CHARTER COMMUNICATIONS, INC. /MO/ (CHTR) Risk Factors

Recent key developments

Concrete developments — dated events, named agreements and instruments, legal proceedings — that CHARTER COMMUNICATIONS, INC. /MO/ surfaced in its latest filing.

• Adoption of Liberty Broadband Combination Merger Agreement, requiring shareholder approvals, HSR clearance, FCC approval, and GCI Divestiture condition.
• Execution of Cox Transactions agreement: Charter to acquire Cox Communications for $4.0 billion cash and assume $12.6 billion net debt and finance leases.
• Charter's total debt of approximately $94.6 billion and leverage ratio of 4.15x Adjusted EBITDA as of December 31, 2025; target leverage ranges before and after Cox Transactions.December 31, 2025
• Change of control repurchase event risk on Cox Notes if ratings downgrade following closing of Cox Transactions.
• CCO Holdings notes covenants and Charter Operating credit facilities impose financial maintenance covenants and negative covenants.
• Liberty Broadband holds approximately 29.22% and A/N holds approximately 13.12% of Charter's voting stock under Second Amended and Restated Stockholders Agreement.December 31, 2025
• Winning bidder in FCC's RDOF auction and associated regulatory obligations.2020
• Petition for review filed in Fifth Circuit challenging USF statute.September 2025
• Amendment of certificate of incorporation and bylaws to implement new governance terms with Cox Enterprises and A/N post-closing.
• Alexander C. Taylor to become Chairman for three-year term; Eric L. Zinterhofer as lead independent director at closing.
• Preemptive rights granted to A/N and Cox Enterprises for equity issuances in capital raising transactions under amended stockholders agreement.
• Stockholders and Letter Agreement Amendment modifying Liberty Broadband's participation in share repurchases to repay debt and fund operations.