Charter 2011 Annual Report Download - page 114

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CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2011, 2010 AND 2009
(dollars in millions, except share or per share data or where indicated)
F- 30
No restricted stock units were granted in 2010 or 2009. A summary of the activity for the Company’s restricted stock units for
the year ended December 31, 2011 (Successor) is as follows (amounts in thousands, except per share data):
Outstanding, beginning of period
Granted
Vested
Canceled
Outstanding, end of period
Successor
Year Ended
December 31, 2011
Shares
—
276
—
(3)
273
Weighted
Average
Grant
Price
$ —
$ 54.87
$ —
$ 55.12
$ 54.86
No performance units or shares were granted in 2011, 2010 or 2009. On the Effective Date, all remaining performance units and
shares were canceled. A summary of the activity for the Company’s performance units and shares for the eleven months ended
November 30, 2009 (Predecessor) is as follows (amounts in thousands, except per share data):
Outstanding, beginning of period
Granted
Vested
Canceled
Outstanding, end of period
Predecessor
Eleven Months
Ended
November 30, 2009
Shares
33,037
—
(951)
(32,086)
—
Weighted
Average
Grant
Price
$ 1.80
$ —
$ 1.21
$ 1.81
$ —
18. Income Taxes
All of Charter’s operations are held through Charter Holdco and its direct and indirect subsidiaries. Charter Holdco and the
majority of its subsidiaries are generally limited liability companies that are not subject to income tax. However, certain of these
limited liability companies are subject to state income tax. In addition, the indirect subsidiaries that are corporations are subject
to federal and state income tax. All of the remaining taxable income, gains, losses, deductions and credits of Charter Holdco are
passed through to Charter.
In connection with the Plan, Charter, CII, Mr. Allen and Charter Holdco entered into an exchange agreement (the “Exchange
Agreement”), pursuant to which CII had the right to require Charter to (i) exchange all or a portion of CII’s membership interest
in Charter Holdco or 100% of CII for $1,000 in cash and shares of Charter’s Class A common stock in a taxable transaction, or
(ii) merge CII with and into Charter, or a wholly-owned subsidiary of Charter, in a tax-free transaction (or undertake a tax-free