15 unchanged sentences
Other Information.
+Added: Disclosure Regarding Foreign Jurisdiction that Prevent Inspections.
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance.
17 unchanged sentences
(3) The index to the exhibits begins on page E-1 of this annual report.
+Added: Form 10-K Summary.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Charter Communications, Inc.
12 unchanged sentences
/s/ Thomas M.
−Removed: Chairman, Chief Executive Officer, Director
−Removed: (Principal Executive Officer) January 29, 2021
−Removed: /s/ Christopher L.
−Removed: Christopher L.
−Removed: Chief Financial Officer (Principal Financial Officer) January 29, 2021
−Removed: Executive Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) January 29, 2021
−Removed: Director January 21, 2021
−Removed: Director January 21, 2021
−Removed: Director January 27, 2021
−Removed: Director January 21, 2021
−Removed: /s/ Gregory Maffei
+Added: Rutledge Chairman, Chief Executive Officer, Director January 28, 2022
+Added: Rutledge (Principal Executive Officer)
+Added: /s/ Jessica M.
+Added: Fischer Chief Financial Officer (Principal Financial Officer) January 28, 2022
+Added: Howard Executive Vice President, Chief Accounting Officer January 28, 2022
+Added: Howard and Controller (Principal Accounting Officer)
+Added: Zinterhofer Director January 28, 2022
+Added: Lance Conn Director January 28, 2022
+Added: Goodman Director January 28, 2022
+Added: Jacobson Director January 28, 2022
+Added: /s/ Gregory Maffei Director January 28, 2022
Gregory Maffei
Director January 28, 2022
−Removed: Director January 22, 2021
−Removed: Director January 28, 2021
−Removed: Director January 21, 2021
−Removed: /s/ Steven Miron
−Removed: Director January 21, 2021
−Removed: /s/ Balan Nair
−Removed: Director January 21, 2021
−Removed: /s/ Michael Newhouse
+Added: Merritt Director January 28, 2022
+Added: Meyer Director January 28, 2022
+Added: /s/ Steve Miron Director January 28, 2022
+Added: /s/ Balan Nair Director January 28, 2022
+Added: /s/ Michael Newhouse Director January 28, 2022
Michael Newhouse
−Removed: Director January 21, 2021
−Removed: /s/ Mauricio Ramos
+Added: /s/ Mauricio Ramos Director January 28, 2022
Mauricio Ramos
−Removed: Director January 21, 2021
Exhibit Index
19 unchanged sentences
10.1 Indenture dated as of November 5, 2014, by and among CCO Holdings, LLC, CCO Holdings Capital Corp.
−Removed: and CCOH Safari, LLC, as Issuers, Charter Communications, Inc., as Parent Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K of Charter Communications, Inc.
+Added: and CCOH Safari, LLC, as Issuers, Charter Communications, Inc., as Parent Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the C urrent R eport on Form 8-K of Charter Communications, Inc.
filed on November 10, 2014 (File No.
−Removed: 10.2 Fifth Supplemental Indenture, dated as of April 21, 2015, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.3 to the current report on Form 8-K filed by Charter Communications, Inc.
−Removed: on April 22, 2015 (File No.
−Removed: 10.3 Exchange and Registration Rights Agreement relating to the 5.875% Senior Notes due 2027, dated as of April 21, 2015, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co.
−Removed: and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.3 to the current report on Form 8-K filed by Charter Communications, Inc.
−Removed: on April 22, 2015 (File No.
10.2 Indenture, dated as of July 23, 2015, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp.
−Removed: and CCO Safari II, LLC, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: and CCO Safari II, LLC, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on July 27, 2015 (File No.
10.3 Exchange and Registration Rights Agreement, dated July 23, 2015 relating to the 3.579% Senior Secured Notes due 2020, 4.464% Senior Secured Notes due 2022, 4.908% Senior Secured Notes due 2025, 6.384% Senior Secured Notes due 2035, 6.484% Senior Secured Notes due 2045 and 6.834% Senior Secured Notes due 2055, between CCO Safari II, LLC and Goldman, Sachs & Co., Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Deutsche Bank Securities Inc.
−Removed: and UBS Securities LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: and UBS Securities LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on July 27, 2015 (File No.
10.4 Indenture, dated as of November 20, 2015, among CCO Holdings, LLC, CCO Holdings Capital Corp.
−Removed: and CCOH Safari, LLC, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed by Charter Communications, Inc.
−Removed: on November 25, 2015 (File No.
−Removed: 10.7 First Supplemental Indenture, dated as of November 20, 2015, between CCOH Safari, LLC, as escrow issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to the current report on Form 8-K filed by Charter Communications, Inc.
−Removed: on November 25, 2015 (File No.
−Removed: 10.8 Exchange and Registration Rights Agreement, dated November 20, 2015 relating to the 5.750% Senior Notes due 2026, between CCOH Safari, LLC and Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, UBS Securities LLC and Deutsche Bank Securities Inc., as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: and CCOH Safari, LLC, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on November 25, 2015 (File No.
−Removed: 10.9 Seventh Supplemental Indenture, dated as of April 21, 2016, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.5 Seventh Supplemental Indenture, dated as of April 21, 2016, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on April 27, 2016 (File No.
−Removed: 10.10 Exchange and Registration Rights Agreement, dated April 21, 2016, relating to the 5.500% Senior Notes due 2026, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.6 F orm of 5.500% Senior Notes due 2026 (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K of Charter Communications, Inc.
+Added: filed April 27, 2016).
+Added: 10.7 Exchange and Registration Rights Agreement, dated April 21, 2016, relating to the 5.500% Senior Notes due 2026, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on April 27, 2016 (File No.
−Removed: 10.11 Second Supplemental Indenture, dated as of May 18, 2016, by and among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Safari II, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.8 Second Supplemental Indenture, dated as of May 18, 2016, by and among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Safari II, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on May 24, 2016 (File No.
−Removed: 10.12 Third Supplemental Indenture, dated as of May 18, 2016, by and among CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.9 Third Supplemental Indenture, dated as of May 18, 2016, by and among CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on May 24, 2016 (File No.
−Removed: 10.13 Second Supplemental Indenture, dated as of May 18, 2016, by and among CCO Holdings, LLC, CCO Holdings Capital Corp., CCOH Safari, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.3 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.10 Second Supplemental Indenture, dated as of May 18, 2016, by and among CCO Holdings, LLC, CCO Holdings Capital Corp., CCOH Safari, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.3 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on May 24, 2016 (File No.
−Removed: 10.14 Third Supplemental Indenture, dated as of February 6, 2017, among CCO Holdings, LLC, CCO Holdings Capital Corp., and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by reference to Exhibit 4.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.11 Third Supplemental Indenture, dated as of February 6, 2017, among CCO Holdings, LLC, CCO Holdings Capital Corp., and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by reference to Exhibit 4.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on February 6, 2017 (File No.
−Removed: 10.15 Exchange and Registration Rights Agreement, dated February 6, 2017, relating to the 5.125% Senior Notes due 2027, among CCO Holdings, LLC, CCO Holdings Capital Corp., and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC, and Wells Fargo Securities, LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.12 Exchange and Registration Rights Agreement, dated February 6, 2017, relating to the 5.125% Senior Notes due 2027, among CCO Holdings, LLC, CCO Holdings Capital Corp., and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC, and Wells Fargo Securities, LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on February 6, 2017 (File No.
−Removed: 10.16 Exchange and Registration Rights Agreement, dated March 29, 2017, relating to the 5.125% Senior Notes due 2027, among CCO Holdings, LLC, CCO Holdings Capital Corp., and Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., UBS Securities LLC, and Wells Fargo Securities, LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.13 Exchange and Registration Rights Agreement, dated March 29, 2017, relating to the 5.125% Senior Notes due 2027, among CCO Holdings, LLC, CCO Holdings Capital Corp., and Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., UBS Securities LLC, and Wells Fargo Securities, LLC, as representatives of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on March 31, 2017 (File No.
−Removed: 10.17 Fifth Supplemental Indenture, dated as of April 20, 2017, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.3 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.14 Fifth Supplemental Indenture, dated as of April 20, 2017, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.3 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on April 26, 2017 (File No.
10.15 Exchange and Registration Rights Agreement, dated April 20, 2017, relating to the 5.125% Senior Notes due 2027, among CCO Holdings, LLC, CCO Holdings Capital Corp.
−Removed: and Citigroup Global Markets Inc., as a representative of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: and Citigroup Global Markets Inc., as a representative of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the Cur rent Report on Form 8-K filed by Charter Communications, Inc.
on April 26, 2017 (File No.
28 unchanged sentences
on October 20, 2017 (File No.
−Removed: 10.31 Eighth Supplemental Indenture, dated as of December 21, 2017, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, the subsidiary guarantor parties thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.5 to the current report on Form S-3 filed by Charter Communications, Inc.
+Added: 10.28 Eighth Supplemental Indenture, dated as of December 21, 2017, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, the subsidiary guarantor parties thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.5 to Form S-3 filed by Charter Communications, Inc.
on December 22, 2017 (File No.
5 unchanged sentences
on April 20, 2018 (File No.
+Added: 10.31 Form of 5.375% Senior Secured Notes due 2038 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on April 20, 2018 (File No.
+Added: 10.32 F orm of 5.750% Senior Secured Notes due 2048 (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on April 20, 2018 (File No.
10.33 Underwriting Agreement, dated as of June 28, 2018, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, as parent guarantor, the subsidiary guarantors party thereto and Citigroup Global Markets Inc.
4 unchanged sentences
on July 9, 2018 (File No.
+Added: 10.35 F orm of Senior Secured Floating Notes due 2024 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on July 9, 2018 (File No.
+Added: 10.36 Form of 4.500% Senior Secured Notes due 2024 (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on July 9, 2018 (File No.
10.37 Underwriting Agreement, dated as of August 9, 2018, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, as parent guarantor, the subsidiary guarantors party thereto and Morgan Stanley & Co.
6 unchanged sentences
on January 24, 2019 (File No.
+Added: 10.40 F orm of 5.050% Senior Secured Notes due 2029 (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on January 24, 2019 (File No.
10.41 Indenture, dated as of May 23, 2019, among CCO Holdings, LLC, CCO Holdings Capital Corp.
28 unchanged sentences
on October 7, 2019 (File No.
−Removed: 10.50 Form of 4.750% Senior Notes due 2030 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
−Removed: on October 30, 2019 (File No.
10.52 Fifteenth Supplemental Indenture, dated as of October 24, 2019, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., as issuers, CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed by Charter Communications, Inc.
6 unchanged sentences
10.55 Underwriting Agreement, dated as of December 2, 2019, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, as parent guarantor, the subsidiary guarantors party thereto and Deutsche Bank Securities Inc., Mizuho Securities USA LLC and Morgan Stanley & Co.
−Removed: LLC, as representatives of the several underwriters named in Schedule I thereto (incorporated by reference to Exhibit 99.1 to the current report on Form 8-K filed by Charter Communications, Inc.
−Removed: on December 5, 2019 (File No.
−Removed: 10.55 Form of 4.750% Senior Notes due 2030 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: LLC, as representatives of the several underwriters named in Schedule I thereto (incorporated by reference to Exhibit 99.1 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on December 5, 2019 (File No.
59 unchanged sentences
on December 4, 2020 (File No.
+Added: 10.78 Nineteenth Supplemental Indenture, dated as of March 4, 2021, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., as issuers, CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on March 4, 2021 (File No.
+Added: 10.79 Form of 3.500% Senior Secured Notes due 2041 (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on March 4, 2021 (File No.
+Added: 10.80 Form of 3.900% Senior Secured Notes due 2052 (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on March 4, 2021 (File No.
+Added: 10.81 Underwriting Agreement, dated as of February 18, 2021, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, as parent guarantor, the subsidiary guarantors party thereto and Credit Suisse Securities (USA) LLC, J.P.
+Added: Morgan Securities LLC and Morgan Stanley & Co.
+Added: LLC, as representatives of the several underwriters named in Schedule I thereto (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on March 4, 2021 (File No.
+Added: 10.82 Sixth Supplemental Indenture, dated as of April 22, 2021, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on April 27, 2021 (File No.
+Added: 10.83 Form of 4.500% Senior Notes due 2033 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on April 27, 2021 (File No.
+Added: 10.84 Exchange and Registration Rights Agreement, dated April 22, 2021, relating to the 4.500% Senior Notes due 2033, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and Deutsche Bank Securities Inc., as representative of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on April 27, 2021 (File No.
+Added: 10.85 Twentieth Supplemental Indenture, dated as of June 2, 2021, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., as issuers, CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.6 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on June 2, 2021, 2021 (File No.
+Added: 10.86 Form of 4.400% Senior Notes due 2061 (incorporated by reference to Exhibit 4.8 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on June 2, 2021, 2021 (File No.
+Added: 10.87 Exchange and Registration Rights Agreement, dated June 2, 2021, relating to the 4.500% Senior Notes due 2033, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and Deutsche Bank Securities Inc., as representative of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on June 2, 2021, 2021 (File No.
+Added: 10.88 Underwriting Agreement, dated as of May 18, 2021, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, as parent guarantor, the subsidiary guarantors party thereto and Deutsche Bank Securities Inc., Miuho Securities USA LLC and Morgan Stanley & Co.
+Added: LLC, as representatives of the several underwriters named in Schedule I thereto (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on June 2, 2021 (File No.
+Added: 10.89 Seventh Supplemental Indenture, dated as of August 16, 2021, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on August 18, 2021 (File No.
+Added: 10.90 Form of 4.250% Senior Notes due 2034 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on August 18, 2021 (File No.
+Added: 10.91 Exchange and Registration Rights Agreement, dated August 16, 2021, relating to the 4.250% Senior Notes due 2034, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and Morgan Stanley & Co.
+Added: LLC, as representative of the several Purchasers (as defined therein) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on August 18, 2021 (File No.
+Added: 10.92 Underwriting Agreement, dated as of September 27, 2021, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Holdings, LLC, as parent guarantor, the subsidiary guarantors party thereto and Citigroup Global Markets Inc., Deutsche Bank Securities Inc.
+Added: and Morgan Stanley & Co.
+Added: LLC, as representatives of the several underwriters named in Schedule I thereto (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on October 12, 2021 (File No.
+Added: 10.93 Twenty-First Supplemental Indenture, dated as of October 12, 2021, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., as issuers, CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on October 12, 2021 (File No.
+Added: 10.94 Form of 2.250% Senior Secured Notes due 2029 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on October 12, 2021 (File No.
+Added: 10.95 Form of 3.500% Senior Secured Notes due 2042 (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on October 12, 2021 (File No.
