000-27927
|
43-1857213
|
|
(Commission File
Number)
|
(I.R.S. Employer
Identification Number)
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release dated February 27, 2008. *
|
|
99.2
|
Press Release dated February 27, 2008. ** |
|
·
|
the
availability, in general, of funds to meet interest payment obligations
under our debt and to fund our operations and necessary capital
expenditures, either through cash flows from operating activities, further
borrowings or other sources and, in particular, our ability to fund debt
obligations (by dividend, investment or otherwise) to the applicable
obligor of such debt;
|
|
·
|
our
ability to comply with all covenants in our indentures and credit
facilities, any violation of which, if not cured in a timely
manner, could trigger a default of our other obligations under
cross-default provisions;
|
|
·
|
our
ability to pay or refinance debt prior to or when it becomes due and/or
refinance that debt through new issuances, exchange offers or otherwise,
including restructuring our balance sheet and leverage
position;
|
·
|
the
impact of competition from other distributors, including incumbent
telephone companies, direct broadcast satellite operators, wireless
broadband providers, and digital subscriber line ("DSL")
providers;
|
·
|
difficulties
in growing, further introducing, and operating our telephone services,
while adequately meeting customer expectations for the reliability of
voice services;
|
·
|
our
ability to adequately meet demand for installations and customer
service;
|
|
·
|
our
ability to sustain and grow revenues and cash flows from operating
activities by offering video, high-speed Internet, telephone and other
services, and to maintain and grow our customer base, particularly in the
face of increasingly aggressive
competition;
|
|
·
|
our
ability to obtain programming at reasonable prices or to adequately raise
prices to offset the effects of higher programming
costs;
|
|
·
|
general
business conditions, economic uncertainty or slowdown, including the
recent significant slowdown in the new housing sector and overall economy
; and
|
|
·
|
the
effects of governmental regulation on our
business.
|
By:/s/ Kevin D.
Howard
Name:
Kevin D. Howard
Title: Vice President,
Controller and Chief Accounting
Officer
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release dated February 27, 2008. *
|
|
99.2
|
Press Release dated February 27, 2008. ** |
·
|
Fourth
quarter pro forma
revenue of $1.548 billion grew 10.6% year over year and actual revenue of
$1.553 billion grew 9.9%, primarily driven by increases in telephone and
high-speed Internet (HSI) revenues. (Pro forma results are described below
in the “Use of Non-GAAP Financial Metrics” section and are provided in the
addendum of this news release.)
|
·
|
Fourth
quarter pro forma
adjusted EBITDA of $563 million increased 12.6% year over year and
actual adjusted EBITDA grew 12.3%. (Adjusted EBITDA is defined in the “Use
of Non-GAAP Financial Metrics” section and is reconciled to net cash flows
from operating activities in the addendum of this news
release.)
|
·
|
Total
ARPU (average revenue per customer) for the quarter increased 12.9% year
over year, driven by increased sales of The Charter BundleTM
and advanced services growth.
|
·
|
Revenue
generating units (RGUs) increased by 199,100 on a pro forma basis during
the fourth quarter of 2007, a 19.9% increase in net adds over the prior
year fourth quarter.
|
·
|
Telephone
customers increased by approximately 155,300 in the fourth quarter of
2007, the most quarterly phone net additions in Charter
history. The Company added 513,000 customers during the year
2007, ending the year at 10.6%
penetration.
|
·
|
HSI
customers increased by approximately 50,500 in the fourth quarter of 2007
and by 289,100 during the year 2007. HSI ARPU increased 4.8% compared to
the fourth quarter of 2006, primarily due to content improvements and
customers purchasing enhanced
speeds.
|
·
|
Digital
video customers increased by approximately 59,700 in the fourth quarter of
2007 and analog video customers decreased by 66,400. For the full year,
the company gained 150,100 digital video customers and lost 116,300 analog
video customers. Video ARPU increased 5.8% compared to the fourth quarter
of 2006 due to growth in revenue from advanced services and rate
adjustments.
|
·
|
Fourth
quarter 2007 total ARPU increased 12.9% to $97.99 from the same period in
2006, driven primarily by bundling, advanced services growth, and
upgrading customers to higher Internet speeds and programming
tiers.
|
|
·
|
the
availability, in general, of funds to meet interest payment obligations
under our debt and to fund our operations and necessary capital
expenditures, either through cash flows from operating activities, further
borrowings or other sources and, in particular, our ability to fund debt
obligations (by dividend, investment or otherwise) to the applicable
obligor of such debt;
|
|
·
|
our
ability to comply with all covenants in our indentures and credit
facilities, any violation of which, if not cured in a timely manner, could
trigger a default of our other obligations under cross-default
provisions;
|
|
·
|
our
ability to pay or refinance debt prior to or when it becomes due and/or
refinance that debt through new issuances, exchange offers or otherwise,
including restructuring our balance sheet and leverage
position;
|
· | the impact of competition from other distributors, including incumbent telephone companies, direct broadcast satellite operators, wireless broadband providers, and digital subscriber line (“DSL”) providers; | |
· |
difficulties
in growing, further introducing, and operating our telephone services,
while adequately meeting customer expectations for the
reliability of voice services;
|
|
· | our ability to adequately meet demand for installations and customer service; |
|
·
|
our
ability to sustain and grow revenues and cash flows from operating
activities by offering video, high-speed Internet, telephone and other
services, and to maintain and grow our customer base, particularly in the
face of increasingly aggressive
competition;
|
|
·
|
our
ability to obtain programming at reasonable prices or to adequately raise
prices to offset the effects of higher programming
costs;
|
|
·
|
general
business conditions, economic uncertainty or slowdown, including the
recent significant slowdown in the new housing sector and overall economy;
and
|
|
·
|
the
effects of governmental regulation on our
business.
