Charter Communications

Charter Communications, Inc.
Public
Traded as NASDAQ: CHTR
NASDAQ-100 Component
S&P 500 Component
Industry Telecommunications
Mass media
Founded 1993 (1993) in St. Louis, Missouri, United States
Founders Barry Babcock
Jerald Kent
Howard Wood
Headquarters Stamford, Connecticut, United States
Key people
 Tom Rutledge
(Chairman and CEO)
John Bickham
(President and COO)
Products Cable television
HDTV
Internet access
Digital telephone
Broadband
Revenue US$8.4 billion (2013)[1]
IncreaseUS$961 million (2013)[1]
IncreaseUS$-369 million (2011)
Total assets IncreaseUS$17.30 billion (2013)[1]
Total equity IncreaseUS$409 million (2011)
Number of employees
 90,000
Subsidiaries Bright House Networks
Time Warner Cable
Website www.charter.com

Charter Communications is an American cable telecommunications company, which offers its services to consumers and businesses under the branding of Charter Spectrum. Providing services to over 25 million customers in 41 states, it is the second-largest cable operator in the United States by subscribers, just behind Comcast.[2] It is the tenth largest telephone provider based upon residential subscriber line count.[3] In late 2012, with the naming of longtime Cablevision executive Thomas Rutledge as their CEO, the company relocated their corporate headquarters from St. Louis, Missouri to Stamford, Connecticut, although many operations still remain based out of St. Louis.[4]

On May 18, 2016, Charter acquired Time Warner Cable and Bright House Networks for a combined $65.5 billion, making it the third-largest pay television company in the United States.[5][6][7]

History

The beginning

Charter Communications was founded in 1993 by Barry Babcock, Jerald Kent and Howard Wood, who had been former executives at Cencom Cable Television in St. Louis, Missouri. It was also incorporated in St. Louis, Missouri, in 1993.[8]

In 1995, Charter paid about $300 million for a controlling interest in Crown Media and acquired Cable South.[8]

In 1997, Charter and EarthLink joined forces to deliver high-speed Internet access through cable modems to Charter's customers in California.[8]

In 1998, Paul Allen bought a controlling interest. The company paid $2.8 billion to acquire Dallas-based cable company Marcus Cable. Charter Communications had 1 million customers in 1998.[8]

Listing on the NASDAQ for the first time

In November 1999, the company went public, trading on the NASDAQ stock exchange.[9] At the time, it had 3.9 million customers.

Charter completed more than ten major acquisitions in 1999 when it:[8]

Charter also began swapping customers with other systems to improve the geographic clustering of its systems. In December 1999, it signed a letter of intent with AT&T Corporation to swap 1.3 million cable subscribers in St. Louis as well as in Alabama, Georgia, and Missouri. In 2000, Charter Communications bought select AT&T cable markets, including Reno, Nevada, and the City of St. Louis.[10]

In 2001, MSN and Charter signed an agreement to offer MSN content and services to Charter's broadband customers. In the same year, Charter received awards, including the Outstanding Corporate Growth Award from the Association for Corporate Growth, the R.E. "Ted" Turner Innovator of the Year Award from the Southern Cable Telecommunications Association,[11] and the Fast 50 Award for Growth from the St. Louis Regional Chamber and Growth Association.

In 2008, Charter stock failed to meet NASDAQ standards and was given warning to comply by October 13 or request an extension.[12]

Acquisition of Wave Broadband's Californian operations

Also in 2008, it acquired the cable-television franchise and service for the Cerritos and Ventura, California, areas from Wave Broadband.

Filing for bankruptcy protection

In February 2009, Charter Communications announced that it planned to file for Chapter 11 of the United States Bankruptcy Code on or before April 1, 2009. The action would allow Charter to pay its debt obligations, and cancel its obligations to shareholders.[13] Private equity firm Apollo Management expected to own most of Charter's shares after the bankruptcy.[14] Charter filed for a prearranged bankruptcy on March 28, 2009. The company expected the financial restructuring to reduce its debt by $8 billion, as well as adding $3 billion of new investment, and refinancing other debt.

