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California clears Charter-Cox deal with broadband and pricing conditions

The vote removes the transaction's final state-level hurdle, but the companies still must complete the closing and comply with a detailed California settlement and mitigation order.

By Wrivid News Desk
Charter Communications headquarters in Stamford, Connecticut.
File photo: AirportExpert / Wikimedia Commons · CC0 1.0 public-domain dedication

Executive summary

California regulators approved Charter Communications' acquisition of Cox Communications subject to settlement agreements and mitigation measures, clearing the transaction's final state-level approval, The Wall Street Journal reported. The California Public Utilities Commission's order grants the indirect transfer of Cox California Telcom to Charter and closes the state proceeding.The Wall Street Journal — final California approvalCalifornia Public Utilities Commission — Charter-Cox transfer decision

Charter's original agreement values the combination at $21.9 billion in equity consideration and $34.5 billion on an enterprise-value basis, including $12.6 billion of assumed Cox debt. Cox Enterprises is expected to own roughly 23 percent of the combined company's fully diluted shares after closing, while Charter's Spectrum consumer brand is set to continue operating.Charter Communications — definitive combination agreement

The California approval carries detailed operating commitments. The commission order requires four California LifeLine service tiers for five years, a separate $20 monthly 100/20 Mbps low-income plan, $30 million for digital-inclusion programs and at least $275 million to upgrade legacy California systems to symmetrical gigabit capability within three years.California Public Utilities Commission — Charter-Cox transfer decision

The order also requires automatic customer credits for qualifying network outages, continued support for certain existing price commitments, backup-power and public-safety measures, and compliance reporting that extends beyond the merger's closing. Those terms make the state decision an approval with enforceable conditions rather than an unconditional clearance.California Public Utilities Commission — Charter-Cox transfer decision

The decision authorizes the California transfer but does not itself consummate the national deal. The companies still must complete the remaining closing steps, after which the combined company is expected to adopt the Cox Communications name within a year while keeping its headquarters in Stamford, Connecticut, and a significant presence in Atlanta.The Wall Street Journal — final California approvalCharter Communications — definitive combination agreement