Charter And Others Prepare To Challenge Time Warner Cable At Its Annual Meeting

It’s not WrestleMania, but Time Warner Cable shareholders can expect more excitement than usual at their annual meeting this year: time-warner-cable-logoThe company’s preliminary proxy, out this morning, includes proposals from Charter Communications and other investors  that could create problems … Read More »

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Deadline Big Media 78: The CinemaCon Wrapup Podcast

Deadline Big Media podcast 78 (.MP3 version)In this week’s podcast, Deadline’s Executive Editor David Lieberman and host David Bloom wrap up all the business news out of CinemaCon, the big theater-owner convention that David Lieberman covered last week. Now that he’s back in Deadline’s Manhattan offices, David L. talks with David B. about the hot topics affecting the movie theater business, including a look at the state of the industry, whether movies and alcohol can mix, why it might be time for a discount ticket night, and why you can’t buy a movie ticket on Amazon.

The two Davids also discuss Charter Communications’ “astonishing” filing objecting to the Comcast-Time Warner Cable deal and why Reed Hastings might have some buyer’s remorse over his company’s interconnection pact with Comcast. They also look at whether now is finally the time for a DirecTV/Dish Network merger. Read More »

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Charter Asks Time Warner Cable Investors To Reject Comcast Acquisition

Charter logoReturned today from the CinemaCon confab, so I’m just now getting a chance to catch up with Charter Communications‘ astonishing SEC filing that urges Time Warner Cable shareholders to support its $37B Comcast-Time-Warner-Cable-logos__140213130107-150x150__140213191744cash-and-stock bid over Comcast’s $45.2B all-stock offer. I don’t know if there’s enough in the proxy to derail the Comcast-TWC deal. But it’s sure to create some turbulence — if nothing else by giving ammo to class action lawyers who want to argue that the TWC board failed to faithfully represent shareholders’ interests when it stiff-armed Charter and embraced Comcast.

Related: Fears Of Government Rejection Hung Over Comcast’s Deal Talks With Time Warner Cable: Proxy

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Liberty Media CEO Expects Comcast To Buy Time Warner Cable But Keeps Door Open

John Malone’s company is the largest shareholder in Charter Communications whose hostile bid for Time Warner Cable was trumped when Comcast stepped in with its $45.2B stock offer. Greg Maffei headshotBut while Liberty recognizes that the No. 1 … Read More »

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Charter CEO Says He Still Wants Company To “Wisely” Grow After Losing Bid For Time Warner Cable

Time Warner Cable may be beyond the reach of Charter Communications, but CEO Tom Rutledge says he isn’t out of the deal game yet. charterCharter is “still interested in wisely acquiring subscribers,” he told analysts this morning, Read More »

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Comcast Has An Agreement To Buy Time Warner Cable: Report

By | Wednesday February 12, 2014 @ 7:11pm PST

Comcast-new-logo__130212144603-200x112Brace yourself for a bitter fight over media conglomeration: The No. 1 cable company and owner of NBCUniversal has a deal with Time Warner Cable to buy it for stock valued at $159 a share, beating Charter Communications’ $132.50 cash-and-stock bid, CNBC’s David Faber reports at the Time Warner Super Bowl 2014news channel’s website. The deal is set to be announced tomorrow morning, he says. (Comcast owns CNBC.) Each share of TWC, which closed today at $135.31, would be exchanged for 2.875 Comcast shares, which closed at $55.24. That would translate into about $44.2B (not including debt) vs. Charter’s $37.4B bid, which TWC rejected as inadequate. If consummated, a deal would add TWC’s 11.2M video subscribers to Comcast’s 21.7M and give the cable colossus coveted franchises in Manhattan and Los Angeles.

