Charter Announces Third Quarter 2017 Results

STAMFORD, Conn., Oct. 26, 2017 /PRNewswire/ -- Charter Communications, Inc. (along with its subsidiaries, the "Company" or "Charter") today reported financial and operating results for the three and nine months ended September 30, 2017. On May 18, 2016, Charter completed its transactions between the Company, Time Warner Cable Inc. ("Legacy TWC") and Charter Communications, Inc. ("Legacy Charter"), and Legacy Charter and Bright House Networks, LLC ("Legacy Bright House") (collectively, the "Transactions"). Pro forma(1) results give effect to the Transactions as if they had closed on January 1, 2015 and include the operations of Legacy Charter, Legacy TWC and Legacy Bright House for the nine months ended September 30, 2016.

Key highlights:

    --  Third quarter total customer relationships increased 212,000, compared
        to 275,000 during the third quarter of 2016, when excluding the impact
        of customer activity related to Legacy Bright House's seasonal customer
        plan in 2016.(2) Third quarter total residential and SMB primary service
        units ("PSUs") increased by 257,000, while third quarter 2016 PSUs grew
        by 395,000, when adjusted for the seasonal customer program changes at
        Legacy Bright House.
    --  Third quarter revenues of $10.5 billion grew 4.2%, as compared to the
        prior year period, driven by residential revenue growth of 4.4% and
        commercial revenue growth of 8.0%, partly offset by a decline in
        advertising revenue of 11.1%, due to lower political revenue.
    --  Third quarter Adjusted EBITDA(3) of $3.8 billion grew 5.0%
        year-over-year, and 4.7% when excluding transition costs.
    --  Net income attributable to Charter shareholders in the third quarter
        declined to $48 million from $189 million during the same period last
        year. The decline was driven by an increase in depreciation and
        amortization in the third quarter of 2017, partly offset by a
        year-over-year increase in Adjusted EBITDA.
    --  Third quarter capital expenditures totaled $2.4 billion, and $2.3
        billion when excluding transition capital expenditures.
    --  During the third quarter, Charter purchased approximately 10.9 million
        shares of Charter Class A common stock and Charter Holdings common units
        for approximately $4.0 billion.

"Our integration is going well and remains on schedule. And despite the complexity that comes with changing the way we do business in 75% of our footprint, we continue to generate solid customer, revenue and EBITDA growth," said Tom Rutledge, Chairman and CEO of Charter Communications, Inc. "Through our integration, we are creating one company, with a unified and centralized operating strategy, which will put Charter on a path to be able to grow quickly over a multi-year period."


    1                See Exhibit 99.1 in the Company's
                     Quarterly Report on Form 10-Q for
                     the three and nine months ended
                     September 30, 2016 filed with the
                     Securities and Exchange Commission
                     on November 3, 2016, which
                     includes reconciliations of the
                     pro forma information to actual
                     information for each quarter of
                     2015 and the first and second
                     quarters of 2016. See the "Use of
                     Adjusted EBITDA, Free Cash Flow
                     and Pro Forma Information" section
                     of this document for additional
                     information.


    (2)              In the second quarter of 2017,
                     Charter conformed the seasonal
                     customer program in the Legacy
                     Bright House footprint to
                     Charter's program. For additional
                     information, see footnote j on
                     page 6 of the addendum to this
                     release.


    (3)              Adjusted EBITDA and free cash flow
                     are defined in the "Use of
                     Adjusted EBITDA, Free Cash Flow
                     and Pro Forma Information" section
                     and are reconciled to consolidated
                     net income and net cash flows from
                     operating activities,
                     respectively, in the addendum of
                     this news release.


    Key Operating
     Results


                              Approximate as of

                        September 30,           September 30,   Y/Y Change
                           2017 (a)              2016 (a)(j)
                           -------                ----------

    Footprint (b)
    ------------

    Estimated Video
     Passings                   49,854                   49,001          1.7%

    Estimated Internet
     Passings                   49,594                   48,689          1.9%

    Estimated Voice
     Passings                   48,832                   47,854          2.0%


    Penetration
     Statistics (c)
    ---------------

    Video Penetration
     of Estimated Video
     Passings                    34.1%                   35.3%   (1.2) ppts

    Internet
     Penetration of
     Estimated Internet
     Passings                    47.6%                   45.6%      2.0ppts

    Voice Penetration
     of Estimated Voice
     Passings                    23.1%                   23.1%        -ppts


    Customer
     Relationships (d)
    ------------------

    Residential                 25,470                   24,551          3.7%

    Small and Medium
     Business                    1,523                    1,367         11.4%
                                 -----                    -----

    Total Customer
     Relationships              26,993                   25,918          4.1%


    Residential
    -----------

    Primary Service
     Units ("PSUs")
    ---------------

    Video                       16,542                   16,887        (2.0)%

    Internet                    22,282                   21,017          6.0%

    Voice                       10,405                   10,288          1.1%
                                ------                   ------

                                49,229                   48,192          2.2%


    Quarterly Net
     Additions/
     (Losses)
    -------------

    Video                        (104)                    (47)     (121.3)%

    Internet                       249                      350       (28.9)%

    Voice                           27                       33       (18.2)%
                                   ---                      ---

                                   172                      336       (48.8)%


    Single Play (e)             10,373                    9,447          9.8%

    Double Play (e)              6,436                    6,569        (2.0)%

    Triple Play (e)              8,661                    8,535          1.5%


    Single Play
     Penetration (f)             40.7%                   38.5%      2.2ppts

    Double Play
     Penetration (f)             25.3%                   26.8%   (1.5) ppts

    Triple Play
     Penetration (f)             34.0%                   34.8%   (0.8) ppts


    % Residential Non-
     Video Customer
     Relationships               35.1%                   31.2%      3.9ppts


    Monthly Residential
     Revenue per
     Residential
     Customer (g)              $110.12                  $109.70          0.4%


    Small and Medium
     Business
    ----------------

    PSUs
    ----

    Video                          440                      388         13.4%

    Internet                     1,321                    1,185         11.5%

    Voice                          881                      751         17.3%
                                   ---                      ---

                                 2,642                    2,324         13.7%


    Quarterly Net
     Additions/
     (Losses)
    -------------

    Video                           15                       10         50.0%

    Internet                        36                       37        (2.7)%

    Voice                           34                       26         30.8%
                                   ---                      ---

                                    85                       73         16.4%


    Monthly Small and
     Medium Business
     Revenue per
     Customer (h)              $206.64                  $214.53        (3.7)%


    Enterprise PSUs (i)
    ------------------

    Enterprise PSUs                108                       93         16.1%


    Footnotes
    In thousands, except per
     customer and penetration data.
     See footnotes to unaudited
     summary of operating statistics
     on page 6 of the addendum  of
     this news release. The
     footnotes contain important
     disclosures regarding the
     definitions used for these
     operating statistics.
    --------------------------------


    All percentages are calculated
     using whole numbers. Minor
     differences may exist due to
     rounding.