|
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||||||||||||||||||
UNAUDITED
CONSOLIDATED STATEMENTS OF OPERATIONS AND OPERATING
DATA
|
||||||||||||||||||||||||
(DOLLARS
IN MILLIONS, EXCEPT PER SHARE AND SHARE DATA)
|
||||||||||||||||||||||||
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||||||||||
2007
|
2006
|
2007
|
2006
|
|||||||||||||||||||||
Actual
|
Actual
|
%
Change
|
Actual
|
Actual
|
%
Change
|
|||||||||||||||||||
REVENUES:
|
||||||||||||||||||||||||
Video
|
$ | 850 | $ | 829 | 2.5 | % | $ | 3,392 | $ | 3,349 | 1.3 | % | ||||||||||||
High-speed
Internet
|
326 | 278 | 17.3 | % | 1,252 | 1,051 | 19.1 | % | ||||||||||||||||
Telephone
|
107 | 49 | 118.4 | % | 343 | 135 | 154.1 | % | ||||||||||||||||
Advertising
sales
|
82 | 91 | (9.9 | %) | 298 | 319 | (6.6 | %) | ||||||||||||||||
Commercial
|
90 | 78 | 15.4 | % | 341 | 305 | 11.8 | % | ||||||||||||||||
Other
|
98 | 88 | 11.4 | % | 376 | 345 | 9.0 | % | ||||||||||||||||
Total
revenues
|
1,553 | 1,413 | 9.9 | % | 6,002 | 5,504 | 9.0 | % | ||||||||||||||||
COSTS
AND EXPENSES:
|
||||||||||||||||||||||||
Operating (excluding depreciation and
amortization)
(a)
|
663 | 608 | 9.0 | % | 2,620 | 2,438 | 7.5 | % | ||||||||||||||||
Selling,
general and administrative (excluding
stock compensation expense) (b)
|
325 | 302 | 7.6 | % | 1,271 | 1,152 | 10.3 | % | ||||||||||||||||
Operating
costs and expenses
|
988 | 910 | 8.6 | % | 3,891 | 3,590 | 8.4 | % | ||||||||||||||||
Adjusted
EBITDA
|
565 | 503 | 12.3 | % | 2,111 | 1,914 | 10.3 | % | ||||||||||||||||
Adjusted
EBITDA margin
|
36.4 | % | 35.6 | % | 35.2 | % | 34.8 | % | ||||||||||||||||
Depreciation
and amortization
|
329 | 330 | 1,328 | 1,354 | ||||||||||||||||||||
Impairment
charges
|
178 | - | 234 | 159 | ||||||||||||||||||||
Stock
compensation expense
|
3 | 3 | 18 | 13 | ||||||||||||||||||||
Other
operating (income) expenses, net
|
(30 | ) | 7 | (17 | ) | 21 | ||||||||||||||||||
Operating
income from continuing operations
|
85 | 163 | 548 | 367 | ||||||||||||||||||||
OTHER
INCOME AND (EXPENSES):
|
||||||||||||||||||||||||
Interest
expense, net
|
(466 | ) | (466 | ) | (1,851 | ) | (1,877 | ) | ||||||||||||||||
Change
in value of derivatives
|
70 | (14 | ) | 52 | (4 | ) | ||||||||||||||||||
Gain
(loss) on extinguishment of debt
|
(113 | ) | - | (148 | ) | 101 | ||||||||||||||||||
Other
income (expense), net
|
(4 | ) | 2 | (8 | ) | 14 | ||||||||||||||||||
(513 | ) | (478 | ) | (1,955 | ) | (1,766 | ) | |||||||||||||||||
Loss
from continuing operations before income taxes
|
(428 | ) | (315 | ) | (1,407 | ) | (1,399 | ) | ||||||||||||||||
Income
tax expense
|
(40 | ) | (63 | ) | (209 | ) | (187 | ) | ||||||||||||||||
Loss
from continuing operations
|
(468 | ) | (378 | ) | (1,616 | ) | (1,586 | ) | ||||||||||||||||
Income
(loss) from discontinued operations, net of tax
|
- | (18 | ) | - | 216 | |||||||||||||||||||
Net
loss
|
$ | (468 | ) | $ | (396 | ) | $ | (1,616 | ) | $ | (1,370 | ) | ||||||||||||
LOSS
PER COMMON SHARE, BASIC AND DILUTED:
|
||||||||||||||||||||||||
Loss
from continuing operations
|
$ | (1.27 | ) | $ | (1.03 | ) | $ | (4.39 | ) | $ | (4.78 | ) | ||||||||||||
Net
loss
|
$ | (1.27 | ) | $ | (1.08 | ) | $ | (4.39 | ) | $ | (4.13 | ) | ||||||||||||
Weighted
average common shares outstanding, basic and diluted
|
369,916,556 | 365,331,337 | 368,240,608 | 331,941,788 | ||||||||||||||||||||
(a) Operating
expenses include programming, service, and advertising sales
expenses.
