EX-99.1 3 tm2523679d3_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

COX COMMUNICATIONS, INC.

(A Wholly-Owned Subsidiary of Cox Enterprises, Inc.)

TABLE OF CONTENTS

 

 

  Page
   
Unaudited Condensed Consolidated Financial Statements as of June 30, 2025 and December 31, 2024 and for the three and six months ended June 30, 2025 and 2024:  
Condensed Consolidated Balance Sheets (Unaudited) 2
Condensed Consolidated Statements of Operations (Unaudited) 3
Condensed Consolidated Statements of Cash Flows (Unaudited) 4
Condensed Consolidated Statements of Changes in Equity (Unaudited) 5
Notes to Condensed Consolidated Financial Statements (Unaudited) 6-13

 

 

 

 

COX COMMUNICATIONS, INC.

(A Wholly-Owned Subsidiary of Cox Enterprises, Inc.)

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

   June 30,   December 31, 
(in millions)  2025   2024 
ASSETS          
CURRENT ASSETS:          
Cash and cash equivalents   $83   $97 
Accounts receivable — net of allowance of $32 and $32, respectively    601    603 
Amounts due from Cox Enterprises, Inc.    3,907    4,273 
Prepaid expenses and other current assets    346    310 
Total current assets    4,937    5,283 
Property and equipment — net    12,440    12,216 
Goodwill — net    1,260    1,260 
Intangible assets — net    16,992    17,009 
Other noncurrent assets    386    513 
TOTAL ASSETS   $36,015   $36,281 
           
LIABILITIES AND EQUITY          
CURRENT LIABILITIES:          
Accounts payable   $533   $565 
Accrued labor and benefits    361    668 
Accrued programming costs    201    203 
Accrued expenses and other current liabilities    762    792 
Current portion of long-term debt    37    877 
Total current liabilities    1,894    3,105 
Long-term debt    12,484    12,323 
Deferred income taxes    5,440    5,465 
Other noncurrent liabilities    835    902 
Total liabilities    20,653    21,795 
EQUITY:          
Common stock, $1.00 par value; 1,000 shares authorized and 100 shares issued and outstanding         
Additional paid-in capital    4,429    4,429 
Retained earnings    10,933    10,057 
Total equity    15,362    14,486 
TOTAL LIABILITIES AND EQUITY   $36,015   $36,281 

 

See notes to Condensed Consolidated Financial Statements.

 

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COX COMMUNICATIONS, INC.

(A Wholly-Owned Subsidiary of Cox Enterprises, Inc.)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three Months Ended June 30,   Six Months Ended June 30, 
(in millions)  2025   2024   2025   2024 
REVENUES   $3,140   $3,266   $6,323   $6,573 
                     
OPERATING EXPENSES:                    
Operating costs and expenses (a)    1,880    1,982    3,802    4,028 
Depreciation and amortization    551    537    1,095    1,082 
Other — net    71    7    56    3 
Total operating expenses    2,502    2,526    4,953    5,113 
                     
OPERATING INCOME    638    740    1,370    1,460 
                     
NON-OPERATING EXPENSES:                    
Interest expense — net    (111)   (94)   (219)   (194)
Investments (expense) income — net    (14)       (55)   1 
Miscellaneous income — net    7    9    14    22 
Total non-operating expenses    (118)   (85)   (260)   (171)
                     
INCOME BEFORE INCOME TAXES    520    655    1,110    1,289 
INCOME TAX EXPENSE    (105)   (140)   (234)   (279)
NET INCOME   $415   $515   $876   $1,010 

 

(a) See Note 8 — Transactions with Affiliated Companies and Related Parties for impacts associated with related parties.

 

See notes to Condensed Consolidated Financial Statements.

 

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COX COMMUNICATIONS, INC.

