# Charter Communications, Inc.: Form 10-Q for the period ended Mar 31, 2025

- Company: [Charter Communications, Inc.](/companies/chtr.md) (CIK 1091667)
- Form: 10-Q
- Filed: 2025-04-25
- Accepted by EDGAR: Apr 25, 2025, 07:01 ET
- Period: 2025-03-31
- Accession: 0001091667-25-000099
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1091667/000109166725000099/chtr-20250331.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1091667/000109166725000099/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2025-03-31.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2025-01-01 to 2025-03-31 | $13.73bn | us-gaap:Revenues |
| Operating income | 3 months, 2025-01-01 to 2025-03-31 | $3.24bn | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months, 2025-01-01 to 2025-03-31 | $445.0m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2025-01-01 to 2025-03-31 | $1.22bn | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2025-01-01 to 2025-03-31 | $8.42 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2025-01-01 to 2025-03-31 | $8.59 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2025-01-01 to 2025-03-31 | 144,574,684 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months, 2025-01-01 to 2025-03-31 | $4.24bn | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months, 2025-01-01 to 2025-03-31 | $2.40bn | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Share repurchases | 3 months, 2025-01-01 to 2025-03-31 | $802.0m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2025-03-31 | $796.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2025-03-31 | $4.97bn | us-gaap:AssetsCurrent |
| Total assets | at 2025-03-31 | $150.95bn | us-gaap:Assets |
| Current liabilities | at 2025-03-31 | $13.67bn | us-gaap:LiabilitiesCurrent |
| Long-term debt | at 2025-03-31 | $91.97bn | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2025-03-31 | $1.80bn | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | at 2025-03-31 | $16.25bn | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 40,889 characters.

### General

Charter Communications, Inc. (together with its controlled subsidiaries, “Charter”) is a leading broadband connectivity company and cable operator with services available to more than 57 million homes and businesses in 41 states through our Spectrum brand. Over an advanced communications network, supported by a 100% US-based workforce, we offer a full range of state-of-the-art residential and business services including Spectrum Internet, TV, Mobile and Voice.

Charter is a holding company whose principal asset is a controlling equity interest in Charter Communications Holdings, LLC (“Charter Holdings”), an indirect owner of Charter Communications Operating, LLC (“Charter Operating”) under which substantially all of the operations reside. All significant intercompany accounts and transactions among consolidated entities have been eliminated.

### Overview

During the first quarter of 2025, we added 514,000 mobile lines while Internet and video losses improved as compared to the prior year period. The improvement in our customer results was partly driven by the new pricing and packaging strategy launched in September 2024 at the same time we launched our new brand platform, Life Unlimited. Life Unlimited emphasizes the power of our advanced network and cutting-edge connectivity products and services, and our new and simplified pricing and packaging strategy better utilizes our seamless connectivity and entertainment products to offer lower promotional and persistent bundled pricing to drive growth. Our Internet and mobile product bundles provide a differentiated connectivity experience by bringing together Spectrum Internet, Advanced WiFi and Unlimited Spectrum Mobile to offer consumers fast, reliable and secure online connections on their favorite devices at home and on the go in high-value packages. We have completed deals with every major programmer to deliver better flexibility and greater value to our customers by including seamless entertainment applications with our Spectrum TV services at no additional cost. We also continue to evolve our video product and are deploying Xumo stream boxes to new video customers.

We spent $468 million on our subsidized rural construction initiative during the three months ended March 31, 2025 and activated approximately 89,000 subsidized rural passings. We are upgrading our network to deliver symmetrical and multi-gigabit speeds across our footprint and are now offering symmetrical speeds in eight markets. In January 2025, we launched 2x1 Gbps service in two markets and will be launching 2x1 speeds in additional markets in 2025.

Additionally, our new customer commitments focus on reliable connectivity, transparency, exceptional service and always improving. By continually improving our product set and offering consumers the opportunity to save money by switching to our services, we believe we can continue to penetrate our expanding footprint and sell additional products to our existing customers. We see operational benefits from the targeted investments we made in employee wages and benefits to build employee skill sets and tenure, as well as the continued investments in digitization of our customer service platforms, all with the goal of improving the customer experience, reducing transactions and driving customer growth and retention.