During the third quarter, Charter continued its all-digital efforts in the approximately 35% of Legacy TWC's footprint and 60% of Legacy Bright House's footprint that are not yet all-digital. All-digital allows Charter to offer more advanced products and services, and provides residential customers with two-way digital set-top boxes, which offer better picture quality, an interactive programming guide and video on demand on all TV outlets in the home.

During the third quarter of 2017, Charter's residential customer relationships grew by 172,000, while third quarter 2016 customer relationships grew by 245,000, or 241,000 when adjusted for seasonal program changes made at Legacy Bright House.(1) Residential PSUs increased by 172,000 in the third quarter of 2017, while third quarter 2016 PSUs increased by 336,000, or 322,000 when adjusted for the seasonal program changes at Legacy Bright House. As of September 30, 2017, Charter had 25.5 million residential customer relationships and 49.2 million residential PSUs.

Residential video customers decreased by 104,000 in the third quarter of 2017, while third quarter 2016 video customers decreased by 47,000, or 51,000 when adjusted for seasonal program changes made at Legacy Bright House. As of September 30, 2017, Charter had 16.5 million residential video customers.

Charter added 249,000 residential Internet customers in the third quarter of 2017, while third quarter 2016 Internet customers grew by 350,000, or 344,000 when adjusted for seasonal program changes made at Legacy Bright House. Charter now offers minimum Internet speeds of at least 100 Mbps to over 75% of its total footprint, with nearly all of Charter's remaining footprint offering minimum Internet speeds of at least 60 Mbps. As of September 30, 2017, 93% of Legacy Charter's residential Internet customers subscribed to tiers that provided speeds of 60 Mbps or more compared to 73% at Legacy TWC and 80% at Legacy Bright House. The Company continues to see strong demand for its Internet service as consumers value the speed and reliability of Charter's Internet offering. As of September 30, 2017, Charter had 22.3 million residential Internet customers.

During the third quarter of 2017, the Company added 27,000 residential voice customers, while third quarter 2016 voice customers grew by 33,000, or 29,000 when adjusted for seasonal program changes made at Legacy Bright House. As of September 30, 2017, Charter had 10.4 million residential voice customers.

Third quarter residential revenue per customer relationship totaled $110.12, and grew by 0.4% compared to the prior year period, as promotional rate step-ups, modest rate adjustments, and pay-per-view event revenue were partially offset by continued single play Internet sell-in and the migration of Legacy TWC and Legacy Bright House customers to higher-value Spectrum pricing and packaging.

During the third quarter of 2017, SMB customer relationships grew by 40,000, versus customer growth of 34,000 during the third quarter of 2016. SMB PSUs increased 85,000, compared to 73,000 during the third quarter of 2016. As of September 30, 2017, Charter had 1.5 million SMB customer relationships and 2.6 million SMB PSUs.


    (1)             See footnote j on page 6 of
                    the addendum to this release
                    for additional information
                    regarding changes made to
                    Legacy Bright House's
                    seasonal customer program in
                    the second quarter of 2017.


    Third Quarter Financial Results


                                                     CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                           UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND OPERATING DATA
                                                      (dollars in millions, except per share data)


                                                             Three Months Ended September 30,

                                                      2017                      2016                 % Change
                                                      ----                      ----                 --------

    REVENUES:

    Video                                                     $4,213                                          $4,094         2.9%

    Internet                                         3,556                                 3,206                       10.9%

    Voice                                              611                                   728                     (16.1)%
                                                       ---                                   ---

    Residential revenue                              8,380                                 8,028                        4.4%

    Small and medium business                          931                                   867                        7.4%

    Enterprise                                         553                                   508                        8.9%
                                                       ---                                   ---

    Commercial revenue                               1,484                                 1,375                        8.0%

    Advertising sales                                  373                                   420                     (11.1)%

    Other                                              221                                   214                        3.0%


    Total Revenue                                   10,458                                10,037                        4.2%


    COSTS AND EXPENSES:

    Total operating costs and
     expenses                                        6,639                                 6,401                        3.7%
                                                     -----                                 -----

    Adjusted EBITDA                                           $3,819                                          $3,636         5.0%
                                                              ======                                          ======


    Adjusted EBITDA margin                           36.5%                                36.2%


    Capital Expenditures                                      $2,393                                          $1,748

    % Total Revenues                                 22.9%                                17.4%


    Net income attributable
     to Charter shareholders                                     $48                                            $189

    Earnings per common share attributable to
     Charter shareholders:

    Basic                                                      $0.19                                           $0.70

    Diluted                                                    $0.19                                           $0.69


    Net cash flows from
     operating activities                                     $2,908                                          $2,801

    Free cash flow                                              $594                                          $1,001

Revenue

Third quarter revenues rose 4.2% year-over-year to $10.5 billion, driven by growth in Internet, video and commercial revenues. Excluding advertising, third quarter revenues increased 4.9% year-over-year.

Video revenues totaled $4.2 billion in the third quarter, an increase of 2.9% compared to prior-year period. Video revenue growth was driven by annual and promotional rate adjustments, pay-per-view events, and revenue allocation relating to the launch of Spectrum pricing and packaging in Legacy TWC and Legacy Bright House, partially offset by a decrease in video customers over the last 12 months.

Internet revenues grew 10.9%, compared to the year-ago quarter, to $3.6 billion, driven by growth in Internet customers during the last year, promotional rolloff and revenue allocation relating to the launch of Spectrum pricing and packaging in Legacy TWC and Legacy Bright House.

Voice revenues totaled $611 million in the third quarter, a decrease of 16.1% compared to the third quarter of 2016, as value-based pricing and revenue allocation relating to the launch of Spectrum pricing and packaging in Legacy TWC and Legacy Bright House, more than offset voice customer growth over the last twelve months.

Commercial revenues rose to $1.5 billion, an increase of 8.0% over the prior year period, driven by SMB revenue growth of 7.4% and enterprise revenue growth of 8.9%.

Third quarter advertising sales revenues of $373 million decreased 11.1% compared to the year-ago quarter, driven by a decrease in political, as well as barter and local advertising revenue.

Operating Costs and Expenses

Third quarter total operating costs and expenses increased by $238 million, or 3.7%, compared to the year-ago period.

Third quarter programming expense increased by $295 million, or 12.3% as compared to the third quarter of 2016, reflecting contractual programming increases, renewals, improving expanded basic video sell-in at Legacy TWC and higher pay-per-view expenses.