Emerging from bankruptcy protection

On November 30, 2009, its bankruptcy plan was approved, which extinguished its stock and cut approximately $8 billion in debt.[15] That day, Charter emerged from bankruptcy despite many of its creditors' objections over its bankruptcy plan.[16]

Listing on the NASDAQ for the second time

On September 14, 2010, Charter Class A common stock was re-listed on NASDAQ under the symbol "CHTR".[17]

In 2011, Paul Allen stepped down as chairman and from the board of directors' seat, but at the time remained the largest single shareholder. Also in that year, Charter signed multi-year deal with TiVo to deliver content via its platform.[18]

Thomas M. Rutledge was appointed as a director and president and chief executive officer effective February 13, 2012.[19]

The same year, Charter prices $1.25 billion senior debt, offering to pay down short- and long-term debt.[20]

Purchase of former Optimum West operations

On February 8, 2013, Charter announced an agreement to acquire some former Bresnan Communications systems from Cablevision in a transaction worth US$1.63 billion.[21] The deal brought Charter cable systems to 375,000 customers in Colorado's mountains and Western Slope, as well as in Utah, Wyoming and Montana.[22]

Liberty Media investment

Approximately one month later, on March 19, 2013, Charter announced that Liberty Media, a company controlled by former TCI CEO John C. Malone, would be acquiring a 27.3% ownership interest in the company, making it the company's largest single shareholder, largely through the purchase of interests held by investment funds following Charter's 2009 restructuring.[23] In November 2014, Liberty's holdings in Charter as well as a small minority interest in Time Warner Cable were spun off as a separate holding company named Liberty Broadband Corporation,[24] which as of early 2015 was 47.1% controlled by Malone.[25]

Acquisition of Time Warner Cable and Bright House

On January 13, 2014, Charter Communications said it was interested in buying its larger rival Time Warner Cable. After three previous attempts to buy and merge with the company, Charter's chief executive officer Thomas Rutledge wrote in an open letter to Time Warner Cable's chief executive officer Robert Marcus stating, "I believe we have a significant opportunity to put our companies together in a way that will create maximum, long-term value for shareholders and employees of both companies".[26] The $132.50 per share offer, just above TWC's closing price at $132.40 on January 13, was rejected.[27]

On February 13, 2014, Time Warner Cable accepted an offer of $158.82 per share from Comcast, avoiding a hostile takeover situation from Charter.[28][29]

On April 28, 2014, Comcast and Charter announced that, assuming Comcast's merger with Time Warner was successful, Charter would acquire 1.4 million Comcast/Time Warner Cable customers, bringing Charter's subscriber total to 29 million and making Charter, by its own count, the second-largest cable operator in the country.[30] In addition to the 1.4 million divested subscribers, Comcast also agreed to swap 1.6 million subscribers with Charter in an even, tax-efficient exchange whose intent is to improve the geographic spread of both companies. In a third part of the agreement, Comcast would spin off 2.5 million subscribers into a new publicly traded company in which Charter would hold a 33% stake — with an option to eventually own the whole company — and former Time Warner Cable shareholders would hold a 67% stake.[31]

In late March 2015, Charter announced plans to purchase Bright House Networks from Advance/Newhouse for $10.4 billion in a combination of cash and equities convertible to Charter stock. The deal was contingent on, among other approvals, the completion of Charter's transactions with Comcast, and the expiration of Time Warner Cable's right of first offer to buy Bright House itself (which was not expected to be exercised in light of the merger with Comcast).[32] However, facing potential difficulties in reaching regulatory approval, Comcast called off its merger with Time Warner Cable in April 2015.[33]