We realized revenue, Adjusted EBITDA and income from operations during the periods presented as follows (in millions; all percentages are calculated using whole numbers; minor differences may exist due to rounding):

|  | Three Months Ended March 31, 2025 | 2024 | % Change |
| --- | ---: | ---: | ---: |
| Revenues | $13,735 | $13,679 | 0.4% |
| Adjusted EBITDA | $5,763 | $5,497 | 4.8% |
| Income from operations | $3,237 | $3,131 | 3.4% |

Adjusted EBITDA is defined as net income attributable to Charter shareholders plus net income attributable to noncontrolling interest, interest expense, net, income taxes, depreciation and amortization, stock compensation expense, other income (expenses), net and other operating (income) expenses, net, such as special charges and (gain) loss on sale or retirement of assets. See “Use of Adjusted EBITDA and Free Cash Flow” for further information on Adjusted EBITDA and free cash flow.

Growth in total revenue was primarily due to mobile line growth and higher average revenue per customer, partly offset by lower customers. Adjusted EBITDA and income from operations growth was driven by growth in revenue and decreases in operating costs and expenses, primarily programming expense and labor costs, and other expense which was favorably impacted by one-time favorable adjustments, partly offset by an increase in mobile device and other mobile direct costs.

In connection with the launch of our Spectrum Business brand, the previously reported “Small and Medium Business (“SMB”)” and “Enterprise” line items have been renamed to “Small Business” and “Mid-Market & Large Business,” respectively. The new terminology did not result in any changes to previously reported customer data. The following table summarizes our customer statistics for Internet, video, mobile and voice as of March 31, 2025 and 2024 (in thousands except per customer data and footnotes).

| Customer Relationships (b) | Approximate as of March 31, 2025 (a) | 2024 (a) |
| --- | ---: | ---: |
| Residential | 29,160 | 29,797 |
| Small Business | 2,209 | 2,219 |
| Total Customer Relationships | 31,369 | 32,016 |
| Monthly Residential Revenue per Residential Customer (c) | $123.06 | $120.48 |
| Monthly Small Business Revenue per Small Business Customer (d) | $163.68 | $163.44 |
| **Internet** |  |  |
| Residential | 27,979 | 28,472 |
| Small Business | 2,041 | 2,044 |
| Total Internet Customers | 30,020 | 30,516 |
| **Video** |  |  |
| Residential | 12,160 | 13,111 |
| Small Business | 551 | 606 |
| Total Video Customers | 12,711 | 13,717 |
| **Mobile Lines (e)** |  |  |
| Residential | 10,063 | 7,992 |
| Small Business | 334 | 260 |
| Total Mobile Lines | 10,397 | 8,252 |
| **Voice** |  |  |
| Residential | 5,372 | 6,438 |
| Small Business | 1,234 | 1,288 |
| Total Voice Customers | 6,606 | 7,726 |
| **Mid-Market & Large Business Primary Service Units ("PSUs") (f)** | 324 | 308 |

(a) We calculate the aging of customer accounts based on the monthly billing cycle for each account in accordance with our collection policies. On that basis, as of March 31, 2025 and 2024, customers include approximately 92,200 and 110,000 customers, respectively, whose accounts were over 60 days past due, approximately 10,700 and 42,600 customers, respectively, whose accounts were over 90 days past due and approximately 17,000 and 283,100 customers, respectively, whose accounts were over 120 days past due. The decrease in accounts past due since March 31, 2024 is predominately due to revisions to customer account balances associated with the end of the Federal Communications Commission's Affordable Connectivity Program, including balance write-offs and conversion to payment plans.

(b) Customer relationships include the number of customers that receive one or more levels of service, encompassing Internet, video, mobile and voice services, without regard to which service(s) such customers receive. Customers who reside in residential multiple dwelling units (“MDUs”) and that are billed under bulk contracts are counted based on the number of billed units within each bulk MDU. Total customer relationships exclude mid-market & large business and mobile-only customer relationships.

(c) Monthly residential revenue per residential customer is calculated as total residential quarterly revenue divided by three divided by average residential customer relationships during the respective quarter and excludes mobile-only customers.

(d) Monthly small business revenue per small business customer is calculated as total small business quarterly revenue divided by three divided by average small business customer relationships during the respective quarter and excludes mobile-only customers.

(e) Mobile lines include phones and tablets which require one of our standard rate plans (e.g., "Unlimited" or "By the Gig"). Mobile lines exclude wearables and other devices that do not require standard phone rate plans.

(f) Mid-market & large business PSUs represent the aggregate number of fiber service offerings counting each separate service offering at each customer location as an individual PSU.