(A Wholly-Owned Subsidiary of Cox Enterprises, Inc.)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

   Six Months Ended June 30, 
(in millions)  2025   2024 
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net income   $876   $1,010 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization    1,095    1,082 
Investments expense (income) — net    55    (1)
Provision for doubtful accounts    40    47 
Restructuring    (169)    
Changes in certain assets and liabilities:          
Increase in accounts receivable    (38)   (42)
Increase in prepaid expenses and other assets        (5)
Decrease in accounts payable    (32)   (67)
Decrease in accrued expenses and other liabilities    (177)   (170)
Other — net    (46)   3 
Net cash provided by operating activities    1,604    1,857 
           
CASH FLOWS FROM INVESTING ACTIVITIES:          
Capital expenditures    (1,136)   (1,171)
Decrease (increase) in amounts due from Cox Enterprises, Inc.    366    (2,171)
Other — net    30    10 
Net cash provided used in investing activities    (740)   (3,332)
           
CASH FLOWS FROM FINANCING ACTIVITIES:          
Proceeds from issuance of debt        1,501 
Repayment of debt    (867)   (14)
Other — net    (11)   (15)
Net cash (used in) provided by financing activities    (878)   1,472 
           
NET CHANGE IN CASH AND CASH EQUIVALENTS    (14)   (3)
CASH AND CASH EQUIVALENTS — Beginning of period    97    120 
CASH AND CASH EQUIVALENTS — End of period   $83   $117 

 

See notes to Condensed Consolidated Financial Statements.

 

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COX COMMUNICATIONS, INC.

(A Wholly-Owned Subsidiary of Cox Enterprises, Inc.)

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Unaudited)

 

 

(in millions) 

Common

Stock

   Additional Paid-In Capital  

Retained

Earnings

   Total 
BALANCE — January 1, 2025   $   $4,429   $10,057   $14,486 
Net income            461    461 
BALANCE — March 31, 2025        4,429    10,518    14,947 
Net income            415    415 
BALANCE — June 30, 2025   $   $4,429   $10,933   $15,362 

 

(in millions) 

Common

Stock

   Additional Paid-In Capital  

Retained

Earnings

   Total 
BALANCE — January 1, 2024   $   $4,429   $9,332   $13,761 
Net income            495    495 
BALANCE — March 31, 2024        4,429    9,827    14,256 
Net income            515    515 
BALANCE — June 30, 2024   $   $4,429   $10,342   $14,771 

 

See notes to Condensed Consolidated Financial Statements.

 

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COX COMMUNICATIONS, INC.

(A Wholly-Owned Subsidiary of Cox Enterprises, Inc.)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

 

1.            DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND OTHER ITEMS

 

Cox Communications, Inc. (together with its consolidated subsidiaries, "Cox" or "the Company"), a wholly-owned subsidiary of Cox Enterprises, Inc. ("CEI"), is committed to creating meaningful moments of human connection through technology. As the largest private broadband company in the United States, Cox operates fiber-powered networks in more than 30 states, providing connections and advanced managed IT and cloud services for homes and businesses. Cox Mobile, Cox’s mobile phone service, is available across markets nationwide. The commercial division of Cox, Cox Business, provides a broad commercial solutions portfolio, including advanced managed IT and cloud services and fiber-based network solutions that support connected environments, unique hospitality experiences and diverse applications.

 

Basis of Presentation

 

The accompanying unaudited interim Condensed Consolidated Financial Statements of Cox have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnote disclosures required by GAAP for complete consolidated financial statements. In the opinion of management, the unaudited interim Condensed Consolidated Financial Statements include all adjustments, of a normal recurring nature, necessary for a fair presentation of the condensed consolidated results of operations, financial position and cash flows for the interim periods presented. All intercompany transactions and account balances have been eliminated in consolidation. Cox has included the results of operations of acquired companies from the date of acquisition. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes therein as of and for the year ended December 31, 2024. Results of operations for interim periods are not necessarily indicative of results that might be expected for future interim periods or for the full year ending December 31, 2025.

 

Use of Estimates

 

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Estimates are evaluated based on available information and experience, as well as other assumptions Cox believes reasonable under the circumstances. Actual results could differ from those estimates.