Related: Charter Increases Pressure On Time Warner Cable, Offering 13 Pro-Merger Board Candidates

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Charter Increases Pressure On Time Warner Cable, Offering 13 Pro-Merger Board Candidates

By | Tuesday February 11, 2014 @ 6:12am PST

This should add some excitement to Time Warner Cable‘s next shareholders’ meeting. Time Warner CableCharter has several highly regarded cable execs — including former TWC Chief Technology Officer Jim Chiddix,  former Charter CTO Marwan Fawaz, and Oxygen Media co-founder Lisa Gersh  – in its collection of independent candidates for the No. 2 cable company’s board. They’d support Charter’s $61.3B (including debt) cash and stock takeover offer. In addition, Charter hopes to head off efforts by TWC to adopt anti-takeover protections. It proposes to fix the size of the board at 13 and repeal any by-law amendments made without shareholder approval since July 26, 2012, the last time TWC disclosed any change to its by-laws.Charter Communications “It is clear from our meetings with Time Warner Cable shareholders that there is an overwhelming desire to combine these two companies to increase Time Warner Cable’s competitiveness,” says Charter CEO Tom Rutledge. “Our purpose in this proxy contest is to enable shareholders of TWC to raise their voice, and to provide a very capable board who will hear them.” TWC says that Charter made a “grossly inadequate” bid by offering the equivalent of $132.50 a share;  TWC considers $160 closer to the mark. “It is clear that Charter is nominating a slate of directors for the sole purpose of pressuring our Board into accepting the same lowball offer that it previously considered and unanimously rejected,” TWC chief Rob Marcus says. “Our Board remains focused on maximizing shareholder value.  We are confident in our strategic plan, which was detailed publicly on January 30, and we are not going to let Charter steal the company.” TWC shares opened this morning up slightly at $136 — suggesting that investors believe that Charter, or someone, will offer more.

Here are Charter’s candidates for the TWC board with its description of their backgrounds and qualifications: Read More »

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Charter And Comcast Close To A Deal To Divvy Time Warner Cable Systems: Report

By | Monday January 27, 2014 @ 11:24am PST

Comcast would snag New York City, New England, and North Carolina properties from Charter if it succeeds in buying Time Warner Cable, Bloomberg reports citing “people with knowledge of the matter.”charter Comcast and Charter “have a … Read More »

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Deadline Big Media 69 – The MLB Very Advanced Media Podcast

Deadline Big Media ep 69In this week’s podcast, Deadline’s executive editor David Lieberman and host David Bloom talk about pay-TV services from Amazon and Verizon; a chat with the CEO of MLB Advanced Media, which is also providing the backbone for the online subscription operations of WWE and Sony; the doubtful bears wondering how long Netflix can sustain this last quarter’s massive numbers; whether SiriusXM should cut Howard Stern’s $80 million annual paycheck; and why Carl Icahn thinks Apple needs to roll out a 4K TV, and fast. Oh, and they check in on Charter Communications’ latest maneuvers in its campaign to buy Time Warner Cable.

Listen to the podcast in your choice of audio formats here:
Deadline Big Media podcast 69 (.MP3 version)
Deadline Big Media podcast 69 (.M4A version)
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Charter Warns Time Warner Cable To Back Merger Before It’s Too Late

By | Tuesday January 21, 2014 @ 6:40am PST

It’s a PowerPoint smackdown. Charter just posted one of its own to respond to Time Warner Cable’s slide deck explaining why it rejected the smaller cable company’s cash and stock offer of $132.50 a share or $61.3B (including debt), which it deems “grossly inadequate.” … Read More »

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Deadline Big Media 68 – The Charter Goes Shopping Podcast

By and | Friday January 17, 2014 @ 4:01pm PST

Deadline Big Media ep 68In this week’s podcast, Deadline’s executive editor David Lieberman and host David Bloom take up Charter Communications’ $61.3 billion bid for Time Warner Cable; the potential impacts of an appeals court ruling throwing out FCC net neutrality rules; a stalling home-entertainment industry and Best Buy’s bad holiday. They also look at the surprising shakeup at the top of Yahoo, coming as it does just a week after the company’s big CES shindig. Now at least one much ballyhooed hire departs 15 months later after arriving and there are reports that at least another top executive is out.