### Critical Accounting Policies and Estimates

For a discussion of our critical accounting policies and the means by which we develop estimates, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2024 Annual Report on Form 10-K. There have been no material changes from the critical accounting policies described in our Form 10-K.

### Results of Operations

The following table sets forth the consolidated statements of operations for the periods presented (dollars in millions, except per share data):

|  | Three Months Ended March 31, 2025 | 2024 |
| --- | ---: | ---: |
| Revenues | $13,735 | $13,679 |
| Costs and Expenses: |  |  |
| Operating costs and expenses (exclusive of items shown separately below) | 8,194 | 8,396 |
| Depreciation and amortization | 2,181 | 2,190 |
| Other operating (income) expenses, net | 123 | (38) |
|  | 10,498 | 10,548 |
| Income from operations | 3,237 | 3,131 |
| Other Income (Expenses): |  |  |
| Interest expense, net | (1,241) | (1,316) |
| Other expense, net | (142) | (89) |
|  | (1,383) | (1,405) |
| Income before income taxes | 1,854 | 1,726 |
| Income tax expense | (445) | (446) |
| Consolidated net income | 1,409 | 1,280 |
| Less: Net income attributable to noncontrolling interests | (192) | (174) |
| Net income attributable to Charter shareholders | $1,217 | $1,106 |
| EARNINGS PER COMMON SHARE ATTRIBUTABLE TO CHARTER SHAREHOLDERS: |  |  |
| Basic | $8.59 | $7.66 |
| Diluted | $8.42 | $7.55 |
| Weighted average common shares outstanding, basic | 141,591,396 | 144,510,317 |
| Weighted average common shares outstanding, diluted | 144,574,684 | 146,643,199 |

15

***Revenues.*** Total revenues grew $56 million for the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to growth in mobile lines and average revenue per customer, partly offset by lower customers.

Revenues by service offering were as follows (dollars in millions; all percentages are calculated using whole numbers; minor differences may exist due to rounding):

|  | Three Months Ended March 31, 2025 | 2024 | % Change |
| --- | ---: | ---: | ---: |
| Internet | $5,930 | $5,826 | 1.8% |
| Video | 3,580 | 3,908 | (8.4)% |
| Mobile service | 914 | 685 | 33.5% |
| Voice | 356 | 374 | (5.0)% |
| Residential revenue | 10,780 | 10,793 | (0.1)% |
| Small business | 1,086 | 1,088 | (0.2)% |
| Mid-market & large business | 736 | 708 | 3.9% |
| Commercial revenue | 1,822 | 1,796 | 1.4% |
| Advertising sales | 340 | 391 | (12.9)% |
| Other | 793 | 699 | 13.4% |
|  | $13,735 | $13,679 | 0.4% |

The increase in Internet revenues from our residential customers is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Increase related to rate and product mix changes | $211 |
| Decrease in average residential Internet customers | (107) |
|  | $104 |

The increase related to rate and product mix was primarily due to promotional rate step-ups, rate adjustments, and less unfavorable bundled revenue allocation. Residential Internet customers decreased by 493,000 customers from March 31, 2024 to March 31, 2025.

Video revenues consist primarily of revenues from video services provided to our residential customers, as well as franchise fees, equipment service fees and video installation revenue. The decrease in video revenues is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Decrease in average residential video customers | $(319) |
| Decrease related to rate and product mix changes | (9) |
|  | $(328) |

Residential video customers decreased by 951,000 from March 31, 2024 to March 31, 2025. The decrease related to rate and product mix was primarily due to a higher mix of lower priced video packages within our video customer base, costs allocated to seamless entertainment applications and netted within video revenue and more unfavorable bundled revenue allocation, partly offset by promotional rate step-ups and video rate adjustments that pass-through programming rate increases.

The increase in mobile service revenues from our residential customers is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Increase in average residential mobile lines | $182 |
| Increase related to rate | 47 |
|  | $229 |

Residential mobile lines increased by 2,071,000 mobile lines from March 31, 2024 to March 31, 2025. The increase related to rate is primarily related to successful conversion of free lines to paying lines and success of our Unlimited Plus plan.

The decrease in voice revenues from our residential customers is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Decrease in average residential voice customers | $(61) |
| Increase related to rate adjustments | 43 |
|  | $(18) |

Residential wireline voice customers decreased by 1,066,000 customers from March 31, 2024 to March 31, 2025.

