What changed in this filing

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Item 1. Business

2022-02-25 compared with 2021-02-26 · 245 added, 275 removed, 535 unchanged (49% of the section changed)

General Development of Business

Liberty Broadband Corporation (“Liberty Broadband,” “the Company,” “us,” “we,” or “our”) is comprised of two wholly owned subsidiaries, GCI Holdings, LLC (“GCI Holdings”) (as of December 18, 2020) and Skyhook Holding, Inc.

(“Skyhook”), as well as an equity method investment in Charter Communications, Inc.

Liberty Broadband Corporation (“Liberty Broadband,” “the Company,” “us,” “we,” or “our”) is primarily comprised of GCI Holdings, LLC (“GCI Holdings”) (as of December 18, 2020), a wholly owned subsidiary, and an equity method investment in Charter Communications, Inc.

During May 2014, the board of directors of Liberty Media Corporation (for accounting purposes a related party of the Company) and its subsidiaries (“Liberty”) authorized management to pursue a plan to spin-off to its stockholders common stock of a wholly-owned subsidiary, Liberty Broadband, and to distribute subscription rights to acquire shares of Liberty Broadband’s common stock (the “Broadband Spin-Off”).

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No shares of Liberty Broadband stock were issued with respect to shares of GCI Liberty capital stock held by (i) GCI Liberty as treasury stock, (ii) any of GCI Liberty’s wholly owned subsidiaries or (iii) Liberty Broadband or its wholly owned subsidiaries.

In December 2019, Chinese officials reported a novel coronavirus (“COVID-19”) outbreak.

COVID-19 has since spread through China and internationally.

On March 11, 2020, the World Health Organization assessed COVID-19 as a global pandemic, causing many countries throughout the world to take aggressive actions, including imposing travel restrictions and stay-at-home orders, closing public attractions and restaurants, and mandating social distancing practices, which has caused a significant disruption to most sectors of the economy.

In connection with the Broadband Spin-Off, Liberty and Liberty Broadband entered into certain agreements in order to govern certain of the ongoing relationships between the two companies after the Broadband Spin-Off and to provide for an orderly transition, including a services agreement and a facilities sharing agreement.

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Under the amended services agreement, components of his compensation would either be paid directly to him by each of the Company, Liberty TripAdvisor Holdings, Inc.

(“TripCo”), GCI Liberty, Inc., and Qurate Retail (collectively, the “Service Companies”) or reimbursed to Liberty, in each case, based on allocations among Liberty and the Service Companies set forth in the amended services agreement, currently set at 18% for the Company but subject to adjustment on an annual basis upon the occurrence of certain events.

Following the Combination, GCI

Liberty no longer participates in the services agreement arrangement.

The amended services agreement between Liberty Media and Mr.

Maffei provides for a five year employment term which began on January 1, 2020 and ends December 31, 2024, with an aggregate annual base salary of $3 million (with no contracted increase), an aggregate one-time cash commitment bonus of $5 million (paid in December 2019), an aggregate annual target cash performance bonus of $17 million, aggregate annual equity awards of $17.5 million and aggregate equity awards granted in connection with his entry into his new agreement of $90 million (the “upfront awards”).

A portion of the grants made to our CEO in the year ended December 31, 2020 related to our Company’s allocable portion of these upfront awards.

(“TripCo”), GCI Liberty, and Qurate Retail (collectively, the “Service Companies”) or reimbursed to Liberty, in each case, based on allocations among Liberty and the Service Companies set forth in the amended services agreement.

For the years ended December 31, 2021 and 2020, the allocation percentage for Liberty Broadband was 37% and 18%, respectively.

Following the Combination, GCI Liberty no longer participates in the services agreement arrangement.

The amended services agreement between Liberty and Mr.

Maffei provides for a five year employment term which began on January 1, 2020 and ends December 31, 2024, with an aggregate annual base salary of $3 million (with no contracted increase), an aggregate one-time cash commitment bonus of $5 million (paid in December 2019), an aggregate annual target cash performance bonus of $17 million, aggregate annual equity awards of approximately $18 million and aggregate equity awards granted in connection with his entry into his new agreement

of $90 million (the “upfront awards”).

A portion of the grants made to our CEO in the years ended December 31, 2020 and 2019 related to our Company’s allocable portion of these upfront awards.

Under the facilities sharing agreement, Liberty Broadband shares office space with Liberty and related amenities at Liberty’s corporate headquarters.

Liberty Broadband will reimburse Liberty for direct, out-of-pocket expenses incurred by Liberty in providing these services and for costs that will be negotiated semi-annually.

In December 2019, Chinese officials reported a novel coronavirus (“COVID-19”) outbreak.

COVID-19 has since spread through China and internationally.

Certain statements in this Annual Report on Form 10-K constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding business, product and marketing strategies;

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the recoverability of our goodwill and other long-lived assets;

the performance, results of operations and cash flows of our equity affiliate;

the performance, results of operations and cash flows of our equity affiliate, Charter;

projected sources and uses of cash;

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The following include some but not all of the factors that could cause actual results or events to differ materially from those anticipated:

● our, GCI Holdings, and Charters’ ability to obtain cash in sufficient amounts to service financial obligations and meet other commitments;

● our, GCI Holdings and Charter’s ability to obtain cash in sufficient amounts to service financial obligations and meet other commitments;

● our ability to use net operating loss carryforwards and disallowed business interest carryforwards;

● our, GCI Holdings and Charters’ ability to obtain additional financing, or refinance existing indebtedness, on acceptable terms;

● the impact of our, GCI Holdings and Charters’ significant indebtedness and our, GCI Holdings and Charters’ ability to comply with any covenants in our and their respective debt instruments;

● the impact of the COVID-19 pandemic and local, state and federal governmental responses to the pandemic on the economy, customers, vendors and businesses generally;

● our, GCI Holdings, GCI, LLC and Charter’s ability to obtain additional financing, or refinance existing indebtedness, on acceptable terms;

● the impact of our, GCI Holdings, GCI, LLC and Charter’s significant indebtedness and our, GCI Holdings and Charter’s ability to comply with any covenants in our and their respective debt instruments;

● general business conditions, unemployment levels and the level of activity in the housing sector and economic uncertainty or downturn, including the impact of the COVID-19 pandemic to sales opportunities from residential move activity, GCI Holdings and Charter’s customers and vendors and local, state and federal governmental responses to the pandemic;

● competition faced by GCI Holdings and Charter;

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● the ability to hire and retain key personnel;

● the ability to procure necessary services and equipment from GCI Holdings’ and Charter’s vendors in a timely manner and at reasonable costs;

● risks related to the Investment Company Act of 1940;

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Since its founding in 1979 as a competitive long distance provider, GCI Holdings has consistently expanded its product portfolio and facilities to become the leading integrated communication services provider in markets it serves.

Its facilities include redundant and geographically diverse digital undersea fiber optic cable systems linking its Alaska terrestrial networks to the networks of other carriers in the lower 48 contiguous states and a statewide wireless network.

Its facilities include

redundant and geographically diverse digital undersea fiber optic cable systems linking its Alaska terrestrial networks to the networks of other carriers in the lower 48 contiguous states and a statewide wireless network.

Throughout its history, GCI Holdings has successfully added and expects to continue to add new products to its product portfolio.

GCI Holdings has a demonstrated history of new product evaluation, development and deployment for its customers, and it continues to assess revenue-enhancing opportunities that create value for its customers.

Where feasible and where economic

analysis supports geographic expansion of its network coverage, it is currently pursuing or expects to pursue opportunities to increase the scale of its facilities, enhance its ability to serve existing customers’ needs and attract new customers.

Additionally, due to the unique market conditions in Alaska, GCI Holdings, and in some cases its customers, participate in several federal (and to a lesser extent locally) subsidized programs designed to financially support the implementation and purchase of telecommunications services in high cost areas.

Where feasible and where economic analysis supports geographic expansion of its network coverage, it is currently pursuing or expects to pursue opportunities to increase the scale of its facilities, enhance its ability to serve existing customers’ needs and attract new customers.

Additionally, due to the unique market conditions in Alaska, GCI Holdings, and in some cases its customers, participate in several federally (and to a lesser extent locally) subsidized programs designed to financially support the implementation and purchase of telecommunications services in high cost areas.

With these programs, GCI Holdings has been able to expand its network into previously undeveloped areas of Alaska and offer comprehensive communications services in many rural parts of the state where it would not otherwise be able to construct facilities within appropriate return-on-investment requirements.

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Many calls into the customer service centers or visits into one of the retail stores result in sales of additional services and products.

GCI Holdings operates its own customer service department and has empowered its customer service representatives to handle most service issues and questions on a single call.

GCI Holdings has empowered its customer service representatives to handle most service issues and questions on a single call.

GCI Holdings prioritizes its customer services to expedite handling of its most valuable customers’ issues, particularly for its largest commercial customers.

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GCI Holdings periodically evaluates its network assets and continually monitors technological developments that it can potentially deploy to increase network efficiency and performance.

GCI Holdings does not hold franchises (with the exception of video services as described below) or concessions for communications services or local access services.

GCI Holdings holds a number of federally registered service marks used by its business.

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GCI Holdings has licenses for earth stations that are generally licensed for fifteen years.

The FCC also issues a single blanket license for a large number of technically identical earth stations.

The FCC also issues a single blanket license for a large number of earth stations operating in specific frequency bands.

Its operations may require additional licenses in the future.

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Although CPCNs have no stated expiration date, they may be revoked due to cause.

GCI Holdings operates a modern, competitive communications network providing switched and dedicated voice and broadband services.

Its fiber network employs digital transmission technology over its fiber optic facilities within Alaska and between Alaska and the lower 48 states.

GCI Holdings serves many rural and remote Alaska locations solely via satellite communications.

It operates a hybrid fiber optic cable and digital microwave system (“TERRA”) linking Anchorage with the Bristol Bay, Yukon-Kuskokwim, and northwest regions of the state.

GCI Holdings owns and operates a statewide wireless network providing voice and data services to the urban and rural communities of Alaska.

Its statewide wireless network provides 5G data service, 4G LTE voice and data service, EVDO, 3G UMTS/HSPA+, 2G CDMA, and 2G GSM/EDGE service.

Network Services Facilities.

GCI Holdings operates an advanced, diverse communications network providing data, mobile, video, voice, and managed services to consumer, business, government, and carrier customers throughout Alaska.

GCI Holdings serves urban and rural Alaska utilizing a combination of fiber, microwave, and satellite technologies.

GCI Holdings is currently expanding its fiber network to the Aleutian Chain and expects to launch urban-level service in the region.

GCI Holdings’ extensive use of microwave and satellite technologies also enables it to deliver connectivity to some of Alaska’s most-remote communities.

GCI Holdings owns and operates a statewide wireless network providing voice and data services to Alaskans.

Its statewide wireless network provides fifth generation (“5G”) data service, 4G Long Term Evolution (“LTE”) voice and data service, EVDO, 3G UMTS/HSPA+, 2G CDMA, and 2G GSM/EDGE service.

It continues to expand and upgrade these services to provide a modern network for Alaska.

GCI Holdings’ dedicated Internet access and Internet protocol data services are delivered to an Ethernet port located at the service end-point.

GCI Holdings’ management platform continuously monitors the network and service end-points for performance.

GCI Holdings’ dedicated internet access and suite of managed services, including voice, WiFi, firewall, detection and response operate on the highest-capacity backbone in Alaska, with numerous peering partners in Seattle and Portland.

The availability and quality of service, as well as statistical information on traffic loading, are continuously monitored for quality assurance.

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All of its cable systems are completely digital.

In preparation for GCI Holdings’ progression to 10 gigabit internet, it is transitioning from traditional delivery methods to an Internet Protocol ("IP") video solution.