 

Reclassifications

 

Certain reclassifications have been made to prior year amounts to conform to the current year presentation.

 

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Revenue Recognition

 

   Three Months Ended June 30,   Six Months Ended June 30, 
(in millions)  2025   2024   2025   2024 
Residential                
Data   $1,438   $1,505   $2,916   $3,032 
Video    610    644    1,230    1,307 
Telephony    50    59    103    123 
Other (a)    137    134    275    274 
Total residential    2,235    2,342    4,524    4,736 
                     
Commercial    852    855    1,695    1,706 
Advertising    53    69    104    131 
Total revenues   $3,140   $3,266   $6,323   $6,573 

 

(a)Other residential revenues includes franchise, regulatory, and customer late fees, service protection fees, Cox Mobile and other miscellaneous revenues.

 

Operating Costs and Expenses

 

   Three Months Ended June 30,   Six Months Ended June 30, 
(in millions)  2025   2024   2025   2024 
Programming costs   $472   $504   $975   $1,051 
Other costs of revenue    282    282    566    561 
Field and technology operations    250    228    506    458 
Customer operations    53    42    105    83 
Sales and marketing    278    307    545    620 
General and administrative    545    619    1,105    1,255 
Total operating costs and expenses   $1,880   $1,982   $3,802   $4,028 

 

Subsequent Events

 

Cox has evaluated events that occurred subsequent to June 30, 2025 for potential recognition and disclosure. Any applicable subsequent events have been evaluated through August 1, 2025, the date of issuance of the unaudited Condensed Consolidated Financial Statements.

 

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2.            DISPOSITION

 

Pending Disposition of Cox — In May 2025, Charter Communications, Inc. (“Charter”) and Charter Communications Holdings, LLC (“Charter Holdings”) entered into a transaction agreement with CEI. Pursuant to the transaction agreement, at the closing of the transactions, (i) CEI will sell and transfer to Charter 100% of the equity interests of certain subsidiaries of Cox that conduct Cox’s commercial fiber and managed IT and cloud services businesses, (ii) CEI will contribute the equity interests of Cox and certain other assets (other than certain excluded assets) primarily relating to Cox’s residential cable business to Charter Holdings, and (iii) CEI will pay $1.00 to Charter. The combined entity will also assume Cox’s approximately $12.6 billion in outstanding net debt and finance leases.

 

On July 31, 2025, Charter’s shareholders approved the transaction agreement.

 

3.            SUPPLEMENTAL CASH FLOW INFORMATION

 

   Six Months Ended June 30, 
(in millions)  2025   2024 
Significant noncash transactions:          
Property and equipment acquired under finance leases and other financing arrangements   $153   $1 
           
Supplemental cash flow information:          
Cash paid for interest — net   $318   $265 
Cash paid for income taxes    262    260 

 

4.            RESTRUCTURING

 

In 2024, Cox announced a new organizational structure, which allocated needed resources to growth areas of the business. As a result, certain restructuring initiatives were implemented, which include severance costs. Restructuring related charges are recorded to other — net on the Condensed Consolidated Statement of Operations.

 

The following represents the changes in the balances of the restructuring-related liabilities, which are reflected within accrued labor and benefits in the Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024.

 

(in millions)  June 30, 2025   December 31, 2024 
Balance at beginning of period   $180   $ 
Expense        180 
Payments    (169)    
Balance at end of period   $11   $180 

 

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5.            DEBT

 

      June 30, 2025   December 31, 2024 
(in millions)  Annual Interest
Rate
  Carrying
Value
   Fair Value   Carrying
Value
   Fair Value 
Notes and debentures with maturities (a):                       
Five years or less   3.35% to 6.95%  $3,139   $3,139   $3,989   $3,959 
Between five and 10 years   1.80% to 5.70%   3,750    3,497    3,100    2,819 
Greater than 10 years   2.95% to 8.38%   4,960    4,112    5,610    4,717 
Total notes and debentures       11,849   $10,748    12,699   $11,495 
Finance lease obligations (b)(c)   1.33% to 8.24%   750         584      
Less unamortized discounts, premiums and issuance costs       (78)        (83)     
Total debt       12,521         13,200      
Less current maturities (b)       37         877      
Total long-term debt      $12,484        $12,323      

 

(a) Require semi-annual cash interest payments based on their issuance dates.