The decrease in small business revenues is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Decrease in average small business customers | $(4) |
| Increase related to rate and product mix changes | 2 |
|  | $(2) |

Small business customers decreased by 10,000 from March 31, 2024 to March 31, 2025.

Mid-market & large business revenues increased $28 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to an increase in Internet PSUs. Mid-market & large business PSUs increased 16,000 from March 31, 2024 to March 31, 2025.

Advertising sales revenues consist primarily of revenues from commercial advertising customers, programmers and other vendors, as well as local cable and advertising on regional sports and news channels. Advertising sales revenues decreased $51 million during the three months ended March 31, 2025 as compared to the corresponding period in 2024 primarily due to a decrease in political, national and local ad revenue, partly offset by higher advanced advertising.

Other revenues consist of revenue from mobile and video device sales, processing fees, regional sports and news channels (excluding intercompany charges or advertising sales on those channels), subsidy revenue, home shopping, wire maintenance fees and other miscellaneous revenues. Other revenues increased $94 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to higher mobile device sales.

***Operating costs and expenses.*** The decrease in our operating costs and expenses, exclusive of items shown separately in the consolidated statements of operations, are attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Programming | $(268) |
| Other costs of revenue | 126 |
| Field and technology operations | (8) |
| Customer operations | (38) |
| Marketing and residential sales | 68 |
| Other | (82) |
|  | $(202) |

Programming costs were approximately $2.3 billion and $2.6 billion for the three months ended March 31, 2025 and 2024, representing 28% and 31% of total operating costs and expenses, respectively. Programming costs consist primarily of costs paid to programmers for basic, premium, video on demand, and pay-per-view programming. Programming costs decreased as a result of fewer video customers and a higher mix of lower cost video packages within our video customer base as well as costs allocated to seamless entertainment applications and netted within video revenue, partly offset by contractual rate adjustments, including renewals and increases in amounts paid for retransmission consent.

Other costs of revenue increased $126 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to higher mobile service direct costs and mobile device sales due to an increase in mobile lines.

Customer operations decreased $38 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to lower labor costs.

Marketing and residential sales increased $68 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to our continued focus on driving growth and the launch of our new brand platform, Life Unlimited.

Other expense decreased $82 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to one-time favorable adjustments of $75 million as well as lower labor costs.

***Depreciation and amortization.*** Depreciation and amortization expense decreased by $9 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to certain assets acquired in acquisitions becoming fully depreciated offset by an increase in depreciation as a result of more recent capital expenditures.

***Other operating (income) expenses, net.*** The change in other operating (income) expenses, net is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Special charges, net | $19 |
| (Gain) loss on disposal of assets, net | 142 |
|  | $161 |

See Note 9 to the accompanying consolidated financial statements contained in “Item 1. Financial Statements” for more information.

***Interest expense, net.*** Net interest expense decreased by $75 million for the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily due to a decrease in weighted average interest rates and debt.

***Other expense, net.*** The change in other expense, net is attributable to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Loss on financial instruments, net (see Note 7) | $(61) |
| Net periodic pension benefit | (1) |
| Loss on equity investments, net | 9 |
|  | $(53) |

See Note 9 and the Note referenced above to the accompanying consolidated financial statements contained in “Item 1. Financial Statements” for more information.

***Income tax expense.*** We recognized income tax expense of $445 million and $446 million for the three months ended March 31, 2025 and 2024, respectively.

***Net income attributable to noncontrolling interest.*** Net income attributable to noncontrolling interest for financial reporting purposes represents Advance/Newhouse Partnership's (“A/N”) portion of Charter Holdings’ net income based on its effective common unit ownership interest. For more information, see Note 6 to the accompanying consolidated financial statements contained in “Item 1. Financial Statements.”

***Net income attributable to Charter shareholders.*** Net income attributable to Charter shareholders increased $111 million during the three months ended March 31, 2025 compared to the corresponding period in 2024 primarily as a result of the factors described above.

### Use of Adjusted EBITDA and Free Cash Flow

We use certain measures that are not defined by U.S. generally accepted accounting principles (“GAAP”) to evaluate various aspects of our business. Adjusted EBITDA and free cash flow are non-GAAP financial measures and should be considered in addition to, not as a substitute for, net income attributable to Charter shareholders and net cash flows from operating activities reported in accordance with GAAP. These terms, as defined by us, may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA and free cash flow are reconciled to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, below.