|
||||||||||||||||||||||||
(b) Selling,
general and administrative expenses include general and administrative and
marketing expenses.
|
||||||||||||||||||||||||
Adjusted
EBITDA is a non-GAAP term. See page 7 of this addendum for the
reconciliation of adjusted EBITDA to net cash flows from operating
activities as defined by GAAP.
|
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||||||||||||||||||
UNAUDITED
CONSOLIDATED STATEMENTS OF OPERATIONS AND OPERATING DATA
|
||||||||||||||||||||||||
(DOLLARS
IN MILLIONS, EXCEPT PER SHARE AND SHARE DATA)
|
||||||||||||||||||||||||
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||||||||||
2007
|
2006
|
2007
|
2006
|
|||||||||||||||||||||
Pro
Forma (a)
|
Pro
Forma (a)
|
%
Change
|
Pro
Forma (a)
|
Pro
Forma (a)
|
%
Change
|
|||||||||||||||||||
REVENUES:
|
||||||||||||||||||||||||
Video
|
$ | 846 | $ | 818 | 3.4 | % | $ | 3,370 | $ | 3,264 | 3.2 | % | ||||||||||||
High-speed
Internet
|
326 | 277 | 17.7 | % | 1,248 | 1,036 | 20.5 | % | ||||||||||||||||
Telephone
|
107 | 49 | 118.4 | % | 343 | 135 | 154.1 | % | ||||||||||||||||
Advertising
sales
|
82 | 91 | (9.9 | %) | 297 | 315 | (5.7 | %) | ||||||||||||||||
Commercial
|
90 | 78 | 15.4 | % | 339 | 297 | 14.1 | % | ||||||||||||||||
Other
|
97 | 87 | 11.5 | % | 374 | 336 | 11.3 | % | ||||||||||||||||
Total
revenues
|
1,548 | 1,400 | 10.6 | % | 5,971 | 5,383 | 10.9 | % | ||||||||||||||||
COSTS
AND EXPENSES:
|
||||||||||||||||||||||||
Operating
(excluding depreciation and
amortization)
(b)
|
660 | 600 | 10.0 | % | 2,602 | 2,371 | 9.7 | % | ||||||||||||||||
Selling,
general and administrative (excluding stock
|
||||||||||||||||||||||||
compensation
expense) (c)
|
325 | 300 | 8.3 | % | 1,268 | 1,134 | 11.8 | % | ||||||||||||||||
Operating
costs and expenses
|
985 | 900 | 9.4 | % | 3,870 | 3,505 | 10.4 | % | ||||||||||||||||
Adjusted
EBITDA
|
563 | 500 | 12.6 | % | 2,101 | 1,878 | 11.9 | % | ||||||||||||||||
Adjusted
EBITDA margin
|
36.4 | % | 35.7 | % | 35.2 | % | 34.9 | % | ||||||||||||||||
Depreciation
and amortization
|
327 | 328 | 1,323 | 1,334 | ||||||||||||||||||||
Impairment
charges
|
178 | - | 178 | - | ||||||||||||||||||||
Stock
compensation expense
|
3 | 3 | 18 | 13 | ||||||||||||||||||||
Other
operating (income) expenses, net
|
(33 | ) | 7 | (20 | ) | 19 | ||||||||||||||||||
Operating
income from operations
|
88 | 162 | 602 | 512 | ||||||||||||||||||||
OTHER
INCOME AND (EXPENSES):
|
||||||||||||||||||||||||
Interest
expense, net
|
(466 | ) | (466 | ) | (1,851 | ) | (1,851 | ) | ||||||||||||||||
Change
in value of derivatives
|
70 | (14 | ) | 52 | (4 | ) | ||||||||||||||||||
Gain
(loss) on extinguishment of debt
|
(113 | ) | - | (148 | ) | 101 | ||||||||||||||||||
Other
expense, net
|
(4 | ) | 2 | (8 | ) | 14 | ||||||||||||||||||
(513 | ) | (478 | ) | (1,955 | ) | (1,740 | ) | |||||||||||||||||
Loss
before income taxes
|
(425 | ) | (316 | ) | (1,353 | ) | (1,228 | ) | ||||||||||||||||
Income
tax expense
|
(42 | ) | (47 | ) | (192 | ) | (179 | ) | ||||||||||||||||
Net
loss
|
$ | (467 | ) | $ | (363 | ) | $ | (1,545 | ) | $ | (1,407 | ) | ||||||||||||
LOSS
PER COMMON SHARE, BASIC AND DILUTED:
|
$ | (1.26 | ) | $ | (0.99 | ) | $ | (4.20 | ) | $ | (4.24 | ) | ||||||||||||
Weighted
average common shares outstanding, basic and diluted
|
369,916,556 | 365,331,337 | 368,240,608 | 331,941,788 | ||||||||||||||||||||
(a) Pro forma results reflect certain sales
and acquisitions of cable systems in 2006 and 2007 as if they occurred as
of January 1, 2006. The pro forma statements of operations do not include
adjustments for financing transactions completed by Charter during the
periods presented or certain other dispositions of assets because those
transactions did not significantly impact Charter's adjusted
EBITDA. However, all transactions completed in 2006 and 2007 have
been reflected in the operating statistics. The pro forma data is
based on information available to Charter as of the date of this document
and certain assumptions that we believe are reasonable under the
circumstances. The financial data required allocation of certain revenues
and expenses and such information has been presented for comparative
purposes and is not intended to provide any indication of what our actual
financial position, or results of operations would have been had the
transactions described above been completed on the dates indicated or to project our results of operations
for any future date.