Charter Communications, Inc.

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Charter’s core strategy is to use its network to deliver high quality products at competitive prices, combined with outstanding customer service.

This strategy, combined with simple, easy to understand pricing and packaging, is central to Charter’s goal of growing its customer base while selling more of its core connectivity services, which include both fixed and mobile Internet, video and voice services, to each individual customer.

Charter executes this strategy by managing its operations in a consumer-friendly, efficient and cost-effective manner.

Charter's operating strategy includes insourcing nearly all of its customer care and field operations workforces, which results in higher quality service delivery.

While an insourced operating model can increase the field operations and customer care costs associated with individual service transactions, the higher quality nature of insourced labor service transactions significantly reduces the volume of service transactions per customer, more than offsetting the higher investment made in each insourced service transaction.

As Charter reduces the number of service transactions and recurring costs per customer relationship, Charter continues to provide its customers with products and prices that Charter believes provides more value than what its competitors offer.

The combination of offering high quality, competitively priced products and outstanding service, allows Charter to both increase the number of customers it serves over its fully deployed network, and to increase the number of products it sells to each customer.

That combination also reduces the number of service transactions Charter performs per relationship, yielding higher customer satisfaction and lower customer churn, resulting in lower costs to acquire and serve customers and greater profitability.

Charter has enhanced its service operations to allow its customers to (1) more frequently interact with Charter through its customer website and My Spectrum application, online chat and social media, (2) have their services installed at the time and in the manner of their own choosing, including self-installation, and (3) receive a variety of video packages on an increasing number of connected devices, including those owned by Charter and those owned by the customer.

By offering its customers growing levels of choices in how they receive and install their services and how they interact with Charter, Charter is driving higher overall levels of customer satisfaction and reducing its operating costs and capital expenditures per customer relationship.

Ultimately, this operating strategy enables Charter to offer high quality, competitively priced services profitably, while continuing to invest in new products and services.

The capability and functionality of Charter’s network continues to grow in a number of areas, especially with respect to wireless connectivity.

Charter’s Internet service offers consumers the ability to wirelessly connect to its network using WiFi technology.

Charter estimates that approximately 400 million devices are wirelessly connected to its network through WiFi.

In addition, Charter extends Internet connectivity to its customers beyond the home via its Spectrum Mobile product through Charter’s mobile virtual network operator (“MVNO”) reseller agreement with Verizon Communications Inc.

Charter estimates that over 400 million devices are wirelessly connected to its network through WiFi.

In addition, Charter extends Internet connectivity to its customers beyond the home via its Spectrum Mobile™ product through Charter’s mobile virtual network operator (“MVNO”) partnership agreement with Verizon Communications Inc.

("Verizon").

In 2020, Charter purchased 210 Citizens Broadband Radio Service (“CBRS”) Priority Access Licenses (“PALs”) within its footprint from the FCC.

Charter intends to use the licenses along with unlicensed CBRS spectrum to build its own fifth generation (“5G”) mobile network which it plans to use in combination with its MVNO and WiFi network to enhance its customer’s experience and improve its cost structure.

intends to use Citizens Broadband Radio Service (“CBRS”) Priority Access Licenses (“PALs”) that Charter purchased in 2020, along with unlicensed CBRS spectrum, to build its own 5G mobile data-only network on its existing infrastructure in targeted geographies where there is high outdoor cellular traffic volume.

This effort, in combination with its expanding WiFi network and continued 5G enhancements within the MVNO partnership agreement, should position Charter’s mobile product for continued customer experience and cost structure improvements.

Products and Services

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On that basis, as of December 31, 2021 and 2020, customers include approximately 150,700 and 168,400 customers, respectively, whose accounts were over 60 days past due, approximately 39,900 and 17,800 customers, respectively, whose accounts were over 90 days past due, and approximately 43,500 and 11,100 customers, respectively, whose accounts were over 120 days past due.

The increase in the past due accounts is predominately due to pre-existing balances for customers participating in the Emergency Broadband Benefit program through which a customer’s monthly payment is subsidized by the federal government.

(b) Customer relationships include the number of customers that receive one or more levels of service, encompassing Internet, video and voice services, without regard to which service(s) such customers receive.

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Residential Services

Internet Services

Charter’s Spectrum pricing and packaging (“SPP”) offers an entry level Internet download speed of at least 200 megabits per second (“Mbps”) in nearly 75% of its footprint and 100 Mbps across the remainder of its footprint, which among other things, allows several people within a single household to stream high definition (“HD”) video content while simultaneously using its Internet service for other purposes.

Additionally, leveraging DOCSIS 3.1 technology, Charter offers Spectrum Internet Gig (940 Mbps) speed service in nearly all of its footprint.

Finally, Charter offers a security suite with its Internet services which, upon installation by customers, provides protection against computer viruses and spyware and includes parental control features.

Charter offers an in-home WiFi product that provides customers with high performance wireless routers and a managed WiFi service to maximize their in-home wireless Internet experience.

During 2020, Charter continued to roll out its advanced in-home WiFi product and Charter plans to expand availability from over 65% of its footprint to substantially all by the end of 2021.

With advanced in-home WiFi, customers enjoy an optimized WiFi connection and have the ability to view and control WiFi network the My Spectrum App allowing them to set schedules for specific devices.

Advanced in-home WiFi is built on a software platform that will allow Charter to integrate and launch additional network based security and control features as well as enhanced speeds for its mobile customers within the home.

In 2020, Charter also launched the option to add Spectrum WiFi Pods to its advanced in-home WiFi product.

Spectrum WiFi pods are small, discreet and powerful pods that plug into electrical outlets in the home to deliver additional access points, resulting in more consistent coverage throughout the home.

Connectivity Services

Charter provides its customers with a suite of connectivity services including fixed Internet, WiFi and mobile internet which when bundled together provides Charter’s customers with a differentiated Internet connectivity experience while saving consumers and businesses money.

Charter’s standard entry level fixed Internet download speed is at least 200 megabits per second (“Mbps”) in 85% of its footprint and 100 Mbps across the remainder of its footprint, which among other things, allows several people within a single household to stream high definition (“HD”) video content while simultaneously using its Internet service for other purposes.

Additionally, leveraging DOCSIS 3.1 technology, Charter offers Spectrum Internet Gig speed service (Internet speeds up to 1 gigabit per second (“Gbps”)) across its footprint.

Charter also offers an in-home WiFi product that provides its Internet customers with high performance wireless routers and a managed WiFi service to maximize their fixed wireless Internet experience.

During 2021, Charter completed its roll out of the Advanced Home WiFi (“AHW”) service which is now available across nearly all of its residential footprint along with the deployment of WiFi 6 routers capable of delivering speeds over 1 Gbps.

With AHW, customers enjoy a cloud-optimized WiFi connection and have the ability to view and control their WiFi network through the Spectrum application (“My Spectrum App”).

The service enables parental control schedules to be set for children’s devices or limit access entirely to unknown devices attempting to access the network.

Customers also have the option to add Spectrum WiFi pods to AHW.

WiFi pods are small, discreet and powerful access points that plug into electrical outlets in the home, providing broader and more consistent WiFi coverage.

In 2022, Charter will begin rolling out Spectrum Security Shield across the residential footprint which protects all devices in the home using network-based security.

This free security suite provides end point protection to computers in the home, enabling protection against computer viruses, spyware and threats from malicious actors across the Internet.

In 2021, Charter brought the capabilities of the AHW service to MDUs as Advanced Community WiFi (“ACW”).

With ACW, tenants will receive the same visibility and control over their apartment’s WiFi networks through the My Spectrum App, while building managers will be able to see and manage the entire building’s network through a purpose-built property service portal.

The Spectrum Mobile service is offered to customers subscribing to Charter’s fixed Internet service, and runs on Verizon’s mobile network, combined with Spectrum WiFi.

Charter offers nationwide 5G service at no incremental cost to its mobile customers enabling them to stream content several times faster and reducing latency when connecting to apps or webpages where 5G coverage exists.

In addition, Charter continues to focus on improving the customer experience and integrating its mobile and fixed Internet products, providing greater WiFi access, speeds and performance using more than 500,000 of its out of home WiFi access points across its footprint combined with over 20 million out of home WiFi access points of its industry partners providing near nationwide coverage.

Charter provides wireline voice communications services using voice over Internet protocol ("VoIP") technology to transmit digital voice signals over its network.

Charter’s voice services include unlimited local and long distance calling to the United States, Canada, Mexico and Puerto Rico, voicemail, call waiting, caller ID, call forwarding and other features and offers international calling either by the minute, or through packages of minutes per month.

For customers that subscribe to both Charter’s voice and video offerings, caller ID on TV is also available in most areas.

In early 2021, Charter launched Call Guard, a new advanced caller ID and robocall blocking solution, for its residential and SMB voice customers.

Call Guard reduces

customer frustration and improves security by blocking malicious calls while ensuring customers continue to receive the legitimate automated calls they need from schools or healthcare providers.

Video Services

Charter’s video customers receive a package of programming which generally includes a digital receiver that provides an interactive electronic programming guide with parental controls, access to pay-per-view services, including video on demand (“VOD”) (available to nearly all of its passings), and the ability to view certain video services on third-party devices inside and outside the home.

Customers have the option to purchase additional tiers of services including premium channels which provide original programming, commercial-free movies, sports, and other special event entertainment programming.

Substantially all of Charter’s video programming is available in high definition.

Charter also offers certain video packages containing a limited number of channels.

In the vast majority of its footprint, Charter offers VOD service which allows customers to select from over 75,000 titles at any time.

Charter provides its customers with a choice of video programming services on a variety of platforms including through a digital set-top box or an IP device.

Video customers have access to a variety of programming packages with over 375 channels of in home and approximately 350 channels out of home allowing its customers to access the programming they want, when they want it, on any device.

Charter’s video customers also have access to programmer authenticated applications such as Fox Now, Showtime and ESPN and direct to consumer applications such as Netflix, YouTube and HBO Max on certain set-top boxes.

Charter’s video service also includes access to an interactive programming guide with parental controls and in virtually all of its footprint, video on demand (“VOD”) or pay-per-view services.

VOD service allows customers to select from approximately 80,000 titles at any time including original content which is exclusive for a period of time through Spectrum Originals such as Joe Pickett and Temple.

VOD programming options may be accessed at no additional cost if the content is associated with a customer’s linear subscription, or for a fee on a transactional basis.

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Pay-per-view channels allow customers to pay on a per-event basis to view a single showing of a one-time special sporting event, music concert, or similar event on a commercial-free basis.

Charter’s goal is to provide its video customers with the programming they want, when they want it, on any device.

Digital video recorder (“DVR”) service enables customers to digitally record programming and to pause and rewind live programming.

Customers can also use the Spectrum TV application on Internet Protocol (“IP”) devices to watch over 375 channels of cable TV, in home and approximately 300 channels out of home and view VOD programming.

Customers are increasingly accessing their subscription video content through connected IP devices via Charter’s IP network.

Charter’s cloud DVR service allows customers to schedule, record and watch their favorite programming anytime from connected IP devices as well as SpectrumTV.com.

Charter’s video customers also have access to programmer authenticated applications and websites (known as TV Everywhere services) such as Fox Now, Discovery Go and ESPN.

Charter deploys Spectrum Guide®, its network or “cloud-based” user interface, to new video customers in the majority of its service areas.

Spectrum Guide runs on traditional digital receivers, but offers a look and feel similar to that of Charter’s IP-based Spectrum TV application.

Spectrum Guide also provides access to third-party video applications such as Netflix.

Voice Services

Charter provides voice communications services using voice over Internet protocol (“VoIP”) technology to transmit digital voice signals over its network.

