation to update these forward-looking statements. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the statements. These risks and uncertainties include, but are not limited to, those described in Part II, "Item 1A, Risk Factors" and elsewhere in this quarterly report and in our Annual Report on Form 10-K for the year ended December 31, 2014 and those described from time to time in our future reports filed with the Securities and Exchange Commission ("SEC").

OVERVIEW

Our summary operating results presented below are before the impact of income taxes and amounts attributable to noncontrolling interests.

General

We are a leading regional provider of digital wireless communications services to consumers and businesses primarily in Virginia and West Virginia, as well as parts of Maryland, North Carolina, Pennsylvania, Ohio and Kentucky. We offer wireless voice and digital data PCS products and services to retail and business customers under the “NTELOS Wireless” and “FRAWG Wireless” brand names. We conduct our business through NTELOS-branded retail operations, which sell our products and services via direct and indirect distribution channels, and provide network access to other telecommunications carriers, most notably through an arrangement with Sprint Spectrum L.P. (“Sprint Spectrum”), and Sprint Spectrum on behalf of and as an agent for SprintCom, Inc. (“SprintCom”) (Sprint Spectrum and SprintCom collectively, “Sprint”), which arrangement is referred to herein as the “Strategic Network Alliance” or the “SNA”.

19

Sale of Virginia East Spectrum and Wind Down of Eastern Markets

On December 2, 2014, we announced that we would focus our business operations exclusively in our Western Markets, as defined by our territories primarily in western Virginia and West Virginia, where we have experienced strong operating performance, have a favorable competitive position for our branded retail offering and where we benefit operationally and financially from our SNA with Sprint. In connection with this refocus, we entered into an agreement, on December 1, 2014, to sell our 1900 MHz PCS wireless spectrum licenses in our eastern Virginia and Outer Banks of North Carolina markets (“Eastern Markets”) to T-Mobile for $56.0 million. The transaction closed on April 15, 2015.

In conjunction with the spectrum sale, we have begun to wind down our network and retail operations in our Eastern Markets. In order to facilitate the wind down, we entered into a lease agreement with T-Mobile which allows us to continue using the Eastern Market licenses for varying terms ranging from the closing date through November 15, 2015.

Due to the sale of our spectrum and the wind down of our Eastern Markets operations, we have experienced declines in our revenue and cost of services. These declines are directly related to the accelerated decrease of our subscriber base and elimination of new subscriber additions. In addition, customer and corporate operations expenses are down as we aggressively focus on cost containment associated with the wind down of the Eastern Markets operations. Accordingly, current year results are not comparable to prior periods.

Our Business

We operate a 100% CDMA digital PCS network and are actively deploying fourth generation mobile communications standards / Long Term Evolution wireless technology (“4G LTE”) across our footprint in Virginia, West Virginia, and portions of Pennsylvania, Kentucky, Maryland, Ohio and North Carolina with covered POPs of approximately 6.0 million, 3.1 million in our Western Markets. We believe our strategic focus in our Western Markets, commitment to personalized local service, contiguous service area and leveraged use of our network via our wholesale contracts provide us with a differentiated competitive position relative to our primary wireless competitors, most of whom are national providers. Our strategic marketing differentiator is based upon an approach of offering each customer The Best Value in Wireless, which we define as a robust nationwide coverage area, simple, flexible wireless rate plans, and popular wireless devices.

At June 30, 2015, our wireless retail business, including both our Western and Eastern Markets, had approximately 378,900 subscribers, representing a penetration of approximately 6.3% of our total covered population. Of the 378,900 total retail subscribers, total postpay subscribers were 276,400 at June 30, 2015 compared to 308,200 at June 30, 2014 and total prepay subscribers were 102,500 at June 30, 2015 compared to 149,900 at June 30, 2014.

At June 30, 2015, our wireless retail business in our Western Markets had approximately 297,500 subscribers, representing a penetration of approximately 9.6% of our total covered population. Our postpay subscriber base of 229,000 has increased by 7.8% from June 30, 2014 to June 30, 2015 and our prepay subscriber base of 68,500 has increased by 11.2% during the same time period. The retail market for wireless broadband mobile services continues to be highly competitive. Our competitors are generally nationwide in scope and have significantly greater resources than us and can be extremely aggressive in product and service pricing as well as promotional initiatives to existing and potential customers.

On August 15, 2014 we launched our Equipment Installment Plan (“EIP”) which offers customers the option to pay for their devices over 24 months and features service plan discounts and no service contracts. This offering allows the customer to purchase a device with zero down, provides discounts on service plans and provides the ability to upgrade more frequently, with a new agreement, than traditional plans. We have seen significant adoption rates by new and existing customers under the EIP program.

We are continuing to make network improvements, particularly within our existing service coverage areas, which includes upgrading our network to 4G LTE. At June 30, 2015, we had approximately 1.6 million LTE Covered POPs, or 53%, of our total 3.1 million covered POPs in our Western Markets.

Strategic Network Alliance

We are the exclusive PCS service provider and have contracted to exclusively provide LTE Services in our western Virginia and West Virginia service area (“SNA service area”), which is wholly within our Western Markets, for all Sprint Code Division Multiple Access (“CDMA”) and LTE wireless customers. In May 2014 we entered into an amended agreement to extend the SNA. Pursuant to the terms of the SNA, we are required to upgrade our network in the SNA service area to provide LTE Services. As part of the amendment we lease spectrum, on a non-cash basis, from Sprint in order to enhance the PCS/LTE services. The non-cash consideration attributable to the leased spectrum is approximately $4.9 million per year. The lease expense is recognized over the term of the lease and recorded within cost of services, with the offsetting consideration recorded within wholesale and other revenue. Additionally, the amended SNA provides us access to Sprint’s nationwide 3G and 4G LTE network at rates that are reciprocal to rates paid by Sprint under the amended SNA. The amended SNA provides that a portion

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of the amount paid by Sprint thereunder is fixed. The fixed fee element of the amended SNA is subject to contractual reductions on August 1, 2015 and annually thereafter starting on January 1, 2016 that will result in a decrease in the fixed fee element. We account for this fixed fee portion of SNA revenue on a straight line basis over the term of the agreement. In addition, these reductions are subject to further upward or downward resets in the fixed fee element. These resets, if any, will be recognized in the period in which it occurs.

For the three months ended June 30, 2015 and 2014, we realized wholesale revenues of $36.5 million and $37.8 million, respectively, of which $36.0 million and $36.8 million, respectively, related to the SNA.

Towers Sale

In January 2015, we entered into a definitive agreement to sell up to 103 towers for approximately $43.0 million. The agreement provides for long term lease agreements on the sold towers that are located in our Western Markets. During the six months ended June 30, 2015, we closed on the sale of 96 towers with net proceeds to us of approximately $40.4 million. We intend to sell and leaseback the remaining towers during 2015. For additional information, see Note 14 of the Notes to the Unaudited Condensed Consolidated Financial Statements.

RESULTS OF OPERATIONS – OVERVIEW

Three-Month Results

Operating revenues decreased $9.5 million, or 8.0%, to $108.3 million for the three months ended June 30, 2015 compared to $117.8 million for the three months ended June 30, 2014 consisting of a $5.2 million increase in the Western Markets, primarily equipment revenues, offset by a $14.7 million decrease in the Eastern Markets due to the wind down of those operations.Operating income increased $0.6 million, or 6.1%, to $10.5 million for the three months ended June 30, 2015 compared to $9.9 million for the three months ended June 30, 2014 reflecting the reduction in operating revenues offset by a reduction in operating expenses related to the wind down of our Eastern Markets. Depreciation and Amortization decreased $5.4 million due to the write down and abandonment of property plant and equipment in our Eastern Markets recorded in the fourth quarter of 2014. Income before income taxes increased $1.5 million to $3.0 million for the three months ended June 30, 2015 compared to $1.5 million for the three months ended June 30, 2014 for the reasons discussed above and a reduction in other expenses.

Six-Month Results

Operating revenues decreased $11.4 million, or 4.7%, to $228.5 million for the six months ended June 30, 2015 compared to $239.9 million for the six months ended June 30, 2014 consisting of an $11.4 million increase in the Western Markets, offset by decrease in Eastern Markets operating revenues of $22.8 million due to the wind down of those operations. Operating income increased $21.9 million, or 100.9%, to $43.7 million for the six months ended June 30, 2015 compared to $21.8 million for the six months ended June 30, 2014 reflecting the reduction in operating revenues and operating expenses and depreciation and amortization related to the wind down of our Eastern Markets and the gain on sale of tower assets. Income before income taxes increased $24.0 million to $28.3 million for the six months ended June 30, 2015 compared to $4.3 million for the six months ended June 30, 2014 for the reasons discussed above and a reduction in other expenses.

For further detail regarding our operating results, see the Other Overview Discussion and discussions of Results of Operations – Comparison of Three and Six months ended June 30, 2015 and 2014 below.

Other Overview Discussion

To supplement our financial statements presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), we reference the non-GAAP measure Average Revenue per Account ("ARPA") to measure our postpay wireless performance. We use this measure, along with other performance metrics such as subscribers and churn, to gauge operating performance for which our operating managers are responsible and upon which we evaluate their performance. Further, with the launch of EIP, we measure and monitor Average Billings per User ("ABPU") as a key performance indicator.

We believe ARPA and ABPU provide management useful information concerning the appeal of our rate plans and service offerings and our performance in attracting and retaining high-value customers. ARPA and ABPU as calculated below may not be similar to ARPA and ABPU measures of other wireless companies, is not a measurement under GAAP and should be considered in addition to, but not as a substitute for, the information contained in our unaudited condensed consolidated statements of income.

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The tables below provide a reconciliation of retail revenues to postpay subscriber revenues used to calculate Total ARPA and Western Markets ARPA for the three and six months ended June 30, 2015 and 2014.

Total ARPA	Three Months Ended June 30,						Six Months Ended June 30,
(Dollars in thousands, except ARPA)	2015			2014			2015			2014
Retail revenue	$	58,223		$	72,935		$	124,757		$	146,811
Less: prepay service revenues and other	(10,612		)	(15,806		)	(23,560		)	(32,069		)
Postpay service revenues	$	47,611		$	57,129		$	101,197		$	114,742
Average number of postpay accounts	134,600			138,800			138,200			139,200
Postpay ARPA	$	117.90		$	137.20		$	122.05		$	137.34

Western Markets ARPA	Three Months Ended June 30,						Six months ended June 30,
(Dollars in thousands, except ARPA)	2015			2014			2015			2014
Retail revenue	$	42,547		$	44,262		$	85,558		$	88,643
Less: prepay service revenues and other	(6,320		)	(6,398		)	(12,570		)	(13,008		)
Postpay service revenues	$	36,227		$	37,864		$	72,988		$	75,635
Average number of postpay accounts	103,000			92,400			101,700			92,300
Postpay ARPA	$	117.18		$	136.61		$	119.58		$	136.60

ARPA in our Western Markets decreased for the three and six months ended June 30, 2015 as compared to the same period in 2014 as a result of pricing declines driven by the competitive environment and service plan discounts offered with EIP. We expect ARPA to continue to be under pressure as our competition stays focused on price incentives and due to increased acceptance of EIP with its associated service plan discounts.

The tables below provide a reconciliation of retail revenues to postpay subscriber revenues used to calculate Total ABPU and Western Markets ABPU for the three and six months ended June 30, 2015 and 2014.

Total ABPU	Three Months Ended June 30,						Six months ended June 30,
(Dollars in thousands, except ABPU)	2015			2014			2015			2014
Retail revenue	$	58,223		$	72,935		$	124,757		$	146,811
Add: EIP billings	3,919			—			6,249			—
Less: prepay service revenues and other	(10,612		)	(15,806		)	(23,560		)	(32,069		)
Total postpay billings	$	51,530		$	57,129		$	107,446		$	114,742
Average number of postpay subscribers	285,600			306,900			294,500			306,600
Postpay ABPU	$	60.14		$	62.05		$	60.80		$	62.38

Western Market ABPU	Three Months Ended June 30,						Six months ended June 30,
(Dollars in thousands, except ABPU)	2015			2014			2015			2014
Retail revenue	$	42,547		$	44,262		$	85,558		$	88,643
Add: EIP billings	3,640			—			5,636			—
Less: prepay service revenues and other	(6,320		)	(6,398		)	(12,570		)	(13,008		)
Total postpay billings	$	39,867		$	37,864		$	78,624		$	75,635
Average number of postpay subscribers	226,600			211,100			224,600			210,100
Postpay ABPU	$	58.64		$	59.78		$	58.34		$	59.99

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ABPU in our Western Markets decreased for the three and six months ended June 30, 2015 as compared to the same periods in 2014 as a result of pricing declines driven by the competitive environment and service plan discounts offered with EIP. However, we expect ABPU to increase sequentially during the remainder of 2015 due to the continued growth of our EIP subscriber base.

Operating Revenues

Our revenues are generated from the following sources:

• Retail – subscriber revenues from network access, data services, and feature services;

• Wholesale and other – primarily wholesale revenue from the SNA and roaming revenue from other telecommunications carriers. Other revenues relate to rent from leasing excess tower and building space; and

• Equipment sales – sales from handsets and accessories to new and existing customers.

Operating Expenses

Our operating expenses are categorized as follows:

• Cost of services – includes usage-based access charges, including long distance, roaming charges, and other direct costs incurred in accessing other telecommunications providers’ networks in order to provide telecommunication services to our end-user customers; leased facility expenses for connection to other carriers, leased spectrum, cell sites and switch locations; and engineering and repairs and maintenance expenses related to property, plant and equipment;

• Cost of equipment sold - includes handset equipment costs to new and existing customers,

• Customer operations – includes marketing, product management, product advertising, selling, billing, customer care, customer retention and bad debt expenses;

• Corporate operations – includes taxes other than income; executive, accounting, legal, purchasing, information technology, human resources and other general and administrative expenses, including bonuses and equity-based compensation expense related to stock and option instruments held by certain members of corporate management; accretion of asset retirement obligations;

• Restructuring – includes one time separation charges and contract termination fees related to the exit of our Eastern Markets;

• Depreciation and amortization – includes depreciable long-lived property, plant and equipment and amortization of intangible assets where applicable; and

• Gain on sale of assets - includes the gain from the sale of towers.

Other Expense

Other expense includes interest expense on debt instruments, corporate financing costs and debt discounts associated with the repricing and refinancing of our debt instruments and, as appropriate, related charges or amortization of such costs and discounts, changes in the fair value of our interest rate cap and other items such as interest income and fees.

Income Taxes

Income tax expense and effective tax rate increase or decrease based upon changes in a number of factors, including our pre-tax income or loss, non-controlling interest, state minimum tax assessments, and non-deductible expenses.