+Added: 10.96 Form of 3.950% Senior Secured Notes due 2062 (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on October 12, 2021 (File No.
+Added: 10.97 Eighth Supplemental Indenture, dated as of January 19, 2022, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and The Bank of New York Mellon Trust Company, N.A., as trustee.
+Added: (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on January 25, 2022 (File No.
+Added: 10.98 Form of 4.750% Senior Notes due 2032 (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on January 25, 2022 (File No.
+Added: 10.99 Exchange and Registration Rights Agreement, dated January 19, 2022, relating to the 4.750% Senior Notes due 2032, among CCO Holdings, LLC, CCO Holdings Capital Corp.
+Added: and Deutsche Bank Securities Inc., as representative of the several Purchasers (as defined therein).
+Added: (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Charter Communications, Inc.
+Added: on January 25, 2022 (File No.
10.100 Indenture, dated as of April 30, 1992 (the “TWCE Indenture”), as amended by the First Supplemental Indenture, dated as of June 30, 1992, among Time Warner Entertainment Company, L.P.
14 unchanged sentences
10.109 Tenth Supplemental Indenture to the TWCE Indenture, dated as of October 18, 2006, among Historic TW, TWE, TW NY Cable Holding Inc.
−Removed: (“TW NY”), Time Warner NY Cable LLC (“TW NY Cable”), TWC, WCI, ATC and The Bank of New York, as Trustee (incorporated herein by reference to Exhibit 4.1 to Time Warner’s current report on Form 8-K dated and filed October 18, 2006 (File No.
+Added: (“TW NY”), Time Warner NY Cable LLC (“TW NY Cable”), TWC, WCI, ATC and The Bank of New York, as Trustee (incorporated herein by reference to Exhibit 4.1 to Time Warner’s C urrent R eport on Form 8-K dated and filed October 18, 2006 (File No.
10.110 Eleventh Supplemental Indenture to the TWCE Indenture, dated as of November 2, 2006, among TWE, TW NY, TWC and The Bank of New York, as Trustee (incorporated herein by reference to Exhibit 99.1 to Time Warner’s Current Report on Form 8-K dated and filed November 2, 2006 (File No.
7 unchanged sentences
10.115 Second Supplemental Indenture to the TWC Indenture, dated as of September 30, 2012, among TWC, TW NY, TWCE, TWC Internet Holdings II and The Bank of New York Mellon, as trustee, supplementing the Indenture dated April 9, 2007, as amended (incorporated herein by reference to Exhibit 4.1 to the TWC September 30, 2012 Form 8-K).
−Removed: 10.94 Third Supplemental Indenture, dated as of May 18, 2016, by and among Time Warner Cable Inc., TWC NewCo LLC and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (incorporated by reference to Exhibit 4.5 to the current report on Form 8-K filed by Charter Communications, Inc.
+Added: 10.116 Third Supplemental Indenture, dated as of May 18, 2016, by and among Time Warner Cable Inc., TWC NewCo LLC and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (incorporated by reference to Exhibit 4.5 to the C urrent R eport on Form 8-K filed by Charter Communications, Inc.
on May 24, 2016 (File No.
6 unchanged sentences
10.122 Form of TWC 5.75% Note due 2031 (incorporated herein by reference to Exhibit 4.1 to TWC’s Current Report on Form 8-K dated and filed with the SEC on May 26, 2011 (File No.
−Removed: 10.101 Form of TWC 4% Note due 2021 (incorporated herein by reference to Exhibit 4.1 to TWC’s current report on Form 8-K dated September 7, 2011 and filed with the SEC on September 12, 2011 (File No.
−Removed: 1-33335) (the “TWC September 7, 2011 Form 8-K”)).
−Removed: 10.102 Form of TWC 5.5% Debenture due 2041 (incorporated herein by reference to Exhibit 4.2 to the TWC September 7, 2011 Form 8-K).
+Added: 10.123 Form of TWC 5.5% Debenture due 2041 (incorporated herein by reference to Exhibit 4.2 to the TWC Current Report on Fo rm 8-K dated September 7, 2011 and filed with the SEC on September 12, 2 011 (File No.
10.124 Form of TWC 4.5% Debenture due 2042 (incorporated herein by reference to Exhibit 4.1 to TWC’s Current Report on Form 8-K dated August 7, 2012 and filed with the SEC on August 10, 2012 (File No.
10.125 Form of TWC 5.25% Note due 2042 (incorporated herein by reference to Exhibit 4.1 to TWC’s Current Report on Form 8-K dated and filed with the SEC on June 27, 2012 (File No.
−Removed: 10.105 Form of 5.500% Senior Notes due 2026 (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Charter Communications, Inc.
−Removed: filed April 27, 2016).
10.126 Amendment No.
20 unchanged sentences
10.131 Restatement Agreement, dated as of April 26 2019, to the Amended and Restated Credit Agreement, dated as of March 18, 1999, as amended and restated on December 21, 2017 and as amended by Amendment No.
−Removed: 1 as of January 24, 2019, by and among Charter Communications Operating, LLC, CCO Holdings, LLC, certain subsidiaries of Charter Communications Operating, LLC, the lenders party thereto and Bank of America, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.4 to the quarterly report on Form 10-Q of Charter Communications, Inc.
+Added: 1 as of January 24, 2019, by and among Charter Communications Operating, LLC, CCO Holdings, LLC, certain subsidiaries of Charter Communications Operating, LLC, the lenders party thereto and Bank of America, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.4 to the Q uarterly R eport on Form 10-Q of Charter Communications, Inc.
filed April 30, 2019 (File No.
3 unchanged sentences
10.133 Collateral Agreement, dated as of May 18, 2016, by Charter Communications Operating, LLC, Charter Communications Operating Capital Corp.
−Removed: and the other grantors party thereto in favor of The Bank of New York Mellon Trust Company, N.A., as collateral agent (incorporated by reference to Exhibit 10.6 to the current report on Form 8-K of Charter Communications, Inc.
+Added: and the other grantors party thereto in favor of The Bank of New York Mellon Trust Company, N.A., as collateral agent (incorporated by reference to Exhibit 10.6 to the C urrent R eport on Form 8-K of Charter Communications, Inc.
filed on May 24, 2016 (File No.
21 unchanged sentences
filed on May 8, 2012 (File No.
+Added: 10.144+ Form of First Amended and Restated Indemnification Agreement (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q of Charter Communications, Inc.
+Added: filed on August 6, 2013 (File No.
10.145+ Charter Communications, Inc.
9 unchanged sentences
on September 2, 2011 (File No.
−Removed: 10.128+ Form of Non-Qualified Time Vesting Stock Option Agreement dated April 26, 2011(incorporated by reference to Exhibit 10.3 to the quarterly report on Form 10-Q filed by Charter Communications, Inc.
+Added: 10.149+ Form of Non-Qualified Time Vesting Stock Option Agreement dated April 26, 2011 (incorporated by reference to Exhibit 10.3 to the Q uarterly R eport on Form 10-Q filed by Charter Communications, Inc.
on August 2, 2011 (File No.
1 unchanged sentence
on August 2, 2011 (File No.
−Removed: 10.130+ Form of Notice of LTIP Award Agreement Changes (RSU Awards) (incorporated by reference to Exhibit 10.3 to the current report on Form 8-K filed by Charter Communications, I nc.
+Added: 10.151+ Form of Notice of LTIP Award Agreement Changes (RSU Awards) (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by Charter Communications, Inc.
on January 22, 2014 (File No.
1 unchanged sentence
on January 22, 2014 (File No.
−Removed: 10.132+ Form of Notice of LTIP Award Agreement Changes (Restricted Stock Awards) (incorporated by reference to Exhibit 10.5 to the current report on Form 8-K filed by Charter Communications, I nc.
+Added: 10.153+ Form of Notice of LTIP Award Agreement Changes (Restricted Stock Awards) (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed by Charter Communications, Inc.
on January 22, 2014 (File No.
5 unchanged sentences
on January 22, 2014 (File No.
+Added: 10.157+ Form of Amendment to Nonqualified Stock Option Agreements Granted Under the Charter Communications, Inc.
+Added: Amended and Restated 2009 Stock Incentive Plan, dated as of October 25, 2016 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Charter Communications, Inc.
+Added: filed on October 28, 2016 (File No.
+Added: 10.158+ Form of Performance-Vesting Stock Option Agreement granted to certain executive officers in 2016 under the Charter Communications, Inc.
+Added: Amended and Restated 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.102 to the Annual Report on Form 10-K of Charter Communications, Inc.
+Added: filed on February 16, 2017 (File No.
+Added: 10.159+ Form of Performance-Vesting Restricted Stock Unit Agreement granted to certain executive officers in 2016 under the Charter Communications, Inc.
+Added: Amended and Restated 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.103 to the Annual Report on Form 10-K of Charter Communications, Inc.
+Added: filed on February 16, 2017 (File No.
10.160+ Charter Communications, Inc.
1 unchanged sentence
2019 Annual Meeting of Stockholders filed March 14, 2019 (File No.
+Added: 10.161+ Amendment to the Charter Communications, Inc.
+Added: 2019 Stock Incentive Plan, dated as of January 28, 2020 (incorporated by reference to Exhibit 10.152 to the Annual Report on Form 10-K of Charter Communications, Inc.
+Added: filed on January 31, 2020 (File No.
+Added: 001-33664)) .
10.162+ Form of Nonqualified Stock Option Agreement under the Charter Communications, Inc.
−Removed: 2019 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the quarterly report on Form 10-Q of Charter Communications, Inc.
+Added: 2019 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the Q uarterly R eport on Form 10-Q of Charter Communications, Inc.
filed July 26, 2019 (File No.
5 unchanged sentences
filed July 26, 2019 (File No.
−Removed: 10.140(a)+ Amended and Restated Employment Agreement between Thomas Rutledge and Charter Communications, Inc., dated October 27, 2020 (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K of Charter Communications, Inc.
+Added: 10.165+ Time Warner Cable Inc.
+Added: 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.45 to TWC’s Current Report on Form 8-K dated February 13, 2007 and filed with the SEC on February 13, 2007).
+Added: 10.166+ Time Warner Cable Inc.
+Added: 2006 Stock Incentive Plan, as amended, effective March 12, 2009 (incorporated herein by reference to Exhibit 10.1 to TWC’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009).
+Added: 10.167+ Time Warner Cable Inc.
+Added: 2011 Stock Incentive Plan (incorporated herein by reference to Annex A to TWC’s definitive Proxy Statement dated April 6, 2011 and filed with the SEC on April 6, 2011).
+Added: 10.168(a)+ Amended and Restated Employment Agreement between Thomas Rutledge and Charter Communications, Inc., dated October 27, 2020 (incorporated by reference to Exhibit 10.1 to the C urrent R eport on Form 8-K of Charter Communications, Inc.
filed on October 30, 2020 (File No.
17 unchanged sentences
001-33664)) .
−Removed: 10.142+ Form of First Amended and Restated Indemnification Agreement (incorporated by reference to Exhibit 10.3 to the quarterly report on Form 10-Q of Charter Communications, Inc.
−Removed: filed on August 6, 2013 (File No.
−Removed: 10.143+ Time Warner Cable Inc.
−Removed: 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.45 to TWC’s current report on Form 8-K dated February 13, 2007 and filed with the SEC on February 13, 2007).
−Removed: 10.144+ Time Warner Cable Inc.
−Removed: 2006 Stock Incentive Plan, as amended, effective March 12, 2009 (incorporated herein by reference to Exhibit 10.1 to TWC’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009).
−Removed: 10.145+ Time Warner Cable Inc.
−Removed: 2011 Stock Incentive Plan (incorporated herein by reference to Annex A to TWC’s definitive Proxy Statement dated April 6, 2011 and filed with the SEC on April 6, 2011).
−Removed: 10.146+ Form of Amendment to Nonqualified Stock Option Agreements Granted Under the Charter Communications, Inc.
−Removed: Amended and Restated 2009 Stock Incentive Plan, dated as of October 25, 2016 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Charter Communications, Inc.
−Removed: filed on October 28, 2016 (File No.
−Removed: 10.147+ Employment Agreement dated effective as of November 2, 2016 by and between Charter Communications, Inc.
−Removed: and Christopher L.
−Removed: Winfrey (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of Charter Communications, Inc.
−Removed: filed on November 3, 2016 (File No.
−Removed: 10.148+ Employment Agreement dated as of November 10, 2016 by and between Charter Communications, Inc.
−Removed: and David Ellen (incorporated by reference to Exhibit 10.101 to the Annual Report on Form 10-K of Charter Communications, Inc.
−Removed: filed on February 16, 2017 (File No.
−Removed: 10.149+ Form of Performance-Vesting Stock Option Agreement granted to certain executive officers in 2016 under the Charter Communications, Inc.
−Removed: Amended and Restated 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.102 to the Annual Report on Form 10-K of Charter Communications, Inc.
−Removed: filed on February 16, 2017 (File No.
−Removed: 10.150+ Form of Performance-Vesting Restricted Stock Unit Agreement granted to certain executive officers in 2016 under the Charter Communications, Inc.
−Removed: Amended and Restated 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.103 to the Annual Report on Form 10-K of Charter Communications, Inc.
−Removed: filed on February 16, 2017 (File No.
10.170+ Employment Agreement between Charter Communications, Inc.
1 unchanged sentence
on August 7, 2019 (File No.
+Added: 10.171+ Employment Agreement dated as of July 27, 2021 by and between Charter Communications, Inc.
+Added: Ellen (incorporated by reference to Exhibit 10 .4 to the Quarterly Report on Form 10- Q of Charter Communications, Inc.
+Added: filed on July 30, 2021 (File No.
+Added: 10.172+ Amended and Restated Employment Agreement dated as of October 19, 2021 by and between Charter Communications, Inc.
+Added: and Christopher L.
+Added: Winfrey (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Charter Communications, Inc.
+Added: filed on October 19, 2021 (File No.
+Added: 10.173+ Employment Agreement dated as of February 5 , 2021 by and between Charter Communications, Inc.
+Added: and Jessica Fischer (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Charter Communications, Inc.
+Added: filed on October 19, 2021 (File No.
10.174 Letter Agreement, dated as of December 23, 2016, between Charter Communications, Inc.
4 unchanged sentences
filed on December 22, 2017 (File No.
−Removed: 10.154+ Amendment to the Charter Communications, Inc.
−Removed: 2019 Stock Incentive Plan, dated as of January 28, 2020 (incorporated by reference to Exhibit 10.152 to the Annual Report on Form 10 -K of Charter Communications, Inc.