Adjusted EBITDA eliminates the significant non-cash depreciation and amortization expense that results from the capital-intensive nature of our businesses as well as other non-cash or special items, and is unaffected by our capital structure or investment activities. However, this measure is limited in that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues and our cash cost of financing. These costs are evaluated through other financial measures.

Free cash flow is defined as net cash flows from operating activities, less capital expenditures and changes in accrued expenses related to capital expenditures.

Management and Charter’s board of directors use Adjusted EBITDA and free cash flow to assess our performance and our ability to service our debt, fund operations and make additional investments with internally generated funds. In addition, Adjusted EBITDA generally correlates to the leverage ratio calculation under our credit facilities or outstanding notes to determine compliance with the covenants contained in the facilities and notes (all such documents have been previously filed with the Securities and Exchange Commission (the “SEC”)). For the purpose of calculating compliance with leverage covenants, we use Adjusted EBITDA, as presented, excluding certain expenses paid by our operating subsidiaries to other Charter entities. Our debt covenants refer to these expenses as management fees, which were $366 million and $371 million for the three months ended March 31, 2025 and 2024, respectively.

A reconciliation of Adjusted EBITDA and free cash flow to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, is as follows (dollars in millions):

|  | Three Months Ended March 31, 2025 | 2024 |
| --- | ---: | ---: |
| Net income attributable to Charter shareholders | $1,217 | $1,106 |
| Plus: Net income attributable to noncontrolling interest | 192 | 174 |
| Interest expense, net | 1,241 | 1,316 |
| Income tax expense | 445 | 446 |
| Depreciation and amortization | 2,181 | 2,190 |
| Stock compensation expense | 222 | 214 |
| Other, net | 265 | 51 |
| Adjusted EBITDA | $5,763 | $5,497 |
| Net cash flows from operating activities | $4,236 | $3,212 |
| Less: Purchases of property, plant and equipment | (2,399) | (2,791) |
| Change in accrued expenses related to capital expenditures | (273) | (63) |
| Free cash flow | $1,564 | $358 |

### Liquidity and Capital Resources

### Overview

We have significant amounts of debt and require significant cash to fund principal and interest payments on our debt. The principal amount of our debt as of March 31, 2025 was $93.6 billion, consisting of $10.1 billion of credit facility debt, $56.2 billion of investment grade senior secured notes and $27.3 billion of high-yield senior unsecured notes. Our split credit rating allows us to access both the investment grade debt and the high yield debt markets. Additionally, our bankruptcy remote special purpose vehicle is the borrower of a senior secured revolving credit facility to finance the purchase of equipment installment plan receivables with a number of financial institutions (the “EIP Financing Facility”). As of March 31, 2025, the carrying value of the EIP Financing Facility was $1.2 billion. For more information on the EIP Financing Facility, see Note 4 to the accompanying consolidated financial statements contained in “Item 1. Financial Statements.”

Our projected cash needs and projected sources of liquidity depend upon, among other things, our actual results, and the timing and amount of our expenditures. Free cash flow was $1.6 billion and $358 million for the three months ended March 31, 2025 and 2024, respectively. See the table below for factors impacting free cash flow during the three months ended March 31, 2025 compared to the corresponding prior period. As of March 31, 2025, the amount available under our credit facilities was approximately $6.4 billion and cash on hand was approximately $796 million. We expect to utilize free cash flow, cash on hand and availability under our credit facilities as well as future refinancing transactions to further extend the maturities of our obligations. The timing and terms of any refinancing transactions will be subject to market conditions among other considerations. Additionally, we may, from time to time, and depending on market conditions and other factors, use cash on hand and the proceeds from securities offerings or other borrowings to retire our debt through open market purchases, privately negotiated purchases, tender offers or redemption provisions. We believe we have sufficient liquidity from cash on hand, free cash flow and Charter Operating’s revolving credit facility as well as access to the capital markets to fund our projected cash needs.