|
||||||||||||||||||||||||
(b) Operating
expenses include programming, service, and advertising sales
expenses.
|
||||||||||||||||||||||||
(c) Selling,
general and administrative expenses include general and administrative and
marketing expenses.
|
||||||||||||||||||||||||
December
31, 2007. Pro forma revenues were reduced by $5 million and $31
million for the three months and year ended December 31, 2007,
respectively. Pro forma operating costs and expenses were reduced by $3
million and $21 million for the three months and year ended December 31,
2007, respectively. Pro forma net loss was reduced by $1 million and
$71 million for the three months and year ended December 31, 2007,
respectively.
|
||||||||||||||||||||||||
December
31, 2006. Pro forma revenues were reduced by $13 million and $121
million for the three months and year ended December 31, 2006,
respectively. Pro forma operating costs and expenses were reduced by
$10 million and $85 million for the three months and year ended December
31, 2006, respectively. Pro forma net loss was reduced by $33 million
and increased by $37 million for the three months and year ended December
31, 2006, respectively.
|
||||||||||||||||||||||||
Adjusted
EBITDA is a non-GAAP term. See page 7 of this addendum for the
reconciliation of adjusted EBITDA to net cash flows from operating
activities as defined by GAAP.
|
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||
UNAUDITED
CONSOLIDATED BALANCE SHEETS
|
||||||||
(DOLLARS
IN MILLIONS)
|
||||||||
December
31,
|
December
31,
|
|||||||
2007
|
2006
|
|||||||
ASSETS
|
||||||||
CURRENT
ASSETS:
|
||||||||
Cash
and cash equivalents
|
$ | 75 | $ | 60 | ||||
Accounts
receivable, net of allowance for doubtful accounts
|
225 | 195 | ||||||
Prepaid
expenses and other current assets
|
36 | 84 | ||||||
Total
current assets
|
336 | 339 | ||||||
INVESTMENT
IN CABLE PROPERTIES:
|
||||||||
Property,
plant and equipment, net
|
5,103 | 5,217 | ||||||
Franchises,
net
|
8,942 | 9,223 | ||||||
Total
investment in cable properties, net
|
14,045 | 14,440 | ||||||
OTHER
NONCURRENT ASSETS
|
285 | 321 | ||||||
Total
assets
|
$ | 14,666 | $ | 15,100 | ||||
LIABILITIES
AND SHAREHOLDERS' DEFICIT
|
||||||||
CURRENT
LIABILITIES:
|
||||||||
Accounts
payable and accrued expenses
|
$ | 1,332 | $ | 1,298 | ||||
Total
current liabilities
|
1,332 | 1,298 | ||||||
LONG-TERM
DEBT
|
19,908 | 19,062 | ||||||
NOTE
PAYABLE - RELATED PARTY
|
65 | 57 | ||||||
DEFERRED
MANAGEMENT FEES - RELATED PARTY
|
14 | 14 | ||||||
OTHER
LONG-TERM LIABILITIES
|
1,035 | 692 | ||||||
MINORITY
INTEREST
|
199 | 192 | ||||||
PREFERRED
STOCK - REDEEMABLE
|
5 | 4 | ||||||
SHAREHOLDERS'
DEFICIT
|
(7,892 | ) | (6,219 | ) | ||||
Total
liabilities and shareholders' deficit
|
$ | 14,666 | $ | 15,100 |
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||
UNAUDITED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
(DOLLARS
IN MILLIONS)
|
||||||||
Year
Ended December 31,
|
||||||||
2007
|
2006
|
|||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net
loss
|
$ | (1,616 | ) | $ | (1,370 | ) | ||
Adjustments
to reconcile net loss to net cash flows from operating
activities:
|
||||||||
Depreciation
and amortization
|
1,328 | 1,362 | ||||||
Impairment
charges
|
234 | 159 | ||||||
Noncash
interest expense
|
40 | 128 | ||||||
Change
in value of derivatives
|
(52 | ) | 4 | |||||
Deferred
income taxes
|
198 | 202 | ||||||
Gain
on sale of assets, net
|
(3 | ) | (192 | ) | ||||
(Gain)
loss on extinguishment of debt
|
136 | (101 | ) | |||||
Other,
net
|
2 | 4 | ||||||
Changes
in operating assets and liabilities, net of effects from acquisitions and
dispositions:
|
||||||||
Accounts
receivable
|
(36 | ) | 24 | |||||
Prepaid
expenses and other assets
|
45 | 55 | ||||||
Accounts
payable, accrued expenses and other
|
51 | 48 | ||||||
Net
cash flows from operating activities
|
327 | 323 | ||||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Purchases
of property, plant and equipment
|
(1,244 | ) | (1,103 | ) | ||||
Change
in accrued expenses related to capital expenditures
|
(2 | ) | 24 | |||||