Costs to service customers decreased by $73 million or 3.6% year-over-year, as a result of benefits from the combination of the three companies and improved productivity.

Marketing expenses increased by $33 million, or 5.6% year-over-year due to higher sales and the implementation of Charter's selling tactics in the acquired footprints. Other expenses decreased by $16 million, or 2.0% as compared to the third quarter of 2016, driven primarily by Transactions synergies.

Adjusted EBITDA

Third quarter Adjusted EBITDA of $3.8 billion grew by 5.0% year-over-year reflecting revenue growth and operating expense growth of 4.2% and 3.7%, respectively. Excluding transition costs of $23 million in the third quarter of 2017 and $32 million in the prior year period, Adjusted EBITDA grew by 4.7% year-over-year.

Net Income Attributable to Charter Shareholders

Net income attributable to Charter shareholders totaled $48 million in the third quarter of 2017, compared to $189 million in the third quarter of 2016. The year-over-year decrease in net income was primarily driven by higher depreciation and amortization in the third quarter of 2017, higher interest expense and a decrease in gain on financial instruments, partly offset by higher Adjusted EBITDA and lower severance-related and transactions expenses.

Net income per basic common share attributable to Charter shareholders totaled $0.19 in the third quarter of 2017 compared to $0.70 during the same period last year. The decrease was primarily the result of the factors described above, partially offset by a 6.4% decrease in weighted average shares outstanding versus the prior year period.

Capital Expenditures

Property, plant and equipment expenditures totaled $2.4 billion in the third quarter of 2017, compared to $1.7 billion during the third quarter of September 30, 2016. The year-over-year increase in capital expenditures was driven by an increase in CPE spending related to higher customer connect volumes driven by the launch of Spectrum pricing and packaging in Legacy TWC and Legacy Bright House and the related higher set-top box placement rate per Spectrum connect, and CPE related to Charter's all-digital initiative. The increase in scalable infrastructure was related to the timing of in-year spend and planned product improvements for video and Internet. Support capital increased due to the in-year timing of vehicle purchases and capitalized labor associated with software development. Transition capital expenditures accounted for $125 million of capital expenditures in the third quarter of 2017, versus $109 million in the third quarter of 2016. Excluding transition-related expenditures, third quarter 2017 capital expenditures totaled $2.3 billion, compared to $1.6 billion during the same period last year.

Cash Flow and Free Cash Flow

During the third quarter of 2017, net cash flows from operating activities totaled $2.9 billion, compared to $2.8 billion in the third quarter of 2016. The year-over-year increase in net cash flows from operating activities was primarily due to higher Adjusted EBITDA, partly offset by a smaller working capital benefit in the third quarter of 2017 versus the third quarter of 2016.

Free cash flow for the third quarter of 2017 totaled $594 million, compared to $1.0 billion during the same period last year. The decrease was driven by higher capital expenditures in the third quarter of 2017 versus the third quarter of 2016, partly offset by higher net cash flows from operating activities.

Liquidity & Financing

As of September 30, 2017, total principal amount of debt was $66.8 billion and Charter's credit facilities provided approximately $2.9 billion of additional liquidity in excess of Charter's $2.2 billion cash position.

In July, Charter Operating and Charter Communications Operating Capital Corp. issued $1.0 billion of 3.750% senior secured notes due 2028 and an additional $500 million of 5.375% senior secured notes due 2047. The net proceeds were used to pay related fees and expenses and for general corporate purposes, including buybacks of Charter Class A common stock or common units of Charter Communications Holdings, LLC.

In August, CCO Holdings, LLC and CCO Holdings Capital Corp. issued $1.5 billion of 5.000% senior unsecured notes due 2028. The net proceeds were used to pay related fees and expenses and for general corporate purposes, including buybacks of Charter Class A common stock or common units of Charter Communications Holdings, LLC.

In September, Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. issued $1.25 billion of 4.200% senior secured notes due 2028, and an additional $750 million of 5.375% senior secured notes due 2047. The net proceeds were used to pay related fees and expenses and for general corporate purposes, including buybacks of Charter Class A common stock or common units of Charter Communications Holdings, LLC.

In October, CCO Holdings, LLC and CCO Holdings Capital Corp. issued $500 million of 4.000% senior unsecured notes due 2023, and an additional $1.0 billion of 5.000% senior unsecured notes due 2028. The net proceeds will be used to pay related fees and expenses and for general corporate purposes, including buybacks of Charter Class A common stock or common units of Charter Communications Holdings, LLC.

Share Repurchases

During the three months ended September 30, 2017, Charter purchased approximately 10.9 million shares of Charter Class A common stock and Charter Holdings common units for approximately $4.0 billion.

Conference Call

Charter will host a conference call on Thursday, October 26, 2017 at 10:00 a.m. Eastern Time (ET) related to the contents of this release.

The conference call will be webcast live via the Company's investor relations website at ir.charter.com. The call will be archived under the "Financial Information" section two hours after completion of the call. Participants should go to the webcast link no later than 10 minutes prior to the start time to register.

Those participating via telephone should dial 866-919-0894 no later than 10 minutes prior to the call. International participants should dial 706-679-9379. The conference ID code for the call is 79481864.

A replay of the call will be available at 855-859-2056 or 404-537-3406 beginning two hours after the completion of the call through the end of business on November 8, 2017. The conference ID code for the replay is 79481864.

Additional Information Available on Website

The information in this press release should be read in conjunction with the financial statements and footnotes contained in the Company's Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2017, which will be posted on the "Financial Information" section of our investor relations website at ir.charter.com, when it is filed with the Securities and Exchange Commission (the "SEC"). A slide presentation to accompany the conference call and a trending schedule containing historical customer and financial data will also be available in the "Financial Information" section.

Use of Adjusted EBITDA, Free Cash Flow and Pro Forma Information

The company uses certain measures that are not defined by U.S. generally accepted accounting principles ("GAAP") to evaluate various aspects of its business. Adjusted EBITDA and free cash flow are non-GAAP financial measures and should be considered in addition to, not as a substitute for, consolidated net income and net cash flows from operating activities reported in accordance with GAAP. These terms, as defined by Charter, may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA and free cash flow are reconciled to consolidated net income and net cash flows from operating activities, respectively, in the Addendum to this release.

Adjusted EBITDA is defined as consolidated net income plus net interest expense, income taxes, depreciation and amortization, stock compensation expense, loss on extinguishment of debt, (gain) loss on financial instruments, other pension (benefits) costs, other (income) expense, net and other operating (income) expenses, such as merger and restructuring costs, special charges and (gain) loss on sale or retirement of assets. As such, it eliminates the significant non-cash depreciation and amortization expense that results from the capital-intensive nature of the Company's businesses as well as other non-cash or special items, and is unaffected by the Company's capital structure or investment activities. However, this measure is limited in that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues and the cash cost of financing. These costs are evaluated through other financial measures.

