PresentationShane KleinsteinHead of Investor Relations Thank you. Before we begin, we'd like to remind everyone that this call includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual events or results could differ materially due to a number of risks and uncertainties including those mentioned in the prospectus forming part of GCI Liberty's registration statement, most recent forms 10-Q followed by GCI Liberty and Liberty Broadband with t ...

Welcome back. Some news uh on John Malone, the longtime chairman of course of uh Liberty Media, Liberty Global. He will be stepping down from both of those positions.Um according to sources, expecting the companies to confirm that as well. It' been reported by another publication this morning. I can confirm uh that Malone will be doing so.Not a huge surprise of course uh given he has been um devesting to a certain extent andor consolidating control positions and things of that nature for quite some time now ...

Group 1 - The article discusses Liberty Broadband's pending merger with Charter Communications, highlighting the importance of distinguishing it from Charter's other merger activities [1] - The author, Max Greve, has a diverse academic background and writes on various topics including stock market trends and macroeconomic issues [1] Group 2 - There is a disclosure regarding the author's long position in Verizon (VZ) and T-Mobile (TMUS), indicating a personal investment interest [2] - The article emphasizes that past performance does not guarantee future results and that no specific investment advice is being provided [3]

Core Viewpoint - Comscore Inc. has announced a recapitalization agreement aimed at simplifying its balance sheet, reducing dividend obligations, and strengthening its market position, which has led to a significant increase in its stock price [1][7]. Recapitalization Agreement - The recapitalization involves swapping Series B preferred stock for common shares and new Series C preferred shares that carry no dividend, effectively removing over $18 million in annual obligations [3]. - The agreement includes the exchange of approximately $80 million in Series B preferred shares for common stock at a price of $8.11 per share, and $183.7 million will convert into Series C preferred stock priced at $14.50 per share [4]. Financial Impact - The new Series C shares can convert into common stock at a one-to-one ratio and eliminate the right to a $47 million special dividend, enhancing Comscore's financial flexibility [4][5]. - If approved, the recapitalization would result in the issuance of over 22 million shares on an as-converted basis, giving preferred shareholders nearly 82% of equity [7]. Governance Changes - The agreement will reduce the board size from 10 members to 7 and limit preferred shareholders' director rights while maintaining independent oversight [6]. - Voting caps and conversion limits are designed to balance governance within the new structure [6]. Market Reaction - Following the announcement, Comscore's shares rose by 29.25%, trading at $7.910 in premarket [7].

Core Viewpoint - Comscore, Inc. has announced a recapitalization transaction aimed at reducing senior capital, eliminating preferred dividend obligations, and enhancing alignment among stockholders to boost public market capitalization and future growth potential [1][4][5] Recapitalization Details - The recapitalization involves preferred stockholders exchanging existing Series B preferred shares for common stock and new Series C preferred stock, with an estimated closing date of December 15, 2025 [3][5] - Approximately $80.0 million of existing liquidation preference will be exchanged for common stock at an effective price of $8.11 per share, representing a 48% premium to the 90-day VWAP of $5.465 per share as of September 26, 2025 [3][5] - The remaining $183.7 million of liquidation preference will be exchanged for new Series C preferred stock at a price of $14.50 per share, which will be convertible into common stock at a 1:1 ratio and will not pay annual dividends, eliminating over $18.0 million in current dividend obligations [3][5] Governance and Board Changes - The transaction will lead to a reduction in the total Board size from 10 to 7 members and a decrease in preferred stockholders' director designation rights from 6 to 4 [9] - Preferred stockholders will have the right to designate one director and collectively nominate a fourth director/Board chair, subject to independence and qualification requirements [9] - The annualized cash compensation for the Board will be reduced by more than 20%, alongside a reduction in equity compensation for non-management directors [9] Market Position and Future Outlook - Comscore's CEO emphasized that the transaction strengthens the company's foundation for long-term growth and positions it to lead in the evolving media landscape driven by AI [4] - The Board believes that the improved capital structure will enhance market interest in Comscore's common stock and create value for stockholders, addressing concerns about the company's current market capitalization [4][8] Required Approvals - The recapitalization requires approval from the company's stockholders on an as-converted basis, along with a separate class vote by preferred stockholders [11][12] - A special meeting of stockholders is expected to be held in December 2025 to discuss the recapitalization [11][12]