Proceeds
from sale of assets, including cable systems
|
104 | 1,020 | ||||||
Other,
net
|
4 | (6 | ) | |||||
Net
cash flows from investing activities
|
(1,138 | ) | (65 | ) | ||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Borrowings
of long-term debt
|
7,877 | 6,322 | ||||||
Repayments
of long-term debt
|
(7,017 | ) | (6,938 | ) | ||||
Proceeds
from issuance of debt
|
- | 440 | ||||||
Payments
for debt issuance costs
|
(42 | ) | (44 | ) | ||||
Other,
net
|
8 | 1 | ||||||
Net
cash flows from financing activities
|
826 | (219 | ) | |||||
NET
INCREASE IN CASH AND CASH EQUIVALENTS
|
15 | 39 | ||||||
CASH
AND CASH EQUIVALENTS, beginning of period
|
60 | 21 | ||||||
CASH
AND CASH EQUIVALENTS, end of period
|
$ | 75 | $ | 60 | ||||
CASH
PAID FOR INTEREST
|
$ | 1,792 | $ | 1,671 | ||||
NONCASH
TRANSACTIONS:
|
||||||||
Cumulative
adjustment to Accumulated Deficit for the adoption of FIN
48
|
$ | 56 | $ | - | ||||
Issuance
of 6.50% convertible notes
|
$ | 479 | $ | - | ||||
Issuance
of debt by CCH I, LLC
|
$ | - | $ | 419 | ||||
Issuance
of debt by CCH II, LLC
|
$ | - | $ | 410 | ||||
Issuance
of debt by Charter Communications Operating, LLC
|
$ | - | $ | 37 | ||||
Retirement
of Charter Communications Holdings, LLC debt
|
$ | - | $ | (796 | ) | |||
Retirement
of Renaissance Media Group LLC debt
|
$ | - | $ | (37 | ) | |||
Issuance
of Class A common stock
|
$ | - | $ | 68 | ||||
Retirement
of 5.875% convertible notes
|
$ | (364 | ) | $ | (255 | ) |
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||||||
UNAUDITED
SUMMARY OF OPERATING STATISTICS
|
||||||||||||
Approximate
|
||||||||||||
Actual
|
Pro
Forma as of
|
|||||||||||
December
31,
|
September
30,
|
December
31,
|
||||||||||
2007
(a)
|
2007
(a)
|
2006
(a)
|
||||||||||
Customer
Summary:
|
||||||||||||
Customer
Relationships:
|
||||||||||||
Residential
(non-bulk) video customers (b)
|
4,959,800 | 5,012,400 | 5,077,200 | |||||||||
Multi-dwelling
(bulk) and commercial unit customers (c)
|
260,100 | 273,900 | 259,000 | |||||||||
Total
video customers
|
5,219,900 | 5,286,300 | 5,336,200 | |||||||||
Non-video
customers (b)
|
376,400 | 362,000 | 331,400 | |||||||||
Total
customer relationships (d)
|
5,596,300 | 5,648,300 | 5,667,600 | |||||||||
Pro
forma average monthly revenue per video customer (e)
|
$ | 97.99 | $ | 95.24 | $ | 86.81 | ||||||
Pro
forma average monthly video revenue per video customer (m)
|
$ | 56.05 | $ | 55.13 | $ | 52.99 | ||||||
Residential
bundled customers (f)
|
2,506,700 | 2,440,200 | 2,180,700 | |||||||||
Revenue
Generating Units:
|
||||||||||||
Video
customers (b) (c)
|
5,219,900 | 5,286,300 | 5,336,200 | |||||||||
Digital
video customers (g)
|
2,920,400 | 2,860,700 | 2,770,300 | |||||||||
Residential
high-speed Internet customers (h)
|
2,682,500 | 2,632,000 | 2,393,400 | |||||||||
Telephone
customers (i)
|
959,300 | 804,000 | 446,300 | |||||||||
Total
revenue generating units (j)
|
11,782,100 | 11,583,000 | 10,946,200 | |||||||||
Video
Cable Services:
|
||||||||||||
Video:
|
||||||||||||
Estimated
homes passed (k)
|
11,847,600 | 11,641,300 | 11,519,000 | |||||||||
Video
customers (b)(c)
|
5,219,900 | 5,286,300 | 5,336,200 | |||||||||
Estimated
penetration of video homes passed (b) (c) (k) (l)
|
44.1 | % | 45.4 | % | 46.3 | % | ||||||
Pro
forma video customers quarterly net gain (loss) (b) (c)
(n)
|
(66,400 | ) | (38,700 | ) | (40,700 | ) | ||||||
Digital
Video:
|
||||||||||||
Estimated
digital video homes passed (k)
|
11,753,300 | 11,546,400 | 11,385,000 | |||||||||
Digital
video customers (g)
|
2,920,400 | 2,860,700 | 2,770,300 | |||||||||
Estimated
penetration of digital homes passed (g) (k) (l)
|
24.8 | % | 24.8 | % | 24.3 | % | ||||||
Digital
penetration of video customers (b) (c) (g) (o)
|
55.9 | % | 54.1 | % | 51.9 | % | ||||||
Digital
set-top terminals deployed
|
4,192,700 | 4,125,400 | 3,985,600 | |||||||||
Pro
forma digital video customers quarterly net gain (g) (n)
|
59,700 | 16,700 | 41,100 | |||||||||
Non-Video
Cable Services:
|
||||||||||||
High-Speed
Internet Services:
|
||||||||||||
Estimated