Free cash flow is defined as net cash flows from operating activities, less capital expenditures and changes in accrued expenses related to capital expenditures.

Management and Charter's board of directors use Adjusted EBITDA and free cash flow to assess Charter's performance and its ability to service its debt, fund operations and make additional investments with internally generated funds. In addition, Adjusted EBITDA generally correlates to the leverage ratio calculation under the Company's credit facilities or outstanding notes to determine compliance with the covenants contained in the facilities and notes (all such documents have been previously filed with the the SEC). For the purpose of calculating compliance with leverage covenants, the Company uses Adjusted EBITDA, as presented, excluding certain expenses paid by its operating subsidiaries to other Charter entities. The Company's debt covenants refer to these expenses as management fees, which were $262 million and $231 million for the three months ended September 30, 2017 and 2016, respectively, and were $791 million and $535 million for the nine months ended September 30, 2017 and 2016, respectively.

Pro forma results give effect to the Transactions as if they had closed on January 1, 2015 and include the operations of Legacy Charter, Legacy TWC and Legacy Bright House for the nine months ended September 30, 2016. Due to the transformative nature of the Transactions, the Company believes that providing a discussion of its results of operations on a pro forma basis provides management and investors a more meaningful perspective on the Company's financial and operational performance and trends. The results of operations data on a pro forma basis are provided for illustrative purposes only and are based on available information and assumptions that Charter believes are reasonable and do not purport to represent what the actual consolidated results of operations of Charter would have been had the Transactions occurred on January 1, 2015, nor are they necessarily indicative of future consolidated results of operations or consolidated financial position. Exhibit 99.1 in the Company's Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2016 filed with the SEC on November 3, 2016 provides pro forma financial information for each quarter of 2015 and the first and second quarters of 2016 and a reconciliation of the pro forma financial information to the actual results of operations of the Company.

About Charter

Charter (NASDAQ: CHTR) is a leading broadband communications company and the second largest cable operator in the United States. Charter provides a full range of advanced broadband services, including Spectrum TV(TM) video entertainment programming, Spectrum Internet(TM) access, and Spectrum Voice(TM). Spectrum Business(TM) similarly provides scalable, tailored, and cost-effective broadband communications solutions to business organizations, such as business-to-business Internet access, data networking, business telephone, video and music entertainment services, and wireless backhaul. Charter's advertising sales and production services are sold under the Spectrum Reach(TM) brand. More information about Charter can be found at charter.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies and prospects, both business and financial. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under "Risk Factors" from time to time in our filings with the SEC. Many of the forward-looking statements contained in this communication may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," "aim," "on track," "target," "opportunity," "tentative," "positioning," "designed," "create," "predict," "project," "initiatives," "seek," "would," "could," "continue," "ongoing," "upside," "increases" and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this communication are set forth in our annual report on Form 10-K, and in other reports or documents that we file from time to time with the SEC, and include, but are not limited to:

    --  our ability to promptly, efficiently and effectively integrate acquired
        operations;
    --  our ability to sustain and grow revenues and cash flow from operations
        by offering video, Internet, voice, advertising and other services to
        residential and commercial customers, to adequately meet the customer
        experience demands in our markets and to maintain and grow our customer
        base, particularly in the face of increasingly aggressive competition,
        the need for innovation and the related capital expenditures;
    --  the impact of competition from other market participants, including but
        not limited to incumbent telephone companies, direct broadcast satellite
        operators, wireless broadband and telephone providers, digital
        subscriber line ("DSL") providers, fiber to the home providers, video
        provided over the Internet by (i) market participants that have not
        historically competed in the multichannel video business, (ii)
        traditional multichannel video distributors, and (iii) content providers
        that have historically licensed cable networks to multichannel video
        distributors, and providers of advertising over the Internet;
    --  general business conditions, economic uncertainty or downturn,
        unemployment levels and the level of activity in the housing sector;
    --  our ability to obtain programming at reasonable prices or to raise
        prices to offset, in whole or in part, the effects of higher programming
        costs (including retransmission consents);
    --  our ability to develop and deploy new products and technologies
        including wireless products, our cloud-based user interface, Spectrum
        Guide(®), and downloadable security for set-top boxes, and any other
        cloud-based consumer services and service platforms;
    --  the effects of governmental regulation on our business or potential
        business combination transactions including costs, disruptions and
        possible limitations on operating flexibility related to, and our
        ability to comply with, regulatory conditions applicable to us as a
        result of the Time Warner Inc. and Bright House Networks, LLC
        Transactions;
    --  any events that disrupt our networks, information systems or properties
        and impair our operating activities or our reputation;
    --  the ability to retain and hire key personnel;
    --  the availability and access, in general, of funds to meet our debt
        obligations prior to or when they become due and to fund our operations
        and necessary capital expenditures, either through (i) cash on hand,
        (ii) free cash flow, or (iii) access to the capital or credit markets;
        and
    --  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.

All forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. We are under no duty or obligation to update any of the forward-looking statements after the date of this communication.


                                                                                                       CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                                                                            UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND OPERATING DATA
                                                                                                       (dollars in millions, except per share data)


                                                      Three Months Ended September 30,                                        Nine Months Ended September 30,
                                                                                                                              -------------------------------

                                                 2017                    2016                                                  2017                              2016

                                             Actual                Actual                     % Change                  Actual                           Actual        % Change
                                             ------                ------                     --------                  ------                           ------        --------

    REVENUES:

    Video                                              $4,213                                                $4,094                                      2.9%                          $12,416          $7,869 57.8%

    Internet                                    3,556                                 3,206                                   10.9%                             10,467                    5,960   75.6%

    Voice                                         611                                   728                                 (16.1)%                              1,955                    1,286   51.9%
                                                  ---                                   ---                                                                      -----                    -----

    Residential revenue                         8,380                                 8,028                                    4.4%                             24,838                   15,115   64.3%

    Small and medium business                     931                                   867                                    7.4%                              2,755                    1,589   73.3%

    Enterprise                                    553                                   508                                    8.9%                              1,640                      903   81.6%
                                                  ---                                   ---                                                                      -----                      ---

    Commercial revenue                          1,484                                 1,375                                    8.0%                              4,395                    2,492   76.3%

    Advertising sales                             373                                   420                                 (11.1)%                              1,091                      729   49.9%

    Other                                         221                                   214                                    3.0%                                655                      392   66.9%
                                                  ---                                   ---                                                                        ---                      ---

    Total Revenue                              10,458                                10,037                                    4.2%                             30,979                   18,728   65.4%
                                               ------                                ------                                                                     ------                   ------