Listen to the podcast in your choice of audio formats here:
Deadline Big Media 68 (.MP3 version)
Deadline Big Media 68 (.M4A version)
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Time Warner Cable Says Charter Doesn’t Understand Its Strategy

By | Wednesday January 15, 2014 @ 8:44am PST

Charter execs thrashed the No. 2 cable operator’s systems and management in a call last night with Wall Street analysts to lobby for their $61.3B (including debt) takeover offer. time-warner-cable-logoAnd Time Warner Cable just responded by … Read More »

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Charter Execs Say Time Warner Cable Nickels And Dimes Customers While Offering Substandard Service

By | Tuesday January 14, 2014 @ 2:47pm PST

Time Warner Cable had better come up with a PR strategy soon. Based on the withering criticisms that Charter execs just leveled in a presentation to Wall Street — part of a Charter_logocampaign to rally support for their $61.3B Read More »

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Charter CEO Calls Time Warner Cable A “Troubled” Company: Video

Over the last two years Time Warner Cable‘s video subscriber losses equal the size of its Los Angeles market, Charter Communications chief Tom Rutledge told CNBC’s David Faber this morning. The appearance is part of Rutledge’s campaign to persuade TWC shareholders to endorse his company’s $61.3B Read More »

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UPDATE: Time Warner Cable Calls Charter’s $61.3B Offer “A Non-Starter”

By | Monday January 13, 2014 @ 1:22pm PST

UPDATE, 4:30 PM: Let the debate begin. Time Warner Cable CEO Rob Marcus says he’s willing to sell the No. 2 cable operator — but Charter’s $132.50 a share offer, valued at $61.3B including debt, is “a non-starter” time-warner-cable-logothat … Read More »

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Charter Readies $38B “Bear Hug” Offer For Time Warner Cable: Report

By | Friday December 13, 2013 @ 12:23pm PST

The offer will consist of cash and stock valued at less than $135 a share — lower than the $150+ that some analysts anticipated —  time-warner-cable-logoBloomberg reports, citing “a person with knowledge of the matter.” That would be … Read More »

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UBS Confab: Charter CEO Says Low Interest Rates Make This A Good Time For Dealmaking

By | Monday December 9, 2013 @ 1:27pm PST

The big challenge Charter faces in making a bid for the much larger Time Warner Cable is that it might force Tom Rutledge to take on too much debt. But he seemed undaunted in comments to investors today at the UBS Global Media and Communications Conference. Tom RutledgeHe currently wants to keep Charter’s debt at less than 4.5 times its cash flow, “but if there was an opportunity for us we would go higher.” He adds that today’s low interest rates make this “the best” time to borrow “that I’ve ever seen.” While he didn’t discuss any specifics regarding a possible deal, conceptually he says a company like his could make a transaction pay off by operating the company well “to unleash the full power of these networks” — for example by getting rid of analog transmissions and going all digital. That would help to increase subscriptions and “there is a big difference in value between growing subs and losing them.”(TWC lost 306,000 subs in Q3.) He also says that cable companies like his have to address the fact that they negotiate deals with “several large programming companies that have a de facto monopoly product” while he has to compete with satellite and telco distributors. “The good news is that our competitors have the same problem. The bad news is that people are getting priced out of the video market.” And “the trend lines don’t seem to be changing.” Although the FCC has some authority to regulate retransmission consent negotiations with broadcasters, it “has not done it.”

Related: Charter Prepares To Borrow $25B For Time Warner Cable Offer: WSJ
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Charter And Liberty Media CEOs Say They Can Grow Without Time Warner Cable: Video

The comments by Charter CEO Tom Rutledge and Liberty Media CEO Greg Maffei on CNBC this morning may account for the 2% dip today in Time Warner Cable’s stock price. Investors are betting that Charter will make a rich offer for the No. 2 cable company. But Rutledge says Read More »

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Are Time Warner Cable Shareholders Expecting Too Much From A Merger Deal?

They might be after speculation about a transaction fueled a 45% increase in its stock price over the last six months (to $138.22 on Friday), time-warner-cable-logoMoffettNathanson Research’s Craig Moffett says this morning. Some analysts say that a Read More »

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