Charter Communications (CHTR) risk factors: FY2025 10-K

Item 1A of the 10-K for the period ending 2025-12-31, filed 2026-01-30. 33 risk factor headings as filed. Read Item 1A in full · The whole 10-K · What changed since FY2024

9new since FY2024
8reworded
0removed
16unchanged

Headings mentioning a theme: Tariffs 0 · AI 1 · Cybersecurity 0 · China 0 · Interest rates 0. Compare across the S&P 500.

Risks Related to Our Business

9
  1. We operate in a very competitive business environment, which affects our ability to attract and retain customers and can adversely affect our business, operations and financial results.
  2. Various events could disrupt or result in unauthorized access to our networks, information systems or properties and could impair our operating activities and negatively impact our reputation and financial results.
  3. We depend on third-party service providers, suppliers and licensors; thus, if we are unable to procure the necessary services, equipment, software or licenses on reasonable terms and on a timely basis, our ability to offer services could be impaired, and our growth, operations, business, financial results and financial condition could be materially adversely affected.
  4. Any failure to respond to technological developments and meet customer demand for new products and services could adversely affect our ability to compete effectively.
  5. Our business may be adversely affected if we cannot continue to license or enforce the intellectual property rights on which our business depends.
  6. We may not have the ability to pass on to our customers all of the increases in programming costs, which could adversely affect our cash flow and operating margins.
  7. Issues related to the development and use of AI could give rise to legal or regulatory action, damage our reputation or otherwise materially harm our business.AI
  8. Our exposure to the economic conditions of our current and potential customers, vendors and third parties could adversely affect our cash flow, results of operations and financial condition.
  9. If we are unable to retain key employees, our ability to manage our business could be adversely affected.

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Risks Related to Our Indebtedness

2
  1. We have a significant amount of debt and expect to incur significant additional debt, including secured debt, in the future, as well as additional debt in connection with the Cox Transactions and Liberty Broadband Combination, which could adversely affect our financial condition and our ability to react to changes in our business.reworded
  2. The agreements and instruments governing our debt contain restrictions and limitations that could significantly affect our ability to operate our business, as well as significantly affect our liquidity.

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Risks Related to Ownership Position of Liberty Broadband Corporation and Advance/Newhouse Partnership

2
  1. Liberty Broadband and A/N have governance rights that give them influence over corporate transactions and other matters.
  2. The Existing Stockholders Agreement provides A/N and Liberty Broadband with preemptive rights with respect to issuances of Charter equity in connection with certain transactions, and in the event that A/N or Liberty Broadband exercises these rights, holders of Charter Class A common stock may experience further dilution.

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Risks Related to Regulatory and Legislative Matters

4
  1. Our business is subject to extensive governmental legislation and regulation, which could adversely affect our business.
  2. Changes to the existing legal and regulatory framework under which we operate or the regulatory programs in which we or our competitors participate could adversely affect our business.
  3. Tax legislation and administrative initiatives or challenges to our tax and fee positions could adversely affect our results of operations and financial condition.
  4. Our cable system franchises are subject to non-renewal or termination and are non-exclusive. The failure to renew a franchise or the grant of additional franchises in one or more service areas could adversely affect our business.

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Risks Related to the Cox Transactions

9
  1. The Cox Transactions are subject to conditions, some or all of which may not be satisfied, or completed on a timely basis, if at all. Failure to complete the Cox Transactions could have a material adverse effect on us.new
  2. Our plans for funding the cash consideration and assuming indebtedness of Cox Communications may be adversely affected to the extent there are greater-than-expected increases in our indebtedness, lower-than-expected operating results, credit rating downgrades, or significant financial market disruptions.new
  3. Charter and Cox Communications are subject to contractual restrictions while the Cox Transactions are pending, which could adversely affect their respective businesses and operations.new
  4. We will incur direct and indirect costs as a result of the Cox Transactions.new
  5. A/N and Liberty Broadband currently have governance rights that give them influence over corporate transactions and other matters. In connection with the Cox Transactions, Liberty Broadband will lose its governance rights (assuming the closing of the Liberty Broadband Combination), A/N’s governance rights will be modified and Cox Enterprises will receive governance rights pursuant to the amended stockholders agreement and amendments to Charter’s governing documents, and Cox Enterprises and A/N will have influence over corporate transactions and other matters.new
  6. The amended stockholders agreement will provide A/N and Cox Enterprises with preemptive rights with respect to issuances of Charter equity in connection with certain transactions, and in the event that A/N or Cox Enterprises exercises these rights, holders of Charter Class A common stock may experience further dilution.new
  7. If we are not able to successfully integrate Cox Communications’ business within the anticipated time frame, or at all, the anticipated cost savings and other benefits of the Cox Transactions may not be realized fully, or at all, or may take longer to realize than expected. In such circumstances, in the event the Cox Transactions are completed, we may not perform as expected and the value of the Charter Class A common stock may be adversely affected.new
  8. The market price of Charter Class A common stock may decline as a result of the Cox Transactions.new
  9. The Cox Transactions raise other risks.new

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Risks Related to the Liberty Broadband Combination

7
  1. The Liberty Broadband Combination is subject to conditions, some or all of which may not be satisfied, or completed on a timely basis, if at all. Failure to complete the Liberty Broadband Combination could have material adverse effects on us.reworded
  2. We are subject to contractual restrictions while the Liberty Broadband Combination is pending, which could adversely affect our business and operations.reworded
  3. The announcement and pendency of the Liberty Broadband Combination could divert the attention of management and cause disruptions in our business, which could have an adverse effect on our business and financial results.reworded
  4. We will incur direct and indirect costs as a result of the Liberty Broadband Combination.reworded
  5. If repurchases of Liberty Broadband’s shares of Charter Class A common stock during the pendency of the Liberty Broadband Combination are not consummated on the agreed terms, or otherwise fail to meet the intended objectives, there could be adverse effects on the companies and the Liberty Broadband Combination.reworded
  6. Charter may fail to realize all of the anticipated benefits of the Liberty Broadband Combination or those benefits may take longer to realize than expected.reworded
  7. The Liberty Broadband Combination raises other risks.reworded

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Headings are the lines of Item 1A set wholly in bold or italics, as the parser reads them, without the introductory paragraph that opens the section. A heading is new when no heading in the prior 10-K matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. Source: the filing on sec.gov.