For customers that subscribe to both voice and video offerings, caller ID on TV is also available in most areas.

In early 2021, Charter launched Call Guard, a new advanced caller ID and robocall blocking solution, for its residential and SMB voice customers.

Call Guard reduces customer frustration and improves security by blocking malicious calls while ensuring customers continue to receive the legitimate automated calls they need from schools or healthcare providers.

Mobile Services

Charter’s Spectrum Mobile service is offered to customers subscribing to its Internet service and runs on Verizon’s mobile network combined with Spectrum WiFi.

In 2020, Charter launched nationwide 5G service at no incremental cost to its customers enabling them to stream content several times faster and reducing latency when connecting to apps or webpages where 5G coverage exists.

In addition, Charter continues to focus on improving the customer experience and integrating its mobile and Internet products providing improved WiFi speeds and performance using more than 500,000 of its out of home access points across its footprint.

In addition, Charter refreshed its device portfolio with new devices including 5G models from Apple, Google and Samsung that include installment plan and trade-in options along with a bring-your-own-device program which lowers the costs for Charter’s customers switching to Spectrum Mobile from other mobile operators.

Charter also offers digital video recorder (“DVR”) service that enables customers to digitally record programming and to pause and rewind live programming on set-top boxes and cloud DVR service, which allows customers to schedule, record and watch their favorite programming anytime from connected IP devices as well as SpectrumTV.com.

Customers are increasingly accessing their subscription video content through Charter’s highly rated Spectrum TV ® application via connected IP devices via its IP network.

Access to the Spectrum TV application is included in all Spectrum TV video plans and allows users to stream content across a growing number of platforms as well as accessing their full TV lineup, watching on demand content and the ability to program their DVR from anywhere.

Customers are also able to purchase their video services within the Spectrum TV application.

Commercial Services

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Spectrum Business includes a full range of video programming and entry-level Internet speeds of 200 Mbps downstream and 10 Mbps upstream in virtually all of its markets.

Additionally, customers can upgrade their Internet speeds by purchasing Internet Ultra (600 Mbps downstream) or Internet Gig (940 Mbps downstream).

Additionally, customers can upgrade their Internet speeds by purchasing Internet Ultra (600 Mbps downstream) or Internet Gig.

Spectrum Business also includes a set of business services including static IP and business WiFi, e-mail and security, and multi-line telephone services with more than 35 business features including web-based service management, that are generally not available to residential customers.

In 2020, Charter launched Wireless Internet Backup for its SMB customers throughout its footprint.

Wireless Internet Backup is designed to enhance and protect Internet service for small- and medium-sized businesses in the event of a network disruption.

Spectrum Enterprise offers tailored communications products and managed service solutions to larger businesses, as well as high-capacity last-mile data connectivity services to mobile and wireline carriers on a wholesale basis.

The Spectrum Enterprise product portfolio includes Internet access (fiber, wireless and coax delivered);

Wide Area Network ("WAN") Solutions including Ethernet;

SD-WAN and cloud connectivity services that privately and securely connect geographically dispersed customer locations;

and managed services which address a wide range of enterprise networking and security challenges.

To meet the communications needs of these more sophisticated customers, Spectrum Enterprise also offers an array of voice trunking services and unified messaging/unified communications solutions.

In addition, for industries such as hospitality, education and healthcare where specialized video solutions are demanded, Spectrum Enterprise offers a wide range of solutions designed to meet those requirements.

Spectrum Enterprise serves businesses nationally by combining its large, serviceable footprint and robust portfolio of fiber lit buildings with a significant wholesale partner network.

As a result, these customers benefit by obtaining advanced communications solutions from a single provider who is committed to an exceptional customer experience and who delivers compelling value by simplifying procurement and potentially reducing their costs.

Charter also offers Wireless Internet Backup to its SMB customers throughout its footprint.

Wireless Internet Backup is designed to enhance and protect Internet service for SMBs in the event of a network disruption.

Spectrum Enterprise offers tailored communications products and managed service solutions to larger businesses and government entities (local, state and federal), as well as high-capacity last-mile network connectivity services to mobile and wireline carriers on a wholesale basis.

The Spectrum Enterprise product portfolio includes connectivity services such as Internet Access (fiber, wireless and coax delivered);

Wide Area Network ("WAN") solutions (Ethernet, SD-WAN and cloud connectivity) that privately and securely connect geographically dispersed customer locations and cloud service providers;

and Managed Services which address a wide range of enterprise networking (e.g.

routing, WiFi) and security (e.g.

firewall, DDoS protection) challenges.

To meet the communications needs of these more sophisticated customers, Spectrum Enterprise also offers an array of voice trunking services and unified messaging communications and collaboration solutions.

In addition, for industries such as hospitality, education and healthcare where specialized video solutions are demanded, Spectrum Enterprise offers a wide range

of solutions designed to meet those requirements.

Spectrum Enterprise serves businesses nationally by combining its large serviceable footprint with a robust portfolio of fiber lit buildings and a significant wholesale partner network.

As a result, these customers benefit by obtaining advanced solutions from a single provider who is committed to an exceptional customer experience and who delivers compelling value by simplifying procurement and offering competitive pricing potentially reducing their costs.

Advertising Services

Charter’s advertising sales division, Spectrum Reach, offers local, regional and national businesses the opportunity to advertise in individual and multiple service areas on cable television networks and advanced advertising platforms.

Charter receives revenue from the sale of local advertising across various platforms for networks such as MTV, CNN and ESPN.

In any particular service area, Charter typically inserts local advertising on 40 to 85 channels.

Charter receives revenue from the sale of local advertising across various platforms for networks such as TBS, CNN and ESPN and on its Sprectrum TV application.

Charter inserts local advertising on up to 100 channels in over 90 markets.

Charter’s large footprint provides opportunities for advertising customers to address broader regional audiences from a single provider and thus reach more customers with a single transaction.

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In 2021, Charter continued to expand its deployment of household addressability (“HHA”), which allows for more precise targeting within various parts of its footprint.

This will be more widely deployed in 2021.

Additionally in the next year, in conjunction with other MVPD’s, Spectrum Reach will enable affiliated cable networks to deploy HHA on their own inventory in Charter’s footprints, charging them an enablement fee.

Charter also continued to develop its Ad Portal, which allows small businesses to purchase local cable advertising and/or creative services via its web portal with no sales personnel interaction at a price within their budgets.

They join Charter’s fully deployed Audience App, which uses its proprietary digital receiver

viewership data (all anonymized and aggregated) to optimize linear inventory, and Streaming TV, Charter’s expanded Ads Everywhere offering which includes inventory on over-the-top streaming content providers, in its suite of advanced advertising products available to the marketplace.

Additionally, in conjunction with other MVPDs, Spectrum Reach enables affiliated cable networks to deploy HHA on their own inventory in Charter’s footprint, charging them an enablement fee.

Charter also continues to further enhance its Ad Portal, which allows small businesses to purchase local cable advertising and/or creative services via its web portal with no sales personnel interaction at a price within their budgets.

Charter’s fully deployed Audience App, which uses its proprietary set-top box viewership data (all anonymized and aggregated), allows Charter to create data-driven linear TV campaigns for local advertisers.

Streaming TV, which is largely comprised of Spectrum TV application impressions, as well as those from numerous over-the-top streaming content providers, is part of its suite of advanced advertising products available to the marketplace.

Finally, Spectrum Reach is now employing multi-screen deterministic attribution services for television and streaming services that lets advertisers know the effectiveness of their advertising on Spectrum Reach’s platform.

Other Services

Regional Sports and News Networks

Regional Sports Networks

Charter has an agreement with the Los Angeles Lakers for rights to distribute all locally available Los Angeles Lakers’ games through 2033.

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Charter also owns 26.8% of Sterling Entertainment Enterprises, LLC (doing business as SportsNet New York), a New York City-based regional sports network that carries New York Mets’ baseball games as well as other regional sports programming.

Charter manages 31 local news channels, including Spectrum News NY1 ® and LA1, 24-hour news channels focused on New York City and Los Angeles.

Charter’s local news channels provide 24/7 hyperlocal content, focusing on news, programming and storytelling that addresses the deeper needs and interests of the diverse communities and neighborhoods it serves.

Charter also provides the Spectrum News app where customers can read, watch and listen to news stories by its Spectrum News journalists and local partner publications on their mobile device.

News Networks

Charter manages 34 local news channels, including Spectrum News NY1 ® and LA1, 24-hour news channels focused on New York City and Los Angeles, respectively.

Charter’s local news channels connect the diverse communities and neighborhoods Charter serves providing 24/7 hyperlocal content, focusing on news, programming and storytelling that addresses the deeper needs and interests of its customers.

Charter also provides the Spectrum News application where customers can read, watch and listen to news stories by its Spectrum News journalists and local partner publications on their mobile device.

Pricing of Charter’s Products and Services

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Charter typically charges a one-time installation fee which is sometimes waived or discounted in certain sales channels during certain promotional periods.

Charter’s Spectrum pricing and packaging generally offers a standardized price for each tier of service, bundle of services, and add-on service in a service area.

Charter sells Internet and video packages with the option to add on voice and mobile services at attractive pricing.

Charter’s Spectrum pricing and packaging (“SPP”) generally offers a standardized price for each tier of service, bundle of services, and add-on service in a service area.

Charter also has specialized offerings to enhance affordability of its Internet product for qualified low-income households which include its Spectrum Internet Assist product which offers a 30 Mbps service and a free modem for a low cost.

In addition, some of Charter’s customers are eligible for a subsidy through the FCC Affordable Connectivity Program which provides eligible low-income households with up to $30 per month towards Internet service.

Charter’s mobile customers can choose one of two simple ways to pay for data.

Customers can choose from unlimited data plans or by-the-gig data usage plans and pricing includes all taxes and fees.

All plans include free nationwide talk and text and customers can easily switch between mobile data plans during the month.

Customers can choose from unlimited or by-the-gig data usage plans and can easily switch between mobile data plans during the month.

All plans include 5G service, free nationwide talk and text, and simple pricing that includes all taxes and fees.

In October 2021, Charter implemented new multi-line unlimited data plans at lower prices for customers with two or more lines, at least one of which is an unlimited line.

Customers can also purchase mobile devices and accessory products and have the option to pay for devices under interest-free monthly installment plans.

Charter’s device portfolio includes 5G models from Apple, Google and Samsung and Charter offers trade-in options along with a bring-your-own device program which lowers the costs for its customers switching to Spectrum Mobile from other mobile operators.

Charter’s Network Technology

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In most systems, Charter delivers its signals via fiber optic cable from the headend to a group of nodes, and uses coaxial cable to deliver the signal from individual nodes to the homes served by that node.

For Charter’s Spectrum Enterprise customers, fiber optic cable is extended from individual nodes to the customer’s site.

For Charter’s Spectrum Enterprise customers, fiber optic cable is extended to the customer’s site.

For certain new build and MDU sites, Charter increasingly brings fiber to the customer site.

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● signal quality and high service reliability;

● a powered network enabling WiFi and Charter’s future 5G small cell access points;

● the ability to upgrade capacity at a lower incremental capital cost relative to its competitors.

Charter’s systems provide a two-way all-digital platform, leveraging DOCSIS 3.1 technology and bandwidth of 750 megahertz or greater, to approximately 100% of its estimated passings.

This bandwidth-rich network enables Charter to offer a large selection of HD channels and Spectrum Internet Gig while providing greater plant security and enabling lower installation and disconnect service truck rolls.

Charter believes as demand for data continues to grow, that with its deployed DOCSIS 3.1 technology, Charter has the ability to increase speeds and reliability by allocating more of its plant bandwidth to both upstream and downstream IP services in a variety of ways, including moving its video services to MPEG-4 compression, moving more HD video content to switched digital video and more efficiently packaging its non-IP service channels.

