Charter and Cox Communications Announce $34.5 Billion Merger Deal

The combined company is expected to surpass Comcast as the nation’s largest cable provider and will operate in 46 states.

A Charter Communications van in St. Louis, Mo., on April 1, 2015. Jeff Roberson/AP Photo

Charter Communications Inc. announced on May 16, ahead of the opening bell, that it had completed a “transformative transaction” to merge with rival Atlanta-based cable giant Cox Communications in a deal valued at $34.5 billion.

In a conference call announcing the blockbuster deal to investors, shareholders, and Wall Street analysts, Charter President and CEO Chris Winfrey stated that the agreement would enable the combined company to compete with larger national and global competitors that bundle cable, wireless, broadband, and video streaming services.

“The combined company will bring together the best of Charter’s consumer-friendly operating strategy and Cox’s service reputation, and the B2B success together will be better positioned to aggressively compete in an expanding and dynamic marketplace against national and increasingly global competitors,” Winfrey said.

“A larger footprint will give us better marketing and branding capabilities. It will also allow us to expand investment in product development, AI tools, and innovation, accelerating product development and driving greater efficiencies, which helps us to continue to save customers real money.”

Under the terms of the deal, Charter will acquire Cox Communications’ commercial fiber, managed IT, and cloud businesses, while Cox Enterprises will contribute Cox Communications’ residential cable business to Charter Holdings, an existing subsidiary partnership of Charter.

Cox, which is privately held and one of the largest family-owned companies in the United States, will also receive a structured payout valued at $21.9 billion—$4 billion in cash and $17.9 billion in Charter shares. The combined entity will also assume Cox’s approximately $12 billion in outstanding debt. Based on Charter’s share count at the close of the market at the end of the first quarter, Cox Enterprises will own approximately 23 percent of the combined shares if the deal is approved by federal regulators.

In highlighting Cox’s decision to merge with Charter, Cox Chairman and CEO Alex Taylor, the great-grandson of the company’s founder, James Cox, stated that the two companies had spent months in merger talks and that he felt comfortable aligning with Charter and its executive team.

“Charter has built what we believe is the best platform for success going forward,” Taylor said.

“As the largest investor in the cable industry, my family and our team spend a lot of time analyzing what we’re seeing out there, what other people are doing and comparing it with what we’re doing, and Charter has really impressed us above others with the way they have spent capital in the last five years.”

As with most multibillion-dollar deals in the cable and wireless sector, the Charter-Cox combination is likely to get antitrust scrutiny from the Department of Justice and other federal regulators. The agreement is also subject to other customary closing conditions, including shareholder approval from Charter, a publicly traded concern with a market cap of nearly $60 billion.

Within a year of closing, the combined company will change its name to Cox Communications. Spectrum will become the consumer-facing brand within the communities Cox serves. The combined company will remain headquartered in Stamford, Connecticut, and will maintain a significant presence on Cox’s Atlanta campus, according to company officials.

After closing, Winfrey said the combined company’s wireless, cable and broadband network will cover 46 states, serving nearly 70 million homes and 38 million business customers.

In addition, Winfrey will continue in his current role as president, CEO, and board member. Alex Taylor, current chairman and CEO of Cox Enterprises, will join the new board as chairman, while Eric Zinterhofer, current chairman of Charter’s board of directors, will become the lead independent director on Charter’s board.

Cox will also have the right to nominate an additional two board members to Charter’s 13-member board. Advance/Newhouse, a privately held media firm owned by billionaires Donald Newhouse and Samuel Irving Newhouse Jr., will also retain two board nominees. Advance/Newhouse is a major Charter shareholder and contributed its operations to Charter’s partnership in 2016.

Charter officials also stated that the combination with Cox is expected to be completed concurrently with the previously announced $15.5 billion deal to acquire Englewood, Colorado-based Liberty Broadband. That deal was first announced in November 2024 and was expected to close later this year.

As a result of the May 16 deal, Liberty Broadband announced earlier in the day that it will cease to be a direct shareholder in Charter and no longer designate directors for election to the board of the combined company. Also, the three current Liberty Broadband nominees on Charter’s board will resign at closing, and the company’s shareholders will receive direct interests in Charter as a result of the Liberty Broadband merger.

In addition to expanding its customer base nationwide, the combined cable giant is also expected to surpass Comcast as the nation’s largest cable provider. Financially, Winfrey said the company is expected to produce higher cash flow per customer and investment returns over time by creating and preserving more bundled relationships, selling more products to each customer, and reducing operating and capital costs per customer by lowering service transactions, churn, and fixed cost expenses.

Charter, Winfrey said, also currently expects approximately $500 million of annualized cost synergies achieved within three years of close—stemming from typical procurement and overhead savings.

In early morning trading in New York, Charter shares rose by 1.6 percent to $426.24 on the Nasdaq Stock Exchange. Over the past 12 months, the stock has gained 24 percent.