−Removed: filed on January 31, 2020 (File No.
−Removed: 001-33664)) .
+Added: 10.176 Letter Agreement, dated as of February 23, 2021, between Charter Communications, Inc.
+Added: and Liberty Broadband Corporation (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K of Charter Communications, Inc.
+Added: filed on February 24, 2021 (File No.
21.1* Subsidiaries of Charter Communications, Inc.
19 unchanged sentences
Report of Independent Registered Public Accounting Firm
+Added: Auditor Name:
+Added: Auditor Location:
+Added: Auditor Firm ID:
Consolidated Balance Sheets as of December 31, 2021 and 2020
13 unchanged sentences
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021 based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: Change in Accounting Principle
−Removed: As discussed in Note 23 to the consolidated financial statements, the Company has changed its method of accounting for leases as of January 1, 2019 due to the adoption of Accounting Standard Codification Topic 842, Leases .
Basis for Opinions
12 unchanged sentences
Definition and Limitations of Internal Control Over Financial Reporting
−Removed: A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
−Removed: accepted accounting principles.
+Added: A company’s internal control over financial reporting is a process designed 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.
A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
−Removed: (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;
+Added: (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the
and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
5 unchanged sentences
The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Capitalization of installation direct labor and overhead costs
−Removed: As discussed in Note 2 to the consolidated financial statements, the Company capitalizes direct labor and overhead costs using standards developed from actual costs and applicable operational data associated with certain activities.
−Removed: The Company calculates the standards annually (or more frequently when circumstances dictate) for items such as direct labor and overhead and the estimate of the average amount of time required to perform a capitalizable activity.
−Removed: For the year ended December 31, 2020, the Company capitalized $1.6 billion of direct labor and overhead costs, a portion of which related to installation activities.
−Removed: We identified the evaluation of the capitalization of certain installation direct labor and overhead costs as a critical audit matter.
−Removed: Evaluating the Company’s determination of the relevant installation activities and the extent to which costs incurred are capitalized required complex and subjective auditor judgment.
−Removed: Specifically, the evaluation of the methodology, the development and accumulation of data used by the Company to estimate the installation direct labor and overhead standards, and the estimated average length of time to complete specific installation activities required complex and subjective auditor judgment.
+Added: Testing of residential and commercial revenue
+Added: As discussed in Note 2 to the consolidated financial statements, the Company recorded residential and commercial revenue of $47.1 billion for the year ended December 31, 2021.
+Added: This revenue is derived primarily from monthly subscription charges from its Internet, video, and voice services.
+Added: Revenue is recognized as the services are provided to a customer on a monthly basis.
+Added: The processing and recording of revenue are reliant upon multiple information technology (IT) systems.
+Added: We identified the evaluation of the sufficiency of audit evidence over residential and commercial revenue as a critical audit matter.
+Added: Subjective auditor judgment was required in evaluating the sufficiency of audit evidence over residential and commercial revenue due to the volume of data and the number of accounting systems.
+Added: Specifically, obtaining an understanding of the systems and processes used in the Company’s recognition of residential and commercial revenue and evaluating the related internal controls required significant audit effort, including specialized skills and knowledge related to IT.
The following are the primary procedures we performed to address this critical audit matter.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls related to the critical audit matter.
−Removed: This included controls related to the development and accumulation of data used to estimate certain installation direct labor and overhead costs and the estimation of the average amount of time required to perform a capitalizable activity.
−Removed: We assessed the methodology, including the development and accumulation of data, for the inclusion of certain costs in the installation direct labor and overhead standards.
−Removed: We tested a selection of the data used to develop the installation direct labor standard and overhead standard to test certain data attributes used in the estimates by comparing such data to contracts with third parties and internal documentation of wages and costs.
−Removed: We tested the average length of time to complete specific installation activities by inquiring of personnel who supervise installation activities and selecting certain data to develop an expectation of the average length of time to complete certain installation activities.
+Added: We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s residential and commercial revenue processes.
+Added: This included manual and automated controls over the IT systems used for the processing and recording of residential and commercial revenue.
+Added: We involved IT professionals with specialized skills and knowledge, who assisted in testing certain IT applications that are used by the Company in its recognition of residential and commercial revenue.
+Added: We assessed recorded residential and commercial revenue by comparing the cash received related to residential and commercial revenue transactions during the year to the revenue recorded in the consolidated financial statements.
+Added: We evaluated the sufficiency of audit evidence obtained by assessing the results of procedures performed.
(signed) KPMG LLP
11 unchanged sentences
Total current assets 3,566 3,909
−Removed: RESTRICTED CASH 3 66
INVESTMENT IN CABLE PROPERTIES:
29 unchanged sentences
Additional paid-in capital 26,725 29,000
−Removed: Retained earnings (accumulated deficit) ( 5,195 ) 40
+Added: Accumulated deficit ( 12,675 ) ( 5,195 )
Total Charter shareholders’ equity 14,050 23,805
20 unchanged sentences
( 4,037 ) ( 3,848 ) ( 3,797 )
−Removed: Loss on extinguishment of debt ( 143 ) ( 25 ) —
−Removed: Loss on financial instruments, net ( 15 ) ( 54 ) ( 110 )
−Removed: Other pension benefits (costs), net
−Removed: ( 66 ) ( 69 ) 192
−Removed: Other expense, net
−Removed: ( 31 ) ( 135 ) ( 77 )
+Added: Other expenses, net ( 101 ) ( 255 ) ( 283 )
( 4,138 ) ( 4,103 ) ( 4,080 )
20 unchanged sentences
Stock compensation expense — — 315 — — 315 — 315
−Removed: Accelerated vesting of equity awards — — 5 — — 5 — 5
Exercise of stock options — — 118 — — 118 — 118
Changes in accumulated other comprehensive loss, net — — — — 2 2 — 2
−Removed: Cumulative effect of accounting changes — — — 62 — 62 7 69
Purchases and retirement of treasury stock — — ( 2,465 ) ( 4,408 ) — ( 6,873 ) — ( 6,873 )
6 unchanged sentences
Exercise of stock options — — 184 — — 184 — 184
−Removed: Changes in accumulated other comprehensive loss, net — — — — 2 2 — 2
+Added: Issuance of equity — — 23 — — 23 — 23
Purchases and retirement of treasury stock — — ( 2,760 ) ( 8,457 ) — ( 11,217 ) — ( 11,217 )
6 unchanged sentences
Exercise of stock options — — 44 — — 44 — 44
−Removed: Issuance of equity — — 23 — — 23 — 23
Purchases and retirement of treasury stock — — ( 3,297 ) ( 12,134 ) — ( 15,431 ) — ( 15,431 )
Purchase of noncontrolling interest, net of tax — — ( 1,077 ) — — ( 1,077 ) ( 808 ) ( 1,885 )
−Removed: Change in noncontrolling interest ownership, net of tax — — 403 — — 403 ( 534 ) ( 131 )
+Added: Preferred unit conversion and change in noncontrolling interest ownership, net of tax — — 1,625 — — 1,625 ( 2,153 ) ( 528 )
Distributions to noncontrolling interest — — — — — — ( 75 ) ( 75 )
13 unchanged sentences
Noncash interest income, net ( 23 ) ( 41 ) ( 106 )
−Removed: Other pension (benefits) costs, net 66 69 ( 192 )
−Removed: Loss on extinguishment of debt 143 25 —
−Removed: Loss on financial instruments, net 15 54 110
Deferred income taxes 826 465 320
21 unchanged sentences
Distributions to noncontrolling interest ( 75 ) ( 154 ) ( 154 )
−Removed: Borrowings for real estate investments through variable interest entities, net 122 — 342
+Added: Borrowings for real estate investments through variable interest entities 130 120 —
Other, net ( 47 ) 18 ( 112 )
Net cash flows from financing activities ( 8,885 ) ( 8,953 ) ( 1,633 )
−Removed: NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 2,548 ) 2,784 144
−Removed: CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period 3,549 765 621
−Removed: CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period $ 1,001 $ 3,549 $ 765
+Added: NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ( 400 ) ( 2,548 ) 2,784
+Added: CASH AND CASH EQUIVALENTS, beginning of period 1,001 3,549 765
+Added: CASH AND CASH EQUIVALENTS, end of period $ 601 $ 1,001 $ 3,549
CASH PAID FOR INTEREST $ 4,043 $ 3,866 $ 3,963
34 unchanged sentences
These investments are carried at cost, which approximates market value.
−Removed: Restricted Cash
−Removed: Restricted cash represents amounts held in escrow related to the Company's build-to-suit lease arrangement with a VIE.
−Removed: The amounts held in escrow are classified as noncurrent restricted cash in the Company's consolidated balance sheets.
−Removed: The Company's restricted cash was primarily invested in a federal funds deposit account.
+Added: Property, Plant and Equipment
+Added: Additions to property, plant and equipment are recorded at cost, including all material, labor and certain indirect costs associated with the construction of cable transmission and distribution facilities.
+Added: While the Company’s capitalization is based on specific activities, once capitalized, costs are tracked on a composite basis by fixed asset category at the cable system level and not on a specific asset basis.
+Added: For assets that are sold or retired, the estimated historical cost and related accumulated
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: Property, Plant and Equipment
−Removed: Additions to property, plant and equipment are recorded at cost, including all material, labor and certain indirect costs associated with the construction of cable transmission and distribution facilities.
−Removed: While the Company’s capitalization is based on specific activities, once capitalized, costs are tracked on a composite basis by fixed asset category at the cable system level and not on a specific asset basis.
−Removed: For assets that are sold or retired, the estimated historical cost and related accumulated depreciation is removed.
+Added: depreciation is removed.
Costs associated with the placement of the customer drop to the dwelling and the placement of outlets within a dwelling along with the costs associated with the deployment of new customer premise equipment necessary to provide video, Internet or voice services are capitalized.
2 unchanged sentences
The Company calculates standards annually (or more frequently if circumstances dictate) for items such as the labor rates, overhead rates, and the actual amount of time required to perform a capitalizable activity.
−Removed: Overhead costs are associated with the activities of the Company’s personnel who assist in installation activities and consist of compensation and other indirect costs associated with these support functions.
+Added: Overhead costs are associated with the activities of the Company’s personnel and consist of compensation and other indirect costs associated with support functions.
Indirect costs primarily include employee benefits and payroll taxes, and vehicle and occupancy costs.
18 unchanged sentences
No impairments of long-lived assets held for use were recorded in 2021, 2020 and 2019.
−Removed: For non-strategic long-lived assets held for sale and ultimately sold, the Company recorded impairments of approximately $ 42 million and $ 75 million during the years ended December 31, 2019 and 2018, respectively, to other operating expenses, net.
+Added: For non-strategic long-lived assets held for sale, the Company recorded impairments of approximately $ 36 million and $ 42 million during the years ended December 31, 2021 and 2019, respectively, to other operating expenses, net (see Note 15).
+Added: The primary leased asset classes of the Company include real estate, dark fiber, colocation facilities and other equipment.
+Added: The lease agreements include both lease and non-lease components, which the Company accounts for separately depending on the election made for each leased asset class.
+Added: For real estate and dark fiber leased asset classes, the Company accounts for lease and non-lease components as a single lease component and includes all fixed payments in the measurement of lease liabilities and lease assets.
+Added: For colocation facilities leased asset class, the Company accounts for lease and non-lease components separately including only the fixed lease payment component in the measurement of lease liabilities and lease assets.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: The primary leased asset classes of the Company include real estate, dark fiber, colocation facilities and other equipment.
−Removed: The lease agreements include both lease and non-lease components, which the Company accounts for separately depending on the election made for each leased asset class.
−Removed: For real estate and dark fiber leased asset classes, the Company accounts for lease and non-lease components as a single lease component and includes all fixed payments in the measurement of lease liabilities and lease assets.
−Removed: For colocation facilities leased asset class, the Company accounts for lease and non-lease components separately including only the fixed lease payment component in the measurement of lease liabilities and lease assets.
In addition to fixed lease payments, certain of the Company’s lease agreements include variable lease payments which are tied to an index or rate such as the change in the Consumer Price Index.
22 unchanged sentences
Customer contract costs are deferred in other noncurrent assets for upfront costs incurred to obtain a customer contract and upfront costs to fulfill a customer contract, as further discussed below under the Customer Contract Costs accounting policy.
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
Revenue Recognition
8 unchanged sentences
Internet revenues consist primarily of data services, WiFi service fees and Internet installation fees.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
Residential video customers have the option to purchase additional tiers of services, as well as video-on-demand (“VOD”) programming and pay-per-view programming on a per-event basis.
17 unchanged sentences
In other service areas, the Company has entered into representation agreements under which another operator in the area will sell advertising on the Company’s behalf.
−Removed: For representation arrangements in which the Company controls the sale of advertising and acts as the principal to the transaction, the Company recognizes revenue earned from the advertising customer on a gross basis and the amount remitted to the distributor as an
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: operating expense.
+Added: For representation arrangements in which the Company controls the sale of advertising and acts as the principal to the transaction, the Company recognizes revenue earned from the advertising customer on a gross basis and the amount remitted to the distributor as an operating expense.
For other representation arrangements in which the Company does not control the sale of advertising and acts as an agent to the transaction, the Company recognizes revenue net of any fee remitted to the distributor.
2 unchanged sentences
Customers can purchase mobile equipment, including devices and accessory products, and have the option to pay for devices under interest-free monthly installment plans.
+Added: The Company does not impute interest on equipment installment plans sold through its direct channel as the inherent financing component is not considered significant based on the commercial objective of the plans, interest rates prevailing in the marketplace and credit risks of the Company's customers.
The sale of equipment is a separate performance obligation.
Revenue is recognized from the sale of equipment upon delivery and acceptance by the customer, as this is when control passes to the customer.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
The Company’s revenues by product line are as follows:
13 unchanged sentences
Fees imposed on the Company by various governmental authorities are passed through on a monthly basis to the Company’s customers and are periodically remitted to authorities.
−Removed: Fees of $ 1.1 billion, $ 1.1 billion and $ 1.0 billion for the years ended December 31, 2020, 2019 and 2018, respectively, are reported in video, voice, mobile and commercial revenues, on a gross basis with a corresponding operating expense because the Company is acting as a principal.
+Added: Fees of $ 1.1 billion for each of the years ended December 31, 2021, 2020 and 2019 are reported in video, voice, mobile and commercial revenues, on a gross basis with a corresponding operating expense because the Company is acting as a principal.
Certain taxes, such as sales taxes imposed on the Company’s customers, collected and remitted to state and local authorities, are recorded on a net basis because the Company is acting as an agent in such situations.