On May 26, 2015, Charter and Time Warner Cable announced that they have entered into a definitive agreement for Charter to merge with Time Warner Cable in a deal valued at $78.7 billion.[34] Charter also confirmed that it would continue with its proposed acquisition of Bright House Networks under slightly modified terms. The deal was subject to regulatory approval, although the deal was expected to face less scrutiny from the FCC than the Comcast/TWC deal, as the companies were relatively smaller, and their media holdings are not as extensive as those of Comcast. The TWC and Bright House systems were to be migrated to Charter's Spectrum brand following the conclusion of the merger.[35]

Liberty Broadband will invest a further $5 billion in Charter and will ultimately hold about 20% ownership in the combined entity. Advance/Newhouse will own about 14%, and other current Time Warner Cable shareholders are expected to hold a combined 44% stake.[35] The merger was approved by the Department of Justice and FCC on April 25, 2016; it is subject to conditions, including a requirement that Charter must not implement usage-based billing, nor use its dominant position in the market to impact the online video industry—which includes a prohibition on charging for interconnections.[36][37]

The merger was completed on May 18, 2016.[5][6] The purchase made Charter the third-largest pay television company in the United States, behind AT&T and Comcast (the former having completed its merger with DirecTV in mid-2015).[7]

Operations

Current operations

Coverage

Charter Communications offers service to an estimated 100 million people in 41 states with significant coverage in California, Missouri, Texas, and Michigan.[38][39]

In August 2008, Charter Communications announced an agreement to carry the Big Ten Network, applicable to all customers.[40]

In May 2009, Comcast was able to meet an agreement with the NFL Network, in which the NFL Network agreed to lower its asking price per subscriber. The higher asking price has been a problem with being carried with other cable networks. Roger Goodell was looking at resolving differences with other cable providers, to include Charter Communications, to allow carriage of this channel.[41]

On August 2011, Charter Communications and the NFL Network announced that they had reached a new long-term agreement to carry the NFL Network in time for the 2011 season.[42]

Logo of Charter's Spectrum service

In November 2013, the company announced the re-branding of its residential services to Charter Spectrum[43] which encompass an upgrade to an all-digital network for its video, voice and broadband services. The company relied heavily on a predominantly coaxial cable-based network. The newer fiber-optic service-delivery system provides higher bandwidth speeds than is available with its copper-wire infrastructure.[44]

In August 2014, Charter Communications agreed to carry the SEC Network, a new channel from ESPN that airs football and other sports from the Southeastern Conference.[45]

Call centers

On May 2, 2006, the company announced it would restructure seven of its call centers in the United States in the following locations:

Orders completed online or through retail partners with Charter Communication are directed to a call center located in Tempe, Arizona, operated by Teletech (Direct Alliance). This call center has inbound/outbound sales agents, as well as online chat agents. Outsourced call centers were implemented in 2006 and are located in Canada and the Philippines.

Charter-owned call centers are located in St. Louis, Missouri (telephone service support center); Billings, Montana; Greenville, South Carolina; Vancouver, Washington; Fond du Lac, Wisconsin; Walker, Michigan; Rochester, Minnesota; Worcester, Massachusetts, and Louisville, Kentucky (the largest call center across the company), with Heathrow, Florida, handling the bulk of video, high-speed data, and telephone billing and customer service contacts.

Former operations

On March 22, 2006, Charter announced that it would sell cable systems serving approximately 43,000 customers in Nevada, Colorado, New Mexico, and Utah to Orange Broadband Holding Company (since renamed Baja Broadband).[46]

Charter also sold cable systems in West Virginia and Virginia to Cebridge Connections (now known as Suddenlink Communications) and cable systems in Kentucky and Illinois to New Wave Communications.[47]

On October 14, 2008, an article appeared in the Fairmont Sentinel,[48] of Fairmont, Minnesota, reporting that Charter was selling parts of their system to Midcontinent Communications, including Charter's offices in Bemidji and International Falls, Minnesota. Starting February 1, 2009, Midcontinent Communications took over some Charter's cable system in Minnesota including Balaton, Bemidji, Canby, Ely, Fairmont, International Falls, Littlefork, Sherburn, and surrounding communities. Other areas in Minnesota would have sold to Comcast, but the deal fell through.[49]