Noncontrolling Interests in Earnings of Subsidiaries

We own 97% of Virginia PCS Alliance, L.C. (the “VA Alliance”), which provides PCS services to an estimated two million populated area in central and western Virginia. In accordance with the noncontrolling interest requirements in FASB ASC 810-10-45-21, we attribute approximately 3% of VA Alliance net income to these noncontrolling interests. No capital contributions from the minority owners were made during the three and six months ended June 30, 2015 and 2014. The VA Alliance made $0.5 million and $0.6 million of capital distributions to the minority owners during the six months ended June 30, 2015 and 2014, respectively.

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RESULTS OF OPERATIONS – COMPARISON OF THREE MONTHS ENDED JUNE 30, 2015 AND 2014

OPERATING REVENUES

The following table identifies our operating revenues for the three months ended June 30, 2015 and 2014:

	Three Months Ended June 30,
(In thousands)	2015		2014		$ Variance			% Variance
Retail revenue	$	58,223	$	72,935	$	(14,712	)	(20.2	)%
Wholesale and other revenue	37,647		38,300		(653		)	(1.7	)%
Equipment sales	12,454		6,560		5,894			89.8	%
Total operating revenues	$	108,324	$	117,795	$	(9,471	)	(8.0	)%

Retail Revenue

Retail revenue in our Western Markets declined $1.7 million, or 3.9%, to $42.5 million as compared to the three months ended June 30, 2014. Postpay service revenue decreased as a result of higher adoption rates of lower rate plans as a result of competitive pricing pressures and service plan discounts offered with EIP. Prepay service revenues decreased for the three months ended June 30, 2015, as compared to the same period in 2014, as a result of a decline in revenue per unit driven by the competitive landscape. In addition, retail revenue in our Eastern Markets declined $13.0 million, or 45.3% as compared to the three months ended June 30, 2014 as we wind down those operations.

Wholesale and Other Revenue

Wholesale and roaming revenues in our Western Markets decreased $1.1 million, or 2.9%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014, primarily reflecting a $0.7 million decrease in revenue from the SNA. This decrease is primarily the result of the amended terms of the SNA that took effect in May 2014. We expect this year over year trend to continue.

Equipment Sales

Equipment revenues in our Western Markets increased $8.1 million, or 199.6%, for the three months ended June 30, 2015 as compared to the three months ended June 30, 2014, reflecting an increase in retail pricing driven by continued smartphone adoption and EIP sales. The improvement in equipment revenue in our Western Markets was partially offset by the decline in equipment revenue of $2.2 million, or 87.5%, in our Eastern Markets as we wind down those operations.

OPERATING EXPENSES

The following table identifies our operating expenses for the three months ended June 30, 2015 and 2014:

	Three Months Ended June 30,
(In thousands)	2015			2014		$ Variance			% Variance
Cost of services	$	32,017		$	29,180	$	2,837		9.7	%
Cost of equipment sold	20,038			22,144		(2,106		)	(9.5	)%
Customer operations	20,499			25,377		(4,878		)	(19.2	)%
Corporate operations	9,975			11,261		(1,286		)	(11.4	)%
Restructuring	1,602			—		1,602			—	%
Depreciation and amortization	14,485			19,929		(5,444		)	(27.3	)%
Gain on sale of assets	(802		)	—		(802		)	—	%
Total operating expenses	$	97,814		$	107,891	$	(10,077	)	(9.3	)%

Cost of Services – Cost of services in our Western Markets increased $2.9 million, or 14.7%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014 due to a $1.2 million increase in cost of roaming due to increased data usage and a $1.2 million increase in cell site expense to support additional capacity for our 4G/LTE expansion.

Cost of Equipment Sold – Cost of equipment sold in our Western Markets increased $5.1 million, or 34.9%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014 due to an increase in equipment costs driven

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by continued smartphone adoption and increase in subscriber growth. These increases were offset by a decrease in cost of equipment sold of $7.2 million, or 97.9%, in our Eastern Markets due to wind down of those operations.

Customer Operations – Customer operations expense in our Western Market increased $1.1 million, or 7.6%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014 driven by an increase in advertising and marketing costs of $0.5 million, or 21.2%, and an increase in other general selling expenses of $0.6 million, or 4.8%. These increases were offset by a decrease in customer operations of $6.0 million, or 57.9%, in our Eastern Markets due to the cost containment and wind down of those operations.

Corporate Operations – Corporate operations expense in our Western Markets increased $2.1 million, or 28.7%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014. There was a decrease in corporate operations of $3.4 million, or 83.7%, in our Eastern Markets due to the cost containment and wind down of those operations.

Restructuring – Restructuring expense was $1.6 million for the three months ended June 30, 2015 due primarily to severance charges and contract termination fees associated with the wind down of the business in the Eastern Markets. We will continue to incur restructuring charges throughout 2015 as we continue the wind down.

Depreciation and Amortization – Depreciation and amortization expenses decreased $5.4 million, or 27.3%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014 due to the write down and abandonment of property, plant, and equipment recorded in the fourth quarter of 2014 in our Eastern Markets in connection with the spectrum sale.

Gain on sale of assets – Gain on sale of assets was $0.8 million, for the three months ended June 30, 2015 due to the sale of tower assets.

OTHER EXPENSE

Interest expense decreased $0.7 million, or 8.9%, for the three months ended June 30, 2015 compared to the three months ended June 30, 2014.

INCOME TAXES

Income tax expense for the three months ended June 30, 2015 and 2014 was $1.1 million and $0.6 million, respectively, representing the statutory tax rate applied to pre-tax income and the effects of certain non-deductible compensation, non-controlling interest, and state minimum taxes. We have provided for income taxes using a year to date calculation as we are unable to reliably estimate the annual effective income tax rate.

RESULTS OF OPERATIONS – COMPARISON OF SIX MONTHS ENDED JUNE 30, 2015 AND 2014

OPERATING REVENUES

The following table identifies our operating revenues for the six months ended June 30, 2015 and 2014:

	Six Months Ended June 30,
(In thousands)	2015		2014		$ Variance			% Variance
Retail revenue	$	124,757	$	146,811	$	(22,054	)	(15.0	)%
Wholesale and other revenue	73,930		79,015		(5,085		)	(6.4	)%
Equipment sales	29,843		14,051		15,792			112.4	%
Total operating revenues	$	228,530	$	239,877	$	(11,347	)	(4.7	)%

Retail Revenue

Retail revenue in our Western Markets declined $3.1 million, or 3.5%, to $85.6 million compared to the six months ended June 30, 2014. Postpay service revenue decreased as a result of higher adoption rates of promotional pricing plans as a result of competitive pricing pressures and service plan discounts offered with EIP. Prepay service revenues decreased for the six months ended June 30, 2015, as compared to the same period in 2014, as a result of a decline in subscribers and revenue per unit driven by the competitive landscape. In addition, retail revenue in our Eastern Markets declined $19.0 million, or 32.6% compared to the six months ended June 30, 2014 as we wind down those operations.

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Wholesale and Other Revenue

Wholesale and roaming revenues in our Western Markets decreased $5.7 million, or 7.4%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014, primarily reflecting a $5.3 million decrease in revenue from the SNA. This decrease is primarily the result of the amended terms of the SNA that took effect in May 2014. We expect this year over year trend to continue. Roaming revenues from carriers other than Sprint declined $0.5 million for the six months ended June 30, 2015 compared to the six months ended June 30, 2014.

Equipment Sales

Equipment revenues increased $20.2 million, or 235.0%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014, reflecting an increase in retail pricing driven by continued smartphone adoption and EIP sales. The improvement in equipment revenue in our Western Markets was partially offset by the decline in equipment revenue of $4.4 million, or 81.6%, in our Eastern Markets as we wind down those operations.

OPERATING EXPENSES

The following table identifies our operating expenses for the six months ended June 30, 2015 and 2014:

	Six Months Ended June 30,
(In thousands)	2015			2014		$ Variance			% Variance
Cost of services	$	61,675		$	57,085	$	4,590		8.0	%
Cost of equipment sold	43,673			45,997		(2,324		)	(5.1	)%
Customer operations	44,848			53,000		(8,152		)	(15.4	)%
Corporate operations	19,387			23,032		(3,645		)	(15.8	)%
Restructuring	3,610			—		3,610			—	%
Depreciation and amortization	28,359			38,996		(10,637		)	(27.3	)%
Gain on sale of assets	(16,749		)	—		(16,749		)	—	%
Total operating expenses	$	184,803		$	218,110	$	(33,307	)	(15.3	)%

Cost of Services – Cost of services in our Western Markets increased $5.0 million, or 12.8%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014, due to a $1.6 million increase in non-cash spectrum lease expenses related to the SNA agreement, a $1.1 million increase in cost of roaming due to increased data usage, and a $1.9 million increase in cell site expense to support additional capacity for our 4G/LTE expansion. These increases were offset by a decrease in cost of services of $0.4 million, or 2.0%, in our Eastern Markets as we wind down those operations.

Cost of Equipment Sold – Cost of equipment sold in our Western Markets increased $12.4 million, or 40.6%, for the six months ended June 30, 2015 compared to the three months ended June 30, 2014 due to an increase in equipment costs driven by continued smartphone adoption and increase in subscriber growth. These increases were offset by a decrease in cost of equipment sold of $14.7 million, or 94.9%, in our Eastern Markets due to wind down of those operations.

Customer Operations – Customer operations expense in our Western Markets increased $4.7 million, or 15.0%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014 due to an increase in other general selling expenses. These increases were offset by a decrease in customer operations of $12.8 million, or 58.3%, in our Eastern Markets due to cost containment and wind down of those operations.

Corporate Operations – Corporate operations expense in our Western Markets increased $3.0 million, or 19.9%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014. There was a decrease in corporate operations of $6.6 million, or 82.1%, in our Eastern Markets due to the cost containment and wind down of those operations.

Restructuring – Restructuring expense was $3.6 million for the six months ended June 30, 2015 due primarily to severance charges and contract termination fees associated with the wind down of the business in the Eastern Markets. We will continue to incur restructuring charges throughout 2015 as we continue the wind down.

Depreciation and Amortization – Depreciation and amortization expenses decreased $10.6 million, or 27.3%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014 due to the write down and abandonment of property, plant, and equipment recorded in the fourth quarter of 2014 in our Eastern Markets due to the spectrum sale.

Gain on Sale of Assets – Gain on sale of assets was $16.7 million for the six months ended June 30, 2015 due to the sale of tower assets.

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OTHER EXPENSE

Interest expense decreased $0.8 million, or 4.8%, for the six months ended June 30, 2015 compared to the six months ended June 30, 2014. Other expenses decreased $1.2 million for the six months ended June 30, 2015 compared to the six months ended June 30, 2014 primarily as a result of a $0.9 million charge related to the write off of a proportionate amount of the unamortized deferred debt issuance costs associated with the refinancing in January 2014.

INCOME TAXES

Income tax expense for the six months ended June 30, 2015 and 2014 was $11.1 million and $1.8 million, respectively, representing the statutory tax rate applied to pre-tax income and the effects of certain non-deductible compensation, non-controlling interest, and state minimum taxes. We have provided for income taxes using a year to date calculation as we are unable to reliably estimate the annual effective income tax rate.

LIQUIDITY AND CAPITAL RESOURCES

Overview

We historically have funded our working capital requirements, capital expenditures and other payments from cash on hand and net cash provided from operating activities.

As of June 30, 2015, we had $144.3 million of cash, compared to $73.5 million as of December 31, 2014, of which $109.6 million was held in market rate savings accounts (including $9.6 million held by the Company which is not restricted for certain payments by the Amended and Restated Credit Agreement). The remaining balance of $34.7 million was held in non-interest bearing accounts. The commercial bank that held substantially all of our cash at June 30, 2015 has a rating of Aa1 on long term deposits by Moody’s. Our working capital (current assets minus current liabilities) was $185.6 million as of June 30, 2015 compared to $108.6 million as of December 31, 2014.

As of June 30, 2015, we had $645.5 million in aggregate long-term liabilities, compared to $629.4 million as of December 31, 2014, consisting of $517.1 million in long-term debt, including capital lease obligations, and approximately $128.4 million in other long-term liabilities consisting primarily of retirement benefits, deferred income taxes, asset retirement obligations and deferred gains on tower sales. Further information regarding long-term debt obligations at June 30, 2015 is provided in Note 7 of the Notes to Unaudited Condensed Consolidated Financial Statements.

We have a Restricted Payments basket under the terms of the Amended and Restated Credit Agreement, which can be used to make Restricted Payments, including dividends and stock repurchases. The Restricted Payments basket increases by $6.5 million per quarter plus an additional quarterly amount for Excess Cash Flow, if any (as defined in the Amended and Restated Credit Agreement) and decreases by any actual Restricted Payments and by certain investments and debt prepayments made after the date of the Amended and Restated Credit Agreement. For the quarter ended June 30, 2015 there was no excess cash flow. The balance of the Restricted Payments basket as of June 30, 2015 was $73.1 million.

The Amended and Restated Credit Agreement also permits incremental commitments of up to $125.0 million (the “Incremental Commitments”) of which up to $35.0 million can be in the form of a revolving credit facility. The ability to incur the Incremental Commitments is subject to various restrictions and conditions, including having a Leverage Ratio (as defined in the Amended and Restated Credit Agreement) not in excess of 4.50:1.00 at the time of incurrence (calculated on a pro forma basis). As of June 30, 2015, there were no commitments associated with the Incremental Commitments and the leverage ratio for the Company was 4.45:1.00.

We are a holding company that does not operate any business of our own. As a result, we are dependent on cash dividends and distributions and other transfers from our subsidiaries in order to make dividend payments or to make other distributions to our stockholders, including by means of a stock repurchase. Amounts that can be made available to us to pay cash dividends or repurchase stock are restricted by the Amended and Restated Credit Agreement.

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Cash Flows from Operations

The following table summarizes our cash flows from operations for the six months ended June 30, 2015 and 2013, respectively:

	Six Months Ended June 30,
(In thousands)	2015			2014
Net cash provided by operating activities	$	24,640		$	46,978
Net cash provided by/(used in) investing activities	49,525			(41,463		)
Net cash provided by/(used in) financing activities	(3,418		)	14,384

Operating Activities

Our cash flows from operating activities for the six months ended June 30, 2015 of $24.6 million decreased $22.4 million, or 47.7%, compared to the cash flows from operating activities of $47.0 million for the six months ended June 30, 2014. Our operating income, exclusive of non-cash items such as depreciation and amortization and gain on sale of assets, decreased compared to the prior year. Net changes in working capital further decreased cash provided by operating activities. The decrease is primarily due to an increase in accounts receivable resulting from EIP sales.

Investing Activities

As we continue to upgrade our network, we invested $47.1 million in capital expenditures for the six months ended June 30, 2015. This was an increase of $3.3 million compared to the $43.8 million of capital expenditures for the same period last year. Included in the capital spending for the six months ended June 30, 2015 was $37.4 million of expenditures for additional capacity to support our projected growth and incremental 4G/LTE expansion, and $9.7 million to maintain our existing networks and other business needs. These capital expenditures were offset by net proceeds of $96.6 million primarily from the sale of our tower assets and spectrum. We currently expect capital expenditures for full year 2015 to be between $95.0 million to $105.0 million.