6 unchanged sentences
Judgment is required to determine whether provision of customer premise equipment, installation services, and additional service tiers are considered distinct and accounted for separately, or not distinct and accounted for together with the subscription services.
−Removed: Allocation of the transaction price to the distinct performance obligations in bundled residential service subscriptions requires judgment.
−Removed: The transaction price for a bundle of residential services is frequently less than the sum of the standalone selling prices of each individual service.
−Removed: The Company allocates the residential services bundle discount among the services to which
+Added: Allocation of the transaction price to the distinct performance obligations in bundled service subscriptions requires judgment.
+Added: The transaction price for a bundle of services is frequently less than the sum of the standalone selling prices of each individual service.
+Added: The Company allocates the bundle discount among the services to which the discount relates based on the relative standalone selling prices of those services.
+Added: When available, directly observable standalone selling prices are used for the revenue allocation.
+Added: When certain services are not sold standalone, judgment is applied to determine appropriate standalone selling price assumptions for a given class of customers receiving such service.
+Added: The Company believes residential and SMB non-refundable upfront installation fees charged to customers, over a certain dollar threshold considered material to the customer, result in a material right to renew the contract as such fees are not required to be paid upon subsequent renewals.
+Added: These residential and SMB upfront fees are deferred over the period the fee remains material to the customer, which the Company has estimated to be approximately six months.
+Added: Estimation of the period the fee remains material to the customer requires consideration of both quantitative and qualitative factors including average installation fee, average revenue per customer, and customer behavior, among others.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: the discount relates based on the relative standalone selling prices of those services.
−Removed: Standalone selling prices for the Company’s residential Internet and video services are directly observable, while standalone selling price for the Company’s residential voice service is estimated using the adjusted market assessment approach which relies upon information from peers and competitors who sell residential voice services individually.
−Removed: The Company believes residential and SMB non-refundable upfront installation fees charged to customers result in a material right to renew the contract as such fees are not required to be paid upon subsequent renewals.
−Removed: The residential and SMB upfront fee is deferred over the period the fee remains material to the customer, which the Company has estimated to be approximately six months.
−Removed: Estimation of the period the fee remains material to the customer requires consideration of both quantitative and qualitative factors including average installation fee, average revenue per customer, and customer behavior, among others.
Deferred Revenue Contract Liabilities
24 unchanged sentences
Certain programming contracts contain cash and non-cash consideration from the programmers.
−Removed: If consideration received does not
+Added: If consideration received does not relate to a separate product or service, the Company recognizes the consideration on a straight-line basis over the life of the programming agreement as a reduction of programming expense.
+Added: Programming costs included in the statements of operations were $ 11.8 billion, $ 11.4 billion and $ 11.3 billion for the years ended December 31, 2021, 2020 and 2019, respectively.
+Added: Advertising Costs
+Added: Advertising costs associated with marketing the Company’s products and services are generally expensed as costs are incurred.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: relate to a separate product or service, the Company recognizes the consideration on a straight-line basis over the life of the programming agreement as a reduction of programming expense.
−Removed: Programming costs included in the statements of operations were $ 11.4 billion, $ 11.3 billion and $ 11.1 billion for the years ended December 31, 2020, 2019 and 2018, respectively.
−Removed: Advertising Costs
−Removed: Advertising costs associated with marketing the Company’s products and services are generally expensed as costs are incurred.
Multiple-Element Transactions
5 unchanged sentences
Stock-Based Compensation
−Removed: Restricted stock, restricted stock units, stock options as well as equity awards with market conditions are measured at the grant date fair value and amortized to stock compensation expense over the requisite service period.
−Removed: The fair value of stock options is estimated on the date of grant using the Black-Scholes option-pricing model and the fair value of equity awards with market conditions is estimated on the date of grant using Monte Carlo simulations.
−Removed: The grant date weighted average assumptions used during the years ended December 31, 2020, 2019 and 2018, respectively, were:
−Removed: risk-free interest rate of 1.4 %, 2.5 % and 2.4 %;
−Removed: expected volatility of 27 %, 27 % and 25 %;
−Removed: and expected lives of 5.5 years, 4.9 years and 5.1 years.
−Removed: The Company’s volatility assumptions represent management’s best estimate and were based on historical volatility.
+Added: Restricted stock, restricted stock units and stock options are measured at the grant date fair value and amortized to stock compensation expense over the requisite service period.
+Added: The fair value of stock options is estimated on the date of grant using the Black-Scholes option-pricing model.
+Added: The grant date weighted average assumptions used during the years ended December 31, 2021, 2020 and 2019 were:
+Added: risk-free interest rate of 0.7 %, 1.4 % and 2.5 %, respectively;
+Added: expected lives of 5.9 years, 5.5 years and 4.9 years, respectively;
+Added: and expected volatility of 27 % for each year.
+Added: The Company’s volatility assumptions represent management’s best estimate and were based on a review of historical and implied volatility.
Expected lives were estimated using historical exercise data.
11 unchanged sentences
The impact on deferred taxes of changes in tax rates and tax law, if any, applied to the years during which temporary differences are expected to be settled, are reflected in the consolidated financial statements in the period of enactment.
−Removed: In determining the Company’s tax provision for financial reporting purposes, the Company establishes a reserve for uncertain tax
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: positions unless such positions are determined to be “more likely than not” of being sustained upon examination, based on their technical merits.
+Added: In determining the Company’s tax provision for financial reporting purposes, the Company establishes a reserve for uncertain tax positions unless such positions are determined to be “more likely than not” of being sustained upon examination, based on their technical merits.
There is considerable judgment involved in making such a determination.
3 unchanged sentences
Under this organizational and reporting structure, the Company has one reportable segment.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
Allowance for Doubtful Accounts
22 unchanged sentences
For valuation purposes, they are defined as the future economic benefits of the right to solicit and service potential customers (customer marketing rights), and the right to deploy and market new services to potential customers (service marketing rights).
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
Management estimates the fair value of franchise rights at the date of acquisition and determines if the franchise has a finite life or an indefinite life.
4 unchanged sentences
The units of accounting generally represent geographical clustering of the Company's cable systems into groups.
−Removed: The Company assesses qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that an indefinite lived intangible asset has been impaired.
+Added: The Company assesses qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: an indefinite lived intangible asset has been impaired.
If, after this optional qualitative assessment, the Company determines that it is not more likely than not that an indefinite lived intangible asset has been impaired, then no further quantitative testing is necessary.
3 unchanged sentences
After consideration of the qualitative factors in 2021, the Company concluded that it is more likely than not that the fair value of the franchise assets in each unit of accounting exceeds the carrying value of such assets and therefore did not perform a quantitative analysis at the assessment date.
−Removed: Periodically, the Company will elect to perform a quantitative analysis for impairment testing.
+Added: Periodically, the Company may elect to perform a quantitative analysis for impairment testing.
If the Company elects or is required to perform a quantitative analysis to test its franchise assets for impairment, the methodology described below is utilized.
21 unchanged sentences
The quantitative assessment considers whether the carrying amount of a reporting unit exceeds its fair value, in which case an impairment charge is recorded to the extent the reporting unit’s carrying value exceeds its fair value.
−Removed: As with the Company’s franchise impairment testing, in 2020 the Company elected to perform a qualitative goodwill
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: impairment assessment, which incorporated consideration of the same qualitative factors relevant to the Company's franchise impairment testing.
+Added: As with the Company’s franchise impairment testing, in 2021 the Company elected to perform a qualitative goodwill impairment assessment, which incorporated consideration of the same qualitative factors relevant to the Company's franchise impairment testing.
As a result of that assessment, the Company concluded that goodwill is not impaired.
3 unchanged sentences
The use of different valuation assumptions or definitions of franchises or customer relationships, such as our inclusion of the value of selling additional services to our current customers within customer relationships versus franchises, could significantly impact our valuations and any resulting impairment.
−Removed: Customer relationships are amortized on an accelerated sum of years’ digits method over useful lives of 8 - 15 years based on the period over which current customers are expected to generate cash flows.
+Added: Customer relationships are amortized on an accelerated sum of years’ digits
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: method over useful lives of 8 - 15 years based on the period over which current customers are expected to generate cash flows.
The Company periodically evaluates the remaining useful lives of its customer relationships to determine whether events or circumstances warrant revision to the remaining periods of amortization.
9 unchanged sentences
The wireless spectrum licenses are considered indefinite life intangible assets recorded in other noncurrent assets on the Company's consolidated balance sheets and payments (including deposits) are presented as an investing cash outflow on the Company’s statements of cash flows.
+Added: The Company elected to perform a qualitative impairment assessment in 2021 and concluded that its CBRS priority access licenses are not impaired.
As of December 31, 2021 and 2020, indefinite-lived and finite-lived intangible assets are presented in the following table:
10 unchanged sentences
$ 18,670 $ ( 14,376 ) $ 4,294 $ 18,650 $ ( 12,774 ) $ 5,876
+Added: Amortization expense related to customer relationships and other intangible assets for the years ended December 31, 2021, 2020 and 2019 was $ 1.6 billion, $ 1.9 billion and $ 2.2 billion, respectively.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: Amortization expense related to customer relationships and other intangible assets for the years ended December 31, 2020, 2019 and 2018 was $ 1.9 billion, $ 2.2 billion and $ 2.4 billion, respectively.
The Company expects amortization expense on its finite-lived intangible assets will be as follows.
5 unchanged sentences
Total investments $ 203 $ 313
−Removed: The Company’s equity-method investments consist of investments in companies that develop sports programming services;
+Added: The Company's investments include entities that provide media measurement and analytic services;
develop applications to improve the security, control and privacy of connected devices in homes and businesses for broadband network operators;
sell national advertisements on behalf of multi-video program distributors;
−Removed: provide programming on a video on demand, pay-per-view and subscription basis;
−Removed: and develop and deploy cloud-based software video user interfaces.
−Removed: The Company applies the equity method of accounting to these and other less significant equity-method investments, all of which are recorded in other noncurrent assets in the consolidated balance sheets as of December 31, 2020 and 2019.
−Removed: For the years ended December 31, 2020, 2019 and 2018, net losses from equity-method investments were $ 31 million, $ 137 million and $ 77 million, respectively, which were recorded in other expense, net in the consolidated statements of operations.
−Removed: Net losses from equity-method investments for the years ended December 31, 2020, 2019 and 2018 included impairments on equity investments of approximately $ 10 million, $ 121 million and $ 58 million, respectively.
+Added: and develop sports programming services.
+Added: Investments are accounted for under the equity method of accounting or as equity securities, all of which are recorded in other noncurrent assets in the consolidated balance sheets as of December 31, 2021 and 2020.
+Added: For the years ended December 31, 2021, 2020 and 2019, net losses from investments were $ 176 million, $ 31 million and $ 135 million, respectively, which were recorded in other expenses, net in the consolidated statements of operations.
+Added: Net losses from investments for the years ended December 31, 2021, 2020 and 2019 included impairments on equity investments of approximately $ 165 million, $ 10 million and $ 121 million, respectively.
The Company's equity-method investments balances reflected in the table above includes differences between the acquisition date fair value of certain investments acquired and the underlying equity in the net assets of the investee, referred to as a basis difference.
7 unchanged sentences
At the end of the lease term there is a mirrored put option for the SPE to sell the property to Charter and call option for Charter to purchase the property for a fixed purchase price.
+Added: In April 2020, the Company entered into a build-to-suit lease agreement with a second special purpose entity (“SPE Building 2”) to build the adjoining building and atrium, in the building complex for the new Charter headquarters.
+Added: Charter does not guarantee the financing for SPE Building 2.
+Added: The initial term of the lease is 15 years commencing February 26, 2022, with no termination options.
+Added: At the end of the lease term there is a put option for the SPE Building 2 to sell the property to Charter for a
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: In April 2020, the Company entered into a build-to-suit lease agreement with a second special purpose entity (“SPE Building 2”) to build the adjoining building and atrium, in the building complex for the new Charter headquarters.
−Removed: As of December 31, 2020, Charter does not guarantee the financing for SPE Building 2.
−Removed: The initial term of the lease is 15 years commencing February 26, 2022, with no termination options.
−Removed: At the end of the lease term there is a put option for the SPE Building 2 to sell the property to Charter for a fixed price.
−Removed: If SPE Building 2 does not exercise the put option and Company exercises its first renewal term there is call option for Charter to purchase property for a fixed purchase price in year 3 of the first renewal term.
−Removed: As the Company has determined that SPE Building 1 and SPE Building 2 (collectively, the "SPEs") are variable interest entities ("VIEs") of which the Company became the primary beneficiary upon the effectiveness of the arrangements in July 2018 and April 2020, respectively, the Company has consolidated the assets and liabilities of the SPEs in its consolidated balance sheets as of December 31, 2020 and 2019 as follows.
−Removed: Restricted cash $ 3 $ 66
+Added: If SPE Building 2 does not exercise the put option and the Company exercises its first renewal term there is call option for Charter to purchase property for a fixed purchase price in year 3 of the first renewal term.
+Added: As the Company has determined that SPE Building 1 and SPE Building 2 (collectively, the "SPEs") are VIEs of which the Company became the primary beneficiary upon the effectiveness of the arrangements in July 2018 and April 2020, respectively, the Company has consolidated the assets and liabilities of the SPEs in its consolidated balance sheets as of December 31, 2021 and 2020 as follows.
+Added: Current assets $ 5 $ 3
Property, plant and equipment $ 635 $ 490
18 unchanged sentences
$ 9,461 $ 8,867
−Removed: Operating lease expenses were $ 439 million and $ 428 million for the years ended December 31, 2020 and 2019, respectively, inclusive of $ 135 million and $ 130 million for the years ended December 31, 2020 and 2019, respectively, of both short-term lease costs and variable lease costs that were not included in the measurement of operating lease liabilities.
+Added: Operating lease expenses were $ 463 million, $ 439 million and $ 428 million for the years ended December 31, 2021, 2020 and 2019, respectively, inclusive of $ 140 million, $ 135 million and $ 130 million for the years ended December 31, 2021, 2020 and 2019, respectively, of both short-term lease costs and variable lease costs that were not included in the measurement of operating lease liabilities.
+Added: Cash paid for amounts included in the measurement of operating lease liabilities, recorded as operating cash flows in the statements of cash flows, were $ 327 million and $ 300 million for the years ended December 31, 2021 and 2020, respectively.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: Cash paid for amounts included in the measurement of operating lease liabilities, recorded as operating cash flows in the statements of cash flows, were $ 300 million and $ 288 million for the years ended December 31, 2020 and 2019, respectively.