    COSTS AND EXPENSES:

    Programming                                 2,699                                 2,404                                   12.3%                              7,952                    4,648   71.1%

    Regulatory, connectivity and
     produced content                             523                                   515                                    1.6%                              1,553                      944   64.5%

    Costs to service customers                  1,943                                 2,016                                  (3.6)%                              5,798                    3,663   58.3%

    Marketing                                     629                                   596                                    5.6%                              1,812                    1,143   58.6%

    Transition costs                               23                                    32                                 (28.6)%                                104                       78   33.4%

    Other expense                                 822                                   838                                  (2.0)%                              2,440                    1,513   61.3%
                                                  ---                                   ---                                                                      -----                    -----

    Total operating costs and expenses
     (exclusive of items shown
     separately below)                          6,639                                 6,401                                    3.7%                             19,659                   11,989   64.0%
                                                -----                                 -----                                                                     ------                   ------

    Adjusted EBITDA                             3,819                                 3,636                                    5.0%                             11,320                    6,739   68.0%
                                                -----                                 -----                                                                     ------                    -----

    Adjusted EBITDA margin                      36.5%                                36.2%                                                            36.5%                   36.0%
                                                 ----                                  ----                                                              ----                     ----

    Depreciation and amortization               2,701                                 2,437                                                             7,846                    4,412

    Stock compensation expense                     64                                    81                                                               198                      168

    Other operating expenses, net                 145                                   207                                                               374                      776
                                                  ---                                   ---                                                               ---                      ---

    Income from operations                        909                                   911                                                             2,902                    1,383
                                                  ---                                   ---                                                             -----                    -----

    OTHER EXPENSES:

    Interest expense, net                       (788)                                (724)                                                          (2,250)                 (1,771)

    Loss on extinguishment of debt                  -                                    -                                                             (35)                   (110)

    Gain (loss) on financial
     instruments, net                              17                                    71                                                              (15)                      16

    Other pension benefits (costs)               (17)                                   13                                                                 9                      533

    Other expense, net                            (3)                                  (5)                                                             (14)                    (10)
                                                  ---                                   ---                                                               ---                      ---

                                                (791)                                (645)                                                          (2,305)                 (1,342)
                                                 ----                                  ----                                                            ------                   ------

    Income before income taxes                    118                                   266                                                               597                       41

    Income tax benefit (expense)                 (26)                                 (16)                                                             (99)                   3,135
                                                  ---                                   ---                                                               ---                    -----

    Consolidated net income                        92                                   250                                                               498                    3,176

    Less: Net income attributable to
     noncontrolling interests                    (44)                                 (61)                                                            (156)                   (108)
                                                  ---                                   ---                                                              ----                     ----

    Net income attributable to Charter
     shareholders                                         $48                                                  $189                                                              $342           $3,068
                                                          ===                                                  ====                                                              ====           ======

    EARNINGS PER COMMON SHARE

    ATTRIBUTABLE TO CHARTER SHAREHOLDERS:

    Basic                                               $0.19                                                 $0.70                                                             $1.31           $16.52
                                                        =====                                                 =====                                                             =====           ======

    Diluted                                             $0.19                                                 $0.69                                                             $1.29           $15.23
                                                        =====                                                 =====                                                             =====           ======

    Weighted average common shares
     outstanding, basic                   253,923,805                           271,263,259                                                       262,074,603              185,706,106
                                          ===========                           ===========                                                       ===========              ===========

    Weighted average common shares
     outstanding, diluted                 258,341,851                           275,373,202                                                       266,363,602              208,460,148
                                          ===========                           ===========                                                       ===========              ===========

Adjusted EBITDA is a non-GAAP term. See page 7 of this addendum for the reconciliation of Adjusted EBITDA to consolidated net income as defined by GAAP. All percentages are calculated using whole numbers. Minor differences may exist due to rounding.


                                                 CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                       UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND OPERATING DATA
                                                  (dollars in millions, except per share data)


                                                               Nine Months Ended September 30,
                                                               -------------------------------

                                                       2017                        2016                   % Change

                                                  Actual                    Pro Forma
                                                  ------                    ---------


    REVENUES:

    Video                                                       $12,416                                            $12,292         1.0%

    Internet                                         10,467                                     9,376                        11.6%

    Voice                                             1,955                                     2,186                      (10.6)%
                                                      -----                                     -----

    Residential revenue                              24,838                                    23,854                         4.1%

    Small and medium business                         2,755                                     2,518                         9.4%

    Enterprise                                        1,640                                     1,499                         9.4%
                                                      -----                                     -----

    Commercial revenue                                4,395                                     4,017                         9.4%

    Advertising sales                                 1,091                                     1,190                       (8.2)%

    Other                                               655                                       687                       (4.8)%
                                                        ---                                       ---

    Total Revenue                                    30,979                                    29,748                         4.1%
                                                     ------                                    ------

    COSTS AND EXPENSES:

    Programming                                       7,952                                     7,228                        10.0%

    Regulatory, connectivity and
     produced content                                 1,553                                     1,570                       (1.1)%

    Costs to service customers                        5,798                                     5,933                       (2.3)%

    Marketing                                         1,812                                     1,804                         0.5%

    Transition costs                                    104                                        78                        33.4%

    Other expense                                     2,440                                     2,524                       (3.3)%
                                                      -----                                     -----

    Total operating costs and expenses
     (exclusive of items shown
     separately below)                               19,659                                    19,137                         2.7%
                                                     ------                                    ------

    Adjusted EBITDA                                  11,320                                    10,611                         6.7%
                                                     ------                                    ------

    Adjusted EBITDA margin                            36.5%                                    35.7%
                                                       ----                                      ----

    Depreciation and amortization                     7,846                                     7,060

    Stock compensation expense                          198                                       219

    Other operating expenses, net                       374                                       519
                                                        ---                                       ---

    Income from operations                            2,902                                     2,813
                                                      -----                                     -----

    OTHER EXPENSES:

    Interest expense, net                           (2,250)                                  (2,155)

    Loss on extinguishment of debt                     (35)                                    (110)

    Gain (loss) on financial
     instruments, net                                  (15)                                       16

    Other pension benefits                                9                                       549

    Other income (expense), net                        (14)                                        5
                                                        ---                                       ---

                                                    (2,305)                                  (1,695)
                                                     ------                                    ------

    Income before income taxes                          597                                     1,118

    Income tax expense                                 (99)                                    (288)
                                                        ---                                      ----

    Consolidated net income                             498                                       830

    Less: Net income attributable to
     noncontrolling interests                         (156)                                    (214)
                                                       ----                                      ----

    Net income attributable to Charter
     shareholders                                                  $342                                               $616
                                                                   ====                                               ====

    EARNINGS PER COMMON SHARE

    ATTRIBUTABLE TO CHARTER
     SHAREHOLDERS:

    Basic                                                         $1.31                                              $2.28
                                                                  =====                                              =====

    Diluted                                                       $1.29                                              $2.25
                                                                  =====                                              =====

    Weighted average common shares
     outstanding, basic                         262,074,603                               270,028,132
                                                ===========                               ===========

    Weighted average common shares
     outstanding, diluted                       266,363,602                               273,824,029
                                                ===========                               ===========

Pro forma results reflect certain acquisitions of cable systems in 2016 as if they occurred as of January 1, 2015. Adjusted EBITDA is a non-GAAP term. See page 7 of this addendum for the reconciliation of Adjusted EBITDA to consolidated net income as defined by GAAP. All percentages are calculated using whole numbers. Minor differences may exist due to rounding.