high-speed Internet homes passed (k)
|
11,023,700 | 10,907,400 | 10,761,000 | |||||||||
Residential
high-speed Internet customers (h)
|
2,682,500 | 2,632,000 | 2,393,400 | |||||||||
Estimated
penetration of high-speed Internet homes passed (h) (k)
(l)
|
24.3 | % | 24.1 | % | 22.2 | % | ||||||
Pro
forma average monthly high-speed Internet revenue per high-speed Internet
customer (m)
|
$ | 40.86 | $ | 40.87 | $ | 38.98 | ||||||
Pro
forma high-speed Internet customers quarterly net gain (h)
(n)
|
50,500 | 53,900 | 59,200 | |||||||||
Telephone
Services:
|
||||||||||||
Estimated
telephone homes passed (k)
|
9,013,900 | 8,289,200 | 6,799,300 | |||||||||
Telephone
customers (i)
|
959,300 | 804,000 | 446,300 | |||||||||
Estimated
penetration of telephone homes passed (h) (k) (l)
|
10.6 | % | 9.7 | % | 6.6 | % | ||||||
Pro
forma average monthly telephone revenue per telephone customer
(m)
|
$ | 41.77 | $ | 42.48 | $ | 42.26 | ||||||
Pro
forma telephone customers quarterly net gain (i) (n)
|
155,300 | 102,700 | 106,500 | |||||||||
Pro
forma operating statistics reflect the sales and acquisitions of cable
systems in 2006 and 2007 as if such transactions had occurred as of the
last day of the respective period for all periods presented. The pro
forma statements of operations do not include adjustments for financing
transactions completed by Charter during the periods presented or certain
other dispositions of assets because those transactions did not
significantly impact Charter's adjusted EBITDA. However, all
transactions completed in 2006 and 2007 have been reflected in the
operating statistics.
|
||||||||||||
At
September 30, 2007 actual video customers, digital video customers,
high-speed Internet customers and telephone customers were 5,347,800,
2,882,900, 2,639,200, and 802,600, respectively.
|
||||||||||||
At
December 31, 2006 actual video customers, digital video customers,
high-speed Internet customers and telephone customers were 5,433,300,
2,808,400, 2,402,200, and 445,800, respectively.
|
||||||||||||
See
footnotes to unaudited summary of operating statistics on page 6 of this
addendum.
|
(a) "Customers"
include all persons our corporate billing records show as receiving
service (regardless of their payment status), except for complimentary
accounts (such as our employees). In addition, at December 31,
2007, September 30, 2007, and December 31, 2006, “customers” include
approximately 48,200, 33,800, and 32,700 persons whose accounts were over
60 days past due in payment, approximately 10,700, 5,700, and 5,400
persons whose accounts were over 90 days past due in payment and
approximately 2,900, 2,100, and 2,700 of which were over 120 days past due
in payment, respectively.
|
|||||||||||||
(b) "Video
customers" include all residential customers who receive video services
(including those who also purchase high-speed Internet and telephone
services) but excludes approximately 376,400, 362,000, and 331,400
customer relationships at December 31, 2007, September 30, 2007, and
December 31, 2006, respectively, who receive high-speed Internet service
only, telephone service only, or both high-speed Internet service and
telephone service and who are only counted as high-speed Internet
customers or telephone customers.
|
|||||||||||||
(c) Included
within "video customers" are those in commercial and multi-dwelling
structures, which are calculated on an equivalent bulk unit (“EBU”)
basis. EBU is calculated for a system by dividing the bulk
price charged to accounts in an area by the most prevalent price charged
to non-bulk residential customers in that market for the comparable tier
of service. The EBU method of estimating video customers is
consistent with the methodology used in determining costs paid to
programmers and has been used consistently. As we increase our
effective video prices to residential customers without a corresponding
increase in the prices charged to commercial service or multi-dwelling
customers, our EBU count will decline even if there is no real loss in
commercial service or multi-dwelling customers.