Financing Activities

Net cash used in financing activities for the six months ended June 30, 2015 was $3.4 million compared to net cash provided by financing activities of $14.4 million for the six months ended June 30, 2014, which reflected $2.7 million of principal payments on the long term debt. Included in the financing activity for the six months ended June 30, 2014 was $39.5 million net proceeds from the January 2014 debt refinancing, offset by $18.1 million in cash dividends, $3.5 million in debt issuance costs and $2.7 million of principal payments on the long term debt.

We believe that our current cash balances of $144.3 million, our cash flows from operations and other capital resources will be sufficient to satisfy our working capital requirements, capital expenditures, interest costs, required debt principal payments prior to maturity, and stock repurchases, if any, through our stock repurchase plan, for the foreseeable future.

OFF BALANCE SHEET ARRANGEMENTS

We do not have any off balance sheet arrangements or financing activities with special purpose entities.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are exposed to market risks primarily related to interest rates. Aggregate maturities of long-term debt outstanding under the Amended and Restated Credit Agreement, based on the contractual terms of the instruments, were $525.6 million at June 30, 2015. Under this facility the Term Loan bears interest at a rate equal to either 4.75% above the Eurodollar Rate (as defined in the Amended and Restated Credit Agreement) or 3.75% above the Base Rate (as defined in the Amended and Restated Credit Agreement). The Amended and Restated Credit Agreement provides that the Eurodollar Rate shall never be less than 1.00% per annum and the Base Rate shall never be less than 2.00% per annum. We also have other fixed rate, long-term debt in the form of capital leases totaling $0.7 million as of June 30, 2015.

In February 2013, we purchased an interest rate cap for $0.9 million with a notional amount of $350.0 million. The interest rate cap reduces our exposure to changes in the three-month Eurodollar rate by capping the rate at 1.0%. The interest rate cap agreement expires in August 2015.

At June 30, 2015, our financial assets included cash of $144.3 million and restricted cash of $2.2 million. Securities and investments totaled $1.5 million at June 30, 2015.

28

The following sensitivity analysis estimates the impact on the fair value of certain financial instruments, which are potentially subject to material market risks, at June 30, 2015, assuming a ten percent increase and a ten percent decrease in the levels of our interest rates:

(In thousands)	Book Value		Fair Value		Estimated fair value  assuming noted decrease in  market pricing		Estimated fair value  assuming noted increase in  market pricing
Senior secured term loan, net of unamortized debt discount	$	522,156	$	459,937	$	476,330	$	444,198
Capital lease obligations	683		683		751		615

Our Amended and Restated Credit Agreement accrues interest based on the Eurodollar Rate plus an applicable margin (currently 475 bps). LIBOR for purposes of this facility floats when it exceeds the floor of 1.00%. At June 30, 2015, an immediate 10% increase or decrease to LIBOR would not have an effect on our interest expense as the variable LIBOR component would remain below the floor. In addition, at June 30, 2015 we had approximately $109.6 million of cash held in a market rate savings account. An immediate 10% increase or decrease to the market interest rate would not have a material effect on our cash flows.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

We have established disclosure controls and procedures to ensure that the information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and made known to the officers who certify the Company’s financial reports and to other members of senior management and the Board of Directors as appropriate to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation as of the end of the period covered by this quarterly report of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934). Based on this evaluation, our principal executive officer and our principal financial officer have concluded that the Company’s disclosure controls and procedures are effective as of the end of the period covered by this quarterly report.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal controls over financial reporting during the three months ended June 30, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

29

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

We are involved in routine litigation in the ordinary course of our business. We do not believe that any pending or threatened litigation of which we are aware would have a material adverse effect on our financial condition, results of operations or cash flows.

Item 1A. Risk Factors.

In addition to the other information set forth in this quarterly report, including the updated risk factor below, as well as other information in our subsequent filings with the SEC, you should carefully consider the risks discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2014, which could materially affect our business, financial condition or future results. The risks described in this quarterly report and in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse affect on our business, financial condition and/or future results.

Revised Form 10-K Risk Factors related to the contract with Apple Inc.

If suppliers or vendors, including Apple, experience problems or favor our competitors, we could fail to obtain sufficient quantities of devices and accessories, or the products and services we require to operate our network successfully.

We depend on a limited number of key suppliers and vendors, including Apple, Samsung and others, for devices and accessories. Due to the scale of our operations, we may have difficulty obtaining specific types of devices, applications and content in a timely manner, or at all. The lack of availability to us of some of the latest and most popular devices, applications, and content, whether as a result of exclusive dealings, volume discounting, or otherwise, could put us at a significant competitive disadvantage and could make it more difficult for us to attract and retain our customers, especially as our competitors continue to aggressively offer device promotions with increased features, functionality and applications.

Apple devices represent a significant percentage of all devices sold by us. We are currently operating under an extension of our original contract with Apple Inc. If we are unable to further extend our existing contract with Apple or to renew our contract upon reasonable terms on a longer-term basis or at all, our ability to attract and retain subscribers would be materially impacted.

We also rely on a limited number of network equipment manufacturers, including Alcatel-Lucent, Cisco Systems, Inc. and others, related to our network infrastructure. If these suppliers experience manufacturing delays, interruptions or other problems delivering equipment and network components on a timely basis, our revenue and operating results could suffer significantly. Our initial choice of a network infrastructure supplier can, where proprietary technology of the supplier is an integral component of the network, cause us effectively to be locked into one or a few suppliers for key network components. If these companies experience financial or other problems, alternative suppliers and vendors may become necessary and we may not be able to obtain satisfactory and timely replacement supplies on economically attractive terms, or at all.

30

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

In August 2009, the Company’s board of directors authorized management to repurchase up to $40.0 million of the Company’s common stock. The Company did not purchase any shares of its common stock during the three months ended June 30, 2015 under the authorization. The approximate dollar value of shares that may yet be purchased under the plan was $23.1 million at June 30, 2015. Amounts available to the Company to repurchase stock are restricted by the Amended and Restated Credit Agreement. The authorization does not have an expiration date. A summary of our repurchases of common stock during the quarter is as follows:

Period	Total Number of Shares Purchased 1	Average Price Paid per Share	Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares that May be Purchased Under the Plans or Programs
April 1 - 30, 2015	395	$5.93	—	—
Total	395	$5.93	—	—

1 During the three months ended June 30, 2015, the Company repurchased restricted common stock in order to satisfy minimum tax withholding obligations in connection with the vesting of restricted stock.

Item 3. Defaults Upon Senior Securities.

Not applicable.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

31

Item 6. Exhibits.

Exhibit No.	Description
31.1*	Certification of Rodney D. Dir, President and Chief Executive Officer, Pursuant to Rule 13a-14(a).
31.2*	Certification of Stebbins B. Chandor Jr., Executive Vice President and Chief Financial Officer, Treasurer and Asst. Secretary, Pursuant to Rule 13a-14(a).
32.1*	Certification of Rodney D. Dir, President and Chief Executive Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Stebbins B. Chandor Jr., Executive Vice President and Chief Financial Officer, Treasurer and Asst. Secretary, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document.
101.SCH*	XBRL Taxonomy Extension Schema Document.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.

* Filed herewith.

32

SIGNATURES

Pursuant to the requirements 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.

	NTELOS HOLDINGS CORP.
Dated: July 28, 2015	By:	/s/ Rodney D. Dir
		Rodney D. Dir
		President and Chief Executive Officer
		(Principal Executive Officer)
Dated: July 28, 2015	By:	/s/ Stebbins B. Chandor Jr.
		Stebbins B. Chandor Jr.
		Executive Vice President and Chief Financial Officer, Treasurer and Asst. Secretary
		(Principal Financial Officer)
Dated: July 28, 2015	By:	/s/ John Turtora
		John Turtora
		Vice President and Controller
		(Principal Accounting Officer)

33

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Rodney D. Dir, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015 of NTELOS HOLDINGS CORP.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

6. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

7. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 28, 2015

By:	/s/ Rodney D. Dir
	Rodney D. Dir
	President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Stebbins B. Chandor Jr., certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015 of NTELOS HOLDINGS CORP.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

6. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

7. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 28, 2015

By:	/s/ Stebbins B. Chandor Jr.
	Stebbins B. Chandor Jr.
	Executive Vice President and Chief Financial Officer, Treasurer and Asst. Secretary

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of NTELOS HOLDINGS CORP. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2015 (the “Report”), I, Rodney D. Dir, President and Chief Executive Officer of the Company, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to my knowledge that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/s/ Rodney D. Dir
	Rodney D. Dir
	President and Chief Executive Officer

July 28, 2015

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of NTELOS HOLDINGS CORP. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2015 (the “Report”), I, Stebbins B. Chandor Jr., Executive Vice President, Chief Financial Officer, Treasurer and Asst. Secretary of the Company, do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to my knowledge that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/s/ Stebbins B. Chandor Jr.
	Stebbins B. Chandor Jr.
	Executive Vice President and Chief Financial Officer, Treasurer and Asst. Secretary

July 28, 2015

XML

Basis of Presentation and Other Information (Schedule Of Equity-Based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Equity-based compensation expense	$ 903	$ 1,283	$ 1,769	$ 2,594
Cost Of Sales and Services [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Equity-based compensation expense	177	167	338	318
Customer Operations [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Equity-based compensation expense	216	259	335	509
Corporate Operations [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Equity-based compensation expense	$ 510	$ 857	$ 1,096	$ 1,767

XML

Equity and Earnings Per Share (Narrative) (Details) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Stockholders' Equity Note [Abstract]
Excluded from computation of diluted earnings per common share (shares)	1.6	1.8	1.6	1.8

XML

Long-Term Debt (Narrative) (Details)		3 Months Ended		6 Months Ended
	Nov. 09, 2012 USD ($)	Jun. 30, 2015 USD ($)	Jun. 30, 2014	Jun. 30, 2015 USD ($)	Jun. 30, 2014	Jan. 31, 2014 USD ($)
Debt Instrument [Line Items]
Blended average interest rate		6.30%	6.40%	6.30%	6.40%
Maximum restricted payments leverage ratio		4.25		4.25
Addition to restricted payment basket	$ 6,500,000
Balance of restricted payment basket		$ 73,100,000		$ 73,100,000
Restricted payments leverage ratio, current		4.45		4.45
Vehicles [Member]
Debt Instrument [Line Items]
Carrying value of capital leases		$ 2,400,000		$ 2,400,000
Accumulated depreciation		1,400,000		1,400,000
Total future minimum lease payments		700,000		700,000
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
remainder of 2015		200,000		200,000
2016		300,000		300,000
2017		100,000		100,000
2018		100,000		100,000
2019		$ 100,000		$ 100,000
Term Loan A [Member]
Debt Instrument [Line Items]
Face amount of debt	150,000,000.0
Term Loan A balance outstanding transferred to Term Loan B						$ 148,100,000
Term A Loan, unamortized deferred fees written off						500,000
Term A Loan, unamortized discount written off						200,000
Term Loan B [Member]
Debt Instrument [Line Items]
Face amount of debt	$ 350,000,000.0
Additional borrowings						40,000,000
Fee amount						3,800,000
Deferred finance costs						3,700,000
Unamortized discount						$ 500,000

XML

Intangible Assets Schedule of indefinite-lived intangible assets (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
	Dec. 31, 2014	Jun. 30, 2015	Dec. 31, 2014
Goodwill [Roll Forward]
Goodwill	$ 63,700	$ 63,700
Radio spectrum licenses		44,933
Goodwill	63,700	63,700	$ 63,700
Radio spectrum licenses	44,933	44,933	44,933
Radio Spectrum License [Member]
Goodwill [Roll Forward]
Radio spectrum licenses	131,834	44,933
Impairment of long-lived assets to be disposed of	(28,990)	0	(29,000)
Assets transferred to assets held for sale	(57,911)	0	(57,900)
Radio spectrum licenses	$ 44,933	$ 44,933	$ 44,933

XML

Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2015

Fair Value Disclosures [Abstract]

Schedule Of Difference Between Face Amount, Carrying Amount And Fair Value Of Financial Instruments

The Company recorded an immaterial loss for the three and six months ended June 30, 2015 and 2014, respectively.

The following table indicates the difference between face amount, carrying amount and fair value of the Company’s financial instruments at June 30, 2015 and December 31, 2014.

	Face		Carrying	Fair
(In thousands)	Amount		Amount	Value
June 30, 2015
Nonderivatives:
Financial assets:
Long-term investments for which it is not practicable to estimate fair value	N/A		1,522	N/A
Financial liabilities:
Term Loans	525,642		522,156	459,937
Capital lease obligations	683		683	683
Derivative related to debt:
Interest rate cap asset	350,000	*	0	0
December 31, 2014
Nonderivatives:
Financial assets:
Long-term investments for which it is not practicable to estimate fair value	N/A		1,522	N/A
Financial liabilities:
Term Loans	528,345		525,504	459,660
Capital lease obligations	904		904	904
Derivative related to debt:
Interest rate cap asset	350,000	*	0	0

*Notional amount

XML

Stock Plans (Summary Of Stock Options Activity) (Details) - Jun. 30, 2015 - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	Total
Options
Stock options outstanding at January 1, 2015 (in shares)	1,583
Granted during the period (in shares)	261
Exercised during the period (in shares)	(1)
Forfeited during the period (in shares)	(272)
Stock options outstanding at June 30, 2015 (in shares)	1,571
Exercisable at June 30, 2015 (in shares)	910
Total expected to vest after June 30, 2015 (in shares)	595
Weighted Average Exercise Price per Share
Stock options outstanding at January 1, 2015 (in dollars per share)	$ 19.09
Granted during the period (in dollars per share)	6.00
Exercised during the period (in dollars per share)	0.58
Forfeited during the period (in dollars per share)	20.97
Stock options outstanding at June 30, 2015 (in dollars per share)	16.60
Exercisable at June 30, 2015 (in dollars per share)	20.16
Total expected to vest after June 30, 2015 (in dollars per share)	$ 13.01
Additional Stock Options Disclosures [Abstract]
Stock options outstanding at June 30, 2015, Weighted Average Remaining Contractual Term	5 years 11 months 2 days
Exercisable at June 30, 2015, Weighted Average Remaining Contractual Term	5 years 11 months 2 days
Stock options outstanding at June 30, 2015, Aggregate Intrinsic Value	$ 0
Exercisable at June 30, 2015, Aggregate Intrinsic Value	$ 0

XML

Basis of Presentation and Other Information (Policy)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Reclassifications

Reclassifications

Certain amounts in prior periods have been reclassified to conform to the current period presentation. Effective September 30, 2014, the Company changed the classification of certain costs related to equipment incentives to retain existing customers from customer operations to cost of sales to better align our presentation with other wireless carriers. The reclassification resulted in an increase of $8.4 million and $17.4 million in cost of sales and a corresponding decrease in customer operations expenses for the three and six months ended June 30, 2014, respectively. Additionally, certain information technology (“IT”) costs attributable to supporting billing and internal network and communication services were changed from cost of services to customer operations and corporate operations also to align our presentation with other wireless carriers. The reclassification resulted in a decrease of $2.3 million and $5.6 million in cost of services for the three and six months ended June 30, 2014, respectively, and an increase in customer operations expenses of $0.6 million and $1.4 million and an increase in corporate operations expenses of $1.7 million and $4.2 million for the three and six months ended June 30, 2014, respectively. Net income has not been affected by these reclassifications.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue when services are rendered or when products are delivered and functional, as applicable. Certain services of the Company require payment in advance of service performance. In such cases, the Company records a service liability at the time of billing and subsequently recognizes revenue ratably over the service period. The Company bills customers certain transactional taxes on service revenues. These transactional taxes are not included in reported revenues as they are recognized as liabilities at the time customers are billed.