                                  CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                              (dollars in millions)


                                                   September 30,                December 31,

                                                            2017                         2016
                                                            ----                         ----

                                                    (unaudited)

                       ASSETS

    CURRENT
     ASSETS:

    Cash and
     cash
     equivalents                                                      $2,164                      $1,535

    Accounts
     receivable,
     net                                                   1,652                          1,432

    Prepaid
     expenses
     and other
     current
     assets                                                  316                            333
                                                             ---                            ---

    Total
     current
     assets                                                4,132                          3,300
                                                           -----                          -----


    INVESTMENT
     IN CABLE
     PROPERTIES:

    Property,
     plant and
     equipment,
     net                                                  33,300                         32,963

    Customer
     relationships,
     net                                                  12,589                         14,608

    Franchises                                            67,316                         67,316

    Goodwill                                              29,554                         29,509
                                                          ------                         ------

    Total
     investment
     in cable
     properties,
     net                                                 142,759                        144,396
                                                         -------                        -------


    OTHER
     NONCURRENT
     ASSETS                                                1,337                          1,371
                                                           -----                          -----


    Total assets                                                    $148,228                    $149,067
                                                                    ========                    ========


                     LIABILITIES
                         AND
                    SHAREHOLDERS'
                        EQUITY

    CURRENT
     LIABILITIES:

    Accounts
     payable and
     accrued
     liabilities                                                      $8,351                      $7,544

    Current
     portion of
     long-term
     debt                                                  2,068                          2,028
                                                           -----                          -----

    Total
     current
     liabilities                                          10,419                          9,572
                                                          ------                          -----


    LONG-TERM
     DEBT                                                 66,064                         59,719
                                                          ------                         ------

    DEFERRED
     INCOME
     TAXES                                                26,576                         26,665
                                                          ------                         ------

    OTHER LONG-
     TERM
     LIABILITIES                                           2,591                          2,745
                                                           -----                          -----


     SHAREHOLDERS'
     EQUITY:

    Controlling
     interest                                             33,229                         40,139

     Noncontrolling
     interests                                             9,349                         10,227
                                                           -----                         ------

    Total
     shareholders'
     equity                                               42,578                         50,366
                                                          ------                         ------


    Total
     liabilities
     and
     shareholders'
     equity                                                         $148,228                    $149,067
                                                                    ========                    ========


                                                                CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                                               UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                                            (dollars in millions)


                                       Three Months Ended September 30,               Nine Months Ended September 30,

                                             2017                   2016                      2017                   2016
                                             ----                   ----                      ----                   ----

    CASH FLOWS FROM OPERATING
     ACTIVITIES:

    Consolidated net income                             $92                                            $250                     $498  $3,176

    Adjustments to reconcile
     consolidated net income to net
     cash flows from operating
     activities:

    Depreciation and amortization           2,701                              2,437                               7,846        4,412

    Stock compensation expense                 64                                 81                                 198          168

    Accelerated vesting of equity
     awards                                     6                                 57                                  43          202

    Noncash interest income, net             (87)                             (107)                              (283)       (148)

    Other pension (benefits) costs             17                               (13)                                (9)       (533)

    Loss on extinguishment of debt              -                                 -                                 35          110

    (Gain) loss on financial
     instruments, net                        (17)                              (71)                                 15         (16)

    Deferred income taxes                      11                                (6)                                 53      (3,170)

    Other, net                                 85                                  -                                 93            -

    Changes in operating assets and
     liabilities, net of effects from
     acquisitions:

    Accounts receivable                     (162)                                98                               (101)         (2)

    Prepaid expenses and other assets          60                                 74                                  37           85

    Accounts payable, accrued
     liabilities and other                    138                                  1                                 271          531
                                              ---                                ---                                 ---          ---

    Net cash flows from operating
     activities                             2,908                              2,801                               8,696        4,815
                                            -----                              -----                               -----        -----


    CASH FLOWS FROM INVESTING
     ACTIVITIES:

    Purchases of property, plant and
     equipment                            (2,393)                           (1,748)                            (6,096)     (3,437)

    Change in accrued expenses related
     to capital expenditures                   79                               (52)                                276           86

    Purchases of cable systems, net of
     cash acquired                              -                                 -                                  -    (28,810)

    Change in restricted cash and cash
     equivalents                                -                                 -                                  -      22,264

    Other, net                               (14)                               (2)                               (63)         (8)
                                              ---                                ---                                 ---          ---

    Net cash flows from investing
     activities                           (2,328)                           (1,802)                            (5,883)     (9,905)
                                           ------                             ------                              ------       ------


    CASH FLOWS FROM FINANCING
     ACTIVITIES:

    Borrowings of long-term debt            5,014                                  -                             12,115        5,997

    Repayments of long-term debt             (50)                              (50)                            (5,534)     (4,120)

    Payments for debt issuance costs         (41)                                 -                               (83)       (283)

    Issuance of equity                          -                                 -                                  -       5,000

    Purchase of treasury stock            (3,525)                             (349)                            (7,748)       (448)

    Proceeds from exercise of stock
     options                                   25                                 47                                 111           71

    Purchase of noncontrolling
     interest                               (493)                                 -                              (922)           -

    Distributions to noncontrolling
     interest                                (38)                              (37)                              (115)        (55)

    Proceeds from termination of
     interest rate derivatives                  -                                 -                                  -          88

    Other, net                                (2)                                 -                                (8)           -
                                              ---                                ---                                ---          ---

    Net cash flows from financing
     activities                               890                              (389)                            (2,184)       6,250
                                              ---                               ----                              ------        -----


    NET INCREASE IN CASH AND CASH
     EQUIVALENTS                            1,470                                610                                 629        1,160

    CASH AND CASH EQUIVALENTS,
     beginning of period                      694                                555                               1,535            5
                                              ---                                ---                               -----          ---

