Charter Communications Files 8-K

TL;DR

Charter Comm (CHTR) filed an 8-K, standard reporting stuff, check for details.

AI Summary

Charter Communications, Inc. (CHTR) filed an 8-K on December 13, 2024, to report a Regulation FD Disclosure and Financial Statements and Exhibits. The filing pertains to CCO Holdings LLC, a subsidiary of Charter Communications, Inc., and includes information relevant to both entities. No specific financial figures or new material events were detailed in the provided excerpt.

Why It Matters

This filing indicates ongoing reporting requirements and potential disclosures from Charter Communications and its subsidiary, CCO Holdings LLC, to the SEC.

Risk Assessment

Risk Level: low — The filing is a routine 8-K report and does not appear to contain any immediate negative news or significant changes.

Key Players & Entities

• CHARTER COMMUNICATIONS, INC. /MO/ (company) — Filer
• CCO HOLDINGS LLC (company) — Filer and Subsidiary
• 0001140361-24-049316 (document_id) — Accession Number
• 20241213 (date) — Filing Date

FAQ

Filing Documents

• ny20038391x6_8k.htm (8-K) — 45KB
• ny20038391x6_ex99-1.htm (EX-99.1) — 627KB
• ny20038391x6_image01.jpg (GRAPHIC) — 27KB
• 0001140361-24-049316.txt ( ) — 938KB
• chtr-20241213.xsd (EX-101.SCH) — 4KB
• chtr-20241213_def.xml (EX-101.DEF) — 17KB
• chtr-20241213_lab.xml (EX-101.LAB) — 25KB
• chtr-20241213_pre.xml (EX-101.PRE) — 19KB
• ny20038391x6_8k_htm.xml (XML) — 5KB

01. REGULATION FD DISCLOSURE

ITEM 7.01. REGULATION FD DISCLOSURE. As previously disclosed, on November 12, 2024, Charter Communications, Inc., a Delaware corporation ("Charter"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Charter, Liberty Broadband Corporation, a Delaware corporation ("Liberty Broadband"), Fusion Merger Sub 1, LLC, a single member Delaware limited liability company and a wholly owned subsidiary of Charter ("Merger LLC"), and Fusion Merger Sub 2, Inc., a Delaware corporation and a wholly owned subsidiary of Merger LLC ("Merger Sub"). The Merger Agreement provides for, among other things and subject to the satisfaction or waiver of certain specified conditions set forth therein, (i) the merger of Merger Sub with and into Liberty Broadband (the "Merger"), with Liberty Broadband surviving the Merger as a wholly owned subsidiary of Merger LLC, and (ii) immediately following the Merger, the merger of Liberty Broadband (as the surviving corporation in the Merger) with and into Merger LLC (the "Upstream Merger", and together with the Merger, the "Combination"), with Merger LLC surviving the Upstream Merger as a wholly owned subsidiary of Charter. Charter is filing this Current Report on Form 8-K to provide certain pro forma financial information regarding the Combination as of and for the nine months ended September 30, 2024 and for the year ended December 31, 2023 . The unaudited pro forma condensed combined financial statements as of and for the nine months ended September 30, 2024 and for the year ended December 31, 2023 are intended to reflect the impact of the Combination on the consolidated financial statements of Charter as if the Combination had occurred as of September 30, 2024 for the unaudited pro forma condensed combined balance sheet and as of January 1, 2023 for the unaudited pro forma condensed combined statements of operations. We believe our presentation of this pro forma financial information provides investors with greater t

01. FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits Exhibit Description 99.1 Unaudited pro forma condensed combined financial statements of Charter Communications, Inc. as of and for the nine months ended September 30, 2024 and for the year ended December 31, 2023 , and the accompanying notes thereto. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. Cautionary Note Regarding Forward Looking Statements This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, regarding, among other things, the proposed transaction between Charter and Liberty Broadband. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation: (i) the effect of the announcement of the proposed transaction on the ability of Charter and Liberty Broadband to operate their respective businesses and retain and hire key personnel and to maintain favorable business relationships; (ii) the timing of the proposed transaction; (iii) the ability to satisfy closing conditions to the completion of the proposed transaction (including stockholder and regulatory approvals); (iv) the possibility that the transactions may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (v) the ability of Liberty Broadband to consummate the spin-off of its GCI business; (vi) litigation relating to the proposed transaction; (vii) other risks related to the completion of the proposed transaction and actions related thereto; and (viii) the factors described under "Risk Factors" from time to time in Charter's and Liberty Broadband's filings with the S

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each of Charter Communications, Inc. and CCO Holdings, LLC has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized. CHARTER COMMUNICATIONS, INC. Registrant By: /s/ Kevin D. Howard Kevin D. Howard Date: December 13, 2024 Executive Vice President, Chief Accounting Officer and Controller CCO Holdings, LLC Registrant By: /s/ Kevin D. Howard Kevin D. Howard Date: December 13, 2024 Executive Vice President, Chief Accounting Officer and Controller

View Full Filing

View this 8-K filing on SEC EDGAR