The Company earns retail and wholesale revenues by providing access to and usage of its networks. Retail and certain wholesale revenues are recognized as services are provided. In long-term contracts certain fixed elements are required to be recognized on a straight-line basis over the term of the agreement. Revenues for equipment sales are recognized at the point of sale. Wireless handsets and other devices sold with service contracts are generally sold at prices below cost, based on the terms of the service contracts. The Company recognizes the entire cost of the handsets at the time of sale.

On August 15, 2014, the Company launched its Equipment Installment Plan (“EIP”), which offers customers the option to pay for their devices over 24 months with no service contract. Additionally, after a specified period of time, customers have the right to trade in the original device for a new device and have the remaining unpaid balance satisfied. For customers that elect the EIP option, the Company recognizes revenue at the point of sale for the full retail price of the device, net of the estimated fair value of imputed interest and the estimated loss on trade-in.

The Company evaluates related transactions to determine whether they should be viewed as multiple deliverable arrangements, which impact revenue recognition. Multiple deliverable arrangements are presumed to be bundled transactions and the total consideration is measured and allocated to the separate units based on their relative selling price with certain limitations. The Company has determined that sales of handsets with service contracts related to these sales generated from Company-operated retail stores are multiple deliverable arrangements. Accordingly, substantially all of the nonrefundable activation fee revenues (as well as the associated direct costs) are allocated to the wireless handset and are recognized at the time of the sale, based on the fact that the handsets are generally sold well below cost and thus appropriately allocated to the point of sale based on the relative selling price evaluation. However, revenue and certain associated direct costs for activations sold at third-party retail locations are deferred and amortized over the estimated life of the customer relationship as the Company is not a principal in the transaction to sell the handset and therefore any activation fees charged are fully attributable to the service revenues.

The Company recognizes revenue in the period that persuasive evidence of an arrangement exists, delivery of the product has occurred or services have been rendered, it is able to determine the amount and when the collection of such amount is considered probable.

Cash

Cash

The Company’s cash was held in market rate savings accounts and non-interest bearing deposit accounts.

Allowance for Doubtful Accounts

Allowance for Doubtful Accounts

The Company includes bad debt expense in customer operations expense in the unaudited condensed consolidated statements of operations.

Pension Benefits And Retirement Benefits Other Than Pensions

The Company also sponsors a contributory defined contribution plan under Internal Revenue Code (“IRC”) Section 401(k) for substantially all employees. The Company’s current policy is to make matching contributions in shares of the Company’s common stock.

Equity-Based Compensation

Equity-Based Compensation

The Company accounts for equity-based compensation plans under FASB Accounting Standards Codification (“ASC”) 718, Stock Compensation. Equity-based compensation expense from stock-based awards is recorded with an offsetting increase to additional paid in capital on the unaudited condensed consolidated balance sheet. The Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award and credits compensation for any forfeitures in the reporting period in which the forfeiture occurs.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The guidance is effective prospectively for fiscal years and interim reporting periods within those years beginning after December 15, 2014, with early adoption permitted for transactions that have not been reported in financial statements previously issued or available for issuance. The standard was effective for the Company's fiscal year beginning January 1, 2015 and has been applied to relevant transactions.

In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This ASU provides a framework that replaces the existing revenue recognition guidance and is intended to improve the financial reporting requirements. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years, with early adoption being prohibited. The impact of application of this ASU on the Company's financial statements has not been determined.

In August 2014, FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances.  The guidance is effective for annual reporting periods ending after December 15, 2016, with early adoption permitted.  The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations.

In April 2015, FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which changes the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The guidance is effective for annual reporting periods beginning after December 15, 2016, with early adoption permitted. The guidance will be applied retrospectively to each period presented. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements.

In April 2015, FASB ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides additional guidance regarding cloud computing arrangements. The guidance requires registrants to account for a cloud computing arrangement that includes a software license element consistent with the acquisition of other software licenses. Cloud computing arrangement without software licenses are to be accounted for as a service contract. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations.

XML

Long-Term Debt (Schedule Of Future Amortization Expense) (Details) - Term Loan B [Member] $ in Thousands	Jun. 30, 2015 USD ($)
Long-term Debt, Fiscal Year Maturity [Abstract]
Remainder of 2015	$ 2,702
2016	5,405
2017	5,405
2018	5,405
2019	506,725
Total	$ 525,642

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Equipment Installment Plan Receivables EIP Receivables, net (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	$ 52,771	$ 43,668
Deferred charges and other assets	20,869	18,474
Advance billings and customer deposits	(12,266)	(14,553)
Other Long-Term Liabilities	(67,073)	(45,016)
Equipment Installment Plan Receivable [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	14,656	5,551
Deferred charges and other assets	11,394	8,108
Advance billings and customer deposits	(957)	(807)
Other Long-Term Liabilities	(643)	0
EIP receivables, net	$ 24,450	$ 12,852

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Basis of Presentation and Other Information (Narrative) (Details) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Sep. 30, 2013	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Supplemental Financial Information [Line Items]
Customer operations		$ (20,499,000)	$ (25,377,000)	$ (44,848,000)	$ (53,000,000)
Corporate operations		9,975,000	11,261,000	19,387,000	23,032,000
Market rate savings account		109,600,000		109,600,000		$ 28,500,000
Non-interest bearing deposit accounts insured by FDIC		34,700,000		34,700,000		45,000,000
Bad debt expense		5,600,000	3,300,000	11,100,000	7,300,000
Allowance for doubtful accounts		12,900,000		12,900,000		$ 8,700,000
Unbilled equipment receivables		6,200,000		6,200,000
Defined benefit expense		100,000	100,000	200,000	200,000
Pension plan assets value		23,400,000		23,400,000
Future charges for equity-based compensation, remainder of 2015		1,400,000		1,400,000
Future charges for equity-based compensation, 2016		1,600,000		1,600,000
Future charges for equity-based compensation, 2017		1,000,000		1,000,000
Future charges for equity-based compensation, 2018		200,000		200,000
Future charges for equity-based compensation, 2019		100,000		100,000
Connect America Fund's Mobility Fund Phase I Auction (Auction 90) [Member]
Supplemental Financial Information [Line Items]
Performance default penalty under Government funding auction, as a percentage of total funding						10.00%
Line of credit obtained pursuant to the terms of the Government funding auction, current borrowing capacity						$ 2,200,000
First scheduled disbursement under Government funding auction	$ 1,700,000
Performance default penalty under Government funding auction, amount						500,000
Cash collateral under the terms of the line of credit						2,200,000
Accumulated Defined Benefit Plans [Member]
Supplemental Financial Information [Line Items]
Total amount reclassified out of accumulated other comprehensive income related to actuarial losses		$ 100,000	(300,000)	$ 200,000	(500,000)
Maximum [Member] | Connect America Fund's Mobility Fund Phase I Auction (Auction 90) [Member]
Supplemental Financial Information [Line Items]
Amount Company is eligible to receive under Government funding auction						$ 5,000,000.0
Equipment Incentive [Member] | Scenario, Adjustment [Member]
Supplemental Financial Information [Line Items]
Cost of sales and services			8,400,000		17,400,000
IT Cost [Member] | Scenario, Adjustment [Member]
Supplemental Financial Information [Line Items]
Cost of sales and services			(2,300,000)		(5,600,000)
Customer operations			(600,000)		(1,400,000)
Corporate operations			$ 1,700,000		$ 4,200,000

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Financial Instruments (Narrative) (Details) - USD ($)	1 Months Ended
	Feb. 28, 2013	Jun. 30, 2015	Dec. 31, 2014
Summary of Investment Holdings [Line Items]
Interest rate cap purchased, cost	$ 900,000
Notional amount of interest rate cap	$ 350,000,000.0
Interest rate cap rate	1.00%
CoBank [Member]
Summary of Investment Holdings [Line Items]
Equity method investments		$ 1,500,000	$ 1,500,000

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Strategic Network Alliance (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Stategic Network Alliance [Abstract]
Attributable Annual Non-Cash Spectrum Lease Expense			$ 4.9
Percentage of revenue	33.30%	31.20%	31.00%	31.70%

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Intangible Assets (Finite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Gross Amount	$ 43,900		$ 43,900		$ 43,900
Accumulated Amortization	(39,212)		(39,212)		(38,816)
Customer relationships and trademarks, net	4,688		4,688		5,084
Amortization of Intangible Assets	200	$ 800	$ 400	$ 1,500
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life			17 years 6 months
Gross Amount	36,900		$ 36,900		36,900
Accumulated Amortization	(34,468)		(34,468)		(34,305)
Customer relationships and trademarks, net	2,432		$ 2,432		2,595
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life			15 years
Gross Amount	7,000		$ 7,000		7,000
Accumulated Amortization	(4,744)		(4,744)		(4,511)
Customer relationships and trademarks, net	$ 2,256		$ 2,256		$ 2,489

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Condensed Consolidated Statement of Changes in Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Statement of Stockholders' Equity [Abstract]
Amortization of unrealized loss from defined benefit plans taxes	$ 75	$ 172	$ 150	$ 344

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Tower Sale and Leaseback (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015 USD ($)	Jun. 30, 2014 USD ($)	Jun. 30, 2015 USD ($) tower	Jun. 30, 2014 USD ($)
Sale Leaseback Transaction [Line Items]
Description of sale leaseback transaction			the Company completed its sale leaseback transaction for 96 of 103 towers
Number of properties sold | tower			91
Number of properties committed to being sold | tower			103
Net proceeds from sale leaseback transaction	$ 1,600		$ 40,400
Gain on sale of assets	802	$ 0	$ 16,749	$ 0
Leaseback term			10 years
Description of accounting for leaseback			The deferred gain is amortized on a straight-line basis over the remaining life of the lease of approximately 10 years
Other Noncurrent Liabilities [Member]
Sale Leaseback Transaction [Line Items]
Deferred gain	14,700		$ 14,700
Accounts Payable and Accrued Liabilities [Member]
Sale Leaseback Transaction [Line Items]
Deferred gain	2,700		2,700
Gain on Sale of Assets [Member]
Sale Leaseback Transaction [Line Items]
Gain on sale of assets	$ 800		$ 16,700

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Property, Plan And Equipment (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Property, Plant and Equipment [Abstract]
Depreciation	$ 13.9	$ 19.2	$ 27.8	$ 37.5

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Property, Plan And Equipment (Tables)

6 Months Ended

Jun. 30, 2015

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

The components of property, plant and equipment, and the related accumulated depreciation, were as follows:

(In thousands)	Estimated Useful Life	June 30, 2015		December 31, 2014
Land and buildings *	39 to 50 years	$	30,689	$	30,772
Network plant and equipment	5 to 17 years	459,893		445,940
Furniture, fixtures and other equipment	2 to 18 years	94,714		91,512
		585,296		568,224
Under construction		42,133		18,213
		627,429		586,437
Less: accumulated depreciation		319,007		296,490
Property, plant and equipment, net		$	308,422	$	289,947

* Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms.

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Equipment Installment Plan Receivables (Tables)

6 Months Ended

Jun. 30, 2015

Receivables [Abstract]

Schedule of Financing Receivable

The following table summarizes the EIP receivables at June 30, 2015 and December 31, 2014:

(In thousands)	June 30, 2015			December 31, 2014
EIP receivables, gross	$	32,201		$	16,109
Deferred interest	(1,600		)	(807		)
EIP receivables, net of deferred interest	30,601			15,302
Allowance for credit and trade-in losses	(6,151		)	(2,450		)
EIP receivables, net	$	24,450		$	12,852

Classified on the unaudited Condensed Consolidated Balance Sheets as:
Accounts receivable, net	$	14,656		$	5,551
Deferred charges and other assets	11,394			8,108
Advance billings and customer deposits	(957		)	(807		)
Other Long-Term Liabilities	(643		)	—
EIP receivables, net	$	24,450		$	12,852

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Stock Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average grant date fair value per share of stock options granted	$ 1.72	$ 1.02
Total intrinsic value of options exercised (less than $0.1 million)	$ 0.1	$ 0.1
Total fair value of options vested	$ 0.5	$ 1.3
Shares available for employee stock purchase plan	100,000
Shares price percentage	85.00%
Shares issued under the employee stock purchase plan	6,635	4,101
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost related to unvested stock options	$ 0.7
Unrecognized compensation cost recognition period, in years	2 years 8 months 23 days
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued during the period	503,000
Unrecognized compensation cost related to unvested stock options	$ 3.0
Unrecognized compensation cost recognition period, in years	2 years 1 month 4 days
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued during the period	28,000
Unrecognized compensation cost related to unvested stock options	$ 0.5
Unrecognized compensation cost recognition period, in years	1 year 7 months 29 days
Employee Equity Incentive Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options issued	261,503
Beginning of vesting period after grant date for Employee Equity Incentive Plan, in years	1 year
Employee Equity Incentive Plan [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued during the period	415,401
Employee Equity Incentive Plan [Member] | Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued during the period	28,031
Dividend equivalent units accrued	$ 0.2
Non-Employee Director Equity Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued under Employee Equity Incentive Plan vest fractionally annually	25.00%
Non-Employee Director Equity Plan [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued during the period	87,525

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Property, Plan And Equipment (Details) - USD ($) $ in Thousands		3 Months Ended	6 Months Ended
		Jun. 30, 2015	Jun. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment
Furniture, fixtures and other equipment		$ 585,296	$ 585,296	$ 568,224
Under construction		42,133	42,133	18,213
Property, plant and equipment, gross		627,429	627,429	586,437
Less: accumulated depreciation		319,007	319,007	296,490
Property, plant and equipment, net		308,422	308,422	289,947
Furniture and Fixtures [Member]
Property, Plant and Equipment
Furniture, fixtures and other equipment		94,714	$ 94,714	91,512
Furniture and Fixtures [Member] | Minimum [Member]
Property, Plant and Equipment
Estimated Useful Life			2 years
Furniture and Fixtures [Member] | Maximum [Member]
Property, Plant and Equipment
Estimated Useful Life			18 years
Property, Plant and Equipment, Other Types [Member]
Property, Plant and Equipment
Furniture, fixtures and other equipment		459,893	$ 459,893	445,940
Property, Plant and Equipment, Other Types [Member] | Minimum [Member]
Property, Plant and Equipment
Estimated Useful Life			5 years
Property, Plant and Equipment, Other Types [Member] | Maximum [Member]
Property, Plant and Equipment
Estimated Useful Life			17 years
Land and Building [Member]
Property, Plant and Equipment
Furniture, fixtures and other equipment		$ 30,689	$ 30,689	$ 30,772
Land and Building [Member] | Minimum [Member]
Property, Plant and Equipment
Estimated Useful Life	[1]	39 years
Land and Building [Member] | Maximum [Member]
Property, Plant and Equipment
Estimated Useful Life		50 years

[1] * Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms.