On October 22, 2010, Charter announced completion of the sale of cable systems serving approximately 65,000 customers in seven states to Cobridge Communications, LLC. The 36 head ends acquired by Cobridge are located in Alabama, Arkansas, Georgia, Louisiana, Missouri, Ohio, and Texas. As a result of this sale, Charter no longer operates in Arkansas and Ohio.[50]

Technology

Charter utilizes various technologies across its service area. Most customers are still served with older legacy set top boxes and video recorders (DVRs). Charter has indicated that it plans to deploy its new WorldBox across its service area. It also plans to standardize services to the new Time Warner Cable and Bright House Networks customers by moving all customers to an all-digital network, and making Internet speeds standard across its service areas.

Belo Corporation dispute

In December 2008, three television stations which were owned by Belo Corporation prior to its acquisition by Gannett in 2014 (WFAA-TV, WCNC-TV, and KMOV-TV) reported that beginning January 1, 2009, Charter Communications would no longer carry these stations due to a breakdown in negotiations. Charter Communications quickly replied that a resolution to the issue was not out of the question.[51][52][53] The cable operator would have lost access to all of the stations owned by Belo. However, an agreement was reached days before the shutdown date.[54]

Awards and recognition

In 2011, PCWorld awarded Charter with several "fastest ISP"-type awards. Charter has recently upgraded its internet speed tiers and gave most of its customers a free upgrade in speed twice during the 2011 business year.[55]

In 2009, Charter won a CableFax TopOps award for its Day of Service (DOS) team that answers calls from customers on the day that a technician is scheduled to arrive at their home.[56]

In December 2007, Charter was recognized by CableWorld Magazine as "2007 Multi-System Operator of the Year". According to the magazine, the company was selected for this award based on "rapidly expanding its telephone footprint to take advantage of the triple-play offering; developing a consistent, data-driven marketing plan; and addressing its nearest-term debt maturities".[57] During the spring of 2008, Charter was honored with third place among companies with over 2,000 employees in the annual "Best Places to Work in St. Louis" competition, sponsored by the St. Louis Business Journal, based on the response of Charter employees in the area to an online survey created and managed by the Journal.[58]

Its Fortune ranking is 331 (May 26, 2015).[59]

Criticism

In 2007, PCWorld ranked Charter's cable Internet service as worst among 14 major Internet service providers.[60] In addition, Charter High-Speed is rated 19th out of 22 cable ISPs on dslreports.com,[61] and Consumer Reports indicated in its February 2008 issue that Charter's television/Internet/telephone bundle collectively is the worst of all major national carriers.[62][63]

It was reported by Tony Bradle on about.com that Charter Communications redirected error pages and Windows Live Search results to a Charter search page without notifying customers. Users may opt out of redirection by clicking a link from the Charter search page; however, the opt-out link saves a cookie on the customer's computer, so deleting cookies will require the user to opt out again.[64]

It was reported that on January 21, 2008, during a routine sweep of inactive accounts, Charter accidentally deleted the email accounts of approximately 14,000 customers; even worse, the removed data is now irretrievable. The company since decided to give a $150 account credit to each user affected.[65][66] In May 2008, Charter announced that it planned to monitor websites visited by its high-speed Internet customers via a partnership with targeted advertising firm NebuAd.[67][68] After customers voiced their concerns, Charter changed its mind in June.[69]

On June 26, 2012, Charter Communications began requiring customers to lease, at no cost, company-supplied cable modems and disallowing customers from using their own equipment—as part of the phase-in of the new DOCSIS 3.0 standard. All new customers and existing customers that make any changes to their account are given new DOCSIS 3.0 cable modems by Charter. Remaining customers that haven't changed their services or moved are grandfathered in with existing DOCSIS 2.0/3.0 equipment, though may eventually have to use a Charter DOCSIS 3.0 modem.[70] This policy will be changing in the near future as an FCC petition from equipment manufacturer Zoom Telephonics against it was answered by Charter on August 22, 2014, the result being that customers will be allowed to bring their modems again after a transitional period, though still limited at present to the equipment Charter leases out.[71]