Charter is also evaluating additional network upgrades that could be made on the increment giving it the ability to offer multi-gigabit downstream speeds and up to one gigabit upstream speeds all in advance of migrating towards the next standard, DOCSIS 4.0, in which Charter is currently investing with key vendors and industry participants.

In 2020, Charter purchased 210 CBRS PALs and intends to use the licenses along with unlicensed CBRS spectrum to build its own 5G mobile network on targeted 5G small cell sites leveraging its HFC network providing power and data connectivity to the majority of the sites.

This bandwidth-rich network enables Charter to offer a large selection of HD channels and Spectrum Internet Gig and encrypted signals facilitate self-installs resulting in lower installation costs and truck rolls.

Charter believes as demand for data continues to grow, with its deployed DOCSIS 3.1 technology, Charter has the ability to increase speeds and reliability by allocating more of its plant bandwidth to both upstream and downstream IP services in a variety of ways, including moving its video services to MPEG-4 compression, moving more HD video content to switched digital video and more efficiently packaging its traditional linear video services.

Charter is also evaluating additional network enhancements to increase the capacity of its network for next generation products and services that give Charter the ability to offer multi-gigabit downstream speeds and up to one Gbps upstream speeds all in advance of migrating towards the next standard, DOCSIS 4.0, which Charter is currently developing with key vendors and industry participants.

In 2022, Charter will continue to deploy high splits in its service areas which are a capital efficient means of enhancing Charter’s network, as they use current DOCSIS 3.1 customer premise equipment and reduce the need for node splits, which were required as average consumer bandwidth utilization increased.

Charter owns 210 CBRS PALs and intends to use these licenses along with unlicensed CBRS spectrum to build its own 5G data-only mobile network on targeted 5G small cell sites leveraging its HFC network to provide power and data connectivity to the majority of the sites.

These 5G small cells, combined with improving WiFi capabilities, increase speed and reliability along with improving Charter’s cost structure.

During 2021, Charter will focus on scaling its systems to actively manage traffic on Spectrum Mobile devices using its MVNO, network through WiFi and future 5G mobile network.

Charter is focused on scaling its systems to actively manage traffic on Spectrum Mobile devices using its MVNO, network through WiFi and future 5G mobile network.

In addition, Charter plans on deploying some targeted 5G small cell sites which will help it learn how to pace its broader multi-year 5G mobile network build-out based on disciplined cost reduction targets.

Charter also participated in phase I of the Rural Digital Opportunity Fund (“RDOF”) auction to further extend its broadband services in states where it currently operates.

The purpose of Phase 1 of RDOF was to bring broadband to unserved areas.

Approximately $9.2 billion was awarded nationwide in Phase I of RDOF through a reverse auction process of which Charter won a bidding process for $1.2 billion in December 2020.

Charter expects to fund its multi-billion dollar fiber-based build-out over a six to eight-year period.

This investment will allow Charter to generate long-term infrastructure-style returns by further taking advantage of the efficiencies of the scale and quality of its network and construction capabilities while offering its high quality products and services to more homes and businesses.

Charter expects newly-served homes will be enabled to engage in distance learning, remote work, telemedicine and other bandwidth-heavy applications that require high speed broadband connectivity.

Newly-served rural areas would also benefit from Charter’s high-value SPP structure including its voice and mobile offerings, as well as its comprehensive selection of video products.

The successful and timely execution of such build-out is dependent on a variety of external factors, including the make-ready and utility pole permitting processes.

In 2021, Charter continued its rural broadband construction initiative in which it intends to expand its network and offer reliable broadband services of up to one Gbps to more than one million estimated passings in unserved areas in states where it currently operates.

Charter expects to invest over $5 billion over the next several years, a portion of which it expects to offset with government funding including $1.2 billion of support won in the Rural Digital Opportunity Fund (“RDOF”) auction and other federal, state and municipal grants that are available or that it expects to become available.

In addition to construction in areas subsidized by various government grants, which could be material, Charter expects to continue rural construction in areas near its current plant and in areas surrounding subsidized construction where synergies can be achieved.

These investments will allow Charter to generate long-term infrastructure-style returns by further taking advantage of the efficiencies of the scale and quality of its network and construction capabilities while offering its high quality products and services to more homes and businesses.

Charter expects these newly-served homes will be enabled to engage in distance learning, remote work, telemedicine and other bandwidth-heavy applications that require high speed broadband connectivity.

Newly-served rural areas will also benefit from Charter’s high-value SPP structure including its voice and mobile offerings, as well as its comprehensive selection of video products.

The successful and timely execution of such fiber-based construction is dependent on a variety of external factors, including the make-ready and utility pole permitting processes.

With fewer homes and businesses in these areas, broadband providers need to access multiple poles per home, as opposed to multiple homes per pole in higher-density settings.

As a result, pole applications, pole replacement rules and their affiliated issue resolution processes are all factors that can have a significant impact on build-out timing and speed to completion.

The RDOF auction rules establish construction milestones for the build-out utilizing RDOF funding.

As a result, pole applications, pole replacement rules and their affiliated issue resolution processes are all factors that can have a significant impact on construction timing and speed to completion.

The RDOF auction rules and other subsidy grants establish construction milestones for the build-out utilizing subsidized funding.

Failure to meet those milestones could subject Charter to financial penalties.

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Charter’s operations are centralized, with senior executives responsible for coordinating and overseeing operations, including establishing company-wide strategies, policies and procedures.

Sales and marketing, network operations, field operations, customer operations, engineering, advertising sales, human resources, legal, government relations, information technology and finance are all directed at the corporate level.

Sales and marketing, field operations, customer operations, network operations, engineering, advertising sales, human resources, legal, government relations, information technology and finance are all directed at the corporate level.

Regional and local field operations are responsible for customer premise service transactions and maintaining and constructing that portion of Charter’s network which is located outdoors.

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As part of Charter’s operating strategy, Charter insources most of its customer operations workload.

Charter’s in-house call centers handle over 90% of Charter’s total cable customer service calls.

Charter manages its customer service call centers centrally to ensure a consistent, high quality customer experience.

Charter’s in-house call centers handle nearly all of Charter’s total customer service calls.

Charter manages

its customer service call centers centrally to ensure a consistent, high quality customer experience.

In addition, Charter routes calls by call type to specific agents that only handle such call types, enabling agents to become experts in addressing specific customer needs, creating a better customer experience.

Service from Charter’s call centers continues to become more efficient as a result of new tool enhancements that give its front-line customer service agents more context and real-time information about the customer and their services which allows them to more effectively troubleshoot and resolve issues.

Charter’s call center agent desktop interface tool enables virtualization of all call centers thereby better serving its customers.

Virtualization allows calls to be routed across Charter’s call centers regardless of the location origin of the call, reducing call wait times, and saving costs.

Charter continues to migrate its call centers to full virtualization and expects its call centers to be fully virtualized by 2022.

Charter also provides customers with the opportunity to interact with it through a variety of forums in addition to telephonic communications, including through its customer website, mobile device applications, online chat, and social media.

Charter’s customer websites and mobile applications enable customers to pay their bills, manage their accounts, order new services and utilize self-service help and support.

In addition, Charter’s self-install program has enabled product installations to continue despite COVID-19 social distancing challenges.

Charter continues to migrate its call centers to full virtualization and expects all of its call centers to be fully virtualized by late 2022.

Charter also provides customers with the opportunity to interact with it in the manner they choose through self-service options on its customer website and mobile device applications, or via telephonic communication, online chat, and social media.

Charter’s customer websites and mobile applications enable customers to pay their bills, manage their accounts, order and activate new services and utilize self-service help and support.

In addition, Charter’s self-install program has enabled product installations to continue despite COVID-19 social distancing challenges and has been beneficial for customers who need flexibility in the timing of their installation.

Charter sells its residential and commercial services using national brand platforms known as Spectrum, Spectrum Business, Spectrum Enterprise and Spectrum Reach.

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Media corporation and broadcast station group consolidation has, however, resulted in fewer suppliers and additional selling power on the part of programming suppliers.

Although an insignificant amount of Charter’s programming budget, recently Charter has begun entering into agreements to co-produce or exclusively license original content which gives it the right to provide customers with certain exclusive content for a period of time.

Programming is usually made available to Charter for a license fee, which is generally paid based on the number of customers to whom it makes that programming available.

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Charter also offers VOD and pay per view channels of movies and events that are subject to a revenue split with the content provider.

Although an insignificant amount of Charter’s programming budget, recently Charter has begun entering into agreements to co-produce or exclusively license original content which gives it the right to provide its customers with certain exclusive content for a period of time.

Charter’s programming costs have historically increased in excess of customary inflationary and cost-of-living type increases.

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Federal law allows commercial television broadcast stations to make an election between “must-carry” rights and an alternative “retransmission-consent” regime.

When a station opts for retransmission-consent, Charter is not allowed to carry the station’s signal without that station’s permission.

Continuing demands by owners of broadcast stations for cash payments at

substantial increases over amounts paid in prior years in exchange for retransmission consent will increase Charter’s programming costs or require Charter to cease carriage of popular programming, potentially leading to a loss of customers in affected service areas.

When a station opts for retransmission-consent, Charter is not allowed to carry the

station’s signal without that station’s permission.

Continuing demands by owners of broadcast stations for cash payments at substantial increases over amounts paid in prior years in exchange for retransmission consent will increase Charter’s programming costs or require Charter to cease carriage of popular programming, potentially leading to a loss of customers in affected service areas.

Over the past several years, increases in Charter’s video service rates have not fully offset the increases in its programming costs, and with the impact of increasing competition and other marketplace factors, Charter does not expect the increases in its video service rates to fully offset the increase in its programming costs per customer for the foreseeable future.

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We own an approximate 30.9% economic ownership interest in Charter, based on shares of Charter’s Class A common stock issued and outstanding as of December 31, 2021.

Upon the closing of the Time Warner Cable merger, the Second Amended

and Restated Stockholders Agreement, dated as of May 23, 2015, by and among Charter, Liberty Broadband and Advance/Newhouse Partnership ("A/N"), as amended (the “Stockholders Agreement”), became fully effective.

Pursuant to the Stockholders Agreement, Liberty Broadband’s equity ownership in Charter (on a fully diluted basis) is capped at the greater of 26% or the Voting Cap (as defined below) (“Equity Cap”).

Liberty Broadband’s overall voting interest (27.2% at December 31, 2020) is diluted by the outstanding A/N interest in a subsidiary of Charter because the A/N interest has voting rights in Charter.

Pursuant to the Stockholders Agreement, Liberty Broadband’s voting interest in Charter is capped at the greater of (x) 25.01% (or 0.01% above the person or group holding the highest voting percentage of Charter) and (y) 23.5% increased one-for-one to a maximum of 35% for each permanent reduction in A/N’s equity interest in Charter below 15% (the "Voting Cap").

Therefore, our voting control of the aggregate voting power of Charter is 25.01%, and at any meeting of Charter's stockholders, subject to certain exceptions, any shares held by Liberty Broadband that exceed the Voting Cap are to be voted in the same proportion as all other votes cast with respect to the applicable matter (determined without inclusion of the votes cast by (x) Liberty Broadband or (y) any other person or group that beneficially owns voting securities representing 10% or more of Charter's voting power), subject to the terms and conditions set forth in the Stockholders Agreement .

Liberty Broadband is also party to a proxy agreement with A/N, but as of December 31, 2020, due to Liberty Broadband's voting interest exceeding the Voting Cap, no shares subject to the A/N proxy agreement were included in Liberty Broadband's voting power.

Upon the closing of the Time Warner Cable merger, the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, by and among Charter, Liberty Broadband and Advance/Newhouse Partnership, as amended (the “Stockholders Agreement”), became fully effective.