    CASH AND CASH EQUIVALENTS, end of
     period                                          $2,164                                          $1,165                   $2,164  $1,165
                                                     ======                                          ======                   ======  ======


    CASH PAID FOR INTEREST                             $891                                            $950                   $2,544  $1,964
                                                       ====                                            ====                   ======  ======

    CASH PAID FOR TAXES                                  $5                                             $44                      $38     $48
                                                        ===                                             ===                      ===     ===


                                                         CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                                           UNAUDITED SUMMARY OF OPERATING STATISTICS
                                                   (in thousands, except per customer and penetration data)


                                                            Approximate as of

                             September 30,         June 30,                December 31,              September 30,
                                2017 (a)           2017 (a)                  2016 (a)                 2016 (a)(j)
                                 -------            -------                   -------                  ----------

    Footprint (b)
    ------------

    Estimated Video Passings        49,854                         49,615                                     49,229   49,001

    Estimated Internet
     Passings                       49,594                         49,309                                     48,955   48,689

    Estimated Voice Passings        48,832                         48,587                                     48,142   47,854


    Penetration Statistics
     (c)
    ----------------------

    Video Penetration of
     Estimated Video
     Passings                        34.1%                         34.4%                                     35.0%   35.3%

    Internet Penetration of
     Estimated Internet
     Passings                        47.6%                         47.3%                                     46.2%   45.6%

    Voice Penetration of
     Estimated Voice
     Passings                        23.1%                         23.1%                                     23.1%   23.1%


    Customer Relationships
     (d)
    ----------------------

    Residential                     25,470                         25,298                                     24,801   24,551

    Small and Medium
     Business                        1,523                          1,483                                      1,404    1,367

    Total Customer
     Relationships                  26,993                         26,781                                     26,205   25,918
                                    ======                         ======                                     ======   ======


    Residential
    -----------

    Primary Service Units
     ("PSUs")
    ---------------------

    Video                           16,542                         16,646                                     16,836   16,887

    Internet                        22,282                         22,033                                     21,374   21,017

    Voice                           10,405                         10,378                                     10,327   10,288

                                    49,229                         49,057                                     48,537   48,192
                                    ======                         ======                                     ======   ======


    Quarterly Net Additions/
     (Losses)
    ------------------------

    Video                            (104)                          (90)                                      (51)    (47)

    Internet                           249                            231                                        357      350

    Voice                               27                             14                                         39       33

                                       172                            155                                        345      336
                                       ===                            ===                                        ===      ===


    Single Play (e)                 10,373                         10,177                                      9,640    9,447

    Double Play (e)                  6,436                          6,484                                      6,586    6,569

    Triple Play (e)                  8,661                          8,637                                      8,575    8,535


    Single Play Penetration
     (f)                             40.7%                         40.2%                                     38.9%   38.5%

    Double Play Penetration
     (f)                             25.3%                         25.6%                                     26.6%   26.8%

    Triple Play Penetration
     (f)                             34.0%                         34.1%                                     34.6%   34.8%


    % Residential Non-Video
     Customer Relationships          35.1%                         34.2%                                     32.1%   31.2%


    Monthly Residential
     Revenue per Residential
     Customer (g)                          $110.12                                          $109.46                  $109.77  $109.70


    Small and Medium
     Business
    ----------------

    PSUs
    ----

    Video                              440                            425                                        400      388

    Internet                         1,321                          1,285                                      1,219    1,185

    Voice                              881                            847                                        778      751

                                     2,642                          2,557                                      2,397    2,324
                                     =====                          =====                                      =====    =====


    Quarterly Net Additions/
     (Losses)
    ------------------------

    Video                               15                             14                                         12       10

    Internet                            36                             36                                         34       37

    Voice                               34                             38                                         27       26

                                        85                             88                                         73       73
                                       ===                            ===                                        ===      ===


    Monthly Small and Medium
     Business Revenue per
     Customer (h)                          $206.64                                          $210.64                  $214.25  $214.53


    Enterprise PSUs (i)
    ------------------

    Enterprise PSUs                    108                            103                                         97       93


         (a)         All customer statistics include the operations of
                     Legacy TWC, Legacy Bright House and Legacy
                     Charter each of which is based on individual
                     legacy company reporting methodology.  These
                     methodologies differ and their differences may be
                     material.  Statistical reporting will be
                     conformed over time to a single Charter reporting
                     methodology.


                    We calculate the aging of customer accounts based
                     on the monthly billing cycle for each account.
                     On that basis, at September 30, 2017, June 30,
                     2017, December 31, 2016 and September 30, 2016,
                     actual customers include approximately 218,300,
                     209,500, 208,400 and 200,900 customers,
                     respectively, whose accounts were over 60 days
                     past due, approximately 20,300, 14,800, 15,500
                     and 15,200 customers, respectively, whose
                     accounts were over 90 days past due and
                     approximately 12,000, 8,700, 8,000 and 8,900
                     customers, respectively, whose accounts were over
                     120 days past due.


    (b)              Passings represent our estimate of the number of
                     units, such as single family homes, apartment and
                     condominium units and small and medium business
                     and enterprise sites passed by our cable
                     distribution network in the areas where we offer
                     the service indicated.  These estimates are based
                     upon the information available at this time and
                     are updated for all periods presented when new
                     information becomes available.


    (c)              Penetration represents residential, small and
                     medium business and enterprise customers as a
                     percentage of estimated passings for the service
                     indicated.


    (d)              Customer relationships include the number of
                     customers that receive one or more levels of
                     service, encompassing video, Internet and voice
                     services, without regard to which service(s) such
                     customers receive.  Customers who reside in
                     residential multiple dwelling units ("MDUs") and
                     that are billed under bulk contracts are counted
                     based on the number of billed units within each
                     bulk MDU.  Total customer relationships excludes
                     enterprise customer relationships.


    (e)              Single play, double play and triple play customers
                     represent customers that subscribe to one, two or
                     three of Charter service offerings, respectively.


    (f)              Single play, double play and triple play
                     penetration represents the number of residential
                     single play, double play and triple play
                     customers, respectively, as a percentage of
                     residential customer relationships.


    (g)              Monthly residential revenue per residential
                     customer is calculated as total residential
                     video, Internet and voice quarterly revenue
                     divided by three divided by average residential
                     customer relationships during the respective
                     quarter.


    (h)              Monthly small and medium business revenue per
                     customer is calculated as total small and medium
                     business quarterly revenue divided by three
                     divided by average small and medium business
                     customer relationships during the respective
                     quarter.


    (i)              Enterprise PSUs represents the aggregate number of
                     fiber service offerings counting each separate
                     service offering at each customer location as an
                     individual PSU.