Operating lease right-of-use assets obtained in exchange for operating lease obligations were $ 368 million and $ 378 million for the years ended December 31, 2021 and 2020, respectively.
25 unchanged sentences
CCO Holdings, LLC:
−Removed: 5.250 % senior notes due September 30, 2022
−Removed: $ — $ — $ 1,250 $ 1,241
−Removed: 5.125 % senior notes due February 15, 2023
−Removed: — — 1,000 995
4.000 % senior notes due March 1, 2023
$ 500 $ 499 $ 500 $ 498
−Removed: 5.125 % senior notes due May 1, 2023
−Removed: — — 1,150 1,145
−Removed: 5.750 % senior notes due September 1, 2023
−Removed: 5.750 % senior notes due January 15, 2024
−Removed: 5.875 % senior notes due April 1, 2024
−Removed: — — 1,700 1,690
−Removed: 5.375 % senior notes due May 1, 2025
5.750 % senior notes due February 15, 2026
3 unchanged sentences
5.875 % senior notes due May 1, 2027
−Removed: 800 796 800 796
5.125 % senior notes due May 1, 2027
12 unchanged sentences
2,900 2,927 2,900 2,928
−Removed: Charter Communications Operating, LLC:
−Removed: 3.579 % senior notes due July 23, 2020
+Added: 4.500 % senior notes due June 1, 2033
1,750 1,729 — —
+Added: 4.250 % senior notes due January 15, 2034
+Added: 2,000 1,982 — —
+Added: Charter Communications Operating, LLC:
4.464 % senior notes due July 23, 2022
9 unchanged sentences
1,250 1,242 1,250 1,241
+Added: 2.250 % senior notes due January 15, 2029
+Added: 1,250 1,240 — —
5.050 % senior notes due March 30, 2029
8 unchanged sentences
800 787 800 786
+Added: 3.500 % senior notes due June 1, 2041
+Added: 1,500 1,483 — —
+Added: 3.500 % senior notes due March 1, 2042
+Added: 1,350 1,331 — —
6.484 % senior notes due October 23, 2045
10 unchanged sentences
2,050 2,031 2,050 2,030
+Added: 3.900 % senior notes due June 1, 2052
+Added: 2,400 2,322 — —
6.834 % senior notes due October 23, 2055
500 495 500 495
+Added: 3.850 % senior notes due April 1, 2061
+Added: 1,850 1,809 1,350 1,339
+Added: 4.400 % senior notes due December 1, 2061
+Added: 1,400 1,389 — —
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: 3.850 % senior notes due April 1, 2061
+Added: 3.950 % senior notes due June 30, 2062
1,400 1,379 — —
1 unchanged sentence
Time Warner Cable, LLC:
−Removed: 5.000 % senior notes due February 1, 2020
−Removed: — — 1,500 1,503
−Removed: 4.125 % senior notes due February 15, 2021
4.000 % senior notes due September 1, 2021
23 unchanged sentences
Less current portion:
−Removed: 5.000% senior notes due February 1, 2020 — — ( 1,500 ) ( 1,503 )
−Removed: 3.579% senior notes due July 23, 2020 — — ( 2,000 ) ( 1,997 )
4.000% senior notes due September 1, 2021 — — ( 1,000 ) ( 1,008 )
+Added: 4.464% senior notes due July 23, 2022 ( 3,000 ) ( 2,997 ) — —
Long-term debt $ 88,198 $ 88,564 $ 81,143 $ 81,744
5 unchanged sentences
The Company has availability under the Charter Operating credit facilities of approximately $ 3.9 billion as of December 31, 2021.
−Removed: In 2020, CCO Holdings and CCO Holdings Capital Corp.
+Added: In 2021, CCO Holdings, LLC ("CCO Holdings") and CCO Holdings Capital Corp.
jointly issued $ 3.75 billion aggregate principal amount of senior unsecured notes at varying rates, prices and maturity dates, and Charter Operating and Charter Communications Operating Capital Corp.
1 unchanged sentence
The net proceeds were used to pay related fees and expenses and for general corporate purposes, including funding buybacks of Charter Class A common stock and Charter Holdings common units as well as repaying certain indebtedness.
+Added: In January 2022, CCO Holdings and CCO Holdings Capital Corp.
+Added: jointly issued $ 1.2 billion of 4.750 % senior unsecured notes due February 2032 at par.
+Added: The net proceeds were used for general corporate purposes, including to fund buybacks of Charter Class A common stock and Charter Holdings common units, to repay certain indebtedness and to pay related fees and expenses.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: During the years ended December 31, 2020 and 2019, the Company repurchased $ 10.7 billion and $ 1.35 billion, respectively, of various series of senior notes.
−Removed: Loss on extinguishment of debt consisted of the following for the years ended December 31, 2020 and 2019.
+Added: During the years ended December 31, 2021, 2020 and 2019, the Company repurchased $5.1 billion, $ 10.7 billion and $ 1.35 billion, respectively, of various series of senior notes.
+Added: Losses on extinguishment of debt are recorded in other expenses, net in the consolidated statements of operations and consisted of the following.
Year Ended December 31,
+Added: 2021 2020 2019
CCO Holdings notes redemption
2 unchanged sentences
Charter Operating credit facility refinancing
−Removed: $ ( 143 ) $ ( 25 )
+Added: Loss on extinguishment of debt $ ( 144 ) $ ( 143 ) $ ( 25 )
CCO Holdings Notes
20 unchanged sentences
The above limitations in certain circumstances regarding incurrence of debt, payment of dividends and making investments contained in the indentures of CCO Holdings permit CCO Holdings and its restricted subsidiaries to perform the above, so long as, after giving pro forma effect to the above, the leverage ratio would be below a specified level for the issuer.
−Removed: The leverage ratio under the indentures is 6.0 to 1.0 .
+Added: The maximum total leverage ratio under the indentures is 6.0 to 1.0 .
The leverage ratio was 4.1 as of December 31, 2021.
22 unchanged sentences
Pricing on term loan B-2 is LIBOR plus 1.75 %;
−Removed: • a revolving loan allowing for borrowings of up to $ 4.75 billion, $ 249 million maturing on March 31, 2023 and $ 4.5 billion maturing on February 1, 2025.
+Added: • a revolving loan with an outstanding balance of $850 million and allowing for borrowings of up to $ 4.75 billion, $ 249 million maturing on March 31, 2023 and $ 4.5 billion maturing on February 1, 2025.
Pricing on the revolving loan is LIBOR plus 1.50 % with a commitment fee of 0.30 % on the portion maturing in 2023 and LIBOR plus 1.25 % with a commitment fee of 0.20 % on the portion maturing in 2025.
10 unchanged sentences
Additionally, the Charter Operating credit facilities provisions contain an allowance for restricted payments with certain limitations.
−Removed: The Charter Operating credit facilities permit Charter Operating and its subsidiaries to make distributions to pay interest on the currently outstanding subordinated and parent company indebtedness, provided that,
+Added: The Charter Operating credit facilities permit Charter Operating and its subsidiaries
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: among other things, no default has occurred and is continuing under the Charter Operating credit facilities.
+Added: to make distributions to pay interest on the currently outstanding subordinated and parent company indebtedness, provided that, among other things, no default has occurred and is continuing under the Charter Operating credit facilities.
The Charter Operating credit facilities also contain customary events of default.
20 unchanged sentences
However, without regard to leverage, during any calendar year or any portion thereof during which the borrower is a flow-through entity for tax purposes, and so long as no event of default exists, the borrower may make distributions to the equity interests of the borrower in an amount sufficient to make permitted tax payments.
−Removed: In addition to the limitation on distributions under the various indentures, distributions by the Company’s subsidiaries may be limited by applicable law, including the Delaware Limited Liability Company Act, under which the Company’s subsidiaries may make distributions if they have “surplus” as defined in the act.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: Liquidity and Future Principal Payments
+Added: In addition to the limitation on distributions under the various indentures, distributions by the Company’s subsidiaries may be limited by applicable law, including the Delaware Limited Liability Company Act, under which the Company’s subsidiaries may make distributions if they have “surplus” as defined in the act.
+Added: Liquidity and Future Principal and Interest Payments
The Company continues to have significant amounts of debt, and its business requires significant cash to fund principal and interest payments on its debt, capital expenditures and ongoing operations.
−Removed: As set forth below, the Company has significant future principal payments.
+Added: As set forth below, the Company has significant future principal and interest payments.
The Company continues to monitor the capital markets, and it expects to undertake refinancing transactions and utilize free cash flow and cash on hand to further extend or reduce the maturities of its principal obligations.
The timing and terms of any refinancing transactions will be subject to market conditions.
−Removed: Based upon outstanding indebtedness as of December 31, 2020, the amortization of term loans, and the maturity dates for all senior and subordinated notes, total future principal payments on the total borrowings under all debt agreements are as follows:
+Added: Interest payments on variable debt are estimated using amounts outstanding at December 31, 2021 and the average implied forward LIBOR rates applicable for the quarter during the interest rate reset based on the yield curve in effect at December 31, 2021.
+Added: Actual interest payments will differ based on actual LIBOR rates and actual amounts outstanding for applicable periods.
+Added: Based upon outstanding indebtedness as of December 31, 2021, the amortization of term loans, and the maturity dates for all senior and subordinated notes, total future principal and interest payments on the total borrowings under all debt agreements are as follows.
+Added: Principal Interest
+Added: 2022 $ 3,277 $ 4,166
+Added: 2023 1,936 4,066
+Added: 2024 2,265 3,996
+Added: 2025 10,670 3,802
+Added: 2026 788 3,654
Thereafter 72,262 42,667
+Added: $ 91,198 $ 62,351
CHARTER COMMUNICATIONS, INC.
6 unchanged sentences
Charter’s Class B common stock represents the share issued to A/N.
−Removed: One share of Charter’s Class B common stock has a number of votes reflecting the voting power of the Charter Holdings common units and Charter Holdings convertible preferred units held by A/N as of the applicable record date on an if-converted, if-exchanged basis, and is generally intended to reflect A/N’s economic interests in Charter Holdings.
+Added: One share of Charter’s Class B common stock has a number of votes reflecting the voting power of the Charter Holdings common units held by A/N as of the applicable record date on an as-exchanged basis, and is generally intended to reflect A/N’s economic interests in Charter Holdings.
The following table summarizes our shares outstanding for the three years ended December 31, 2021:
6 unchanged sentences
BALANCE, December 31, 2019 209,975,963 1
+Added: Issuance of equity 55,294 —
Exercise of stock options 3,160,065 —
3 unchanged sentences
BALANCE, December 31, 2020 193,730,992 1
−Removed: Issuance of equity 55,294 —
Exercise of stock options 1,568,488 —
3 unchanged sentences
BALANCE, December 31, 2021 172,741,236 1
−Removed: In March 2020, pursuant to the terms of the Amended and Restated Stockholders Agreement with Liberty Broadband Corporation (“Liberty Broadband”), A/N and Charter, dated May 23, 2015, Charter, Liberty and A/N closed on transactions in which Liberty Broadband and A/N exercised their preemptive right to purchase 35,112 and 20,182 shares, respectively, of Charter Class A common stock for a total purchase price of approximately $ 23 million.
Share Repurchases
7 unchanged sentences
23,227,642 $ 15,431 20,219,461 $ 11,217 17,386,100 $ 6,873
+Added: Share buybacks above include shares of Charter Class A common stock purchased from Liberty Broadband Corporation (“Liberty Broadband”) pursuant to the LBB Letter Agreement as follows (see Note 21).
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: As of December 31, 2020, Charter had remaining board authority to purchase an additional $ 1.5 billion of Charter’s Class A common stock and/or Charter Holdings common units.
+Added: Year Ended December 31, 2021
+Added: Number of shares purchased 6,077,664
+Added: Amount of shares purchased $ 4,179
+Added: In January 2022, the Company purchased from Liberty Broadband an additional 0.5 million shares of Charter Class A common stock for approximately $ 341 million.
+Added: As of December 31, 2021, Charter had remaining board authority to purchase an additional $ 1.9 billion of Charter’s Class A common stock and/or Charter Holdings common units, excluding purchases from Liberty Broadband.
The Company also withholds shares of its Class A common stock in payment of income tax withholding owed by employees upon vesting of equity awards as well as exercise costs owed by employees upon exercise of stock options.
+Added: In March 2020, pursuant to the terms of the Amended and Restated Stockholders Agreement with Liberty Broadband, A/N and Charter, dated May 23, 2015 (the "Stockholders Agreement"), Charter, Liberty and A/N closed on transactions in which Liberty Broadband and A/N exercised their preemptive right to purchase 35,112 and 20,182 shares, respectively, of Charter Class A common stock for a total purchase price of approximately $ 23 million.
At the end of each fiscal year, Charter’s board of directors approves the retirement of the then currently outstanding treasury stock and those shares were retired as of December 31, 2021 and 2020.
4 unchanged sentences
The Company is a holding company whose principal asset is a controlling equity interest in Charter Holdings, the indirect owner of the Company’s cable systems.
−Removed: Noncontrolling interests on the Company’s balance sheet primarily includes A/N’s equity interests in Charter Holdings, which is comprised of a common ownership interest and a convertible preferred ownership interest.
+Added: Noncontrolling interests on the Company’s balance sheet primarily includes A/N’s equity interests in Charter Holdings, which is comprised of a common ownership interest and prior to June 18, 2021, a convertible preferred ownership interest.
+Added: On June 18, 2021, the Company caused the conversion of all of A/N's 25 million Charter Holdings convertible preferred units into Charter Holdings common units.
+Added: Each preferred unit was converted into 0.37334 Charter Holdings common unit, representing a conversion price of $ 267.85 per unit, based on a conversion feature as defined in the Limited Liability Company Agreement of Charter Holdings, resulting in the issuance of a total of 9.3 million common units to A/N.
+Added: The convertible preferred units had a face amount of $ 2.5 billion and paid a 6 % annual preferred dividend which was paid quarterly in cash.
+Added: Net income of Charter Holdings attributable to A/N's preferred noncontrolling interest for financial reporting purposes was based on the preferred dividend which was $ 70 million for the year ended December 31, 2021 and $ 150 million for each of the years ended December 31, 2020 and 2019.
As of December 31, 2021, A/N held 21.3 million Charter Holdings common units which are exchangeable at any time into either Charter Class A common stock on a one-for-one basis, or, at Charter’s option, cash, based on the then current market price of Charter Class A common stock.
−Removed: Net income of Charter Holdings attributable to A/N’s common noncontrolling interest for financial reporting purposes is based on the weighted average effective common ownership interest of approximately 8 % and was $ 303 million, $ 173 million and $ 125 million for the years ended December 31, 2020, 2019 and 2018, respectively.