Pursuant to the Stockholders Agreement, Liberty Broadband’s equity ownership in Charter (on a fully diluted basis) is capped at the greater of 26% or the voting cap (“Equity Cap”).

As of December 31, 2021, due to Liberty Broadband’s voting interest exceeding the current voting cap of 25.01%, our voting control of the aggregate voting power of Charter is 25.01%.

Under the Stockholders Agreement, Liberty Broadband has agreed to vote (subject to certain exceptions) all voting securities beneficially owned by it, or over which it has voting discretion or control that are in excess of the voting cap in the same proportion as all other votes cast by public stockholders of Charter with respect to the applicable matter.

In February 2021, Liberty Broadband was notified that its ownership interest, on a fully diluted basis, had exceeded the Equity Cap set forth in the Stockholders Agreement.

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The per share sale price for each share of Charter will be equal to the volume weighted average price paid by Charter in its repurchases, redemptions and buybacks of its common stock (subject to certain exceptions) during the month prior to the Charter Repurchase (or, if applicable, during the relevant period prior to the relevant meeting of Charter stockholders).

Under the terms of the letter agreement, Liberty Broadband expects the first Charter Repurchase to occur in March 2021.

Additionally, so long as the A/N Proxy is in effect, if A/N proposes to transfer common units of Charter Communications Holdings, LLC or Charter shares, Liberty Broadband will have a right of first refusal (“ROFR”) to purchase all or a portion of any such securities A/N proposes to transfer, on the terms and conditions set forth in the A/N Proxy.

Liberty Broadband cannot exercise any such ROFR to the extent that its equity ownership would exceed its cap on its equity ownership set forth in the Stockholders Agreement following such transaction.

On February 23, 2021, Liberty Broadband waived, until May 18, 2021, its rights under the A/N Proxy and the Stockholders Agreement relating to such ROFR.

Under the terms of the letter agreement, Liberty Broadband sold 6,077,664 shares of Charter Class A common stock to Charter for $4.2 billion during the year ended December 31, 2021 to maintain our fully diluted ownership percentage at 26%.

Subsequent to December 31, 2021, Liberty Broadband sold 535,092 shares of Charter Class A common stock to Charter for $341 million.

Under the Stockholders Agreement, we have the right to designate three directors to the Charter board of directors, subject to certain exclusions and requirements.

Charter has agreed to cause the appointment of at least one of our designees to serve on the nominating and corporate governance, finance, audit and compensation and benefits committees of the board, provided they meet the independence and other qualifications for membership on those committees.

Skyhook Holding, Inc.

was originally incorporated on November 24, 1992 to provide technology for locating wireless phones and other mobile devices.

Through its wholly-owned subsidiary, Skyhook Wireless Inc., Skyhook markets and sells a location determination service called the Precision Location Solution.

Skyhook also previously marketed and sold a location intelligence and data insights service called Geospatial Insights.

In November 2020, Skyhook decided to wind down the Geospatial Insights business, which did not constitute a material portion of Skyhook’s business.

Skyhook’s Precision Location Solution works by collecting nearby radio signals (such as information from WiFi access points, cell towers, IP addresses and other radio beacons) that are observed by a mobile device.

The Precision Location Solution then matches these identified signals to the approximate geolocation of billions of geolocated WiFi access points, cell towers and IP addresses which are maintained in Skyhook’s proprietary reference database.

Based on the signal strength of the received measurements and the pre-determined positions of the access points, cell towers and other beacons that are stored in the reference database, Skyhook can then calculate a precise location of the mobile device.

Since the Precision Location Solution uses the

existing hardware on the mobile device and observes signal scans that have already been performed by the device, it does not require additional hardware installations or consume any additional power from the mobile device.

The Precision Location Solution is primarily marketed to, and used by, mobile device makers (including phones, laptops, tablets, gaming devices, wearables and other wireless-connected Internet of Things products), wireless carriers, and asset tracking platforms to understand the precise geographic location and movement of mobile devices.

Skyhook’s revenue is primarily derived from the sale and integration of its Precision Location Solution (including the licensing of software and data components that make up that solution).

In addition, Skyhook earns revenue through entering into licensing agreements with companies to utilize its underlying intellectual property (including patents).

Regulatory Matters

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Congress and the FCC have frequently revisited the subject of communications regulation, and they are likely to do so again in the future.

Changes in legislation, regulation and regulatory enforcement are expected to result from the recent political elections.

Charter and GCI Holdings could be materially disadvantaged in the future if they are subject to new laws, regulations or regulatory actions that do not equally impact key competitors.

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Federal “must carry” regulations require cable systems to carry local broadcast television stations upon the request of the local broadcaster.

Alternatively, federal law includes “retransmission consent” regulations, by which popular commercial television stations can prohibit cable carriage unless the cable operator first negotiates for “retransmission consent,” which may be conditioned on significant payments or other concessions.

Popular stations invoking “retransmission consent” have been demanding substantial compensation increases in their recent negotiations with cable operators, thereby significantly increasing operating costs.

Alternatively, federal law includes “retransmission consent” regulations, by which commercial television stations can prohibit cable carriage unless the cable operator first negotiates for “retransmission consent,” which may be conditioned on significant payments or other concessions.

Popular stations routinely invoke “retransmission consent” and demand substantial compensation increases in their negotiations with cable operators, thereby significantly increasing operating costs.

The current rules do not require any cable operator to carry multiple digital programming streams from a single broadcast television station, but should the FCC change this policy, additional cable capacity would need to be devoted to carrying additional broadcast television programming streams, a step that could require the removal of other programming services.

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The Communications Act requires most utilities owning utility poles to provide cable systems with access to poles and conduits and also subjects the rates charged for this access to either federal or state regulation.

The federally regulated rates now applicable to pole attachments used for cable, Internet, and telecommunications services are substantially similar.

The federally regulated rates now applicable to pole attachments used for cable or telecommunications service, including when offered together with Internet services, are substantially similar.

The FCC’s approach does not directly affect the rate in states that self-regulate, but many of those states have substantially the same rate for all communications attachments.

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In addition, in 2011, the FCC adopted an order to rationalize different pole attachment rates among types of services, and in 2015, took further steps to bring telecommunications and cable pole attachment rates into parity.

general purpose of the rule changes was to ensure pole attachment rates as low and as uniform as possible, GCI Holdings does not expect the rules to have an impact on the terms under which it accesses poles.

Though the general purpose of the rule changes was to ensure pole attachment rates as low and as uniform as possible, GCI Holdings does not expect the rules to have an impact on the terms under which it accesses poles.

GCI Holdings cannot predict the likelihood of the RCA changing its formula, adopting the federal formula, or relinquishing its oversight of pole attachments to the FCC, any of which could increase the cost of its operations.

Cable Rate Regulation

Pursuant to federal law, a cable system’s video offerings are universally exempt from rate regulation, except for a cable system’s minimum level of video programming service, referred to as “basic service,” and associated equipment.

FCC regulations require a local franchise authority interested in regulating rates for basic service and associated equipment to first make an affirmative showing that there is no “effective competition” (as defined under federal law) in the community.

Given the competitive nature of Charter and GCI Holding’s markets, the FCC and RCA recently rescinded certifications for the relatively few communities where Charter and GCI Holdings had been subject to rate regulation.

It is possible that this rescission could be reversed, the competitive situation could change, and that some local franchising authorities may be certified to regulate rates in the future.

In addition, the Television Viewer Consumer Protection Act of 2019 and other existing and potential laws and regulations may affect our businesses’ marketing practices (including its disclosure and itemization of subscriber fees).

Other FCC Regulatory Matters

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(14) the provision of up to 15% of video channel capacity for commercial leased access by unaffiliated third parties;

and (15) public, education and government entity access requirements.

(15) public, education and government entity access requirements;

and (16) cable rate regulation.

Each of these regulations restricts Charter and GCI Holdings’ business practices to varying degrees and may impose additional costs on Charter and GCI Holdings’ operations.

The FCC regulates spectrum usage in ways that could impact Charter and GCI Holdings’ operations.

For example, the FCC has adopted a plan to reallocate certain spectrum for new wireless communications purposes, which could be disruptive to the satellite platform Charter and GCI Holdings rely upon to provide their video services and that GCI Holdings relies upon to provide various services to rural communities.

The FCC is also preparing to make additional spectrum available for commercial services, which Charter and GCI Holdings might acquire to deliver services in the future.

These businesses’ ability to access and use such spectrum is uncertain and may be limited by further FCC auction or allocation decisions.

The FCC regulates spectrum usage in ways that could impact Charter and GCI Holdings’ operations, including for microwave backhaul, broadcast, unlicensed WiFi and CBRS.

These businesses’ ability to access and use such spectrum that may become available in the future is uncertain and may be limited by further FCC auction or allocation decisions.

New spectrum obtained by other parties could also lead to additional wireless competition to these businesses’ existing and future services.

It is possible that Congress or the FCC will expand or modify its regulation of cable systems and competing services in the future, and Charter and GCI Holdings cannot predict at this time how that might impact their businesses.

Cable systems are subject to a federal compulsory copyright license covering carriage of television and radio broadcast signals.

It is possible that Congress or the FCC will expand or modify its regulation of cable systems or the services delivered over cable systems and competing services in the future, and Charter and GCI Holdings cannot predict at this time how that might impact their businesses.

The carriage of television and radio broadcast signals by cable systems are subject to a federal compulsory copyright license.

In exchange for filing certain reports and contributing a percentage of their revenue to a federal copyright royalty pool that varies depending on the size of the system, the number of distant broadcast television signals carried, and the location of the cable system, cable operators can obtain blanket permission to retransmit copyrighted material included in broadcast signals.

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For example, federal law imposes a 5% cap on franchise fees.

In 2019, the FCC clarified that in-kind contribution requirements set forth in cable franchises are subject to the statutory cap on franchise fees, and it reaffirmed that state and local authorities are barred from imposing duplicative franchise and/or fee requirements on franchised cable systems providing non-cable services.

An appeal of the FCC’s order is pending in federal court.

In 2019, the FCC clarified that the value of in-kind contribution requirements set forth in cable franchises is subject to the statutory cap on franchise fees, and it reaffirmed that state and local authorities are barred from imposing franchise fees on non-cable services, such as Internet services, provided by cable operators over cable systems.

Those rules were upheld by a federal court in 2021, but the court limited the amount of the in-kind services that could be considered to be a franchise fee to the operator’s marginal costs of providing such services rather than the market value of such services.

Some franchise authorities have petitioned the Supreme Court to review this decision.

A number of states have adopted franchising laws that provide for statewide franchising.

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Many aspects of the coordination and regulation of Internet activities and the underlying networks over which those activities are conducted are evolving.

Internet-specific and non-Internet-specific changes in the regulatory environment, including changes that affect communications costs or increase competition from ILECs or other communications services providers, could adversely affect the costs and the prices for Internet-based services.

Internet-specific and non-Internet-specific changes in the regulatory environment, including

changes that affect communications costs or increase competition from Incumbent Local Exchange Carriers (“ILECs”) or other communications services providers, could adversely affect the costs and the prices for Internet-based services.

The FCC originally classified broadband Internet access services, such as those Charter and GCI Holdings offer, as an “information service,” which exempted the service from traditional communications common carrier laws and regulations.

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The application of new legal requirements to both Charter and GCI Holdings’ Internet services could adversely affect their respective businesses.

The 2018 FCC order reclassifying Internet access services also ruled that state regulators may not impose obligations similar to federal network neutrality obligations that the FCC eliminated but this blanket prohibition was vacated by the U.S.

Court of Appeals in 2019.

Circuit Court of Appeals in 2019.