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Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Acquired Indefinite-lived Intangible Assets by Major Class

At June 30, 2015 and December 31, 2014, goodwill and radio spectrum licenses were comprised of the following:

	June 30, 2015				December 31, 2014
(In thousands)	Goodwill		Radio Spectrum Licenses		Goodwill		Radio Spectrum Licenses
Balance at beginning of the period	$	63,700	$	44,933	$	63,700	$	131,834
Impairment loss in the period	—		—		—		(28,990		)
Transferred to assets held for sale	—		—		—		(57,911		)
Total	$	63,700	$	44,933	$	63,700	$	44,933

Schedule of Intangible Assets Subject to Amortization

Customer relationships and trademarks are considered amortizable intangible assets. At June 30, 2015 and December 31, 2014, customer relationships and trademarks were comprised of the following:

		June 30, 2015							December 31, 2014
(In thousands)	Estimated Useful Life	Gross Amount		Accumulated Amortization			Net		Gross Amount		Accumulated Amortization			Net
Customer relationships	17.5 years	$	36,900	$	(34,468	)	$	2,432	$	36,900	$	(34,305	)	$	2,595
Trademarks	15 years	7,000		(4,744		)	2,256		7,000		(4,511		)	2,489
Total		$	43,900	$	(39,212	)	$	4,688	$	43,900	$	(38,816	)	$	5,084

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Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

Schedule Of Long-Term Debt

At June 30, 2015 and December 31, 2014, the Company’s outstanding long-term debt consisted of the following:

(In thousands)	June 30, 2015		December 31, 2014
Senior secured term loans, net of unamortized debt discount	$	522,156	$	524,504
Capital lease obligations	683		904
	522,839		525,408
Less: current portion of long-term debt	5,728		5,816
Long-term debt	$	517,111	$	519,592

Schedule of Maturities of Long-Term Debt

The aggregate maturities of long-term debt outstanding at June 30, 2015, excluding capital lease obligations, based on the contractual terms of the instruments were as follows:

(In thousands)	Term Loan
Remainder of 2015	$	2,702
2016	5,405
2017	5,405
2018	5,405
2019	506,725
Total	$	525,642

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Condensed Consolidated Statement of Changes in Stockholders' Equity - 6 months ended Jun. 30, 2015 - USD ($) shares in Thousands, $ in Thousands		Total	Common Stock [Member]	Treasury Stock [Member]	Additional Paid In Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Loss [Member]	Total NTELOS Holdings Corp. Stockholders’ Equity [Member]	Noncontrolling Interests [Member]
Beginning balance at Dec. 31, 2014		$ (32,952)	$ 214	$ (285)	$ 28,663	$ (53,634)	$ (9,090)	$ (34,132)	$ 1,180
Beginning balance (shares) at Dec. 31, 2014			21,616	18
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation	[1]	1,746		$ (40)	1,786			1,746
Equity-based compensation (shares)	[1]		618	9
Capital distribution to noncontrolling interests		(494)							(494)
Net income attributable to NTELOS Holdings Corp.		16,406				16,406		16,406
Amortization of unrealized loss from defined benefit plans, net of $150 of deferred income taxes		235						235
Comprehensive income attributable to noncontrolling interests		762						0	762
Ending balance at Jun. 30, 2015		$ (14,297)	$ 214	$ (325)	$ 30,449	$ (37,228)	$ (8,855)	$ (15,745)	$ 1,448
Ending balance (shares) at Jun. 30, 2015			22,234	27

[1] *Includes restricted shares issued, employee stock purchase plan issuances, shares issued through 401(k) matching contributions, stock options exercised and other activity.

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Restructuring Charges (Tables)

6 Months Ended

Jun. 30, 2015

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs

A summary of the restructuring liabilities is presented below:

(In thousands)	Employee Separation			Contract Terminations			Other			Total
Expected period of recognition	2014-2015			2014-2015			2014-2015
Projected range at completion	$3,000 - $5,000			$40,000 - $45,000			$2,000 - $5,000			$45,000 - $55,000
Cumulative charges incurred as of June 30, 2015	$	3,714		$	2,479		$	1,081		$	7,274
Balance as of December 31, 2014	$	1,496		$	917		$	987		$	3,400
Charges	1,654			338			17			2,009
Utilization	(1,480		)	(688		)	(30		)	(2,198		)
Balance as of March 31, 2015	$	1,670		$	567		$	974		$	3,211
Charges	479			1,113			10			1,602
Utilization	(789		)	(493		)	(10		)	(1,292		)
Balance as of June 30, 2015	$	1,360		$	1,187		$	974		$	3,521

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Supplemental Cash Flow Information (Supplementary Disclosures Of Condensed Consolidated statements of Cash Flows) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Additional Cash Flow Elements [Abstract]
Interest (net of amounts capitalized)	$ 14,757	$ 14,276
Income taxes	6,100	701
Cash received from income tax refunds	3,971	239
Supplemental investing and financing activities:
Additions to property, plant and equipment included in accounts payable	7,281	3,266
Borrowings under capital leases	35	292
Dividends declared not paid	$ 0	$ 9,262

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Financial Instruments (Schedule Of Difference Between Face Amount, Carrying Amount And Fair Value Of Financial Instruments) (Details) - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014
Face Amount [Member]
Financial liabilities:
Term Loans		$ 525,642	$ 528,345
Capital lease obligations		683	904
Interest rate cap asset	[1]	350,000	350,000
Carrying Amount [Member]
Financial assets:
Long-term investments for which it is not practicable to estimate fair value		1,522	1,522
Financial liabilities:
Term Loans		522,156	525,504
Capital lease obligations		683	904
Interest rate cap asset		0	0
Fair Value [Member]
Financial liabilities:
Term Loans		459,937	459,660
Capital lease obligations		683	904
Interest rate cap asset		$ 0	$ 0

[1] * Notional amount

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Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Current Assets
Cash	$ 144,293	$ 73,546
Restricted cash	2,167	2,167
Accounts receivable, net	52,771	43,668
Inventories and supplies	16,282	18,297
Deferred income taxes	24,034	24,770
Prepaid expenses	14,684	13,543
Other current assets	336	4,626
Total current assets	254,567	180,617
Assets Held for Sale	1,454	64,271
Securities and Investments	1,522	1,522
Property, Plant and Equipment, net	308,422	289,947
Intangible Assets
Goodwill	63,700	63,700
Radio spectrum licenses	44,933	44,933
Customer relationships and trademarks, net	4,688	5,084
Deferred charges and other assets	20,869	18,474
TOTAL ASSETS	700,155	668,548
Current Liabilities
Current portion of long-term debt	5,728	5,816
Accounts payable	15,474	24,541
Advance billings and customer deposits	12,266	14,553
Accrued expenses and other current liabilities	35,522	27,153
Total current liabilities	68,990	72,063
Long-term Liabilities
Long-Term Debt	517,111	519,592
Retirement Benefits	24,996	25,209
Deferred Income Taxes	36,282	39,620
Other Long-Term Liabilities	67,073	45,016
Liabilities, Noncurrent, Total	$ 645,462	$ 629,437
Commitments and Contingencies
Equity
Preferred stock, par value $.01 per share, authorized 100 shares, none issued	$ 0	$ 0
Common stock, par value $.01 per share, authorized 55,000 shares; 22,261 shares issued and 22,234 shares outstanding (21,634 shares issued and 21,616 shares outstanding at December 31, 2014)	214	214
Additional paid in capital	30,449	28,663
Treasury stock, at cost, 27 shares (18 shares at December 31, 2014)	(325)	(285)
Accumulated deficit	(37,228)	(53,634)
Accumulated other comprehensive loss	(8,855)	(9,090)
Total NTELOS Holdings Corp. Stockholders’ Equity (Deficit)	(15,745)	(34,132)
Noncontrolling interests	1,448	1,180
Total Stockholders' Equity, including portion attributable to noncontrolling interest	(14,297)	(32,952)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 700,155	$ 668,548

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Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended		12 Months Ended
	Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Acquired Indefinite-lived Intangible Assets [Line Items]
Amortization expense	$ 200		$ 800	$ 400	$ 1,500
Radio Spectrum License [Member]
Acquired Indefinite-lived Intangible Assets [Line Items]
Assets transferred to assets held for sale		$ 57,911		0		$ 57,900
Impairment of long-lived assets to be disposed of		$ 28,990		$ 0		$ 29,000

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Condensed Consolidated Statements Of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Statement of Comprehensive Income [Abstract]
Amortization of unrealized loss from defined benefit plans taxes	$ 75	$ 172	$ 150	$ 344
Unrecognized loss from defined benefit plans, tax	$ 0	$ 243	$ 0	$ 243

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Stock Plans (Summary of Performance Stock Awards Activity) (Details) - 6 months ended Jun. 30, 2015 - Performance Shares [Member] - $ / shares shares in Thousands	Total
Units
Number of shares outstanding at January 1, 2015 (in shares)	99
Granted during the period (in shares)	28
Vested during the period (in shares)	(1)
Forfeited during the period (in shares)	(10)
Number of shares outstanding at June 30, 2015 (in shares)	116
Weighted Average Grant Date Fair Value per PSU
Shares outstanding at January 1, 2015 (in dollars per share)	$ 11.24
Granted during the period (in dollars per share)	7.33
Vested during the period (in dollars per share)	12.47
Forfeited during the period (in dollars per share)	11.22
Shares outstanding at June 30, 2015 (in dollars per share)	$ 10.29

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Stock Plans (Tables)

6 Months Ended

Jun. 30, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary Of Stock Options Activity

The summary of the activity and status of the Company’s stock option awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Options		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
Stock options outstanding at January 1, 2015	1,583		$	19.09
Granted during the period	261		6.00
Exercised during the period	(1	)	0.58
Forfeited during the period	(272	)	20.97
Stock options outstanding at June 30, 2015	1,571		$	16.60	5.9 years	$	—
Exercisable at June 30, 2015	910		$	20.16	5.9 years	$	—
Total expected to vest after June 30, 2015	595		$	13.01

Summary Of Restricted Stock Awards Activity

The summary of the activity and status of the Company’s restricted stock awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Shares		Weighted Average  Grant Date Fair Value per Share
Restricted stock awards outstanding at January 1, 2015	245		$	14.93
Granted during the period	503		5.37
Vested during the period	(75	)	18.97
Forfeited during the period	(7	)	16.10
Restricted stock awards outstanding at June 30, 2015	666		$	7.24

Summary of Performance Stock Units Activity

The summary of the activity and status of the Company’s performance stock unit awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Units		Weighted Average  Grant Date Fair Value per PSU
Performance stock units outstanding at January 1, 2015	99		$	11.24
Granted during the period	28		7.33
Vested during the period	(1	)	12.47
Forfeited during the period	(10	)	11.22
Performance stock units outstanding at June 30, 2015	116		$	10.29

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Strategic Network Alliance

6 Months Ended

Jun. 30, 2015

Stategic Network Alliance [Abstract]

Strategic Network Alliance

Strategic Network Alliance

The Company provides PCS services and has contracted to provide LTE Services on a wholesale basis to other wireless communication providers, most notably through the Strategic Network Alliance ("SNA") with Sprint in which the Company is the exclusive PCS/LTE service provider in the Company’s western Virginia and West Virginia service area (“SNA service area”) for all Sprint Code Division Multiple Access (“CDMA”) and LTE wireless customers. In May 2014 the parties entered into an amended agreement to extend the SNA. Pursuant to the terms of the SNA, the Company is required to upgrade its network in the SNA service area to provide LTE Services. As part of the amendment, the Company leases spectrum, on a non-cash basis, from Sprint in order to enhance the PCS/LTE services. The non-cash consideration attributable to the leased spectrum is approximately $4.9 million per year. The lease expense is recognized over the term of the lease and recorded within cost of sales and services, with the offsetting consideration recorded within wholesale and other revenue. Additionally, the amended SNA provides the Company access to Sprint’s nationwide 3G and 4G LTE network at rates that are reciprocal to rates paid by Sprint under the amended SNA. The amended SNA provides that a portion of the amount paid by Sprint thereunder is fixed. The fixed fee element of the amended SNA is subject to contractual reductions on August 1, 2015 and annually thereafter starting on January 1, 2016 that will result in a decrease of payments for the fixed fee element. The Company accounts for this fixed fee portion of the revenue earned from the SNA revenue on a straight-line basis over the term of the agreement. In addition, these reductions are subject to further upward or downward resets in the fixed fee element. These resets, if any, will be recognized in the period in which it occurs.

The Company generated 33.3% and 31.2% of its revenue from the SNA for the three months ended June 30, 2015 and 2014, respectively. The Company generated 31.0% and 31.7% of its revenue from the SNA for the six months ended June 30, 2015 and 2014, respectively.

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Organization Organization (Details) $ in Millions	Dec. 01, 2014 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Wireless spectrum license agreement value	$ 56.0

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Commitments And Contingencies

6 Months Ended

Jun. 30, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments And Contingencies

Commitments and Contingencies

On occasion, the Company makes claims or receives disputes related to its billings to other carriers, including billings under the SNA agreement, for access to the Company’s network. These disputes may involve amounts which, if resolved unfavorably to the Company, could have a material effect on the Company’s financial statements. The Company does not recognize revenue related to such matters until the period that it is reasonably assured of the collection of these claims. In the event that a claim is made related to revenues previously recognized, the Company assesses the validity of the claim and adjusts the amount of revenue recognized to the extent that the claim adjustment is considered probable and reasonably estimable.

In accordance with the tower sale and leaseback transaction discussed in Note 14, the Company entered into operating leases, generally for a term of 10 years, with future minimum lease payments totaling approximately $21.0 million.

The Company is involved in disputes, claims, either asserted or unasserted, and legal and tax proceedings and filings arising from normal business activities. While the outcome of such matters is currently not determinable, and it is reasonably possible that the cost to resolve such matters could be material, management believes that adequate provision for any probable and reasonably estimable losses has been made in the Company’s unaudited condensed consolidated financial statements.