+Added: Net income of Charter Holdings attributable to A/N’s common noncontrolling interest for financial reporting purposes is based on the weighted average effective common ownership interest of approximately 7 % prior to the conversion of the preferred units and 11 % after conversion during 2021 and 8 % during 2020 and 2019, and was $ 594 million, $ 303 million and $ 173 million for the years ended December 31, 2021, 2020 and 2019, respectively.
Charter Holdings is required to make quarterly cash tax distributions (with annual true-ups) on a pro rata basis to its partners based on the partner with the highest proportionate cash tax requirement.
1 unchanged sentence
Charter Holdings distributed $ 4 million, $ 3 million and $ 2 million to A/N as a pro rata tax distribution on its common units during the years ended December 31, 2021, 2020 and 2019, respectively.
−Removed: The following table represents Charter Holdings' purchase of Charter Holdings common units from A/N pursuant to the Letter Agreement (see Note 20) and the effect on total shareholders' equity during the years ended December 31, 2020, 2019 and 2018.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: The following table represents Charter Holdings' purchase of Charter Holdings common units from A/N pursuant to the A/N Letter Agreement (see Note 21) and the effect on total shareholders' equity during the years ended December 31, 2021, 2020 and 2019.
Year Ended December 31,
5 unchanged sentences
Decrease in additional paid-in-capital, net of tax $ ( 1,077 ) $ ( 606 ) $ ( 240 )
−Removed: Total shareholders' equity was also adjusted during the years ended December 31, 2020, 2019 and 2018 due to changes in Charter Holdings' ownership as follows.
+Added: Total shareholders' equity was also adjusted during the years ended December 31, 2021, 2020 and 2019 due to changes in Charter Holdings' ownership, including the impact of the preferred unit conversion discussed above, as follows.
Year Ended December 31,
2 unchanged sentences
Increase in additional paid-in-capital, net of tax $ 1,625 $ 403 $ 170
−Removed: As of December 31, 2020, A/N also held 25 million Charter Holdings convertible preferred units with a face amount of $ 2.5 billion that pays a 6 % annual preferred dividend.
−Removed: The 6 % annual preferred dividend is paid quarterly in cash, if and when
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: declared, provided that, if dividends are suspended at any time, the dividends will accrue until they are paid.
−Removed: Net income (loss) of Charter Holdings attributable to A/N's preferred noncontrolling interest for financial reporting purposes is based on the preferred dividend which was $ 150 million for each of the years ended December 31, 2020, 2019 and 2018.
−Removed: Each convertible preferred unit is convertible into either 0.37334 of a Charter Holdings common unit (if then held by A/N) or 0.37334 of a share of Charter Class A common stock (if then held by a third party), representing a conversion price of $ 267.85 per unit, based on a conversion feature as defined in the Limited Liability Company Agreement of Charter Holdings.
−Removed: After May 18, 2021, Charter may redeem the convertible preferred units if the price of Charter Class A common stock exceeds 130 % of the conversion price, or $ 348.205 per unit for 20 days in a 30 day period.
−Removed: These Charter Holdings common and convertible preferred units held by A/N are recorded in noncontrolling interests as permanent equity in the consolidated balance sheet.
+Added: As a result of the preferred unit conversion, the preferred noncontrolling interest carrying amount of $ 3.2 billion was reclassified to common noncontrolling interest and remeasured to $ 2.0 billion representing the relative effective Charter Holdings common ownership amount in all Charter Holdings partnership capital account balances resulting in a $ 1.2 billion reclass from noncontrolling interest to additional paid-in capital.
+Added: A deferred tax liability of $ 300 million was recorded with the offset to additional paid-in capital as part of the Charter Holdings ownership change equity adjustments.
Accounting for Derivative Instruments and Hedging Activities
5 unchanged sentences
In April 2019, the Company entered into a collateral holiday agreement for 60 % of both the 2031 and 2042 cross-currency swaps, which eliminates the requirement to post collateral for three years , as well as a ten year collateral cap on the remaining 40 % of the cross-currency swaps which limits the required collateral posting on that 40 % of the cross-currency swaps to $ 150 million.
+Added: In March 2021, the collateral holiday for 20 % of the swaps was extended to November 2022 in consideration for the Company's agreement to post collateral over a threshold amount on that 20 % portion of the swaps from March 2021 through October 2021.
The fair value of the Company's cross-currency derivatives was $ 290 million and $ 184 million and is included in other long-term liabilities on its consolidated balance sheets as of December 31, 2021 and 2020, respectively.
−Removed: The Company’s derivative instruments are not designated as hedges and are marked to fair value each period, with the impact recorded as a gain or loss on financial instruments, net in the consolidated statements of operations.
+Added: The Company’s derivative instruments are not designated as hedges and are marked to fair value each period, with the impact recorded as a gain or loss on financial instruments in the consolidated statements of operations in other expenses, net.
While these derivative instruments are not designated as hedges for accounting purposes, management continues to believe such instruments are closely correlated with the respective debt, thus managing associated risk.
−Removed: The effect of financial instruments on the consolidated statements of operations is presented in the table below.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: The effect of financial instruments are recorded in other expenses, net in the consolidated statements of operations and consisted of the following.
Year Ended December 31,
2021 2020 2019
−Removed: Gain (Loss) on Financial Instruments, Net:
Change in fair value of cross-currency derivative instruments $ ( 106 ) $ 40 $ 13
−Removed: $ 40 $ 13 $ ( 212 )
Foreign currency remeasurement of Sterling Notes to U.S.
−Removed: ( 55 ) ( 67 ) 102
−Removed: $ ( 15 ) $ ( 54 ) $ ( 110 )
+Added: dollars 20 ( 55 ) ( 67 )
+Added: Loss on financial instruments, net $ ( 86 ) $ ( 15 ) $ ( 54 )
Fair Value Measurements
3 unchanged sentences
• Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement.
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
Financial Assets and Liabilities
2 unchanged sentences
Accordingly, the estimates presented in the accompanying consolidated financial statements are not necessarily indicative of the amounts the Company would realize in a current market exchange.
−Removed: The carrying amounts of cash and cash equivalents, restricted cash, receivables, payables and other current assets and liabilities approximate fair value because of the short maturity of those instruments.
−Removed: Financial instruments accounted for at fair value on a recurring basis and classified within Level 2 of the valuation hierarchy include the Company's cross-currency derivative instruments and were valued at $ 184 million and $ 224 million as of December 31, 2020 and 2019, respectively.
+Added: The carrying amounts of cash and cash equivalents, receivables, payables and other current assets and liabilities approximate fair value because of the short maturity of those instruments.
+Added: As of December 31, 2021 and 2020, accounts receivable, net on the consolidated balance sheets includes approximately $ 391 million and $ 338 million of current equipment installment plan receivables, respectively, and other noncurrent assets includes approximately $ 189 million and $ 134 million of noncurrent equipment installment plan receivables, respectively.
+Added: Financial instruments accounted for at fair value on a recurring basis and classified within Level 2 of the valuation hierarchy include the Company's cross-currency derivative instruments which are recorded in other-long term liabilities on the consolidated balance sheets and were valued at $ 290 million and $ 184 million as of December 31, 2021 and 2020, respectively.
The estimated fair value of the Company’s senior notes and debentures as of December 31, 2021 and 2020 is based on quoted market prices in active markets and is classified within Level 1 of the valuation hierarchy, while the estimated fair value of the Company’s credit facilities is based on quoted market prices in inactive markets and is classified within Level 2.
The carrying amount of the consolidated variable interest entity's mortgage note liability approximates fair value.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
A summary of the carrying value and fair value of the Company’s debt at December 31, 2021 and 2020 is as follows:
18 unchanged sentences
Programming costs consist primarily of costs paid to programmers for basic, premium, digital, video on demand and pay-per-view programming.
−Removed: Regulatory, connectivity and produced content costs represent payments to franchise and regulatory
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: authorities, costs directly related to providing video, Internet and voice services as well as payments for sports, local and news content produced by the Company.
+Added: Regulatory, connectivity and produced content costs represent payments to franchise and regulatory authorities, costs directly related to providing video, Internet and voice services as well as payments for sports, local and news content produced by the Company.
Included in regulatory, connectivity and produced content costs is content acquisition costs for the Los Angeles Lakers’ basketball games and Los Angeles Dodgers’ baseball games, which are recorded as games are exhibited over the contract period.
3 unchanged sentences
Other includes corporate overhead, advertising sales expenses, indirect costs associated with the Company’s enterprise business customers and regional sports and news networks, property tax and insurance expense and stock compensation expense, among others.
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
Other Operating Expenses, Net
6 unchanged sentences
Special charges, net
−Removed: Special charges, net primarily includes employee termination costs and net amounts of litigation settlements.
−Removed: During 2018, special charges, net also includes $ 97 million in merger and restructuring costs and a $ 22 million charge related to the Company's withdrawal liability from a multiemployer pension plan.
+Added: Special charges, net primarily includes net amounts of litigation settlements, including the $ 220 million tentative settlement with Sprint Communications Company L.P.
+Added: ("Sprint") and T-Mobile USA, Inc.
+Added: ("T-Mobile") for the year ended December 31, 2021 discussed in Note 22, and employee termination costs.
(Gain) loss on sale of assets, net
−Removed: (Gain) loss on sale of assets, net represents the net gain or loss recognized on the sales and disposals of fixed assets including a $ 42 million and $ 75 million impairment of non-strategic assets during the years ended December 31, 2019 and 2018, respectively.
+Added: (Gain) loss on sale of assets, net represents the net (gain) loss recognized on the sales and disposals of fixed assets and cable systems including $ 36 million and $ 42 million impairments of non-strategic assets held for sale during the years ended December 31, 2021 and 2019, respectively.
+Added: Other Expenses, Net
+Added: Other expenses, net consist of the following for the periods presented:
+Added: Year Ended December 31,
+Added: 2021 2020 2019
+Added: Loss on extinguishment of debt (see Note 9) $ ( 144 ) $ ( 143 ) $ ( 25 )
+Added: Loss on financial instruments, net (see Note 12) ( 86 ) ( 15 ) ( 54 )
+Added: Other pension benefits (costs), net (see Note 23) 305 ( 66 ) ( 69 )
+Added: Loss on equity investments, net (see Note 6) ( 176 ) ( 31 ) ( 135 )
+Added: $ ( 101 ) $ ( 255 ) $ ( 283 )
Stock Compensation Plans
3 unchanged sentences
Stock options and restricted stock units generally cliff vest three years from the date of grant.
−Removed: Certain stock options and restricted stock units vest based on achievement of stock price hurdles.
Stock options generally expire ten years from the grant date and restricted stock units have no voting rights.
72 unchanged sentences
Income tax expense $ ( 1,068 ) $ ( 626 ) $ ( 439 )
−Removed: On March 18, 2020, the Families First Coronavirus Response Act ("FFCR Act"), and on March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") were each enacted in response to the COVID-19 pandemic.
−Removed: The FFCR Act and the CARES Act contain numerous tax provisions, such as deferring payroll tax payments, establishing a credit for the retention of certain employees, relaxing limitations on the deductibility of interest, and updating the definition of qualified improvement property.
−Removed: This legislation currently has no material impact to income tax expense on the Company’s financial statements.
The Company’s effective tax rate differs from that derived by applying the applicable federal income tax rate of 21 % for the years ended December 31, 2021, 2020 and 2019 as follows:
9 unchanged sentences
Tax rate changes 191 33 15
−Removed: Other 1 12 ( 9 )
Income tax expense $ ( 1,068 ) $ ( 626 ) $ ( 439 )
21 unchanged sentences
In evaluating the need for a valuation allowance, management takes into account various factors, including the expected level of future taxable income, available tax planning strategies and reversals of existing taxable temporary differences.
−Removed: As of December 31, 2020 and 2019, approximately $ 9 million and $ 9 million, respectively, of the valuation allowance is associated with federal capital loss carryforwards and $ 23 million and $ 37 million, respectively, is associated with state tax loss carryforwards and other miscellaneous deferred tax assets.
+Added: As of December 31, 2021 and 2020, approximately $ 13 million and $ 9 million, respectively, of the valuation allowance is associated with federal capital loss carryforwards and $ 23 million for both time periods is associated with state tax loss carryforwards and other miscellaneous deferred tax assets.
Net Operating Loss Carryforwards
−Removed: As of December 31, 2020, Charter had approximately $ 5.3 billion of federal tax net operating loss carryforwards resulting in a gross deferred tax asset of approximately $ 1.1 billion.
+Added: As of December 31, 2021, Charter had approximately $ 714 million of federal tax net operating loss carryforwards resulting in a gross deferred tax asset of approximately $ 150 million.
Federal tax net operating loss carryforwards expire in the years 2034 through 2035.
2 unchanged sentences
State tax net operating loss carryforwards generally expire in the years 2022 through 2041.
−Removed: Upon closing of the merger with TWC in 2016, Charter experienced a third “ownership change” as defined in Section 382 of the Internal Revenue Code;
−Removed: resulting in a third set of limitations on Charter’s use of its existing federal and state net operating losses, capital losses, and tax credit carryforwards.
−Removed: Both the first ownership change limitations that applied as a result of Charter’s emergence from bankruptcy in 2009 and second ownership change limitations that applied as a result of Liberty Media Corporation’s purchase in 2013 of a 27 % beneficial interest in Charter will also continue to apply.
After December 31, 2021, $ 714 million of Charter's federal tax loss carryforwards are subject to Section 382 and other restrictions.
Pursuant to these restrictions, Charter estimates that approximately $ 229 million annually over each of the next three years of federal tax loss carryforwards should become unrestricted and available for Charter’s use.
−Removed: Since the limitation amounts accumulate for future use to the extent they are not utilized in any given year, Charter believes its loss carryforwards should become fully available to offset future taxable income.
−Removed: Charter’s state loss carryforwards are subject to similar, but varying, limitations on their future
+Added: Charter’s state loss carryforwards are subject to similar, but varying, limitations on their future use.
+Added: Tax Receivable Agreement
+Added: Under the LLC Agreement, A/N has the right to exchange at any time some or all of its common units in Charter Holdings for Charter’s Class A common stock or cash, at Charter’s option.
+Added: Pursuant to a Tax Receivable Agreement ("TRA") between Charter and A/N, Charter must pay to A/N 50 % of the tax benefit when realized by Charter from the step-up in tax basis resulting from any future exchange or sale of the preferred and common units.
+Added: Charter did not record a liability for this obligation as of the acquisition date since the tax benefit is dependent on uncertain future events that are outside of Charter’s
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: If Charter was to experience another “ownership change” in the future, its ability to use its loss carryforwards could be subject to further limitations.