    (j)              In the second quarter of 2017, Charter conformed
                     the seasonal customer program in the Legacy
                     Bright House footprint to Charter's program.
                     Prior to the plan change, Legacy Bright House
                     customers enrolling in the seasonal plan were
                     charged a one-time fee and counted as customer
                     disconnects, and as new connects, when moving off
                     the seasonal plan. Under Charter's seasonal plan,
                     residential customers pay a reduced monthly fee
                     while the seasonal plan is active and remain
                     reported as customers. Excluding the impact of
                     customer connect activity related to Legacy
                     Bright House residential customers moving off the
                     seasonal plan, net additions for video, Internet
                     and voice PSUs for the third quarter of 2016
                     would have been lower by 4,000, 6,000 and 4,000,
                     respectively.  Excluding the net disconnect
                     activity in the second and third quarters of
                     2016, residential customer relationships, video,
                     Internet and voice PSUs at September 30, 2016
                     would have been higher by approximately 54,000,
                     48,000, 66,000 and 45,000, respectively.


                                                                CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
                                                       UNAUDITED RECONCILIATION OF NON-GAAP MEASURES TO GAAP MEASURES
                                                                            (dollars in millions)


                                               Three Months Ended                              Nine Months Ended
                                                  September 30,                                  September 30,
                                                                                                 -------------

                                              2017                   2016                      2017                       2016

                                          Actual                 Actual                  Actual                   Actual
                                          ------                 ------                  ------                   ------


    Consolidated net income                              $92                                            $250                                 $498  $3,176

    Plus:  Interest expense, net               788                                724                                   2,250                1,771

    Income tax (benefit) expense                26                                 16                                      99              (3,135)

    Depreciation and amortization            2,701                              2,437                                   7,846                4,412

    Stock compensation expense                  64                                 81                                     198                  168

    Loss on extinguishment of debt               -                                 -                                     35                  110

    (Gain) loss on financial instruments,
     net                                      (17)                              (71)                                     15                 (16)

    Other pension (benefits) costs              17                               (13)                                    (9)               (533)

    Other, net                                 148                                212                                     388                  786
                                               ---                                ---                                     ---                  ---


    Adjusted EBITDA (a)                      3,819                              3,636                                  11,320                6,739

    Less:  Purchases of property, plant
     and equipment                         (2,393)                           (1,748)                                (6,096)             (3,437)
                                            ------                             ------                                  ------               ------


    Adjusted EBITDA less capital
     expenditures                                     $1,426                                          $1,888                               $5,224  $3,302
                                                      ======                                          ======                               ======  ======


    Net cash flows from operating
     activities                                       $2,908                                          $2,801                               $8,696  $4,815

    Less:  Purchases of property, plant
     and equipment                         (2,393)                           (1,748)                                (6,096)             (3,437)

    Change in accrued expenses related to
     capital expenditures                       79                               (52)                                    276                   86
                                               ---                                ---                                     ---                  ---


    Free cash flow                                      $594                                          $1,001                               $2,876  $1,464
                                                        ====                                          ======                               ======  ======


                                                                                           Nine Months Ended
                                                                                             September 30,

                                                                                             2017                       2016

                                                                                         Actual               Pro Forma (b)
                                                                                         ------               ------------


    Consolidated net income                                                                            $498                                 $830

    Plus:  Interest expense, net                                                            2,250                                 2,155

    Income tax expense                                                                         99                                   288

    Depreciation and amortization                                                           7,846                                 7,060

    Stock compensation expense                                                                198                                   219

    Loss on extinguishment of debt                                                             35                                   110

    (Gain) loss on financial instruments,
     net                                                                                       15                                  (16)

    Other pension benefits                                                                    (9)                                (549)

    Other, net                                                                                388                                   514
                                                                                              ---                                   ---


    Adjusted EBITDA (a)                                                                    11,320                                10,611

    Less:  Purchases of property, plant
     and equipment                                                                        (6,096)                              (5,657)
                                                                                           ------                                ------


    Adjusted EBITDA less capital
     expenditures                                                                                    $5,224                               $4,954
                                                                                                     ======                               ======


    (a)              See pages 1 and 2 of this
                     addendum for detail of the
                     components included within
                     Adjusted EBITDA.

    (b)              Pro forma results reflect
                     certain acquisitions of cable
                     systems in 2016 as if they
                     occurred as of January 1,
                     2015.

The above schedule is 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
                                                              UNAUDITED CAPITAL EXPENDITURES
                                                                  (dollars in millions)


                            Three Months Ended September 30,              Nine Months Ended September 30,
                                                                         -------------------------------

                                  2017                  2016                     2017                       2016

                              Actual                Actual                 Actual                   Actual
                              ------                ------                 ------                   ------


    Customer premise
     equipment (a)                          $855                                          $662                          $2,579  $1,177

    Scalable infrastructure
     (b)                           632                              441                                   1,282             937

    Line extensions (c)            319                              249                                     864             467

    Upgrade/rebuild (d)            163                              156                                     415             307

    Support capital (e)            424                              240                                     956             549
                                   ---                              ---                                     ---             ---


       Total capital
        expenditures                      $2,393                                        $1,748                          $6,096  $3,437
                                          ======                                        ======                          ======  ======


    Capital expenditures
     included in total
     related to:



    Commercial services                     $339                                          $306                            $941    $566

    Transition (f)                          $125                                          $109                            $287    $273


                                                                     Nine Months Ended September 30,

                                                                               2017                       2016

                                                                           Actual               Pro Forma (g)
                                                                           ------               ------------


    Customer premise
     equipment (a)                                                                     $2,579                          $2,074

    Scalable infrastructure
     (b)                                                                      1,282                              1,556

    Line extensions (c)                                                         864                                751

    Upgrade/rebuild (d)                                                         415                                461

    Support capital (e)                                                         956                                815
                                                                                ---                                ---


       Total capital
        expenditures                                                                   $6,096                          $5,657
                                                                                       ======                          ======


    Capital expenditures
     included in total
     related to:



    Commercial services                                                                  $941                            $931

    Transition (f)                                                                       $287                            $273


    (a)                  Customer premise equipment includes
                         costs incurred at the customer
                         residence to secure new customers and
                         revenue generating units, including
                         customer installation costs and
                         customer premise equipment (e.g., set-
                         top boxes and cable modems).

    (b)                  Scalable infrastructure includes costs,
                         not related to customer premise
                         equipment, to secure growth of new
                         customers and revenue generating
                         units, 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).

    (f)                  Transition represents incremental costs
                         incurred to integrate the Legacy TWC
                         and Legacy Bright House operations and
                         to bring the three companies' systems
                         and processes into a uniform operating
                         structure.

    (g)                  Pro forma results reflect certain
                         acquisitions of cable systems in 2016
                         as if they occurred as of January 1,
                         2015.

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SOURCE Charter Communications, Inc.