We continue to evaluate the deployment of our cash on hand and anticipated future free cash flow, including investing in our business growth and other strategic opportunities, including expanding the capacity of our network, the expansion of our network through our rural broadband construction initiative, the build-out and deployment of our CBRS spectrum, and mergers and acquisitions as well as stock repurchases and dividends. Charter's target leverage of net debt to the last twelve months Adjusted EBITDA remains at 4 to 4.5 times Adjusted EBITDA, and up to 3.5 times Adjusted EBITDA at the Charter Operating first lien level. Charter's leverage ratio was 4.1 times Adjusted EBITDA as of March 31, 2025. As Adjusted EBITDA grows, we expect to increase the total amount of our indebtedness to maintain leverage within Charter's target leverage range. Excluding purchases from Liberty Broadband Corporation (“Liberty Broadband”) discussed below, during the three months ended March 31, 2025 and 2024, Charter purchased in the public market approximately 1.2 million and 1.2 million shares of Charter Class A common stock, respectively, for approximately $431 million and $391 million, respectively. Since the beginning of its buyback program in September 2016 through March 31, 2025, Charter has purchased approximately 164.7 million shares of Class A common stock and Charter Holdings common units for approximately $74.1 billion, including purchases from Liberty Broadband and A/N discussed below.

On November 12, 2024, Charter, Liberty Broadband, Fusion Merger Sub 1, LLC, a wholly owned subsidiary of Charter, and Fusion Merger Sub 2, Inc., a wholly owned subsidiary of Fusion Merger Sub 1, LLC, entered into an Agreement and Plan of Merger (as it may be amended or supplemented from time to time, the “merger agreement”), pursuant to which, subject to the terms and conditions set forth therein, Charter will acquire Liberty Broadband through the merger of Fusion Merger Sub 2, Inc. with and into Liberty Broadband (the “merger”), with Liberty Broadband surviving the merger and becoming an indirect wholly owned subsidiary of Charter. Immediately following the merger, Liberty Broadband, as the surviving corporation of the merger, will merge with and into Fusion Merger Sub 1, LLC (the “upstream merger” and together with the merger, the “combination”), with Fusion Merger Sub 1, LLC surviving the upstream merger as a wholly owned subsidiary of Charter.

On November 12, 2024, Charter and Liberty Broadband also entered into Amendment No. 1 to the Second Amended and Restated Stockholders Agreement and the Letter Agreement (the “Stockholders and Letter Agreement Amendment”). The Stockholders and Letter Agreement Amendment sets forth, among other things, the terms of Liberty Broadband’s participation in Charter’s share repurchases during the period between the execution of the merger agreement and the effective time of the merger. Pursuant to the Stockholders and Letter Agreement Amendment, each month during the pendency of the proposed transaction, Charter will repurchase shares of Charter Class A common stock from Liberty Broadband in an amount equal to the greater of (i) $100 million and (ii) the Liberty Broadband minimum liquidity threshold as set forth in the Stockholders and Letter Agreement Amendment, provided that if any repurchase would reduce Liberty Broadband’s equity interest in Charter below 25.25% after giving effect to such repurchase or if all or a portion of such repurchase is not permitted under applicable law, then Charter shall instead loan to Liberty Broadband an amount equal to the lesser of (x) the repurchase amount that cannot be repurchased and (y) the Liberty Broadband minimum liquidity threshold as set forth in the Stockholders and Letter Agreement Amendment less the repurchase amount that is repurchased, with such loan on the terms set forth in the Stockholders and Letter Agreement Amendment. From and after the date Liberty Broadband’s exchangeable debentures are no longer outstanding, the amount of monthly repurchases will be the lesser of (i) $100 million and (ii) an amount equal to the sum of (x) the amount needed, in the reasonable judgment of Charter, to maintain an unrestricted cash balance of Liberty Broadband and its subsidiaries (other than GCI Holdings, LLC, GCI Spinco (as defined in the merger agreement) and their respective subsidiaries) of $50 million plus (y) the aggregate outstanding principal amount of the Liberty Broadband margin loan. The purchase price payable by Charter to Liberty Broadband in connection with such monthly repurchases will equal (i) the average price paid by Charter for shares of Charter Class A common stock repurchased during the immediately preceding calendar month (excluding shares repurchased from A/N and certain other excluded repurchases) or (ii) if Charter has not engaged in any repurchases of shares of Charter Class A common stock during the immediately preceding calendar month (other than any repurchases from A/N and certain other excluded repurchases), a purchase price based on a Bloomberg volume-weighted average price methodology proposed by Charter and reasonably acceptable to Liberty Broadband. Liberty Broadband will apply the proceeds from any such repurchases or borrowings from Charter to repay certain of its outstanding indebtedness in accordance with the Stockholders and Letter Agreement Amendment. The Stockholders and Letter Agreement Amendment provides that Liberty Broadband will be exempt from the standstill restrictions and the ownership cap under the Second Amended and Restated Stockholders Agreement among Charter, Liberty Broadband and A/N, dated as of May 23, 2015 to the extent its ownership in Charter exceeds such ownership cap solely as a result of the repurchase provisions in the Stockholders and Letter Agreement Amendment. During the three months ended March 31, 2025 and 2024, Charter purchased from Liberty Broadband 0.8 million and 0.2 million shares of Charter Class A common stock, respectively, for approximately $300 million and $81 million, respectively.