Lawsuits

In 2002, the United States Department of Justice investigated the company, leading to the indictment of four former executives in 2005 for improper financial reporting related primarily to the inflation of cable subscriber numbers to improve financial figures.[72]

In 2004, Charter settled a class-action lawsuit concerning the questionable financial reporting associated with the U.S. Department of Justice's 2002 investigation and subsequent indictment of four former executives. Current and former shareholders (and their attorneys) were awarded $144 million as well as an agreement from Charter to maintain and implement proper corporate governance measures.[73]

In June 2010, Charter settled a class-action lawsuit for $18 million concerning wage and overtime claims for current and former field technicians in California, Missouri, Michigan, Minnesota, Illinois, Nevada, Washington, Oregon and Nebraska.[74]

In December 2013, a complaint was filed by Steelhead Licensing LLC for patent infringement of U.S. Patent 8082318. U.S. Patent is described as "Controlling service requests transmitted from a client to a server".[75][76]

In January 2016, the National Association of African-American Owned Media and Byron Allen's Entertainment Studios filed a $10 billion civil rights lawsuit against Charter, claiming discrimination for Charter's refusal to pick up Allen's eight-channel suite of networks (which mainly carry ES content already syndicated through local television stations and paid programming); Allen and the NAAAOM (which has an Entertainment Studios executive as its head) have already filed the same type of suit against several other providers.[77][78][79]

On May 12, 2016, Charter reached a settlement with the FCC regarding the allegations in Zoom's petition. To settle the allegations Charter will pay a $640,000 fine and allow customers to purchase their own modems (though they will be required to comply with DOCSIS 3.0 or 3.1). Charter will also have to file reports every six months documenting Charter's efforts to comply with the Commission's rules regarding customer-owned modems and notify the Commission every time a particular modem is blacklisted from the network.[80][81]

Official sponsors

See also

References

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  5. 1 2 "Charter completes purchase of Time Warner Cable, Bright House". Los Angeles Times. Retrieved 18 May 2016.
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  7. 1 2 "Charter-Time Warner Cable deal would create nation's 3rd-largest pay-TV service". Los Angeles Times. May 26, 2015. Retrieved 26 May 2015.
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  42. ↑ Press release (August 1, 2011). "Charter Scores NFL Network and NFL RedZone for 2011". National Football League. Retrieved May 27, 2015.
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  45. ↑ Press release (August 6, 2014). "Charter Adding SEC Network". SEC Network. Retrieved May 27, 2015.
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  47. ↑ Saint Louis – Business and Technology News
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  49. ↑ Midcontinent Communications, midcocomm.com.
  50. ↑ .
  51. ↑ . Fort Worth Star-Telegram.
  52. ↑ . WCNC-TV.
  53. ↑ . St. Louis Post-Dispatch.
  54. ↑ . Multichannel News..
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  56. ↑ .
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  70. ↑ Charter Support Page.
  71. ↑ "Charter.net Authorized Modems on the Spectrum Network".
  72. ↑ "2005 Indictments". gpo.gov.
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  74. ↑ "2010 Law Suit". cedmagazine.com.
  75. ↑ "Patent US8082318 – Controlling service requests transmitted from a client to a server". google.com.
  76. ↑ "Steelhead Licensing LLC v. Charter Communications Inc. patent lawsuit". priorsmart.com.
  77. ↑ Littleton, Cynthia (January 28, 2016). "Byron Allen's Entertainment Studios Files $10 Billion Discrimination Lawsuit Against Charter Communications, FCC".
  78. ↑ "Charter revenue, losses up amid diversity row".
  79. ↑ Inc., Entertainment Studios,. "Byron Allen's Entertainment Studios And NAAAOM Meet With FCC And Confirm Charter/Time Warner Cable Merger Is Not A Lock Amid Ongoing Investigations".
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