Charter 2013 Annual Report Download - page 104

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CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2013, 2012 AND 2011
(dollars in millions, except share or per share data or where indicated)
F- 22
Under a repurchase program authorized by Charter’s board of directors in August 2011, 4.1 million shares of Charter’s Class A
common stock and warrants to purchase Charter’s Class A common stock were purchased during the course of 2011 for a total of
approximately $200 million. The average price per share paid was $48.48.
In December 2011, the Company purchased, in a private transaction with a shareholder, 750,000 shares at $55.18 for a total of
$41 million. The Company received 700,668 of the shares prior to December 31, 2011, with 49,332 shares received in January
2012. In December 2011, the Company also entered into stock repurchase agreements for approximately 3.0 million shares of
Charter's Class A common stock from funds advised by Oaktree Capital Management and approximately 2.2 million shares of
Charter's Class A common stock from funds advised by Apollo Management Holdings. The price paid was $54.35 per share for
a total of $163 million for the shares purchased from Oaktree Capital Management and $117 million for the shares purchased from
Apollo Management Holdings.
During the years ended December 31, 2013, 2012 and 2011, the Company withheld 150,258, 129,417 and 141,175 shares,
respectively, of its common stock in payment of $15 million, $9 million and $7 million, respectively, of tax withholdings owed
by employees upon vesting of restricted shares.
In December 2011, Charter's board of directors approved the retirement of treasury stock and 14.8 million shares of treasury stock
were retired as of December 31, 2011. The remaining 49,332 shares received in January 2012 were retired in January 2012.
In December 2013 and 2012, Charter's board of directors approved the retirement of treasury stock and 150,258 and 129,417 shares
of treasury stock were retired as of December 31, 2013 and 2012, respectively.
These transactions were funded from existing cash on hand and available liquidity. The Company accounted for treasury stock
using the cost method and the treasury shares upon repurchase were reflected on the Company’s consolidated balance sheets as a
component of total shareholders’ equity. Upon retirement, these treasury shares were allocated between additional paid-in capital
and accumulated deficit based on the cost of original issue included in additional paid-in capital.
10. Common Stock
Charter’s Class A common stock and Class B common stock are identical except with respect to certain voting, transfer and
conversion rights. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock were
entitled to votes equaling 35% of the voting interests in Charter on a fully diluted basis. The Company currently does not have
any outstanding Class B Common Stock. Pursuant to the terms of the Certificate of Incorporation of Charter, on January 18, 2011,
the Disinterested Members of the Board of Directors of Charter caused a conversion of the shares of Class B common stock into
shares of Class A common stock on a one-for-one basis.
Charter has outstanding 5.1 million warrants to purchase shares of Charter Class A common stock with an exercise price of $46.86
per share and 0.8 million warrants to purchase shares of Charter Class A common stock with an exercise price $51.28 per share,
both of which expire on November 30, 2014. Charter also has outstanding 0.8 million warrants to purchase shares of Charter
Class A common stock with an exercise price of $19.80 per share that expire on November 30, 2016 owned by Paul G. Allen ("Mr.
Allen"), the Company's former principal stockholder. The warrants are included in the accompanying balance sheets in total
shareholders’ equity.
In 2013, the Company issued approximately 4.5 million shares of Charter Class A common stock as a result of exercises by holders
who received warrants pursuant to the Joint Plan of Reorganization upon the Company's emergence from bankruptcy. The
exercises resulted in proceeds to the Company of approximately $76 million.