|
|||||||||||||
(d) "Customer
relationships" include the number of customers that receive one or more
levels of service, encompassing video, Internet and telephone services,
without regard to which service(s) such customers receive. This
statistic is computed in accordance with the guidelines of the National
Cable & Telecommunications Association (NCTA) that have been adopted
by eleven publicly traded cable operators, including
Charter.
|
|||||||||||||
(e)
"Pro forma average monthly revenue per video customer" is calculated as
total quarterly pro forma revenue divided by three divided by average pro
forma video customers during the respective quarter.
|
|||||||||||||
(f)
"Residential bundled customers" include residential customers receiving a
combination of at least two different types of service, including
Charter's video service, high-speed Internet service or
telephone. "Residential bundled customers" do not include
residential customers who only subscribe to video
service.
|
|||||||||||||
(g) "Digital
video customers" include all video customers that have one or more digital
set-top boxes or cable cards deployed. Included in "digital video
customers" on December 31, 2007, September 30, 2007, and December 31, 2006
are approximately 2,000, 3,100, and 4,700 customers, respectively, that
receive digital video service directly through satellite
transmission.
|
|||||||||||||
(h) "Residential
high-speed Internet customers" represent those residential customers who
subscribe to our high-speed Internet service. At December 31,
2007, September 30, 2007, and December 31, 2006, approximately 2,392,900,
2,343,300, and 2,114,200 of these high-speed Internet customers,
respectively, receive video and/or telephone services from us and are
included within the respective statistics above.
|
|||||||||||||
(i) "Telephone
customers" include all customers receiving telephone
service. As of December 31, 2007, September 30, 2007, and
December 31, 2006, approximately 920,600, 770,600, and 418,600 of these
telephone customers, respectively, receive video and/or high-speed
Internet services from us and are included within the respective
statistics above.
|
|||||||||||||
(j) "Revenue
generating units" represent the sum total of all video, digital video,
high-speed Internet and telephone customers, not counting additional
outlets within one household. For example, a customer who
receives two types of service (such as analog video and digital video)
would be treated as two revenue generating units, and if that customer
added on high-speed Internet service, the customer would be treated as
three revenue generating units. This statistic is computed in
accordance with the guidelines of the NCTA that have been adopted by
eleven publicly traded cable operators, including
Charter.
|
|||||||||||||
(k) "Homes
passed" represent our estimate of the number of living units, such as
single family homes, apartment units and condominium units passed by our
cable distribution network in the areas where we offer the service
indicated. "Homes passed" exclude commercial units passed by
our cable distribution network. These estimates are updated for
all periods presented when estimates change.
|
|||||||||||||
(l) "Penetration"
represents customers as a percentage of homes passed for the service
indicated.
|
|||||||||||||
(m)
"Pro forma average monthly revenue per customer" represents quarterly pro
forma revenue for the service indicated divided by three divided by the
number of pro forma customers for the service indicated during the
respective quarter.
|
|||||||||||||
(n) "Pro
forma quarterly net gain (loss)" represents the pro forma net gain or loss
in the respective quarter for the service indicated.
|
|||||||||||||
(o) "Digital
penetration of video customers" represents the number of digital video
customers as a percentage of video
customers.
|
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||||||||||
UNAUDITED
RECONCILIATION OF NON-GAAP MEASURES TO GAAP MEASURES
|
||||||||||||||||
(DOLLARS
IN MILLIONS)
|
||||||||||||||||
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||
2007
|
2006
|
2007
|
2006
|
|||||||||||||
Actual
|
Actual
|
Actual
|
Actual
|
|||||||||||||
Net
cash flows from operating activities
|
$ | - | $ | (25 | ) | $ | 327 | $ | 323 | |||||||
Less: Purchases
of property, plant and equipment
|
(354 | ) | (308 | ) | (1,244 | ) | (1,103 | ) | ||||||||
Less: Change
in accrued expenses related to capital expenditures
|
49 | 20 | (2 | ) | 24 | |||||||||||
Free
cash flow
|
(305 | ) | (313 | ) | (919 | ) | (756 | ) | ||||||||
Interest
on cash pay obligations (a)
|
457 | 448 | 1,811 | 1,749 | ||||||||||||
Purchases
of property, plant and equipment
|
354 | 308 | 1,244 | 1,103 | ||||||||||||
Change
in accrued expenses related to capital expenditures
|
(49 | ) | (20 | ) | 2 | (24 | ) | |||||||||
Other,
net
|
7 | (2 | ) | 33 | 15 | |||||||||||
Change