The court left open the possibility that individual state laws could be deemed preempted on a case by case basis if it is shown that they conflict with federal law.

Several states (including California) have adopted state obligations, and additional states may consider the imposition of new regulations on Internet services, such as rules similar to the network neutrality requirements that were eliminated by the FCC.

California’s legislation has been challenged in court, and it cannot be predicted how the challenge to California’s legislation or challenges to other state legislation will be resolved.

In recent years, the FCC has demonstrated an interest in accelerating advancements in, and deployment of, wired and wireless broadband infrastructure, including advanced 5G wireless service.

For example, the FCC and many states offer subsidies to companies deploying broadband to areas deemed to be “unserved” or “underserved,” including the recently concluded RDOF auction.

Charter and GCI Holdings have sought subsidies for their own broadband construction in unserved areas, and they have generally opposed such subsidies when directed to areas that are already served.

Government efforts to subsidize areas that Charter and GCI Holdings already serve create regulatory imbalances that could adversely affect these businesses.

California and Vermont have adopted rules similar to the network neutrality requirements that the FCC eliminated.

On January 28, 2022, the Ninth Circuit Court of Appeals affirmed the district court’s denial of a preliminary injunction against enforcement of the California rules.

California has also adopted other regulations on Internet services, including network resiliency rules to assure backup power is available after natural disasters and other outages.

New York adopted legislation that would have required Internet service providers to offer a discounted Internet service to qualifying low-income consumers, but a federal district judge enjoined enforcement as likely to be deemed rate regulation of Internet service that would be preempted by federal law.

Charter and GCI Holdings cannot predict what other legislation and regulations may be adopted by states or how challenges to such requirements will be resolved.

In recent years, federal and state governments have offered billions of dollars in subsidies to companies deploying broadband to areas deemed to be “unserved” or “underserved,” using funds from the FCC’s RDOF auction in 2020, The American Rescue Plan Act of 2021 (“ARPA”), and The Infrastructure Investment and Jobs Act of 2021 (the “Infrastructure Act”).

Government efforts to subsidize areas that Charter and GCI Holdings already serve and to promote 5G wireless broadband services create regulatory imbalances that could adversely affect these businesses.

Charter and GCI Holdings have opposed such subsidies when directed to areas that are already served and have sought and expect to continue to seek subsidies for their own broadband construction in unserved and underserved areas including RDOF, ARPA, Capital Projects Fund, National Telecommunications and Information Administration grants and the Infrastructure Act.

Charter was the winning bidder for RDOF awards in the amount of $1.2 billion over ten years that will partially fund, along with its substantial additional investment, the construction of new broadband infrastructure to more than one million estimated passings.

These awards include a number of regulatory requirements, such as serving as the carrier of last resort and completing increasingly larger portions of the network construction by certain dates.

If Charter fails to meet these obligations, Charter could be subject to substantial government penalties.

Aside from the FCC’s generally applicable regulations, Charter made certain commitments to comply with the FCC’s order in connection with the FCC’s approval of Charter’s merger with TWC and acquisition of Bright House that are discussed below in “Description of Business – Regulatory Matters – Commitments Related to the 2016 Merger with TWC and Acquisition of Bright House.

Rural Health Care (“RHC”) Program.

The USF RHC Program provides funding to eligible healthcare providers for telecommunications and broadband services.

The Universal Service Fund (“USF”) RHC Program provides funding to eligible healthcare providers for telecommunications and broadband services.

The RHC Telecommunications Program subsidizes the rates for telecommunications services provided to rural health care providers based on the difference between the urban and rural rates for such services.

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In November 2017, the Universal Service Administrative Company ("USAC") requested further information in support of the rural rates charged to a number of GCI Holdings' RHC customers in connection with the funding requests for the year that runs July 1, 2017 through June 30, 2018.

On October 10, 2018, GCI Holdings received a letter from the FCC's Wireline Competition Bureau (“Bureau”) notifying it of the Bureau’s decision to reduce the rural rates charged to RHC customers for the funding year that ended on June 30, 2018 by approximately 26% resulting in a reduction of total support payments of $27.8 million.

On October 10, 2018, GCI Holdings received a letter from the FCC's Wireline Competition Bureau (“Bureau”) notifying it of the Bureau’s decision to reduce the rural rates charged to RHC

customers for the funding year that ended on June 30, 2018 by approximately 26% resulting in a reduction of total support payments of $28 million.

The FCC also informed GCI Holdings that the same cost methodology used for the funding year that ended on June 30, 2018 would be applied to rates charged to RHC customers in subsequent funding years.

In response to the Bureau’s letter, GCI Holdings filed an Application for Review with the FCC.

On October 20, 2020, the Wireline Competition Bureau of the FCC issued two separate letters approving the cost-based rural rates GCI Holdings historically applied when recognizing revenue for services provided to its RHC customers for the funding years that ended on June 30, 2019 and June 30, 2020.

GCI Holdings collected $174 million in accounts receivable relating to these two funding years subsequent to December 31, 2020.

On June 25, 2020, GCI Holdings submitted cost studies with respect to a number of its rates for services provided to its RHC customers for the funding year ending June 30, 2021, which require approval by the Bureau.

On October 20, 2020, the Bureau issued two separate letters approving the cost-based rural rates GCI Holdings historically applied when recognizing revenue for services provided to its RHC customers for the funding years that ended on June 30, 2019 and June 30, 2020.

GCI Holdings collected approximately $175 million in accounts receivable relating to these two funding years during the year ended December 31, 2021.

GCI Holdings also filed an Application for Review of these determinations.

Subsequently, GCI identified rates for similar services provided by a competitor that would justify higher rates for certain GCI satellite services in the funding years that ended on June 30, 2018, June 30, 2019, and June 30, 2020.

GCI submitted that information to the Bureau on September 7, 2021.

The Applications for Review remain pending.

On June 25, 2020, GCI Holdings submitted cost studies with respect to a number of its rates for services provided to its RHC customers for the funding year ended June 30, 2021, which require approval by the Bureau.

GCI Holdings further updated those studies on November 12, 2020, to reflect the completion of the bidding season for that funding year.

Those studies remain pending before the Bureau, and we cannot predict when the Bureau will act upon them.

On May 24, 2021, the FCC approved the cost studies submitted by GCI Holdings for the funding year ended June 30, 2021.

Subsequently, on August 16, 2021, GCI submitted a request for approval of rates for 17 additional sites, which remains pending.

RHC Program Funding Cap.

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Other aspects related to the Enforcement Bureau’s review of GCI Holdings’ compliance with program rules are discussed separately below.

The ongoing uncertainty in program funding,

as well as the uncertainty associated with the rate review, could have an adverse effect on its business, financial position, results of operations or liquidity.

The ongoing uncertainty in program funding, as well as the uncertainty associated with the rate review, could have an adverse effect on its business, financial position, results of operations or liquidity.

In the fourth quarter of 2019, GCI Holdings became aware of potential RHC Program compliance issues related to certain of GCI Holdings’ currently active and expired contracts with certain of its RHC customers.

The Company and its external experts performed significant and extensive procedures to determine whether GCI Holdings’ currently active and expired contracts with its RHC customers would be deemed to be in compliance with the RHC Program rules.

GCI Holdings notified the FCC of potential compliance issues in the fourth quarter of 2019.

GCI Holdings notified the FCC of the potential compliance issues in the fourth quarter of 2019.

On May 28, 2020, GCI Holdings received a second letter of inquiry from the Enforcement Bureau in the same matter noted above.

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On December 17, 2020, GCI Holdings received a Subpoena Duces Tecum from the FCC’s Office of the Inspector General requiring production of documents from January 1, 2009 to the present related to a single RHC customer and related contracts, information regarding GCI Holdings’ determination of rural rates for a single customer, and to provide information regarding persons with knowledge of pricing practices generally.

GCI Holdings continues to work with the FCC to resolve all enforcement inquiries as discussed above.

With respect to the ongoing inquiries from the FCC’s Enforcement Bureau and the FCC’s Office of the Inspector General, GCI Holdings recognized a liability of approximately $12.0 million for contracts that were deemed probable of not complying with the RHC Program rules.

The Company also identified certain contracts where additional loss was reasonably possible and such loss could range from zero to $44.0 million.

On April 21, 2021, representatives of the Department of Justice (“DOJ”) informed GCI Holdings that a qui tam action has been filed in the Western District of Washington arising from the subject matter under review by the Enforcement Bureau.

The DOJ is investigating whether GCI Holdings submitted false claims and/or statements in connection with GCI’s participation in the FCC’s RHC Program.

On July 14, 2021, the DOJ issued a Civil Investigative Demand with regard to the qui tam action.

GCI Holdings continues to work with the FCC and the DOJ to resolve all enforcement inquiries discussed above.

With respect to the ongoing inquiries from the FCC’s Enforcement Bureau and the FCC’s Office of the Inspector General, GCI Holdings recognized a liability of approximately $12 million in 2019 for contracts that were deemed probable of not complying

with the RHC Program rules.

GCI Holdings also identified certain contracts where additional loss was reasonably possible and such loss could range from zero to $44 million.

An accrual was not made for the amount of the reasonably possible loss in accordance with the applicable accounting guidance.

GCI Holdings could also be assessed fines and penalties, but such amounts could not be reasonably estimated.

With respect to the ongoing inquiries from the DOJ regarding the qui tam action, the Company is unable to assess the ultimate outcome of this action given the confidentiality of the qui tam process and is unable to determine whether any type of fine or penalty would ultimately be assessed as is permitted under the applicable law.

Revision of Support Calculations.

On August 20, 2019, the FCC released an order changing the manner in which support issued under the RHC Program will be calculated and approved.

Some of these changes will become effective beginning with the funding year ending June 30, 2021, while others will apply beginning with the funding year ending June 30, 2022.

Some of these changes will become effective beginning with the funding year ended June 30, 2021, while others will apply beginning with the funding year ending June 30, 2022.

On October 21, 2019, GCI Holdings appealed the order to the United States Court of Appeals for the District of Columbia Circuit.

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On September 30, 2020, USAC released a refreshed version of the database incorporating limited changes submitted by interested parties.

On January 19, 2021, the Wireline Competition Bureau of the FCC issued an Order that waives the requirement to use the database for health care providers in Alaska for the two funding years ending June 30, 2022 and June 30, 2023.

The Order requires GCI Holdings to determine its rural rates based on previously approved rates or under reinstitution of the rules currently in effect through the funding year ending on June 30, 2021.

On January 19, 2021, the Bureau issued an Order that waives the requirement to use the database for health care providers in Alaska for the two funding years ending June 30, 2022 and June 30, 2023.

On April 8, 2021, the Bureau issued an Order further extending the January 19, 2021 waiver to carriers nationwide and eliminating the ability or requirement to use the database to establish the healthcare provider payments for services subsidized by the RHC Telecom Program.

Schools and Libraries Program .

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Wireline Voice Services and Products

The FCC has never classified the VoIP wireline telephone services that Charter and GCI Holdings offer as “telecommunications services” that are subject to traditional federal common carrier regulation, but instead has imposed some of these requirements on a case-by-case basis, such as requirements relating to 911 emergency services (“E911”), Communications Assistance for Law Enforcement Act (“CALEA”) (the statute governing law enforcement access to and surveillance of communications), Universal Service Fund (“USF”) contributions, customer privacy and Customer Proprietary Network Information protections, number portability, network outage reporting, rural call completion, disability access, regulatory fees, back-up power obligations, robocall mitigation and discontinuance of service.