In December 2016, Charter and A/N entered into a letter agreement, as amended in December 2017 (the “A/N Letter Agreement”), that requires A/N to sell to Charter or to Charter Holdings, on a monthly basis, a number of shares of Charter Class A common stock or Charter Holdings common units that represents a pro rata participation by A/N and its affiliates in any repurchases of shares of Charter Class A common stock from persons other than A/N effected by Charter during the immediately preceding calendar month, at a purchase price equal to the average price paid by Charter for the shares repurchased from persons other than A/N during such immediately preceding calendar month. A/N and Charter both have the right to terminate or suspend the pro rata repurchase arrangement on a prospective basis. During the three months ended March 31, 2025 and 2024, Charter Holdings purchased from A/N 0.1 million and 0.3 million Charter Holdings common units, respectively, for approximately $20 million and $95 million, respectively.

As of March 31, 2025, Charter had remaining board authority to purchase an additional $2.7 billion of Charter’s Class A common stock and/or Charter Holdings common units, excluding purchases from Liberty Broadband. Although Charter expects to continue to buy back its common stock consistent with its leverage target range, Charter is not obligated to acquire any particular amount of common stock, and the timing of any purchases that may occur cannot be predicted and will largely depend on market conditions and other potential uses of capital. Purchases may include open market purchases, tender offers or negotiated transactions.

As possible acquisitions, swaps or dispositions arise, we actively review them against our objectives including, among other considerations, improving the operational efficiency, geographic clustering of assets, product development or technology capabilities of our business and achieving appropriate return targets, and we may participate to the extent we believe these possibilities present attractive opportunities. However, there can be no assurance that we will actually complete any acquisitions, dispositions or system swaps, or that any such transactions will be material to our operations or results.

### Free Cash Flow

Free cash flow increased $1.2 billion during the three months ended March 31, 2025, respectively, compared to the corresponding prior period in 2024 due to the following (dollars in millions):

|  | Three months ended March 31, 2025 compared to three months ended March 31, 2024 |
| --- | ---: |
| Decrease in capital expenditures | $392 |
| Increase in Adjusted EBITDA | 266 |
| Decrease in cash paid for interest, net | 240 |
| Changes in working capital, mobile devices | 212 |
| Decrease in cash paid for taxes, net | 31 |
| Changes in working capital, excluding mobile devices | (104) |
| Other, net | 169 |
|  | $1,206 |

Other, net primarily included the payment of a litigation settlement during the three months ended March 31, 2024 compared to the corresponding period in 2025.

### Limitations on Distributions

Distributions by our subsidiaries to a parent company for payment of principal on parent company notes are restricted under CCO Holdings indentures governing CCO Holdings' indebtedness, unless there is no default under the applicable indenture, and unless CCO Holdings' leverage ratio test is met at the time of such distribution. As of March 31, 2025, there was no default under any of these indentures, and CCO Holdings met its leverage ratio test based on March 31, 2025 financial results. There can be no assurance that CCO Holdings will satisfy its leverage ratio test at the time of the contemplated distribution.

In addition to the limitation on distributions under the various indentures, distributions by our subsidiaries may be limited by applicable law, including the Delaware Limited Liability Company Act, under which our subsidiaries may only make distributions if they have “surplus” as defined in the act.

### Historical Operating, Investing, and Financing Activities

***Cash and Cash Equivalents.*** We held $796 million and $459 million in cash and cash equivalents as of March 31, 2025 and December 31, 2024, respectively. In addition, we held $70 million and $47 million in restricted cash included in prepaid and other current assets in our consolidated balance sheets as of March 31, 2025 and December 31, 2024, respectively.

***Operating Activities.*** Net cash provided by operating activities increased $1.0 billion during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to favorable changes in working capital, an increase in Adjusted EBITDA, a decrease in cash paid for interest and the payment of litigation settlements in 2024.

***Investing Activities.*** Net cash used in investing activities was $2.8 billion and $2.9 billion for the three months ended March 31, 2025 and 2024, respectively. The decrease in cash used was primarily due to a decrease in capital expenditures, partly offset by changes in accrued expenses related to capital expenditures.