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Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash flows from operating activities
Net income	$ 17,168	$ 2,579
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	28,359	38,996
Gain on sale of assets	(16,749)	0
Deferred income taxes	(2,752)	136
Equity-based compensation	1,769	2,594
Amortization of loan origination costs and debt discount	1,187	1,442
Write off of unamortized debt issuance costs	0	895
Retirement benefits and other	1,509	1,158
Changes in operating assets and liabilities
Accounts receivable	(9,103)	(4,207)
Inventories and supplies	2,015	8,461
Income taxes	7,838	146
Prepaid expenses and other assets	1,812	(955)
Accounts payable	(7,835)	(6,989)
Accrued expenses and other liabilities	(722)	2,298
Retirement benefit distributions	144	424
Net cash provided by operating activities	24,640	46,978
Cash flows from investing activities
Purchases of property, plant and equipment	(47,108)	(43,844)
Proceeds from sale of assets	96,633	0
Other, net	0	2,381
Net cash provided by/(used in) investing activities	49,525	(41,463)
Cash flows from financing activities
Proceeds from issuance of long-term debt, net of original issue discount	0	187,655
Debt issuance and refinancing costs	0	(3,551)
Repayments on senior secured term loans	(2,703)	(150,822)
Cash dividends paid on common stock	0	(18,130)
Capital distributions to noncontrolling interests	(494)	(551)
Other, net	(221)	(217)
Net cash provided by/(used in) financing activities	(3,418)	14,384
Increase in cash	70,747	19,899
Cash, beginning of period	73,546	88,441
Cash, end of period	$ 144,293	$ 108,340

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Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	100,000	100,000
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	55,000,000	55,000,000
Common stock, shares issued (in shares)	22,261,000	21,634,000
Common stock, shares outstanding (in shares)	22,234,000	21,616,000
Treasury stock, shares (in shares)	27,000	18,000

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Restructuring Charges

6 Months Ended

Jun. 30, 2015

Restructuring and Related Activities [Abstract]

Restructuring Charges

Restructuring Charges

In December 2014, the Company announced its intention to sell its wireless spectrum and wind down its operations in the Eastern Markets, and to reduce related corporate operating expenses during fiscal year 2015. In conjunction, restructuring liabilities have been established for employee separations, lease abandonments, operating lease terminations, and other related costs, which are recorded in accrued expenses and other current liabilities in the unaudited consolidated balance sheets. A summary of the restructuring liabilities is presented below:

(In thousands)	Employee Separation			Contract Terminations			Other			Total
Expected period of recognition	2014-2015			2014-2015			2014-2015
Projected range at completion	$3,000 - $5,000			$40,000 - $45,000			$2,000 - $5,000			$45,000 - $55,000
Cumulative charges incurred as of June 30, 2015	$	3,714		$	2,479		$	1,081		$	7,274
Balance as of December 31, 2014	$	1,496		$	917		$	987		$	3,400
Charges	1,654			338			17			2,009
Utilization	(1,480		)	(688		)	(30		)	(2,198		)
Balance as of March 31, 2015	$	1,670		$	567		$	974		$	3,211
Charges	479			1,113			10			1,602
Utilization	(789		)	(493		)	(10		)	(1,292		)
Balance as of June 30, 2015	$	1,360		$	1,187		$	974		$	3,521

Employee separation costs consist of severance for certain Eastern Markets and corporate employees to be paid in accordance with the Company’s written severance plan and certain management contracts. Severance payments are expected to be paid through 2015. Contract termination costs represent lease abandonment costs for retail stores and other termination costs for contractual network services obligations. Lease abandonment costs represent future minimum lease obligations, net of estimated sublease income. Contract termination costs are expected to be paid through 2019 absent any settlements with vendors. Other costs include legal and advisory fees expected to be paid during 2015.

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Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 24, 2015
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q2
Entity Registrant Name	NTELOS HOLDINGS CORP.
Entity Central Index Key	0001328571
Trading Symbol	ntls
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		22,234,599
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes

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Financial Instruments

6 Months Ended

Jun. 30, 2015

Fair Value Disclosures [Abstract]

Financial Instruments

Financial Instruments

The Company is exposed to market risks with respect to certain of the financial instruments that it holds. Cash, accounts receivable, accounts payable and accrued liabilities are reflected in the unaudited condensed consolidated financial statements at cost, which approximates fair value because of the short-term nature of these instruments. The fair values of other financial instruments are determined using observable market prices or using a valuation model, which is based on a conventional discounted cash flow methodology and utilizes assumptions of current market conditions. The following is a summary by balance sheet category:

Long-Term Investments

At June 30, 2015 and December 31, 2014, the Company had an investment in CoBank, ACB (“CoBank”) of $1.5 million. This investment is primarily related to a required investment under the Original Credit Agreement and declared and unpaid patronage distributions of restricted equity related to the portion of the term loans previously held by CoBank. This investment is carried under the cost method as it is not practicable to estimate fair value. This investment is subject to redemption in accordance with CoBank’s capital recovery plans.

Interest Rate Derivatives

In February 2013, the Company purchased an interest rate cap for $0.9 million with a notional amount of $350.0 million, which caps the three month Eurodollar rate at 1.0% and expires in August 2015. The Company did not designate the interest rate cap agreement as a cash flow hedge for accounting purposes. Therefore, the change in market value of the agreement is recorded as a gain or loss in other expense. The Company recorded an immaterial loss for the three and six months ended June 30, 2015 and 2014, respectively.

The following table indicates the difference between face amount, carrying amount and fair value of the Company’s financial instruments at June 30, 2015 and December 31, 2014.

	Face		Carrying	Fair
(In thousands)	Amount		Amount	Value
June 30, 2015
Nonderivatives:
Financial assets:
Long-term investments for which it is not practicable to estimate fair value	N/A		1,522	N/A
Financial liabilities:
Term Loans	525,642		522,156	459,937
Capital lease obligations	683		683	683
Derivative related to debt:
Interest rate cap asset	350,000	*	0	0
December 31, 2014
Nonderivatives:
Financial assets:
Long-term investments for which it is not practicable to estimate fair value	N/A		1,522	N/A
Financial liabilities:
Term Loans	528,345		525,504	459,660
Capital lease obligations	904		904	904
Derivative related to debt:
Interest rate cap asset	350,000	*	0	0

*Notional amount

The carrying values of cash, restricted cash, accounts receivable and accounts payable approximate fair value due to the short-term maturities of these instruments. The fair value of the Term Loans under the Amended and Restated Credit Agreement were derived based on bid prices at June 30, 2015 and December 31, 2014, respectively. The fair value of the derivative instrument was based on a quoted market price at June 30, 2015 and December 31, 2014, respectively. These instruments are classified within Level 2 of the fair value hierarchy described in FASB ASC 820, Fair Value Measurements and Disclosures.

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Condensed Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Retail Revenue	$ 58,223	$ 72,935	$ 124,757	$ 146,811
Wholesale and other revenue	37,647	38,300	73,930	79,015
Equipment sales	12,454	6,560	29,843	14,051
Operating Revenues	108,324	117,795	228,530	239,877
Operating Expenses
Cost of services	32,017	29,180	61,675	57,085
Cost of equipment sold	20,038	22,144	43,673	45,997
Customer operations	20,499	25,377	44,848	53,000
Corporate operations	9,975	11,261	19,387	23,032
Restructuring	1,602	0	3,610	0
Depreciation and amortization	14,485	19,929	28,359	38,996
Gain on sale of assets	(802)	0	(16,749)	0
Operating expenses, total	97,814	107,891	184,803	218,110
Operating income	10,510	9,904	43,727	21,767
Other Expense
Interest expense	(7,574)	(8,315)	(15,491)	(16,274)
Other income (expense), net	35	(92)	31	(1,164)
Nonoperating income (expense)	(7,539)	(8,407)	(15,460)	(17,438)
Income before Income Taxes	2,971	1,497	28,267	4,329
Income Taxes	1,090	640	11,099	1,750
Net Income	1,881	857	17,168	2,579
Net Income Attributable to Noncontrolling Interests	(271)	(373)	(762)	(809)
Net Income Attributable to NTELOS Holdings Corp.	$ 1,610	$ 484	$ 16,406	$ 1,770
Earnings per Share Attributable to NTELOS Holdings Corp.
Basic (in dollars per share)	$ 0.07	$ 0.02	$ 0.74	$ 0.08
Weighted average shares outstanding - basic (in shares)	21,242	21,099	21,218	21,090
Diluted (in dollars per share)	$ 0.07	$ 0.02	$ 0.71	$ 0.08
Weighted average shares outstanding - diluted (in shares)	22,564	22,039	22,347	22,037
Cash Dividends Declared per Share - Common Stock (in dollars per share)	$ 0.00	$ 0.42	$ 0.00	$ 0.84

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Supplemental Cash Flow Information

6 Months Ended

Jun. 30, 2015

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

The following information is presented as supplementary disclosures for the unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2015 and 2014:

	Six Months Ended June 30,
(In thousands)	2015		2014
Cash payments for:
Interest (net of amounts capitalized)	$	14,757	$	14,276
Income taxes	6,100		701
Cash received from income tax refunds	3,971		239
Supplemental investing and financing activities:
Additions to property, plant and equipment included in accounts payable	7,281		3,266
Borrowings under capital leases	35		292
Dividends declared not paid	—		9,262

The amount of interest capitalized was immaterial for each of the six months ended June 30, 2015 and 2014.

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Basis of Presentation and Other Information

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Basis of Presentation and Other Information

Basis of Presentation and Other Information

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary to present fairly the financial position have been included.

The results of operations for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. The accompanying condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited financial statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). These financial statements should be read in conjunction with the Company’s 2014 Form 10-K.

Reclassifications

Certain amounts in prior periods have been reclassified to conform to the current period presentation. Effective September 30, 2014, the Company changed the classification of certain costs related to equipment incentives to retain existing customers from customer operations to cost of sales to better align our presentation with other wireless carriers. The reclassification resulted in an increase of $8.4 million and $17.4 million in cost of sales and a corresponding decrease in customer operations expenses for the three and six months ended June 30, 2014, respectively. Additionally, certain information technology (“IT”) costs attributable to supporting billing and internal network and communication services were changed from cost of services to customer operations and corporate operations also to align our presentation with other wireless carriers. The reclassification resulted in a decrease of $2.3 million and $5.6 million in cost of services for the three and six months ended June 30, 2014, respectively, and an increase in customer operations expenses of $0.6 million and $1.4 million and an increase in corporate operations expenses of $1.7 million and $4.2 million for the three and six months ended June 30, 2014, respectively. Net income has not been affected by these reclassifications.

Revenue Recognition

The Company recognizes revenue when services are rendered or when products are delivered and functional, as applicable. Certain services of the Company require payment in advance of service performance. In such cases, the Company records a service liability at the time of billing and subsequently recognizes revenue ratably over the service period. The Company bills customers certain transactional taxes on service revenues. These transactional taxes are not included in reported revenues as they are recognized as liabilities at the time customers are billed.

The Company earns retail and wholesale revenues by providing access to and usage of its networks. Retail and certain wholesale revenues are recognized as services are provided. In long-term contracts certain fixed elements are required to be recognized on a straight-line basis over the term of the agreement. Revenues for equipment sales are recognized at the point of sale. Wireless handsets and other devices sold with service contracts are generally sold at prices below cost, based on the terms of the service contracts. The Company recognizes the entire cost of the handsets at the time of sale.

On August 15, 2014, the Company launched its Equipment Installment Plan (“EIP”), which offers customers the option to pay for their devices over 24 months with no service contract. Additionally, after a specified period of time, customers have the right to trade in the original device for a new device and have the remaining unpaid balance satisfied. For customers that elect the EIP option, the Company recognizes revenue at the point of sale for the full retail price of the device, net of the estimated fair value of imputed interest and the estimated loss on trade-in.

The Company evaluates related transactions to determine whether they should be viewed as multiple deliverable arrangements, which impact revenue recognition. Multiple deliverable arrangements are presumed to be bundled transactions and the total consideration is measured and allocated to the separate units based on their relative selling price with certain limitations. The Company has determined that sales of handsets with service contracts related to these sales generated from Company-operated retail stores are multiple deliverable arrangements. Accordingly, substantially all of the nonrefundable activation fee revenues (as well as the associated direct costs) are allocated to the wireless handset and are recognized at the time of the sale, based on the fact that the handsets are generally sold well below cost and thus appropriately allocated to the point of sale based on the relative selling price evaluation. However, revenue and certain associated direct costs for activations sold at third-party retail locations are deferred and amortized over the estimated life of the customer relationship as the Company is not a principal in the transaction to sell the handset and therefore any activation fees charged are fully attributable to the service revenues.

The Company recognizes revenue in the period that persuasive evidence of an arrangement exists, delivery of the product has occurred or services have been rendered, it is able to determine the amount and when the collection of such amount is considered probable.

Cash

The Company’s cash was held in market rate savings accounts and non-interest bearing deposit accounts. The total held in market rate savings accounts at June 30, 2015 and December 31, 2014 was $109.6 million and $28.5 million, respectively. The remaining $34.7 million and $45.0 million of cash at June 30, 2015 and December 31, 2014, respectively, was held in non-interest bearing deposit accounts.

Restricted Cash

The Company is eligible to receive up to $5.0 million in connection with its winning bid in the Connect America Fund's Mobility Fund Phase I Auction ("Auction 901"). Pursuant to the terms of Auction 901, the Company was required to obtain a Letter of Credit (“LOC”) for the benefit of the Universal Service Administrative Company (“USAC”) to cover each disbursement plus the amount of the performance default penalty (10% of the total eligible award). USAC may draw upon the LOC in the event the Company fails to demonstrate the required coverage by the applicable deadline in 2016. The Company obtained the LOC in the amount of $2.2 million, representing the first disbursement of $1.7 million received in September 2013, plus the performance default penalty of $0.5 million. In accordance with the terms of the LOC, the Company deposited $2.2 million into a separate account at the issuing bank to serve as cash collateral. Such funds will be released when the LOC is terminated without being drawn upon by USAC.

Allowance for Doubtful Accounts

The Company includes bad debt expense in customer operations expense in the unaudited condensed consolidated statements of operations. Bad debt expense for the three months ended June 30, 2015 and 2014 was $5.6 million and $3.3 million, respectively. Bad debt expense for the six months ended June 30, 2015 and 2014 was $11.1 million and $7.3 million, respectively. The Company’s allowance for doubtful accounts was $12.9 million and $8.7 million at June 30, 2015 and December 31, 2014, respectively. At June 30, 2015, the allowance for doubtful accounts included $6.2 million related to unbilled equipment receivables.

Accrued Expenses and Other Current Liabilities

(In thousands)	June 30, 2015		December 31, 2014
Accrued payroll	$	5,042	$	6,545
Accrued taxes	12,431		5,383
Accrued restructuring	3,521		3,400
Other	14,528		11,825
Total	$	35,522	$	27,153

Pension Benefits and Retirement Benefits Other Than Pensions

The total expense recognized for the Company’s defined benefit and nonqualified pension plans was $0.1 million for both the three months ended June 30, 2015 and 2014, respectively, and $0.2 million, for both the six months ended June 30, 2015 and 2014, respectively, a portion of which related to the amortization of unrealized loss.

