Charter Communications, Inc. (NASDAQ: CHTR) and Liberty Broadband Corporation (NASDAQ: LBRDA, LBRDK, LBRDP) have announced a definitive agreement for Charter to acquire Liberty Broadband in an all-stock transaction. As a result of the transaction, Charter expects to retire approximately 45.6 million Charter shares currently owned by Liberty Broadband and to issue approximately 34.0 million shares to holders of Liberty Broadband common stock at the closing.
Liberty Broadband’s principal assets currently consist of approximately 45.6 million common shares of Charter and its subsidiary GCI, LLC, Alaska’s largest communications provider. Liberty Broadband has existing debt of $2.6 billion (excluding debt at GCI) that will be repaid prior to closing or assumed by Charter, and $180 million of preferred equity that will become Charter preferred equity following the close of the transaction.
The transaction is expected to close on June 30, 2027, subject to the completion of the GCI spin-off and other customary closing conditions. The boards of directors of both Charter and Liberty Broadband have approved the transaction, which is subject to customary closing conditions and regulatory approvals.
In connection with the entry into the transaction, Charter, Liberty Broadband, and Advance/Newhouse Partnership have agreed to amend certain existing governance arrangements of Charter. As part of the transaction, Liberty Broadband’s CEO, Greg Maffei, will be stepping down from his role at the end of the year and will continue as a director of Charter and a meaningful shareholder.
Centerview Partners LLC is serving as the exclusive financial advisor to the special committee of Charter, while Citi is serving as the exclusive financial advisor to Charter. J.P. Morgan is serving as the exclusive financial advisor to Liberty Broadband.
Charter Communications, Inc. is a leading broadband connectivity company and cable operator with services available to more than 58 million homes and businesses in 41 states. Liberty Broadband Corporation operates and owns interests in a broad range of communications businesses, with its principal assets consisting of its interest in Charter Communications and its subsidiary GCI.
The transaction is subject to approval by holders of both Charter’s and Liberty Broadband’s outstanding stock, as well as the receipt of any applicable regulatory approvals. John Malone and certain related holders have agreed to vote, subject to certain exceptions, shares beneficially owned by them in favor of the transaction. As a result of these announcements, the company's shares have moved 2.5% on the market, and are now trading at a price of $401.94. For the full picture, make sure to review Charter Communications's 8-K report.