***Financing Activities.*** Net cash used in financing activities increased $719 million during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 primarily due to an increase in the amount by which repayments of debt exceeded borrowings and an increase in the purchase of treasury stock, partly offset by borrowings under the EIP Financing Facility.

### Capital Expenditures

We have significant ongoing capital expenditure requirements. Capital expenditures were $2.4 billion and $2.8 billion for the three months ended March 31, 2025 and 2024, respectively. The decrease was primarily driven by timing of customer premise equipment, upgrade/rebuild (primarily network evolution) and line extensions. See the table below for more details.

We currently expect full year 2025 capital expenditures to total approximately $12 billion, including line extensions of approximately $4.2 billion and network evolution spend of approximately $1.5 billion. The actual amount of capital expenditures in 2025 will depend on a number of factors including, but not limited to, the pace of our network evolution and expansion initiatives, supply chain timing and residential and business customer growth rates.

Our capital expenditures are funded primarily from cash flows from operating activities and borrowings on our credit facility. In addition, our accrued expenses related to capital expenditures decreased by $273 million and $63 million for the three months ended March 31, 2025 and 2024, respectively.

The following tables present our major capital expenditures categories in accordance with National Cable and Telecommunications Association (“NCTA”) disclosure guidelines for the three months ended March 31, 2025 and 2024. These disclosure guidelines are not required disclosures under GAAP, nor do they impact our accounting for capital expenditures under GAAP (dollars in millions):

|  | Three Months Ended March 31, 2025 | 2024 |
| --- | ---: | ---: |
| Customer premise equipment (a) | $473 | $635 |
| Scalable infrastructure (b) | 293 | 328 |
| Upgrade/rebuild (c) | 395 | 481 |
| Support capital (d) | 360 | 388 |
| Capital expenditures, excluding line extensions | 1,521 | 1,832 |
| Subsidized rural construction line extensions | 467 | 427 |
| Other line extensions | 411 | 532 |
| Total line extensions (e) | 878 | 959 |
| Total capital expenditures | $2,399 | $2,791 |
| Of which: |  |  |
| Commercial services | $273 | $375 |
| Subsidized rural construction initiative (f) | $468 | $427 |
| Mobile | $53 | $59 |

(a) Customer premise equipment includes equipment and devices located at the customer's premise used to deliver our Internet, video and voice services (e.g., modems, routers and set-top boxes), as well as installation costs.

(b) Scalable infrastructure includes costs, not related to customer premise equipment or our network, to secure growth of new customers or provide service enhancements (e.g., headend equipment).

(c) Upgrade/rebuild includes costs to modify or replace existing fiber/coaxial cable networks, including our network evolution initiative.

(d) Support capital includes costs associated with the replacement or enhancement of non-network assets (e.g., back-office systems, non-network equipment, land and buildings, vehicles, tools and test equipment).

(e) Line extensions include network costs associated with entering new service areas (e.g., fiber/coaxial cable, amplifiers, electronic equipment, make-ready and design engineering).

(f) The subsidized rural construction initiative subcategory includes projects for which we are receiving subsidies from federal, state and local governments, excluding customer premise equipment and installation.

### Recently Issued Accounting Standards

See Note 21 to the Annual Report on Form 10-K for the year ended December 31, 2024 for a discussion of recently issued accounting standards. There have been no material changes from the recently issued accounting standards described in our Form 10-K.

## Market risk

As filed, 177 characters.

There have been no material changes to the interest rate risk as previously disclosed in Part II, Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2024.

## Controls and procedures

As filed, 1,631 characters.

As of the end of the period covered by this report, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our design and operation of disclosure controls and procedures with respect to the information generated for use in this quarterly report. The evaluation was based upon reports and certifications provided by a number of executives. Based on, and as of the date of that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective to provide reasonable assurances that information required to be disclosed in the reports we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

In designing and evaluating the disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based upon the evaluation, we believe that our controls provide such reasonable assurances.

During the quarter ended March 31, 2025, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 202 characters.

Our Annual Report on Form 10-K for the year ended December 31, 2024 includes "Risk Factors" under Item 1A of Part I. There have been no material changes from the risk factors described in our Form 10-K.

Filed Apr 25, 2025.
Source: SEC EDGAR, the filing index for accession 0001091667-25-000099. Last ingested by Listed: Nov 6, 2026, 11:35 ET. No prices; not investment advice.