Core Viewpoint - Charter Communications is acquiring Cox Communications for $21.9 billion, aiming to strengthen its position against streaming services and mobile carriers in the US cable and broadband market [1][2]. Group 1: Merger Details - The merger is valued at $21.9 billion, with Charter assuming approximately $12.6 billion of Cox's net debt, resulting in an enterprise value of about $34.5 billion [5]. - The combined company will rebrand as Cox Communications within a year, with Charter's Spectrum brand being used in Cox markets [6]. - Cox Enterprises will hold a 23% stake in the merged entity, with its CEO Alex Taylor serving as chairman [5][8]. Group 2: Strategic Implications - The merger will enable Charter to better bundle broadband and mobile services, enhancing its competitiveness against wireless providers like T-Mobile [2]. - Charter's strategy of integrating internet, TV, and mobile services into customizable packages has proven effective, as evidenced by beating quarterly revenue estimates [4]. - The combination is expected to enhance innovation and provide competitively priced products, according to Charter's CEO Chris Winfrey [5][10]. Group 3: Historical Context - Charter and Cox had previously discussed a merger in 2013, but the plan was shelved until recent speculation was reignited by comments from cable billionaire John Malone [7]. - The acquisition of Cox follows Charter's earlier agreement to buy Liberty Broadband, indicating a trend of consolidation in the cable industry [9].

Financial Data and Key Metrics Changes - Liberty Broadband achieved record revenue exceeding $1 billion for GCI in 2024, with a 5% increase in Q4 and a 4% increase for the full year, driven by data revenue strength [11][12] - Adjusted OIBDA decreased by 4% in Q4 but increased by $1 million to $362 million for the full year, as revenue growth was offset by higher SG&A expenses [12][13] - Liberty Broadband had consolidated cash and restricted cash of $229 million at quarter end, including $75 million at GCI [16] Business Line Data and Key Metrics Changes - GCI's business data revenue benefited from a strong upgrade cycle in schools and healthcare corporations in rural Alaska [12] - GCI Consumer experienced a decline of 300 revenue-generating wireless subscribers and a loss of 4,900 cable modem subscribers, primarily due to the expiration of the ACP program [13] Market Data and Key Metrics Changes - GCI competes primarily with AT&T and Verizon in the wireless market, with AT&T holding a majority share [30] - The market is stable, with GCI maintaining a flat subscriber base in urban areas, while rural areas have seen competition from Starlink due to service disruptions [34][35] Company Strategy and Development Direction - Liberty Broadband plans to spin off GCI prior to the transaction close with Charter, which is expected to provide incremental value to shareholders [9][10] - GCI's capital expenditures for 2024 were $193 million, with expectations of approximately $250 million for 2025, focusing on rural connectivity projects [14][15] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the future partnership with Charter and the potential for government funding to support broadband build-outs [8][37] - The competitive landscape is evolving, with Starlink emerging as a competitor in rural areas, but management believes GCI is well-positioned to address these challenges [36][45] Other Important Information - Liberty Broadband's total principal amount of debt was $3.7 billion at quarter end, excluding preferred stock [18] - The spin-off of GCI is expected to be completed in late Q2 or early Q3 of the current year [20] Q&A Session Summary Question: Update on GCI Liberty and competitive backdrop - Management discussed the competitive landscape, noting stability in the Alaska market and the impact of Starlink in rural areas due to service disruptions [30][34] Question: Timing of the spin-off and closing with Charter - Management expects the GCI spin-off to close in late Q2 or early Q3, with potential for an accelerated timeline if mutually agreed with Charter [26][28] Question: Government subsidies for broadband build-outs - Management highlighted the importance of government subsidies for capital and operating expenses, with a significant amount expected to flow to Alaska [37][38] Question: Health care subsidies and economic outlook - Management acknowledged the material impact of health care subsidies on results and expressed confidence in GCI's ability to withstand economic fluctuations [49][44]