The FCC has never classified the VoIP wireline telephone services that Charter and GCI Holdings offer as “telecommunications services” that are subject to traditional federal common carrier regulation, but instead has imposed some of these regulatory requirements on a case-by-case basis, such as requirements relating to 911 emergency services (“E911”), Communications Assistance for Law Enforcement Act (“CALEA”) (the statute governing law enforcement access to and surveillance of communications), USF contributions, customer privacy and Customer Proprietary Network Information protections, number portability, network outage reporting, rural call completion, disability access, regulatory fees, back-up power, robocall mitigation, and discontinuance of service.

It is possible that the FCC or Congress will impose additional requirements on VoIP telephone services in the future.

Charter and GCI Holdings’ VoIP telephone services are also subject to certain state and local regulatory fees such as E911 fees and contributions to state universal service funds.

Some states have attempted to subject cable VoIP services to state level regulation, and at least one state has asserted jurisdiction over Charter’s VoIP services.

Charter prevailed on a legal challenge to that state’s assertion of jurisdiction, which was affirmed by a federal appellate court, but that ruling is limited to the seven states in the 8th circuit.

Although Charter has registered with, or obtained certificates or authorizations from the FCC and the state regulatory authorities in those states in which Charter offers competitive voice services in order to ensure the continuity of its services, it is unclear whether and how these and other ongoing regulatory matters ultimately will be resolved.

State regulatory commissions and legislatures in other jurisdictions may continue to consider imposing regulatory requirements on Charter’s fixed telephone services.

Charter and GCI Holdings’ VoIP telephone services are subject to certain state and local regulatory fees such as E911 fees and contributions to state universal service funds.

Additionally, to comply with RDOF program requirements, Charter has chosen in the RDOF areas to offer certain of its VoIP telephone services, such as its federal or state Lifeline services, subject to traditional federal and state common carrier regulations.

Except where Charter has chosen to offer VoIP telephone services in such a manner it believes that its VoIP telephone services should be governed primarily by federal regulation – e.g., some state regulations also apply to its VoIP service including consumer protection and 911 rules.

A federal appellate court affirmed Charter’s successful challenge to Minnesota's attempt to generally apply telephone regulation to its VoIP services, but that ruling is limited to the seven states in the 8th circuit.

Some states have attempted to subject cable VoIP services to state level regulation.

California has imposed reporting and other obligations on Charter’s VoIP services, including backup power requirements.

has registered with or obtained certificates or authorizations from the FCC and the state regulatory authorities in those states in which Charter offers competitive voice services in order to ensure the continuity of its services.

However, it is unclear whether and how these and other ongoing regulatory matters ultimately will be resolved.

State regulatory commissions and legislatures may continue to consider imposing regulatory requirements on Charter’s fixed telephone services.

As an interexchange carrier, GCI Holdings is subject to regulation by the FCC and the RCA as a non-dominant provider of interstate, international, and intrastate long-distance services.

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Pursuant to the Alaska High Cost Order, GCI Holdings must meet certain performance requirements with respect to the offering of broadband services in its incumbent local exchange carrier areas.

The FCC directed the Bureau to reassess those performance commitments before December 31, 2021.

The FCC directed the Bureau to reassess those performance commitments before December 31, 2021, and the Bureau approved revised performance commitments on December 23, 2021.

If GCI Holdings fails to meet these performance requirements, it will be subject to repayment of a portion of the high cost support received, as specified in the Alaska High Cost Order.

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In other cases, the interconnection agreements were reached by negotiation without regard to the implications of the ILEC’s rural exemption.

GCI Holdings has completed negotiation and/or arbitration of the necessary interconnection provisions, and the RCA has approved current wireline Interconnection Agreements between GCI Holdings and all of the major ILECs.

GCI Holdings has negotiated and will continue to negotiate interconnection provisions as necessary.

GCI Holdings has entered all of the major Alaskan markets with local access services.

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Although GCI Holdings primarily provides communications services over its own facilities, the ability to obtain access to other providers’ networks is an important element of its local access services business.

Changes in applicable regulations and the wholesale offerings of our suppliers could affect our ability to provide service

Changes in applicable regulations and the wholesale offerings of suppliers could affect GCI Holdings’ ability to provide service.

Wireless Services and Products

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Without ETC status, GCI Holdings would not qualify for USF support in these areas or other rural areas where it proposes to offer facilities-based wireless telephone services, and its net cost of providing wireless telephone services in these areas would be materially adversely affected.

In 2016, the FCC published the Alaska High Cost Order.

Under the Alaska High Cost Order.

Per the Alaska High Cost Order, as of January 1, 2017, Remote (as defined by the Alaska High Cost Order) high cost support payments to Alaska High Cost participants are frozen on a per-company basis at adjusted December 2014 levels for a ten-year term in exchange for meeting individualized performance obligations to offer voice and broadband services meeting the service obligations at specified minimum speeds by five-year and ten-year service milestones to a specified number of locations.

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Providers may not demand cost recovery as a condition of providing E911, although they are permitted to negotiate cost recovery if it is not mandated by the state or local governments.

On June 1, 2020 GCI Holdings timely sought a waiver from the FCC concerning the percentage of

wireless calls required to meet 911 location accuracy benchmarks pursuant to the FCC’s phase-in period.

On June 1, 2020 and subsequently on May 24, 2021, GCI Holdings timely sought waivers from the FCC concerning the percentage of wireless calls required to meet 911 location accuracy benchmarks pursuant to the FCC’s phase-in period.

In December 2021, GCI Holdings met the 2020 benchmark.

GCI Holdings has been able to meet FCC requirements for text-to-911 obligations to date.

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As an MVNO, Charter is subject to many of the same FCC regulations that apply to facilities-based wireless carriers, as well as certain state or local regulations, including (but not limited to):

E911, local number portability, customer privacy, CALEA, universal service fund contribution, robocall mitigation, hearing aid compatibility and safety and emission requirements for mobile devices.

E911, local number portability, customer privacy, CALEA, universal service fund contribution, robocall mitigation and hearing aid compatibility and safety and emission requirements for mobile devices.

Spectrum Mobile’s broadband Internet access service is also subject to the FCC’s transparency rule.

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Various security standards provide guidance to telecommunications companies in order to help identify and mitigate cybersecurity risks.

One such standard is the voluntary framework released by the National Institute for Standards and Technology (“NIST”) in 2014 and updated in 2018, in cooperation with other federal agencies and owners and operators of U.S.

One such standard is the voluntary Cybersecurity Framework (“CSF”) released by the National Institute for Standards and Technology (“NIST”) in 2014 and updated in 2018, in cooperation with other federal agencies and owners and operators of U.S.

critical infrastructure.

The NIST cybersecurity framework provides a prioritized and flexible model for organizations to identify and manage cyber risks inherent to their business.

The NIST CSF provides a prioritized and flexible model for organizations to identify and manage cyber risks inherent to their business.

It was designed to supplement, not supersede, existing cybersecurity regulations and requirements.

Several government agencies have encouraged compliance with the NIST cybersecurity framework, including the FCC, which is also considering expansion of its cybersecurity guidelines or the adoption of cybersecurity requirements.

Charter and GCI voluntarily follow NIST as part of their overall cybersecurity programs.

Several government agencies have encouraged compliance with the NIST CSF, including the FCC, which is also considering expansion of its cybersecurity guidelines or the adoption of cybersecurity requirements.

Charter and GCI voluntarily follow the NIST CSF as part of their overall cybersecurity programs.

Many states and local authorities have considered legislative or other actions that would impose restrictions on Charter’s ability to collect, use and disclose, and safeguard certain consumer information, particularly with regard to its broadband Internet business.

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The CCPA, under certain circumstances, regulates companies’ use and disclosure of the personal information of California residents and authorizes enforcement actions by the California Attorney General and private class actions for data breaches.

In addition, effective January 1, 2023, the California Consumer Privacy Rights Act, adopted by ballot initiative in 2020, will amend the CCPA to impose additional obligations on companies that handle the personal information of California residents.

The Maine law regulates how Internet service providers use and disclose customers’ personal information and requires Internet service providers to take reasonable measures to protect customers’ personal information.

In addition, effective January 1, 2023, the California Privacy Rights Act, adopted by ballot initiative in 2020, will amend the CCPA to impose additional obligations on companies that handle the personal information of California residents.

The Maine law regulates how Internet service providers use and disclose customers’ personal information

and requires Internet service providers to take reasonable measures to protect customers’ personal information.

In addition, Virginia and Colorado each enacted privacy laws in 2021 that will become effective in 2023 and will regulate the way that companies collect, use, and share personal information about consumers.

Several other state legislatures are considering the adoption of new data security and cybersecurity legislation that could result in additional network and information security requirements for Charter’s business.

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GCI Holdings is unaware of any material violations of federal, state, or local regulations or permits.

Commitments Related to the 2016 Merger with TWC and Acquisition of Bright House

In connection with approval of Charter’s 2016 merger with TWC and acquisition of Bright House (the “Transactions”), federal and state regulators imposed a number of post-transaction conditions on Charter including but not limited to the following.

Remaining Commitments Related to the 2016 Merger with TWC and Acquisition of Bright House

Remaining federal commitments include the following.

FCC Conditions

● Offer settlement-free Internet interconnection to any party that meets the requirements of Charter’s Interconnection Policy (available on Charter’s website) on terms generally consistent with the policy for seven years (with a possible reduction to five years from FCC approval in 2016).

Pursuant to a judgment by the United States Court of Appeals for the District of Columbia Circuit (“D.C.

Circuit”), this condition became invalid in October 2020;

● Deploy and offer high-speed broadband Internet access service to an additional two million locations over five years.

Charter reported to the FCC in October 2020 that this condition had been satisfied;

● Refrain from charging usage-based prices or imposing data caps on any fixed mass market broadband Internet access service plans for seven years;

● Offer 30/4 Mbps discounted broadband where technically feasible to eligible customers throughout Charter’s service area for four years from the offer’s commencement.

Pursuant to a judgment by the D.C.

Circuit, this condition became invalid in October 2020;

● Continue to provide CableCARDs to any new or existing customer upon request for use in third-party retail devices for four years and continue to support such CableCARDs for seven years (in each case, unless the FCC changes the relevant rules).

The obligation to continue to provide CableCARDs expired in May 2020.

● Continue to support CableCARDs for use in third-party retail devices for seven years (unless the FCC changes the relevant rules) and only as to CableCARDs in use by customers in May 2020.

The FCC conditions also contain a number of compliance reporting requirements.

DOJ Conditions

The Department of Justice (“DOJ”) Order prohibits Charter from entering into or enforcing any agreement with a video programmer that forbids, limits or creates incentives to limit the video programmer’s provision of content to online video distributors.

The DOJ Order prohibits Charter from entering into or enforcing any agreement with a video programmer that forbids, limits or creates incentives to limit the video programmer’s provision of content to online video distributors.

Charter will not be able to avail itself of other distributors’ most favored nation (“MFN”) provisions if they are inconsistent with this prohibition.

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Charter currently does not expect to so petition.

State Conditions

Certain state regulators, including California, New York, Hawaii and New Jersey also imposed conditions in connection with the approval of the Transactions.

These conditions include requirements related to:

● Building out its network to certain households and business locations that are not currently served by cable within the designated states;

● Offering LifeLine service discounts and low-income broadband to eligible households served within the applicable states;

● Investing in service improvement programs and customer service enhancements and maintaining customer-facing jobs within the designated state;

● Complying with reporting requirements.

Charter believes it has either completed or is on track to complete these state requirements.

Skyhook is subject to a variety of laws and regulations in the United States and in foreign jurisdictions that involve matters central to its technology and ongoing business, including the collection and storage of location information, privacy and data protection, intellectual property, data security and data retention, and other business and compliance-related laws.

The application, scope, interpretation, and enforcement of applicable laws and regulations in many of these areas are often uncertain, particularly in the new and rapidly-evolving mobile technology industry in which Skyhook operates.

