Charter Communications

This action arises from Charter’s acquisitions of Time Warner Cable, Inc.(“TWC”), and of Bright House Networks, LLC (“Bright House”) from Advance/Newhouse Partnership (“A/N”). Plaintiffs challenge the fairness of the process and price of certain related transactions that were inextricably linked to the acquisitions, including: (i) Charter’s issuance of $700 million in Charter shares to its largest stockholder, Liberty Broadband Corporation (“Liberty”), at a price of $173 per share in connection with the Bright House acquisition; (ii) a separate issuance by Charter of $4.3 billion worth of shares to Liberty at $176.95 per share in connection with the TWC acquisition; and (iii) the transfer of a 6% voting proxy in Charter from A/N to Liberty.

In two separate opinions, dated May 31,2017 and July 26, 2018, the Court addressed and, ultimately, denied, in significant part, Defendants’ motions to dismiss. The parties are currently engaged in discovery.

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