The total amount reclassified out of accumulated other comprehensive loss related to actuarial (gains)/losses from the defined benefit plans was $0.1 million and $(0.3) million for the three months ended June 30, 2015 and 2014, respectively, and $0.2 million and $(0.5) million for the six months ended June 30, 2015 and 2014, respectively, all of which has been reclassified to cost of services, customer operations, and corporate operations on the unaudited condensed consolidated statements of income for the respective periods.

Defined benefit pension plan assets were valued at $23.4 million at June 30, 2015.

The Company also sponsors a contributory defined contribution plan under Internal Revenue Code (“IRC”) Section 401(k) for substantially all employees. The Company’s current policy is to make matching contributions in shares of the Company’s common stock.

Equity-Based Compensation

The Company accounts for equity-based compensation plans under FASB Accounting Standards Codification (“ASC”) 718, Stock Compensation. Equity-based compensation expense from stock-based awards is recorded with an offsetting increase to additional paid in capital on the unaudited condensed consolidated balance sheet. The Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award and credits compensation for any forfeitures in the reporting period in which the forfeiture occurs.

Total equity-based compensation expense related to all of the Company’s stock-based equity awards for the three and six months ended June 30, 2015 and 2014 and the Company’s 401(k) matching contributions was allocated as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2015		2014		2015		2014
Cost of services	$	177	$	167	$	338	$	318
Customer operations	216		259		335		509
Corporate operations	510		857		1,096		1,767
Equity-based compensation expense	$	903	$	1,283	$	1,769	$	2,594

Future charges for equity-based compensation related to securities outstanding at June 30, 2015 for the remainder of 2015 and for the years 2016 through 2019 are estimated to be $1.4 million, $1.6 million, $1.0 million, $0.2 million and less than $0.1 million, respectively.

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The guidance is effective prospectively for fiscal years and interim reporting periods within those years beginning after December 15, 2014, with early adoption permitted for transactions that have not been reported in financial statements previously issued or available for issuance. The standard was effective for the Company's fiscal year beginning January 1, 2015 and has been applied to relevant transactions.

In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This ASU provides a framework that replaces the existing revenue recognition guidance and is intended to improve the financial reporting requirements. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years, with early adoption being prohibited. The impact of application of this ASU on the Company's financial statements has not been determined.

In August 2014, FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances.  The guidance is effective for annual reporting periods ending after December 15, 2016, with early adoption permitted.  The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations.

In April 2015, FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which changes the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The guidance is effective for annual reporting periods beginning after December 15, 2016, with early adoption permitted. The guidance will be applied retrospectively to each period presented. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial statements.

In April 2015, FASB ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides additional guidance regarding cloud computing arrangements. The guidance requires registrants to account for a cloud computing arrangement that includes a software license element consistent with the acquisition of other software licenses. Cloud computing arrangement without software licenses are to be accounted for as a service contract. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015. The adoption of this guidance is not expected to have a material effect on the Company’s financial position or results of operations.

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Tower Sale and Leaseback

6 Months Ended

Jun. 30, 2015

Leases [Abstract]

Tower Sale and Leaseback

Tower Sale and Leaseback

During the six months ended June 30, 2015, the Company completed its sale leaseback transaction for 96 of 103 towers committed to be sold. The Company intends to sell and leaseback the remaining towers during 2015. For the towers sold during the three and six months ended June 30, 2015, the Company received net proceeds of $1.6 million and $40.4 million, respectively. The Company applied the guidance under FASB ASC 840, Leases, to the sale and leaseback and recorded a gain on the sale of assets of $0.8 million and $16.7 million for the three and six months ended June 30, 2015, respectively, which is included in the unaudited condensed consolidated statements of income as "Gain on sale of assets." The leasebacks are generally for a term of 10 years with options to renew and are accounted for as operating leases. The deferred gain is amortized on a straight-line basis over the remaining life of the lease of approximately 10 years at June 30, 2015 and will be included as a reduction in the "Cost of services" in the unaudited condensed consolidated statements of income. At June 30, 2015, the Company recorded on the unaudited condensed consolidated balance sheets $2.7 million of deferred gain under "Accrued expenses and other current liabilities" and $14.7 million in "Other Long-Term Liabilities."

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Equity and Earnings Per Share

6 Months Ended

Jun. 30, 2015

Stockholders' Equity Note [Abstract]

Equity and Earnings Per Share

Equity and Earnings Per Share

The computations of basic and diluted earnings per share for the three and six months ended June 30, 2015 and 2014 were as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2015			2014			2015			2014
Numerator:
Net income attributable to NTELOS Holdings Corp.	$	1,610		$	484		$	16,406		$	1,770
Net income applicable to participating securities	70			—			611			—
Net income applicable to common shares	$	1,540		$	484		$	15,795		$	1,770
Denominator:
Total shares outstanding	22,234			21,685			22,234			21,685
Less: unvested shares	(965		)	(574		)	(965		)	(574		)
Less: effect of calculating weighted average shares	(27		)	(12		)	(51		)	(21		)
Denominator for basic earnings per common share - weighted average shares outstanding	21,242			21,099			21,218			21,090
Plus: weighted average unvested shares	965			578			821			522
Plus: common stock equivalents of stock options	357			362			308			425
Denominator for diluted earnings per common share - weighted average shares outstanding	22,564			22,039			22,347			22,037

In accordance with FASB ASC 260, Earnings Per Share, unvested share-based payment awards that contain rights to receive non-forfeitable dividends or dividend equivalents, whether paid or unpaid, are considered a “participating security” for purposes of computing earnings or loss per common share pursuant to the two-class method. The Company's unvested restricted stock awards have rights to receive non-forfeitable dividends. For the three and six months ended June 30, 2014, the Company has calculated basic earnings per share using weighted average shares outstanding and the two-class method and determined there was no significant difference in the per share amounts calculated under the two methods.

For the three and six months ended June 30, 2015 and 2014, the denominator for diluted earnings per common share excludes approximately 1.6 million and 1.8 million shares, respectively, which were related to stock options that were antidilutive for the respective periods presented. In addition, the performance-based portion of the performance stock units ("PSUs") is excluded from diluted earnings per share until the performance criteria are satisfied.

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Intangible Assets

6 Months Ended

Jun. 30, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

Intangible Assets

Indefinite-Lived Intangible Assets

Goodwill and radio spectrum licenses are considered indefinite-lived intangible assets. Indefinite-lived intangible assets are not subject to amortization but instead are tested for impairment annually, on October 1, or more frequently if an event indicates that the asset might be impaired. The Company believes that no impairment indicators existed as of June 30, 2015 that would require it to perform impairment testing.

In conjunction with the agreement to sell the Company's wireless spectrum licenses in the Eastern Markets, the Company calculated the fair value to be $57.9 million, which includes the sales price plus the implied value of the non-cash spectrum leaseback. Accordingly, an impairment charge of $29.0 million was recorded during the fourth quarter of 2014. In addition, the Company transferred these intangible assets to assets held for sale in the Company’s unaudited condensed consolidated balance sheets. The transaction closed in April 2015 and the assets are no longer reflected in the Company’s unaudited condensed consolidated balance sheets at June 30, 2015.

At June 30, 2015 and December 31, 2014, goodwill and radio spectrum licenses were comprised of the following:

	June 30, 2015				December 31, 2014
(In thousands)	Goodwill		Radio Spectrum Licenses		Goodwill		Radio Spectrum Licenses
Balance at beginning of the period	$	63,700	$	44,933	$	63,700	$	131,834
Impairment loss in the period	—		—		—		(28,990		)
Transferred to assets held for sale	—		—		—		(57,911		)
Total	$	63,700	$	44,933	$	63,700	$	44,933

Intangible Assets Subject to Amortization

Customer relationships and trademarks are considered amortizable intangible assets. At June 30, 2015 and December 31, 2014, customer relationships and trademarks were comprised of the following:

		June 30, 2015							December 31, 2014
(In thousands)	Estimated Useful Life	Gross Amount		Accumulated Amortization			Net		Gross Amount		Accumulated Amortization			Net
Customer relationships	17.5 years	$	36,900	$	(34,468	)	$	2,432	$	36,900	$	(34,305	)	$	2,595
Trademarks	15 years	7,000		(4,744		)	2,256		7,000		(4,511		)	2,489
Total		$	43,900	$	(39,212	)	$	4,688	$	43,900	$	(38,816	)	$	5,084

The Company amortizes its amortizable intangible assets using the straight-line method. Amortization expense for the three months ended June 30, 2015 and 2014 was $0.2 million and $0.8 million, respectively. Amortization expense for the six months ended June 30, 2015 and 2014 was $0.4 million and $1.5 million, respectively.

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Income Taxes (Details) - Jun. 30, 2015 - USD ($) $ in Millions	Total	Total
Income Tax Disclosure [Abstract]
Income tax reconciliation of statutory tax rate	$ 1.1	$ 11.1

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Equipment Installment Plan Receivables

6 Months Ended

Jun. 30, 2015

Receivables [Abstract]

Equipment Installment Plan Receivables

Equipment Installment Plan Receivables

Certain subscribers have the option to pay for their devices in installments over a 24-month period. The carrying value of installment receivables approximates sales price, net of the deferred interest and estimated losses at time of trade-in. At the time of sale, we impute the interest on the installment receivable using current market interest rate estimates and calculate the allowance for trade-in losses using estimates based on current trade-in values, then record them as a reduction to equipment revenue and as a reduction to the face amount of the related receivable. The estimates for interest rates and trade-in values are subject to change based on assumptions related to economic conditions, subscriber credit trends, trade-in probability and timing and the handset trade-in value. Interest income is recognized over the term of the installment contract as operating revenue. Short-term installment receivables are recorded in "Accounts receivable, net" and long-term installment receivables are recorded in "Deferred charges and other assets" in the unaudited condensed consolidated balance sheets.

The following table summarizes the EIP receivables at June 30, 2015 and December 31, 2014:

(In thousands)	June 30, 2015			December 31, 2014
EIP receivables, gross	$	32,201		$	16,109
Deferred interest	(1,600		)	(807		)
EIP receivables, net of deferred interest	30,601			15,302
Allowance for credit and trade-in losses	(6,151		)	(2,450		)
EIP receivables, net	$	24,450		$	12,852

Classified on the unaudited Condensed Consolidated Balance Sheets as:
Accounts receivable, net	$	14,656		$	5,551
Deferred charges and other assets	11,394			8,108
Advance billings and customer deposits	(957		)	(807		)
Other Long-Term Liabilities	(643		)	—
EIP receivables, net	$	24,450		$	12,852

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Property, Plan And Equipment

6 Months Ended

Jun. 30, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, Plant and Equipment

The components of property, plant and equipment, and the related accumulated depreciation, were as follows:

(In thousands)	Estimated Useful Life	June 30, 2015		December 31, 2014
Land and buildings *	39 to 50 years	$	30,689	$	30,772
Network plant and equipment	5 to 17 years	459,893		445,940
Furniture, fixtures and other equipment	2 to 18 years	94,714		91,512
		585,296		568,224
Under construction		42,133		18,213
		627,429		586,437
Less: accumulated depreciation		319,007		296,490
Property, plant and equipment, net		$	308,422	$	289,947

* Leasehold improvements, which are categorized in land and buildings, are depreciated over the shorter of the estimated useful lives or the remaining lease terms.

Depreciation expense for the three months ended June 30, 2015 and 2014 was $13.9 million and $19.2 million, respectively. Depreciation expense for the six months ended June 30, 2015 and 2014 was $27.8 million and $37.5 million, respectively.

During the three months ended June 30, 2015, the Company began negotiating to sell certain facilities in the Eastern Markets. Based on bids received for these facilities, the Company recorded an impairment charge of approximately $0.2 million during the three months ended June 30, 2015.

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Long-Term Debt

6 Months Ended

Jun. 30, 2015

Debt Disclosure [Abstract]

Long-Term Debt

Long-Term Debt

At June 30, 2015 and December 31, 2014, the Company’s outstanding long-term debt consisted of the following:

(In thousands)	June 30, 2015		December 31, 2014
Senior secured term loans, net of unamortized debt discount	$	522,156	$	524,504
Capital lease obligations	683		904
	522,839		525,408
Less: current portion of long-term debt	5,728		5,816
Long-term debt	$	517,111	$	519,592

Long-Term Debt, Excluding Capital Lease Obligations

On November 9, 2012, NTELOS Inc. entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”), which amended and restated, in its entirety, that certain Credit Agreement dated August 7, 2009 (the “Original Credit Agreement”). The Amended and Restated Credit Agreement provided for (1) a term loan A in the aggregate amount of $150.0 million (the “Term Loan A”); and (2) a term loan B in the aggregate amount of $350.0 million (the “Term Loan B” and, together with the Term Loan A, the “Term Loans”).

On January 31, 2014, the Company completed the refinancing of Term Loan A, which converted the outstanding principal balance of $148.1 million of Term Loan A into Term Loan B, and borrowed an additional $40.0 million under Term Loan B. The additional Term Loan B borrowings bear the same interest rate, maturity and other terms as the Company’s existing Term Loan B borrowings. In connection with the refinancing, the Company incurred approximately $3.8 million in creditor and third party fees, of which $3.7 million was deferred and is being amortized to interest expense over the life of the debt using the effective interest method. The Company also deferred $0.5 million in debt discounts related to the new Term Loan B borrowings, which are being accreted to the Term Loan B using the effective interest method over the life of the debt and are reflected in interest expense. Additionally, the Company wrote off a proportionate amount of the unamortized deferred fees and debt discount from the Amended and Restated Credit Agreement totaling $0.5 million and $0.2 million, respectively, which are reflected in other expenses in the unaudited condensed consolidated statements of income.

The aggregate maturities of long-term debt outstanding at June 30, 2015, excluding capital lease obligations, based on the contractual terms of the instruments were as follows:

(In thousands)	Term Loan
Remainder of 2015	$	2,702
2016	5,405
2017	5,405
2018	5,405
2019	506,725
Total	$	525,642

The Company’s blended average effective interest rate on its long-term debt was approximately 6.3% and 6.4% for the three and six months ended June 30, 2015 and 2014, respectively.

The Amended and Restated Credit Agreement has a Restricted Payments basket, which can be used to make Restricted Payments (as defined in the Amended and Restated Credit Agreement), including the ability to pay dividends, repurchase stock or advance funds to the Company. NTELOS Inc. may not make Restricted Payments if its Leverage Ratio (calculated on a pro forma basis) is greater than 4.25:1.00. This Restricted Payments basket increases by $6.5 million per quarter and decreases by any actual Restricted Payments and by certain investments and any mandatory prepayments on the Term Loans, to the extent the lenders decline to receive such prepayment. In addition, on a quarterly basis the Restricted Payments basket increases by the positive amount, if any, of the Excess Cash Flow (as defined in the Amended and Restated Credit Agreement). For the three months ended June 30, 2015 there was no Excess Cash Flow. The balance of the Restricted Payments basket as of June 30, 2015 was $73.1 million and the Leverage Ratio for the Company was 4.45:1.00.