In addition, existing laws may be interpreted and applied inconsistently from one jurisdiction to another, and inconsistently with Skyhook’s current policies and practices.

The introduction of new products or the expansion of Skyhook’s sales activities in certain jurisdictions may subject it to additional laws and regulations, or increase the risk posed to Skyhook’s business by non-compliance.

Charter and GCI Holdings operate in intensely competitive industries and compete with a number of companies that provide a broad range of communication, entertainment, and information products and services.

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Charter and GCI Holdings’ residential Internet services face competition across their footprints from fiber-to-the-home (“FTTH”), fiber-to-the-node (“FTTN”), fixed wireless broadband, Internet delivered via satellite and digital subscriber line (“DSL”) services.

AT&T, Frontier Communications Corporation (“Frontier”) fiber optic service (“FiOS” or “Fios”) and Verizon’s Fios are Charter’s primary FTTH competitors.

Given the FTTH deployments of Charter’s competitors, launches of broadband services offering 1 gigabit per second (“Gbps”) speed have recently grown.

Several competitors, including AT&T, Frontier FiOS, Verizon’s Fios, WideOpenWest, Inc.

(“WOW”) and Google Fiber, deliver 1 Gbps broadband speed in at least a portion of their footprints which overlap Charter’s footprint.

AT&T, Frontier Communications Corporation’s (“Frontier”) fiber optic service (“FiOS” or “Fios”) and Verizon’s Fios are Charter’s primary FTTH competitors.

Given the FTTH deployments of Charter’s competitors, launches of broadband services offering 1 Gbps speed have recently grown.

Several competitors, including AT&T, Frontier’s FiOS, Verizon’s Fios, WideOpenWest, Inc.

(“WOW”) and Google Fiber, deliver 1 Gbps broadband speed (and some delivering 2 Gbps) in at least a portion of their footprints which overlap Charter’s footprint.

In several markets, Charter and GCI Holdings also face competition from one or more fixed wireless providers which deliver point-to-point Internet connectivity, although generally in areas limited to residential MDUs.

Additionally, several mobile network operators have introduced Long Term Evolution (“LTE”) or 5G delivered fixed wireless home Internet service in a limited number of Charter’s markets.

Additionally, several mobile network operators offer LTE or 5G delivered fixed wireless home Internet service in an increasing number of Charter’s markets.

DSL service is offered across Charter’s footprint and a portion of GCI Holdings’ footprint, often at prices lower than Charter and GCI Holdings’ Internet services, although typically at speeds much lower than the minimum speeds offered by Charter and GCI Holdings.

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These options offer alternatives to cable-based Internet access.

Charter faces broadband Internet (defined as at least 25 Mbps) competition from three primary competitors, AT&T, Frontier and Verizon in approximately 33%, 8% and 5% of its operating areas, respectively.

Charter faces terrestrial broadband Internet (defined as at least 25 Mbps) competition from three primary competitors, AT&T, Frontier and Verizon in approximately 34%, 9% and 5% of its operating areas, respectively.

Video competition

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Charter and GCI Holdings’ residential video services also face growing competition across their footprints from a number of other sources, including companies that deliver linear network programming, movies and television shows on demand and other video content over broadband Internet connections to televisions, computers, tablets and mobile devices.

These competitors include virtual multichannel video programming distributors (“V-MVPDs”) such as Hulu Live, YouTube TV, Sling TV, Philo and AT&T TV.

Other online video business models and products have also developed, some offered by programmers that have not traditionally sold programming directly to consumers, including, (i) subscription video on demand (“SVOD”) services such as Netflix, Apple TV+, Amazon Prime, Hulu Plus, Disney+, HBO Max, Peacock, CBS All Access, Starz and Showtime Anytime, (ii) ad-supported free online video products, including YouTube and Pluto TV, some of which offer programming for free to consumers that Charter currently purchases for a fee, (iii) pay-per-view products, such as iTunes, and Amazon Instant, and (iv) additional offerings from mobile providers which continue to integrate and bundle video services and mobile products.

These competitors include virtual multichannel video programming distributors (“V-MVPDs”) such as Hulu Live, YouTube TV, Sling TV, Philo and DirecTV Stream.

Other online video business models and products have also developed, some offered by programmers that have not traditionally sold programming directly to consumers, including, (i) subscription video on demand (“SVOD”) services such as Netflix, Apple TV+, Amazon Prime, Hulu Plus, Disney+, HBO Max, Peacock, Paramount+, AMC+, Starz and Showtime Anytime, (ii) ad-supported free online video products, including YouTube and Pluto TV, some of which offer programming for free to consumers that Charter currently purchases for a fee, (iii) pay-per-view products, such as iTunes, and Amazon Instant, and (iv) additional offerings from mobile providers which continue to integrate and bundle video services and mobile products.

Historically, Charter has generally viewed SVOD online video services as complementary to its own video

offering, and has developed a cloud-based guide that is capable of incorporating video from online video services currently offered in the marketplace.

As the proliferation of online video services grows, however, services from V-MVPDs and new direct to consumer offerings, as well as piracy and password sharing, negatively impact the number of customers purchasing Charter’s video product.

As the proliferation of online video services grows, however, services from V-MVPDs and direct to consumer offerings, as well as piracy and password sharing, negatively impact the number of customers purchasing Charter’s video product.

Voice competition

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As a regional wireless carrier, GCI Holdings may not have immediate access to some wireless handsets that are available to these national wireless carriers.

In April 2020, Sprint Corporation and T-Mobile merged resulting in one of the nation’s largest mobile carriers, bringing increased competition with a stated intent of pursuing broad 5G network deployment and offering fixed wireless broadband service.

AT&T, Verizon and T-Mobile continue to expand 5G mobile services.

Additionally, in July 2020, in connection with Dish Network Corporation’s acquisition of Sprint Corporation’s prepaid mobile services businesses, the FCC and DOJ have imposed a timeline on Dish Network Corporation (70% by June 2023) for 5G network development and expansion.

Additionally, in connection with Dish Network Corporation’s acquisition of Sprint Corporation’s (“Sprint”) prepaid mobile services businesses, the FCC and DOJ have imposed a timeline on Dish Network Corporation (70% by June 2023) for 5G network development and expansion.

Charter also competes for retail activations with other resellers that buy bulk wholesale service from wireless service providers for resale.

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In some of Charter’s operating areas, other competitors have built networks that offer Internet, video and voice services that compete with its services.

For example, in certain service areas, Charter’s residential Internet, video and voice services compete with Google Fiber, Cincinnati Bell Inc., Hawaiian Telcom (owned by Cincinnati Bell Inc.), RCN Telecom Services, LLC, Grande Communications Networks, LLC and WOW.

For example, in certain service areas, Charter’s residential Internet, video and voice services compete with WOW, Cincinnati Bell Inc., Google Fiber, Hawaiian Telcom (owned by Cincinnati Bell Inc.) and Grande Communications Networks, LLC.

Additional competition

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Charter and GCI Holdings face intense competition across each of their business service product offerings.

Charter’s SMB Internet, video, networking and voice services face competition from a variety of providers as described above.

Charter’s enterprise solutions also face competition from the competitors described above as well as application-service providers and other telecommunications carriers, such as metro and regional fiber-based carriers.

Charter’s SMB Internet, video and voice services face competition from a variety of providers as described above.

Charter’s enterprise solutions also face competition from the competitors described above as well as cloud-based application-service providers, managed service providers and other telecommunications carriers, such as metro and regional fiber-based carriers.

GCI Holdings’ business wireless, data and voice services face similar competition as described above for its consumer products.

Charter and GCI Holdings face intense competition for advertising revenue across many different platforms and from a wide range of local and national competitors.

Advertising competition has increased and will likely continue to increase as new advertising avenues seek to attract the same advertisers.

Advertising competition has increased and will likely continue to increase as new advertising platforms seek to attract the same advertisers.

Charter and GCI Holdings compete for advertising revenue against, among others, local broadcast stations, national cable and broadcast networks, radio stations, print media and online advertising companies and content providers.

Skyhook’s Precision Location Solution competes against (1) other satellite and terrestrial based location technology offerings, such as GPS;

(2) other providers of WiFi and cell-based positioning, such as Google and HERE, a former subsidiary of Nokia;

and (3) other in-house developed location solutions.

There are also a number of new location technologies in development which may further increase competition to be a location solution for new devices and which may require Skyhook to meet more stringent accuracy standards.

Skyhook owns significant intellectual property around the world that relates to its location products and services and provides possible competitive advantages.

Skyhook’s intellectual property portfolio includes patents, patent applications, copyrights, trade secrets, trademarks, and other intellectual property rights.

Skyhook believes that it has a defensible and useful intellectual property portfolio and it actively seeks to protect and license its global intellectual property rights as well as to deter unauthorized use of its intellectual property and other assets.

Skyhook has successfully worked with customers to enter into license agreements but cannot provide assurance that current patents will be enforceable or won’t be infringed, that they will deter unauthorized use, that Skyhook’s attempts to secure intellectual property licenses will be successful, or that its additional patent applications will ever be allowed or granted.

Human Capital Resources

As described above, Liberty Broadband is party to a services agreement with Liberty Media, pursuant to which 84 Liberty Media corporate employees provide certain management services to Liberty Broadband for a determined fee.

As described above, Liberty Broadband is party to a services agreement with Liberty, pursuant to which 86 Liberty corporate employees provide certain management services to Liberty Broadband for a determined fee.

As a result, Liberty Broadband is not responsible for the hiring, retention and compensation of these individuals (except that Liberty Broadband does grant equity incentive awards to these individuals).

However, Liberty Broadband directly benefits from the efforts undertaken by Liberty Media to attract and retain talented employees.

Liberty Media strives to create a diverse, inclusive and supportive workplace, with opportunities for its employees to grow and develop in their careers, supported by competitive compensation, benefits and health and wellness programs, and by programs that build connections between its employees and their communities.

However, Liberty Broadband directly benefits from the efforts undertaken by Liberty to attract and retain talented employees.

Liberty strives to create a diverse, inclusive and supportive workplace, with opportunities for its employees to grow and develop in their careers, supported by competitive compensation, benefits and health and wellness programs, and by programs that build connections between its employees and their communities.

Liberty Broadband fully supports these efforts.

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Liberty Broadband believes that its employee relations are good.

GCI Holdings (or “GCI”) has been operating in Alaska for more than 40 years and most of its almost 2,000 employees live in the communities it serves.

GCI Holdings (or “GCI”) has been operating in Alaska for more than 40 years and most of its employees live in the communities it serves.

Many of GCI’s employees have been with the company for decades and, in some cases, their children have joined the GCI team and have become the next generation of the GCI family.

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In 2020, GCI launched an initiative to evaluate the incorporation of diversity, equity and inclusion principles in all corporate operations and continues to assess and evolve its practices to create a focus on these principles.

GCI is committed to maintaining a safe and healthy workplace and has implemented several new safety protocols to keep its employees and customers safe during the pandemic, including moving more than 70% of employees to work-from-home status and installing plexiglass shields and sourcing additional sanitization supplies for our retail spaces.

GCI is committed to maintaining a safe and healthy workplace and has implemented several new safety protocols to keep its employees and customers safe during the pandemic, including moving more than 70% of employees to work-from-home status, installing plexiglass shields and sourcing additional sanitization supplies for our retail spaces.

GCI has also limited the number of home visits by its field technicians by working with customers to resolve issues remotely and adopting new, socially distanced methods of troubleshooting and following strict safety precautions in the event an in-person visit is necessary.

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(844) 826-8735.

The information contained on our website is not incorporated by reference herein.

The information contained on our website and the websites of GCI Holdings and Charter are not incorporated by reference herein.

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.

What changed 10-K

Item 1. Business