in operating assets and liabilities
|
101 | 82 | (60 | ) | (127 | ) | ||||||||||
Adjusted
EBITDA from continuing and discontinued
operations (b)
|
$ | 565 | $ | 503 | $ | 2,111 | $ | 1,960 | ||||||||
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||
2007
|
2006
|
2007
|
2006
|
|||||||||||||
Pro
Forma (c)
|
Pro
Forma (c)
|
Pro
Forma (c)
|
Pro
Forma (c)
|
|||||||||||||
Net
cash flows from operating activities
|
$ | (2 | ) | $ | (28 | ) | $ | 317 | $ | 267 | ||||||
Less: Purchases
of property, plant and equipment
|
(354 | ) | (308 | ) | (1,244 | ) | (1,085 | ) | ||||||||
Less: Change
in accrued expenses related to capital expenditures
|
49 | 20 | (2 | ) | 24 | |||||||||||
Free
cash flow
|
(307 | ) | (316 | ) | (929 | ) | (794 | ) | ||||||||
Interest
on cash pay obligations (a)
|
457 | 448 | 1,811 | 1,723 | ||||||||||||
Purchases
of property, plant and equipment
|
354 | 308 | 1,244 | 1,085 | ||||||||||||
Change
in accrued expenses related to capital expenditures
|
(49 | ) | (20 | ) | 2 | (24 | ) | |||||||||
Other,
net
|
7 | (2 | ) | 33 | 15 | |||||||||||
Change
in operating assets and liabilities
|
101 | 82 | (60 | ) | (127 | ) | ||||||||||
Adjusted
EBITDA (b)
|
$ | 563 | $ | 500 | $ | 2,101 | $ | 1,878 | ||||||||
(a) Interest
on cash pay obligations excludes accretion of original issue discounts on
certain debt securities and amortization of deferred financing costs that
are reflected as
|
||||||||||||||||
interest
expense in our consolidated statements of operations.
|
||||||||||||||||
(b)
See page 1 of this addendum for detail of the components included within
adjusted EBITDA. Adjusted EBITDA from continuing and discontinued
operations of $503 million
|
||||||||||||||||
and
$2.0 billion for the three months and year ended December 31, 2006,
respectively, includes $0 and $46 million of adjusted EBITDA recorded in
discontinued operations
|
||||||||||||||||
in
our consolidated statements of operations.
|
||||||||||||||||
(c) Pro
forma results reflect certain sales and acquisitions of cable systems in
2006 and 2007 as if they occurred as of January 1, 2006.
|
||||||||||||||||
The
above schedules are presented in order to reconcile adjusted EBITDA and
free cash flows, both non-GAAP measures, to the most directly comparable
GAAP measures
|
||||||||||||||||
in
accordance with Section 401(b) of the Sarbanes-Oxley Act.
|
CHARTER
COMMUNICATIONS, INC. AND SUBSIDIARIES
|
||||||||||||||||
CAPITAL
EXPENDITURES
|
||||||||||||||||
(DOLLARS
IN MILLIONS)
|
||||||||||||||||
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||
2007
|
2006
|
2007
|
2006
|
|||||||||||||
Customer
premise equipment (a)
|
$ | 150 | $ | 129 | $ | 578 | $ | 507 | ||||||||
Scalable
infrastructure (b)
|
68 | 68 | 232 | 214 | ||||||||||||
Line
extensions (c)
|
29 | 25 | 105 | 107 | ||||||||||||
Upgrade/Rebuild
(d)
|
17 | 9 | 52 | 45 | ||||||||||||
Support
capital (e)
|
90 | 77 | 277 | 230 | ||||||||||||
Total
capital expenditures
|
$ | 354 | $ | 308 | $ | 1,244 | $ | 1,103 | ||||||||
(a) Customer
premise equipment includes costs incurred at the customer residence to
secure new customers, revenue units and additional bandwidth
revenues. It also includes customer installation costs in accordance
with SFAS No. 51 and customer premise equipment (e.g., set-top boxes and
cable modems, etc.).
|
||||||||||||||||
(b)
Scalable infrastructure includes costs, not related to customer premise
equipment or our network, to secure growth of new customers, revenue units
and additional bandwidth revenues or provide service enhancements (e.g.,
headend equipment).
|
||||||||||||||||
(c)
Line extensions include network costs associated with entering new service
areas (e.g., fiber/coaxial cable, amplifiers, electronic equipment,
make-ready and design engineering).
|
||||||||||||||||
(d) Upgrade/rebuild
includes costs to modify or replace existing fiber/coaxial cable networks,
including betterments.
|
||||||||||||||||
(e) Support
capital includes costs associated with the replacement or enhancement of
non-network assets due to technological and physical obsolescence (e.g.,
non-network equipment, land, buildings and vehicles).
|
Charter
Communications, Inc. is a leading broadband communications company and the
third-largest publicly traded cable operator in the United States.
Charter provides a full range of advanced broadband services, including
advanced Charter Digital Cable® video entertainment programming, Charter
High-Speed® Internet access, and Charter Telephone®. Charter Business™
similarly provides scalable, tailored, and cost-effective broadband
communications solutions to business organizations, such as
business-to-business Internet access, data networking, video and music
entertainment services, and business telephone. Charter’s advertising
sales and production services are sold under the Charter Media® brand.
More information about Charter can be found at www.charter.com.
|