Capital Lease Obligations

In addition to the long-term debt discussed above, the Company has entered into capital leases on vehicles with original lease terms of four to five years. At June 30, 2015, the carrying value and accumulated depreciation of these assets was $2.4 million and $1.4 million, respectively. The total net present value of the Company’s future minimum lease payments is $0.7 million. At June 30, 2015, the principal portion of these capital lease obligations was payable as follows: $0.2 million for the remainder of 2015, $0.3 million in 2016, $0.1 million in 2017, $0.1 million in 2018 and less than $0.1 million in 2019 and 2020.

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Commitments And Contingencies Other Commitments (Details) - Jun. 30, 2015 - Tower Leases [Member] - USD ($) $ in Millions	Total
Other Commitments [Line Items]
Term of contract	10 years
Future minimum payments due	$ 21.0

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Equity and Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2015

Stockholders' Equity Note [Abstract]

Schedule Of Computation Of Basic And Diluted Earnings Per Share

The computations of basic and diluted earnings per share for the three and six months ended June 30, 2015 and 2014 were as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2015			2014			2015			2014
Numerator:
Net income attributable to NTELOS Holdings Corp.	$	1,610		$	484		$	16,406		$	1,770
Net income applicable to participating securities	70			—			611			—
Net income applicable to common shares	$	1,540		$	484		$	15,795		$	1,770
Denominator:
Total shares outstanding	22,234			21,685			22,234			21,685
Less: unvested shares	(965		)	(574		)	(965		)	(574		)
Less: effect of calculating weighted average shares	(27		)	(12		)	(51		)	(21		)
Denominator for basic earnings per common share - weighted average shares outstanding	21,242			21,099			21,218			21,090
Plus: weighted average unvested shares	965			578			821			522
Plus: common stock equivalents of stock options	357			362			308			425
Denominator for diluted earnings per common share - weighted average shares outstanding	22,564			22,039			22,347			22,037

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Restructuring Charges Restructuring and Related Activities (Details) - USD ($)	3 Months Ended			6 Months Ended
	Jun. 30, 2015	Mar. 31, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	$ 7,274,000			$ 7,274,000
Restructuring Reserve [Roll Forward]
Restructuring Reserve	3,211,000	$ 3,400,000		3,400,000
Restructuring	1,602,000	2,009,000	$ 0	3,610,000	$ 0
Utilization	(1,292,000)	(2,198,000)
Restructuring Reserve	3,521,000	3,211,000		3,521,000
Employee Severance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	3,714,000			3,714,000
Restructuring Reserve [Roll Forward]
Restructuring Reserve	1,670,000	1,496,000		1,496,000
Restructuring	479,000	1,654,000
Utilization	(789,000)	(1,480,000)
Restructuring Reserve	1,360,000	1,670,000		1,360,000
Contract Termination [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	2,479,000			2,479,000
Restructuring Reserve [Roll Forward]
Restructuring Reserve	567,000	917,000		917,000
Restructuring	1,113,000	338,000
Utilization	(493,000)	(688,000)
Restructuring Reserve	1,187,000	567,000		1,187,000
Other Restructuring [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	1,081,000			1,081,000
Restructuring Reserve [Roll Forward]
Restructuring Reserve	974,000	987,000		987,000
Restructuring	10,000	17,000
Utilization	(10,000)	(30,000)
Restructuring Reserve	974,000	$ 974,000		974,000
Minimum [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	45,000,000			45,000,000
Minimum [Member] | Employee Severance [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	3,000,000			3,000,000
Minimum [Member] | Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	40,000,000			40,000,000
Minimum [Member] | Other Restructuring [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	2,000,000			2,000,000
Maximum [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	55,000,000			55,000,000
Maximum [Member] | Employee Severance [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	5,000,000			5,000,000
Maximum [Member] | Contract Termination [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	45,000,000			45,000,000
Maximum [Member] | Other Restructuring [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve	$ 5,000,000			$ 5,000,000

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Income Taxes

6 Months Ended

Jun. 30, 2015

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Income tax expense for the three and six months ended June 30, 2015 was $1.1 million and $11.1 million, respectively, representing the statutory tax rate applied to pre-tax income and the effects of certain non-deductible compensation, non-controlling interest, and state minimum taxes. The Company expects its recurring non-deductible expenses to relate primarily to certain non-cash equity-based compensation and other non-deductible compensation. The Company has provided for income taxes using a year to date calculation as it is unable to reliably estimate the annual effective income tax rate.

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Basis of Presentation and Other Information (Tables)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities

Accrued Expenses and Other Current Liabilities

(In thousands)	June 30, 2015		December 31, 2014
Accrued payroll	$	5,042	$	6,545
Accrued taxes	12,431		5,383
Accrued restructuring	3,521		3,400
Other	14,528		11,825
Total	$	35,522	$	27,153

Schedule Of Equity-Based Compensation Expense

Total equity-based compensation expense related to all of the Company’s stock-based equity awards for the three and six months ended June 30, 2015 and 2014 and the Company’s 401(k) matching contributions was allocated as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2015		2014		2015		2014
Cost of services	$	177	$	167	$	338	$	318
Customer operations	216		259		335		509
Corporate operations	510		857		1,096		1,767
Equity-based compensation expense	$	903	$	1,283	$	1,769	$	2,594

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Long-Term Debt (Schedule Of Long-Term Debt) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Debt Disclosure [Abstract]
Senior secured term loans, net of unamortized debt discount	$ 522,156	$ 524,504
Capital lease obligations	683	904
Debt and capital lease obligations, Total	522,839	525,408
Less: current portion of long-term debt	5,728	5,816
Long-term debt	$ 517,111	$ 519,592

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Equipment Installment Plan Receivables Allowance for Credit and Trade-in Lossses (Details) - Equipment Installment Plan Receivable [Member] - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Accounts, Notes, Loans and Financing Receivable [Line Items]
EIP receivables, gross	$ 32,201	$ 16,109
Deferred interest	(1,600)	(807)
EIP receivables, net of deferred interest	30,601	15,302
Allowance for credit and trade-in losses	(6,151)	(2,450)
EIP receivables, net	$ 24,450	$ 12,852

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Condensed Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Statement of Comprehensive Income [Abstract]
Net Income Attributable to NTELOS Holdings Corp.	$ 1,610	$ 484	$ 16,406	$ 1,770
Other Comprehensive Income:
Amortization of unrealized (gain) loss from defined benefit plans, net of $75 and $150 of deferred income taxes in 2015, respectively ($172 and $344 in 2014, respectively)	117	(270)	235	(541)
Unrecognized loss from defined benefit plans, net of $243 of deferred income taxes in 2014	0	(382)	0	(382)
Comprehensive Income (Loss) Attributable to NTELOS Holdings Corp.	1,727	(168)	16,641	847
Comprehensive Income Attributable to Noncontrolling Interests	271	373	762	809
Comprehensive Income	$ 1,998	$ 205	$ 17,403	$ 1,656

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Organization

6 Months Ended

Jun. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Organization

NTELOS Holdings Corp. (hereafter referred to as “Holdings Corp.” or the “Company”), through NTELOS Inc., its wholly-owned subsidiary (“NTELOS Inc.”) and its subsidiaries, is a regional provider of digital wireless communications services to consumers and businesses primarily in Virginia, West Virginia and certain portions of surrounding states. The Company’s primary services are wireless voice and data digital personal communications services (“PCS”) provided through NTELOS-branded retail operations and on a wholesale basis to other PCS providers, most notably through an arrangement with Sprint Spectrum L.P. (“Sprint Spectrum”), and Sprint Spectrum on behalf of and as an agent for SprintCom, Inc. (“SprintCom”) (Sprint Spectrum and SprintCom collectively, “Sprint”), which arrangement is referred to herein as the “Strategic Network Alliance” or "SNA." See Note 13 for additional information regarding this arrangement. The Company does not have any independent operations.

On December 1, 2014, we entered into an agreement to sell our wireless spectrum licenses in our eastern Virginia and Outer Banks of North Carolina markets (“Eastern Markets”) valued at approximately $56.0 million. The transaction closed on April 15, 2015. We plan to operate in our Eastern Markets until November 15, 2015. In conjunction with the agreement to sell, the Company has taken an impairment charge for wireless spectrum and fixed assets, and has incurred restructuring charges.

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Stock Plans (Summary Of Restricted Stock Awards Activity) (Details) - 6 months ended Jun. 30, 2015 - Restricted Stock [Member] - $ / shares shares in Thousands	Total
Units
Number of shares outstanding at January 1, 2015 (in shares)	245
Granted during the period (in shares)	503
Vested during the period (in shares)	(75)
Forfeited during the period (in shares)	(7)
Number of shares outstanding at June 30, 2015 (in shares)	666
Weighted Average Grant Date Fair Value per PSU
Shares outstanding at January 1, 2015 (in dollars per share)	$ 14.93
Granted during the period (in dollars per share)	5.37
Vested during the period (in dollars per share)	18.97
Forfeited during the period (in dollars per share)	16.10
Shares outstanding at June 30, 2015 (in dollars per share)	$ 7.24

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Supplemental Cash Flow Information - (Tables)

6 Months Ended

Jun. 30, 2015

Supplemental Cash Flow Elements [Abstract]

Schedule Of Supplementary Cash Flow Information

The following information is presented as supplementary disclosures for the unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2015 and 2014:

	Six Months Ended June 30,
(In thousands)	2015		2014
Cash payments for:
Interest (net of amounts capitalized)	$	14,757	$	14,276
Income taxes	6,100		701
Cash received from income tax refunds	3,971		239
Supplemental investing and financing activities:
Additions to property, plant and equipment included in accounts payable	7,281		3,266
Borrowings under capital leases	35		292
Dividends declared not paid	—		9,262

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Basis of Presentation and Other Information (Schedule Of Accrued Expenses And Other Current Liabilities) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Accounting Policies [Abstract]
Accrued payroll	$ 5,042	$ 6,545
Accrued taxes	12,431	5,383
Accrued restructuring	3,521	3,400
Other	14,528	11,825
Total	$ 35,522	$ 27,153

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Stock Plans

6 Months Ended

Jun. 30, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Plans

Stock Plans

The Company has employee equity incentive plans (referred to as the “Employee Equity Incentive Plans”) administered by the Compensation Committee of the Company’s board of directors (the “Committee”), which permits the grant of long-term incentives to employees, including stock options, stock appreciation rights, restricted stock awards, restricted stock units, incentive awards, other stock-based awards and dividend equivalents. The Company also has a non-employee director equity plan (the “Non-Employee Director Equity Plan”). The Non-Employee Director Equity Plan together with the Employee Equity Incentive Plans are referred to as the “Equity Incentive Plans.” Awards under these plans are issuable to employees or non-employee directors as applicable.

During the six months ended June 30, 2015, the Company issued 261,503 stock options under the Employee Equity Incentive Plans. The options issued under the Employee Equity Incentive Plans vest one-fourth annually beginning one year after the grant date.

During the six months ended June 30, 2015, the Company issued 415,401 shares of restricted stock under the Employee Equity Incentive Plans and 87,525 shares of restricted stock under the Non-Employee Director Equity Plan. The restricted shares granted under the Employee Equity Incentive Plans cliff vest on the third anniversary of the grant date. The restricted shares granted under the Non-Employee Director Equity Plan cliff vest on the first anniversary of the grant date. Dividend and voting rights applicable to restricted stock are equivalent to the Company’s common stock.

During the six months ended June 30, 2015, the Company granted 28,031 PSUs under the Employee Equity Incentive Plans to certain key employees. These PSUs vest on December 31, 2016 and are subject to certain performance and market conditions. Each PSU represents the contingent right to receive one share (or more based on maximum achievement) of the Company’s common stock if vesting is satisfied. The PSUs have no voting rights. Dividends, if any, that would have been paid on the underlying shares will be paid as dividend equivalent units on PSUs that vest, on or after the vesting date. At June 30, 2015, the Company had accrued approximately $0.2 million in dividend equivalent units.

The summary of the activity and status of the Company’s stock option awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Options		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
Stock options outstanding at January 1, 2015	1,583		$	19.09
Granted during the period	261		6.00
Exercised during the period	(1	)	0.58
Forfeited during the period	(272	)	20.97
Stock options outstanding at June 30, 2015	1,571		$	16.60	5.9 years	$	—
Exercisable at June 30, 2015	910		$	20.16	5.9 years	$	—
Total expected to vest after June 30, 2015	595		$	13.01

The fair value of each common stock option award granted during the six months ended June 30, 2015 was estimated on the respective grant date using a generally accepted valuation model with assumptions related to risk-free interest rate, expected volatility, expected dividend yield and expected terms. The weighted average grant date fair value per share of stock options granted during the six months ended June 30, 2015 and 2014 was $1.72 and $1.02, respectively. The total intrinsic value of options exercised during the six months ended June 30, 2015 and 2014 was less than $0.1 million. The total fair value of options that vested during the six months ended June 30, 2015 and 2014 was $0.5 million and $1.3 million, respectively. As of June 30, 2015, there was $0.7 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of 2.7 years.

The summary of the activity and status of the Company’s restricted stock awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Shares		Weighted Average  Grant Date Fair Value per Share
Restricted stock awards outstanding at January 1, 2015	245		$	14.93
Granted during the period	503		5.37
Vested during the period	(75	)	18.97
Forfeited during the period	(7	)	16.10
Restricted stock awards outstanding at June 30, 2015	666		$	7.24

At June 30, 2015, there was $3.0 million of total unrecognized compensation cost related to unvested restricted stock awards, which is expected to be recognized over a weighted average period of 2.1 years. The fair value of the restricted stock award is equal to the market value of common stock on the date of grant.

The summary of the activity and status of the Company’s performance stock unit awards for the six months ended June 30, 2015 is as follows:

(In thousands, except per share amounts)	Units		Weighted Average  Grant Date Fair Value per PSU
Performance stock units outstanding at January 1, 2015	99		$	11.24
Granted during the period	28		7.33
Vested during the period	(1	)	12.47
Forfeited during the period	(10	)	11.22
Performance stock units outstanding at June 30, 2015	116		$	10.29

At June 30, 2015, there was $0.5 million of total unrecognized compensation cost related to unvested PSUs, which is expected to be recognized over a weighted average period of 1.7 years. The fair value of the PSU is estimated at the grant date using a Monte Carlo simulation model.

In addition to the Equity Incentive Plans discussed above, the Company has an employee stock purchase plan, which commenced in July 2006 with 100,000 shares available. Shares are priced at 85% of the closing price on the last trading day of the month before settlement and settlement is done semi-annually. During the six months ended June 30, 2015 and 2014, 6,635 shares and 4,101 shares, respectively, were issued under the employee stock purchase plan. Compensation expense associated with the employee stock purchase plan for the six months ended June 30, 2015 and 2014 was immaterial.