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Liberty Broadband proposes all-stock merger with Charter

Published 09/23/2024, 04:21 PM
CHTR
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ENGLEWOOD, Colo. - Liberty Broadband (NASDAQ:LBRDA) Corporation (NASDAQ:LBRDA, LBRDK, LBRDP) has put forward a counterproposal for an all-stock merger with Charter Communications , Inc. (NASDAQ:CHTR), aiming for a tax-free transaction that would consolidate the companies by June 30, 2027, or earlier by mutual agreement. Under the proposed terms, Liberty Broadband shareholders would receive 0.2900 of a Charter Class A common stock share for each Liberty Broadband share.

Greg Maffei, President & CEO of Liberty Broadband, stated the merger would streamline the dual corporate structure between Charter and Liberty Broadband, improving trading liquidity and removing Liberty Broadband's governance rights. The deal would also see Charter absorb Liberty Broadband's debt and outstanding preferred stock, with Liberty Broadband, including its subsidiary GCI, continuing its regular operations until the transaction's completion. GCI, described as a leading connectivity platform in Alaska, would be a significant asset for Charter in the merger.

The transaction is contingent on several conditions, including the negotiation of mutually acceptable definitive documents, board approvals, the approval of Liberty Broadband stockholders, and a majority vote from stockholders not affiliated with John Malone or his associates. Regulatory approvals and tax opinions are also required before the deal can proceed.

While forward-looking statements have been made regarding the transaction's completion, Liberty Broadband emphasizes that these statements are subject to risks and uncertainties that could impact the actual outcome. The company has made it clear that further updates on the transaction will only be provided upon the execution of definitive documents or if discussions between the parties end.

The news of the counterproposal is based on Liberty Broadband's recent regulatory filing and press release statement. The company urges shareholders and investors to review future filings related to the proposed transaction for more detailed information. Liberty Broadband's assets primarily include its interest in Charter Communications and its subsidiary GCI, which is a prominent communications provider in Alaska.


In other recent news, Charter Communications is contending with various challenges and opportunities. According to RBC Capital, the company is facing increased competition from fiber and fixed wireless access technologies, potentially impacting its market share and revenue growth. The firm also highlighted the need for Charter Communications to make significant capital investments to upgrade its infrastructure and stay competitive.

Meanwhile, Charter Communications has entered into a multi-year distribution agreement with Warner Bros. Discovery (NASDAQ:WBD). This partnership is set to enhance video bundle offerings and add nearly $60 per month of retail direct-to-consumer value for Spectrum customers.

In terms of analyst ratings, Citi has upgraded its stance on Charter Communications from Sell to Neutral, citing a stabilized broadband environment and a decrease in valuation. On the other hand, RBC Capital initiated coverage on Charter Communications stock with a Sector Perform rating and set a price target of $345.00.

Charter Communications has also seen changes in leadership, with the recent appointment of Simon Cassels as Senior Vice President and Chief Creative Officer for the Spectrum brand. This move aims to stimulate growth and enhance the brand's image.

On the regulatory front, Charter has agreed to pay a $15 million fine to the FCC due to non-compliance with network and 911 outage notification rules during several outages in 2023.

Investment firms Evercore ISI and Rosenblatt have adjusted their price targets for Charter, with Evercore ISI raising its target to $425.00 and maintaining an Outperform rating, while Rosenblatt increased its target to $329, keeping a Neutral rating. These recent developments reflect Charter's ongoing efforts to navigate various challenges while pursuing growth opportunities.


InvestingPro Insights


As Charter Communications (NASDAQ:CHTR) enters discussions regarding the proposed all-stock merger with Liberty Broadband, investors are closely monitoring the company's financial health and market performance. According to InvestingPro data, Charter Communications boasts a substantial market capitalization of $52.89 billion, indicating its significant presence in the media industry. Analysts recognize Charter as a prominent player, which is reflected in the company's solid revenue of $54.66 billion over the last twelve months as of Q2 2024. Despite a modest revenue growth of 0.23% in the same period, the company maintains a robust gross profit margin of 39.34%, showcasing its ability to manage costs effectively.

InvestingPro Tips reveal that Charter's management has been actively involved in share buybacks, a move that often signals confidence in the company's financial future and a commitment to enhancing shareholder value. Furthermore, 9 analysts have revised their earnings upwards for the upcoming period, providing a positive outlook on the company's profitability. This is crucial as Charter's financial performance will be a key consideration for Liberty Broadband's shareholders when deciding on the merger proposal.

While Charter does not pay dividends, which may be a consideration for income-focused investors, the company's profitability over the last twelve months and analysts' predictions that it will remain profitable this year offer reassurance of its financial stability. It is worth noting, however, that Charter is trading at a high P/E ratio relative to near-term earnings growth, which investors may weigh against the potential benefits of the merger. Considering these insights, shareholders of both companies are encouraged to stay informed on the merger's progress and Charter's financial trajectory.

For those seeking more in-depth analysis, additional InvestingPro Tips related to Charter Communications can be found at https://www.investing.com/pro/CHTR, which includes further expert insights and financial metrics.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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