8-KRegulation FD

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Regulation FD Disclosure (Apr 19, 2019)

Filed April 19, 2019For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) announced on April 19, 2019, a proposed settlement with the New York Public Service Commission (PSC) to resolve disputes stemming from the company's merger with Time Warner Cable Inc. The PSC had previously issued orders alleging Charter failed to meet broadband network expansion conditions, seeking significant penalties and even threatening to rescind approval of the TWC acquisition. This proposed settlement, if approved, would resolve all outstanding matters, meaning no penalties or forfeitures will be assessed against Charter, and the company explicitly denies any admission of wrongdoing. The settlement requires Charter to continue incurring buildout expenditures, which will be treated as capital expenditures and are not expected to materially impact current capital expenditure plans. While the agreement is now open for public comment, Charter acknowledges that if the PSC does not approve the settlement, or modifies it in an unacceptable way, the company will vigorously defend itself against the PSC's actions. Despite this uncertainty, Charter maintains that any potential adverse outcome from such proceedings would not be material to its financial condition, results of operations, or liquidity, though it cannot provide a specific range of potential losses.

Key Highlights

  • 1Proposed settlement reached between Charter Communications and the New York Public Service Commission (PSC) to resolve disputes over merger conditions.
  • 2The settlement would avert financial penalties and forfeiture of the PSC's approval for the Time Warner Cable merger.
  • 3Charter denies any admission of wrongdoing as part of the proposed resolution.
  • 4The agreement requires continued buildout expenditures by Charter, to be accounted for as capital expenditures, with no material impact expected on current capital spending plans.
  • 5The proposed settlement is subject to a public comment period and final approval by the PSC.
  • 6Charter is prepared to defend itself against PSC actions if the settlement is not approved or is modified unfavorably.
  • 7Charter believes any adverse outcome from potential PSC proceedings would not be material to its financial condition, results of operations, or liquidity.

Frequently Asked Questions

The filing addresses a proposed settlement between Charter Communications and the New York Public Service Commission (PSC) regarding disputes over Charter's compliance with broadband network expansion conditions related to its merger with Time Warner Cable.

If approved, the settlement would prevent Charter from incurring any financial penalties or forfeitures. The buildout expenditures required by the settlement will be treated as capital expenditures and are not expected to materially impact the company's current capital expenditure plans.

If the PSC does not approve the settlement, or modifies it in a way Charter does not accept, Charter intends to defend itself against the PSC's previous actions. The company believes such potential proceedings would not be material to its financial condition, results of operations, or liquidity, although it cannot predict the outcome or estimate potential losses.

No, the proposed settlement agreement explicitly states that Charter has not been found to have committed, nor has it admitted to any violation.