−Removed: Tax Receivable Agreement
−Removed: Under the LLC Agreement, A/N has rights to:
−Removed: (1) convert at any time some or all of its preferred units in Charter Holdings for common units in Charter Holdings, and (2) exchange at any time some or all of its common units in Charter Holdings for Charter’s Class A common stock or cash, at Charter’s option.
−Removed: Pursuant to a Tax Receivable Agreement ("TRA") between Charter and A/N, Charter must pay to A/N 50 % of the tax benefit when realized by Charter from the step-up in tax basis resulting from any future exchange or sale of the preferred and common units.
−Removed: Charter did not record a liability for this obligation as of the acquisition date since the tax benefit is dependent on uncertain future events that are outside of Charter’s control, such as the timing of a conversion or exchange.
+Added: control, such as the timing of a conversion or exchange.
A future exchange or sale is not based on a fixed and determinable date and the exchange or sale is not certain to occur.
12 unchanged sentences
BALANCE, December 31, 2020 298
−Removed: Additions on prior year tax positions 28
+Added: Activity on prior year tax positions ( 5 )
Additions on current year tax positions 94
3 unchanged sentences
Interest and penalties included in other long-term liabilities on the accompanying consolidated balance sheets of the Company were $ 76 million and $ 63 million as of December 31, 2021 and 2020, respectively.
−Removed: No tax years for Charter are currently under examination by the Internal Revenue Service ("IRS") for income tax purposes.
−Removed: Charter's 2016 through 2020 tax years remain open for examination and assessment.
+Added: Charter is currently under examination by the Internal Revenue Service ("IRS") for income tax purposes for 2019.
+Added: Charter's 2016, 2018 and 2020 tax years remain open for examination and assessment.
+Added: Charter’s 2017 tax year remains open solely for purposes of loss and credit carryforwards.
Charter’s short period return dated May 17, 2016 (prior to the merger with TWC and acquisition of Bright House Networks, LLC ("Bright House")) and prior years remain open solely for purposes of examination of Charter’s loss and credit carryforwards.
−Removed: The IRS is currently examining Charter Holdings’ income tax return for 2016.
−Removed: Charter Holdings’ 2017 through 2020 tax years remain open for examination and assessment.
+Added: The IRS is currently examining Charter Holdings’ income tax return for 2016 and 2019.
+Added: Charter Holdings’ 2018 and 2020 tax years remain open for examination and assessment, while 2017 remains open solely for purposes of credit carryforwards.
The IRS is currently examining TWC’s income tax returns for 2011 through 2014.
3 unchanged sentences
federal and certain state income tax returns of Time Warner.
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: IRS has examined Time Warner’s 2008 through 2010 income tax returns and the results are under appeal.
+Added: The IRS has examined Time Warner’s 2008 through 2010 income tax returns and the results are under appeal.
The Company does not anticipate that these examinations will have a material impact on the Company’s consolidated financial position or results of operations.
3 unchanged sentences
Basic earnings per common share is computed by dividing net income attributable to Charter shareholders by the weighted average number of shares of common stock outstanding during the period.
−Removed: Diluted earnings per common share considers the impact of potentially dilutive securities using the treasury stock and if-converted methods and is based on the weighted average number of shares used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options, restricted stock, restricted stock units, equity awards with market conditions and Charter Holdings convertible preferred units and common units.
−Removed: Charter Holdings common and convertible preferred units of 26 million, 29 million and 31 million for the years ended December 31, 2020, 2019 and 2018, respectively, were not included in the computation of diluted earnings per share as their effect would have been antidilutive.
+Added: Diluted earnings per common share considers the
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: impact of potentially dilutive securities using the treasury stock and if-converted methods and is based on the weighted average number of shares used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options, restricted stock, restricted stock units, equity awards with market conditions and Charter Holdings convertible preferred units and common units.
+Added: Charter Holdings common units of 19 million for the year ended December 31, 2021 and Charter Holdings common and convertible preferred units of 26 million and 29 million for the years ended December 31, 2020 and 2019, respectively, were not included in the computation of diluted earnings per share as their effect would have been antidilutive.
The following is the computation of diluted earnings per common share for the years presented.
2 unchanged sentences
Net income attributable to Charter shareholders $ 4,654 $ 3,222 $ 1,668
+Added: Effect of dilutive securities:
+Added: Charter Holdings convertible preferred units 70 — —
+Added: Net income attributable to Charter shareholders after assumed conversions $ 4,724 $ 3,222 $ 1,668
Weighted average common shares outstanding, basic 183,669,369 203,316,483 219,506,735
1 unchanged sentence
Assumed exercise or issuance of shares relating to stock plans 5,052,041 5,956,764 4,279,645
+Added: Weighted average Charter Holdings convertible preferred units 4,321,538 — —
Weighted average common shares outstanding, diluted 193,042,948 209,273,247 223,786,380
2 unchanged sentences
Comprehensive Income
−Removed: The following table sets forth the consolidated statements of comprehensive income for the years ended December 31, 2020, 2019 and 2018.
+Added: Comprehensive income equaled net income attributable to Charter shareholders for the years ended December 31, 2021 and 2020.
+Added: The following table sets forth the consolidated statements of comprehensive income for the year ended December 31, 2019.
Year Ended December 31, 2019
−Removed: 2020 2019 2018
Consolidated net income $ 1,992
1 unchanged sentence
Consolidated comprehensive income
−Removed: 3,676 1,994 1,505
Comprehensive income attributable to noncontrolling interests
−Removed: ( 454 ) ( 324 ) ( 276 )
Comprehensive income attributable to Charter shareholders
−Removed: $ 3,222 $ 1,670 $ 1,229
Related Party Transactions
The following sets forth certain transactions in which the Company and the directors, executive officers, and affiliates of the Company are involved or, in the case of the management arrangements, subsidiaries that are debt issuers that pay certain of their parent companies for services.
+Added: Charter is a party to management arrangements with its subsidiary, Spectrum Management Holding Company, LLC ("Spectrum Management") and certain of their subsidiaries.
+Added: Under these agreements, Charter, Spectrum Management and Charter Communications Holding Company, LLC ("Charter Holdco") provide management services for the cable systems owned or operated by their subsidiaries.
+Added: Costs associated with providing these services are charged directly to the Company’s operating
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: Charter is a party to management arrangements with one of its subsidiaries, Spectrum Management Holding Company, LLC ("Spectrum Management") and certain of their subsidiaries.
−Removed: Under these agreements, Charter, Spectrum Management and Charter Holdco provide management services for the cable systems owned or operated by their subsidiaries.
−Removed: Costs associated with providing these services are charged directly to the Company’s operating subsidiaries.
+Added: subsidiaries.
All other costs incurred on behalf of Charter’s operating subsidiaries are considered a part of the management fee.
2 unchanged sentences
Liberty Broadband and A/N
−Removed: Under the terms of the Amended and Restated Stockholders Agreement with Liberty Broadband, A/N and Legacy Charter, dated May 23, 2015, (the “Stockholders Agreement”), the number of Charter’s directors is fixed at 13, and includes its CEO.
+Added: Under the terms of the Stockholders Agreement, the number of Charter’s directors is fixed at 13, and includes its CEO.
Two designees selected by A/N are members of the board of directors of Charter and three designees selected by Liberty Broadband are members of the board of directors of Charter.
4 unchanged sentences
Thomas Rutledge, the Company’s CEO, is the chairman of the board of Charter.
−Removed: In December 2017, Charter and A/N entered into an amendment to the letter agreement (the “Letter Agreement”) that requires A/N to sell to Charter or to Charter Holdings, on a monthly basis, a number of shares of Charter Class A common stock or Charter Holdings common units that represents a pro rata participation by A/N and its affiliates in any repurchases of shares of Charter Class A common stock from persons other than A/N effected by Charter during the immediately preceding calendar month, at a purchase price equal to the average price paid by Charter for the shares repurchased from persons other than A/N during such immediately preceding calendar month.
+Added: In December 2016, Charter and A/N entered into a letter agreement, as amended in December 2017 (the “A/N Letter Agreement”) that requires A/N to sell to Charter or to Charter Holdings, on a monthly basis, a number of shares of Charter Class A common stock or Charter Holdings common units that represents a pro rata participation by A/N and its affiliates in any repurchases of shares of Charter Class A common stock from persons other than A/N effected by Charter during the immediately preceding calendar month, at a purchase price equal to the average price paid by Charter for the shares repurchased from persons other than A/N during such immediately preceding calendar month.
A/N and Charter both have the right to terminate or suspend the pro rata repurchase arrangement on a prospective basis.
1 unchanged sentence
See Note 18 for more information.
−Removed: John Malone, a director emeritus of Charter and Chairman of the board of directors and holder of 45.8 % of voting interest in Liberty Broadband, also serves on the board of directors of Qurate Retail, Inc.
−Removed: As reported in Qurate's SEC filings, Dr.
−Removed: Malone owns approximately 1.2 million shares of the Series A common stock and approximately 27.7 million shares of the Series B common stock of Qurate and has a 40.9 % voting interest in Qurate for the election of directors.
+Added: In February 2021, Charter and Liberty Broadband entered into a letter agreement (the “LBB Letter Agreement”).
+Added: The LBB Letter Agreement implements Liberty Broadband’s obligations under the Stockholders Agreement to participate in share repurchases by Charter.
+Added: Under the LBB Letter Agreement, Liberty Broadband will sell to Charter, generally on a monthly basis, a number of shares of Charter Class A common stock representing an amount sufficient for Liberty Broadband’s ownership of Charter to be reduced such that it does not exceed the ownership cap then applicable to Liberty Broadband under the Stockholders Agreement at a purchase price per share equal to the volume weighted average price per share paid by Charter for shares repurchased during such immediately preceding calendar month other than (i) purchases from A/N, (ii) purchases in privately negotiated transactions or (iii) purchases for the withholding of shares of Charter Class A common stock pursuant to equity compensation programs of Charter.
+Added: Gregory Maffei, a director of Charter and President and CEO and director and holder of 12.6 % voting interest in Liberty Broadband, is Chairman of the board of directors of Qurate Retail, Inc.
+Added: ("Qurate") and Dr.
+Added: John Malone, a director emeritus of Charter and Chairman of the board of directors and holder of 45.8 % of voting interest in Liberty Broadband, also serves on the Qurate board of directors.
+Added: As reported in SEC filings of Qurate, Mr.
+Added: Maffei and Dr.
+Added: Maffei has ownership of an approximate 6.3 % voting interest in Quarate and Dr.
+Added: Malone has ownership of an approximate 41.2 % voting interest in Qurate.
Qurate wholly owns HSN, Inc.
5 unchanged sentences
As reported in Discovery's SEC filings, Dr.
−Removed: Malone owns 1.2 % of the series A common stock, 93.6 % of the series B common stock and 3.6 % of the series C common stock of Discovery and has a 27.9 % voting interest in Discovery for the election of directors.
+Added: Malone owns less than 1.0 % of the series A common stock, 95.0 % of the series B common stock and 3.7 % of the series C common stock of Discovery and has a 26.5 % voting interest in Discovery for the election of directors.
As reported in Discovery's SEC filings, Advance/Newhouse Programming Partnership (“A/N PP”), an affiliate of A/N and in which Mr.
−Removed: Miron is the CEO, owns 100 % of the Series A-1 preferred stock of Discovery and 100 % of the Series C-1 preferred stock of Discovery and has a 23.9 % voting interest for matters other than the election of directors.
−Removed: A/N PP also has the right to appoint three directors out of a total of twelve directors to Discovery’s board.
−Removed: The Company purchases programming from Discovery pursuant to agreements entered into prior to Dr.
−Removed: Malone and Mr.
−Removed: Miron joining Charter’s board of directors.
−Removed: Based on publicly available information, the Company does not believe that Discovery would currently be considered a related party.
−Removed: The amount paid to Discovery represents less than 2 % of total operating costs and expenses for the years ended December 31, 2020, 2019 and 2018.
+Added: Miron is the CEO, owns 100 % of the Series A-1 preferred stock of Discovery and 100 % of the Series C-1 preferred stock of Discovery and has a 23.2 % voting interest for matters other than the election of
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
+Added: A/N PP also has the right to appoint three directors out of a total of twelve directors to Discovery’s board.
+Added: The Company purchases programming from Discovery.
+Added: Based on publicly available information, the Company does not believe that Discovery would currently be considered a related party.
+Added: The amount paid in the aggregate to Discovery represents less than 2 % of total operating costs and expenses for the years ended December 31, 2021, 2020 and 2019.
Equity Investments
−Removed: The Company has agreements with certain equity investees (see Note 6) pursuant to which the Company has made or received related party transaction payments.
+Added: The Company has agreements with certain equity investees (see Note 6) pursuant to which the Company has made or received related party transaction payments for the receipt of goods or services.
The Company recorded payments to equity investees totaling $ 229 million, $ 225 million and $ 314 million during the years ended December 31, 2021, 2020 and 2019, respectively.
6 unchanged sentences
$ 12,690 $ 2,317 $ 1,167 $ 857 $ 736 $ 721 $ 6,892
−Removed: (a) The Company pays programming fees under multi-year contracts ranging from three to ten years , typically based on a flat fee per customer, which may be fixed for the term, or may in some cases escalate over the term.
+Added: (a) The Company pays programming fees under multi-year contracts, typically based on a flat fee per customer, which may be fixed for the term, or may in some cases escalate over the term.
Programming costs included in the statements of operations were $ 11.8 billion, $ 11.4 billion and $ 11.3 billion for the years ended December 31, 2021, 2020 and 2019 respectively.
25 unchanged sentences
The lawsuit, which named as defendants Charter and its board of directors, alleged that the transactions resulted from breaches of fiduciary duty by Charter’s directors and that Liberty Broadband improperly benefited from the challenged transactions at the expense of other Charter stockholders.
−Removed: The lawsuit has proceeded to the discovery phase.
Charter denies any liability, believes that it has substantial defenses, and is vigorously defending this lawsuit.
5 unchanged sentences
While the Company is unable to predict the outcome of these investigations, it does not expect that the outcome will have a material effect on its operations, financial condition, or cash flows.
−Removed: On December 19, 2011, Sprint Communications Company L.P.
−Removed: (“Sprint”) filed a complaint in the United States District Court for the District of Kansas alleging that TWC infringed certain U.S.
−Removed: patents purportedly relating to Voice over Internet Protocol (“VoIP”) services.
−Removed: At the trial, the jury returned a verdict of $ 140 million against TWC and further concluded that TWC had willfully infringed Sprint’s patents.
−Removed: The court subsequently declined to enhance the damage award as a result of the purported willful infringement and awarded Sprint an additional $ 10 million, representing pre- and post-judgment interest on the damages award and an additional $ 1 million in costs.
−Removed: In November 2019, the Company paid the verdict, interest and costs in full.
−Removed: The Company continues to pursue indemnity claims from two of its vendors for a portion of the judgment.
+Added: Sprint filed a patent suit against Charter and Bright House on December 2, 2017 in the United States District Court for the District of Delaware.
+Added: This suit alleges infringement of 9 patents related to the Company's provision of Voice over Internet Protocol (“VoIP”) services.
+Added: Sprint previously sued TWC with respect to eight of these patents and obtained a final judgment of $ 151 million inclusive of interest and costs, which the Company paid in November 2019.
The Company has also brought a patent suit against Sprint (TC Tech, LLC v.
−Removed: Sprint) in the United States District Court for the District of Delaware implicating Sprint's LTE technology and a similar suit against T-Mobile USA, Inc.
−Removed: in the Western District of Texas.
−Removed: The ultimate outcomes of the pursuit of indemnity against the Company’s vendor and the TC Tech litigation cannot be predicted.
−Removed: The Company does not expect the outcome of its indemnity claims nor the outcome of the TC Tech litigation will have a material adverse effect on its operations or financial condition.
−Removed: Sprint filed a second patent suit against Charter and Bright House on December 2, 2017 in the United States District Court for the District of Delaware.
−Removed: This suit alleges infringement of 9 patents related to the Company's provision of VoIP services (eight of which were asserted against Legacy TWC in the matter described above).
−Removed: Sprint filed a third patent suit against Charter on May 17, 2018 in the United States District Court for the Eastern District of Virginia.
+Added: Sprint) in the United States District Court for the District of Delaware implicating Sprint's LTE technology and a similar suit against T-Mobile in the United States District Court for the Western District of Texas.
+Added: Sprint filed a subsequent patent suit against Charter on May 17, 2018 in the United States District Court for the Eastern District of Virginia.
This suit alleges infringement of two patents related to the Company's video on demand services.
4 unchanged sentences
The case is now pending in the United States District Court for the District of Kansas.
−Removed: While the Company is vigorously defending these suits and is unable to predict the outcome of the Sprint lawsuits, the Company does not expect that the litigation will have a material effect on its operations, financial condition, or cash flows.
+Added: Charter, T-Mobile and Sprint have tentatively reached a settlement of all of the foregoing suits that would result in a payment of $ 220 million by Charter to T-Mobile.
+Added: The Company can give no assurance that this tentative settlement will be finalized.
+Added: Pending finalization of the settlement and in the event the settlement is not finalized, the Company will vigorously defend these Sprint suits and prosecute the suits it has brought against T-Mobile and Sprint.
+Added: While the Company is unable to predict the outcome of these lawsuits, it does not expect that the litigation will have a material effect on its operations, financial condition, or cash flows.
In addition to the Sprint litigation described above, the Company is a defendant or co-defendant in several additional lawsuits involving alleged infringement of various intellectual property relating to various aspects of its businesses.
1 unchanged sentence
In the event that a court ultimately determines that the Company infringes on any intellectual property, the Company may be subject to substantial damages and/or an injunction that could require the Company or its vendors to modify certain products and services the Company offers to its subscribers, as well as negotiate royalty or license agreements with respect to the intellectual property at issue.
−Removed: While the Company believes the
+Added: While the Company believes the lawsuits are without merit and intends to defend the actions vigorously, no assurance can be given that any adverse outcome would not be material to the Company’s consolidated financial condition, results of operations, or liquidity.
+Added: The Company cannot predict the outcome of any such claims nor can it reasonably estimate a range of possible loss.
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: lawsuits are without merit and intends to defend the actions vigorously, no assurance can be given that any adverse outcome would not be material to the Company’s consolidated financial condition, results of operations, or liquidity.
−Removed: The Company cannot predict the outcome of any such claims nor can it reasonably estimate a range of possible loss.
The Company is party to other lawsuits, claims and regulatory inquiries that arise in the ordinary course of conducting its business.
4 unchanged sentences
The Company sponsors qualified and nonqualified defined benefit pension plans that provide pension benefits to a majority of employees who were employed by TWC before the merger with TWC.
−Removed: C hanges in the projected benefit obligation, fair value of plan assets and funded status of the pension plans from January 1 through December 31 are presented below:
+Added: Changes in the projected benefit obligation, fair value of plan assets and funded status of the pension plans from January 1 through December 31 are presented below:
Projected benefit obligation at beginning of year $ 3,688 $ 3,361
Interest cost 97 110
−Removed: Actuarial loss 436 499
+Added: Actuarial (gain) loss ( 183 ) 436
Settlement ( 173 ) ( 166 )
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(b) The fair value of plan assets consists entirely of the Company’s qualified pension plans.
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
Pretax amounts recognized in the consolidated balance sheet as of December 31, 2021 and 2020 consisted of the following:
3 unchanged sentences
Net amounts recognized in consolidated balance sheet $ 83 $ ( 226 )
+Added: CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
The components of net periodic benefit (cost) for the years ended December 31, 2021, 2020 and 2019 consisted of the following:
7 unchanged sentences
The discount rates used to determine benefit obligations as of December 31, 2021 and 2020 were 3.01 % and 2.70 %, respectively.
−Removed: The Company utilized the Pri-2012/MP 2020 and RP 2015/MP 2015 mortality tables published by the Society of Actuaries to measure the benefit obligations as of December 31, 2020 and 2019, respectively.
+Added: The Company utilized the Pri-2012/MP 2020 mortality table published by the Society of Actuaries to measure the benefit obligations as of December 31, 2021 and 2020.
Weighted average assumptions used to determine net periodic benefit costs consisted of the following:
4 unchanged sentences
In developing the expected long-term rate of return on plan assets, the Company considered the pension portfolio’s composition, past average rate of earnings and the Company’s future asset allocation targets.
−Removed: The weighted average expected long-term rate of return on plan assets and discount rate used to determine net periodic pension benefit for the year ended 2021 are expected to be 5.00 % and 2.70 %, respectively.
−Removed: The Company determined the discount rates used to determine benefit obligations and net periodic pension benefit based on the yield of a large population of high quality corporate bonds with cash flows sufficient in timing and amount to settle projected future defined benefit payments.
+Added: The weighted average expected long-term rate of return on plan assets and discount rate used to determine net periodic pension benefit (cost) for the year ended December 31, 2022 are expected to be 5.00 % and 3.01 %, respectively.
+Added: The Company determined the discount rates used to determine benefit obligations and net periodic pension benefit (cost) based on the yield of a large population of high quality corporate bonds with cash flows sufficient in timing and amount to settle projected future defined benefit payments.
Pension Plan Assets
4 unchanged sentences
a return-seeking portion and a liability-matching portion.
+Added: The Company uses an investment strategy designed to increase the fixed income allocation as the funded status of the qualified pension plans improves.
+Added: As the qualified pension plans reach set funded status milestones, the assets will be rebalanced to shift more assets from equity to fixed income.
+Added: Based on the progress with this strategy, the target investment allocation for pension fund assets is permitted to vary within specified ranges subject to Investment Committee approval for return-seeking securities
CHARTER COMMUNICATIONS, INC.
3 unchanged sentences
(dollars in millions, except share or per share data or where indicated)
−Removed: The Company uses an investment strategy designed to increase the fixed income allocation as the funded status of the qualified pension plans improves.
−Removed: As the qualified pension plans reach set funded status milestones, the assets will be rebalanced to shift more assets from equity to fixed income.
−Removed: Based on the progress with this strategy, the target investment allocation for pension fund assets is permitted to vary within specified ranges subject to Investment Committee approval for return-seeking securities and liability-matching securities.
+Added: and liability-matching securities.
The target and actual investment allocation of the qualified pension plans by asset category consisted of the following:
16 unchanged sentences
Accrued investment income and other receivables 247 19
+Added: Accrued liabilities (46) —
Investments measured at net asset value (c)
60 unchanged sentences
Recently Issued Accounting Standards
−Removed: Accounting Standards Adopted in Prior Periods
−Removed: 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”)
−Removed: Upon adoption of ASU 2014-09, the Company recorded a cumulative-effect adjustment which included an increase to total shareholders’ equity of $ 38 million as of January 1, 2018.
−Removed: 2016-16, Income Taxes (Topic 740):
−Removed: Intra-Entity Transfers of Assets Other Than Inventory ("ASU 2016-16")
−Removed: The Company identified a $ 31 million increase to total shareholders' equity and corresponding increase to deferred tax assets related to the adoption of ASU 2016-16, which was recorded during the year ended December 31, 2018.
−Removed: 2016-02, Leases (“ASU 2016-02”)
−Removed: In February 2016, the FASB issued ASU 2016-02 which requires lessees to recognize almost all leases on their balance sheet as a lease asset and a lease liability.
−Removed: The Company adopted ASU 2016-02 using the modified retrospective approach with a cumulative-effect adjustment recorded at the beginning of the period of adoption (January 1, 2019).
−Removed: The adoption of the standard did not have an impact on the Company’s shareholders' equity, results from operations and cash flows.
−Removed: Accounting Standards Adopted in 2020
−Removed: 2019-12, Income Taxes (Topic 740):
−Removed: Simplifying the Accounting for Income Taxes (“ASU 2019-12”)
−Removed: In December 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2019-12 which is intended to simplify various aspects related to accounting for income taxes.
−Removed: ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application.
−Removed: ASU 2019-12 will be effective for interim and annual periods beginning after December 15, 2020.
−Removed: Early adoption is permitted.
−Removed: The Company elected to early adopt ASU 2019-12 on January 1, 2020.
−Removed: The adoption of ASU 2019-12 did not have a material impact on the Company's consolidated financial statements.
−Removed: Amendments to the financial disclosures requirements for guarantors and issuers of guaranteed securities under SEC Regulation S-X
−Removed: In March 2020, the SEC adopted amendments to the financial disclosure requirements of Regulation S-X for guarantors and issuers of guaranteed securities.
−Removed: The final rule streamlines disclosure obligations under the existing rules, including replacing condensed consolidating financial information with summarized financial information for the "obligor group" of issuers and guarantors to the extent material, no longer requiring subsidiary issuer and guarantor cash flow information, and no longer requiring financial information for non-guarantor subsidiaries.
−Removed: It also permits presentation of the required disclosures to be included in the Management's Discussion and Analysis ("MD&A") section of quarterly and annual reports rather than the notes to the Company's consolidated financial statements.
−Removed: The Company voluntarily complied with the new disclosure requirements beginning with its Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 and concluded that amended Rule 3-10 and new Rule 13-01 of Regulation S-X did not apply to Charter because Charter does not guarantee the debt securities of CCO Holdings or any of its subsidiaries.
−Removed: Accounting Standards Adopted in 2021
2020-06, Accounting for Convertible Instruments and Contracts in an Entity's Own Equity (“ASU 2020-06”)
1 unchanged sentence
ASU 2020-06 will be effective for interim and annual periods beginning after December 15, 2021.
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: adoption is permitted.
+Added: Early adoption is permitted.
The Company elected to early adopt ASU 2020-06 on January 1, 2021.
The adoption of ASU 2020-06 did not have a material impact on the Company's consolidated financial statements.
−Removed: Unaudited Quarterly Financial Data
−Removed: The following table presents quarterly data for the periods presented in the consolidated statement of operations:
−Removed: Year Ended December 31, 2020
−Removed: Quarter Second Quarter Third
−Removed: Quarter Fourth Quarter
−Removed: Revenues $ 11,738 $ 11,696 $ 12,039 $ 12,624
−Removed: Income from operations $ 1,802 $ 1,969 $ 2,172 $ 2,462
−Removed: Net income attributable to Charter shareholders $ 396 $ 766 $ 814 $ 1,246
−Removed: Earnings per common share attributable to Charter shareholders:
−Removed: Basic $ 1.91 $ 3.72 $ 4.01 $ 6.33
−Removed: Diluted $ 1.86 $ 3.63 $ 3.90 $ 6.05
−Removed: Weighted average common share outstanding:
−Removed: Basic 207,831,305 205,777,438 202,826,502 196,906,511
−Removed: Diluted 212,810,613 210,906,946 208,722,129 212,077,917
−Removed: Year Ended December 31, 2019
−Removed: Quarter Second Quarter Third
−Removed: Quarter Fourth Quarter
−Removed: Revenues $ 11,206 $ 11,347 $ 11,450 $ 11,761
−Removed: Income from operations $ 1,425 $ 1,541 $ 1,586 $ 1,959
−Removed: Net income attributable to Charter shareholders $ 253 $ 314 $ 387 $ 714
−Removed: Earnings per common share attributable to Charter shareholders:
−Removed: Basic $ 1.13 $ 1.41 $ 1.77 $ 3.36
−Removed: Diluted $ 1.11 $ 1.39 $ 1.74 $ 3.28
−Removed: Weighted average common share outstanding:
−Removed: Basic 224,630,122 222,392,274 218,499,213 212,648,072
−Removed: Diluted 227,595,365 225,942,172 222,355,867 217,778,099
−Removed: CHARTER COMMUNICATIONS, INC.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
+Added: 2021-10, Disclosures by Business Entities about Government Assistance ("ASU 2021-10")
+Added: In November 2021, the FASB issued ASU 2021-10, which requires business entities to disclose information about certain government assistance they receive.
+Added: Such disclosure requirements include the nature of the transactions and the related accounting policy used, the line items on the balance sheet and income statement that are affected and the amounts applicable to each financial statement line item and significant terms and conditions of the transactions.
+Added: ASU 2021-10 will be effective for annual periods beginning after December 15, 2021 (year ending December 31, 2022 for the Company).
+Added: Early adoption is permitted.
+Added: The Company is currently evaluating the impact the adoption of ASU 2021-10 will have on it's disclosures.
Parent Company Only Financial Statements
19 unchanged sentences
CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: Charter Communications, Inc.
(Parent Company Only)
11 unchanged sentences
Charter Communications, Inc.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: DECEMBER 31, 2020, 2019 AND 2018
−Removed: (dollars in millions, except share or per share data or where indicated)
−Removed: Charter Communications, Inc.
(Parent Company Only)
6 unchanged sentences
CHARTER COMMUNICATIONS, INC.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: DECEMBER 31, 2021, 2020 AND 2019
+Added: (dollars in millions, except share or per share data or where indicated)
+Added: Charter Communications, Inc.
(Parent Company Only)
17 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.