(b) Current portion of finance lease obligations totaled $37 million and $27 million as of June 30, 2025 and December 31, 2024, respectively.

(c) Cox leases certain office facilities, cable transmission and distribution facilities and automobiles under finance leases.

 

Guarantee Agreements

 

Cox is a party to an amended and restated credit agreement among Cox and CEI, as borrowers, and JP Morgan Chase Bank, N.A., as administrative agent, and certain other lenders and agents (the “Credit Facility”). CEI designated Cox as a restricted subsidiary under the Credit Facility. At the same time, Cox provided an unconditional guarantee of CEI’s obligations under the Credit Facility and CEI also provided an unconditional guarantee of Cox's obligations under the Credit Facility, which will be automatically released upon the release of Cox's guarantee of CEI's obligations under the Credit Facility. Cox will also guarantee CEI’s obligations under CEI’s commercial paper program. As of June 30, 2025 and December 31, 2024, CEI had no outstanding obligations under the Credit Facility and had no outstanding commercial paper subject to Cox’s guarantee.

 

In addition, Cox and CEI provide unconditional cross-guarantees of the other’s obligations under each company’s respective outstanding notes (except for Cox's 6.53% debentures due 2028, of which no material amounts are outstanding). CEI and Cox may release their obligations under the cross-guarantee simultaneously with the other party’s release or in other customary circumstances. As of June 30, 2025 and December 31, 2024, CEI had $175 million of outstanding notes subject to Cox's guarantee.

 

Debt Repayments

 

In June and February 2025, Cox repaid $150 million of 7.625% notes and $700 million of 3.85% notes, respectively, upon their maturity dates.

 

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6.            COMMITMENTS AND CONTINGENCIES

 

At the time of divesting an ownership interest in an entity, Cox sometimes agrees to indemnify the buyer for certain liability risks. Cox believes that any liability to the Company that may arise as a result of such indemnification agreements will not have a material adverse effect on the company taken as a whole.

 

Legal Proceedings

 

Sony Music et al. — In July 2018, Sony Music Entertainment Inc., Warner Bros. Records Inc., Universal Music Corp. and several other music publishers and recording companies filed a copyright infringement lawsuit against Cox. The plaintiffs allege that Cox’s practices of handling Digital Millennium Copyright Act notices resulted in willful copyright infringement with respect to thousands of songs. Plaintiffs are seeking monetary damages.

 

In December 2019, a jury returned a verdict of $1.0 billion against Cox, and a finding of contributory infringement, vicarious infringement and willfulness. Following various post-trial motions, Cox appealed to the United States Court of Appeals for the Fourth Circuit. In addition to the merits appeal, Cox filed two Rule 60 motions in the trial court seeking relief from the verdict; those Rule 60 motions were heard and denied by the trial court in March 2022. Cox appealed the Rule 60 rulings to the Fourth Circuit, which held the Rule 60 appeal in abeyance until after the merits appeal. In February 2024, the Fourth Circuit affirmed the jury's finding of willful contributory infringement but reversed the jury's finding of vicarious liability and vacated the $1.0 billion judgment against Cox. Both parties' petitions for a rehearing en banc were denied by the Fourth Circuit. Cox also filed motions in the Fourth Circuit seeking partial appellate costs and an update regarding the Rule 60 appeal. Briefing concluded in the Rule 60 appeal in September 2024. Cox filed an unopposed motion to release the appeal bond, which was granted in May 2024. Cox’s motion for costs on the judgement bond was denied in August 2024. The trial proceeding has been stayed by the Fourth Circuit until the resolution of the Rule 60 appeal. The Fourth Circuit has not yet requested or scheduled oral argument on the Rule 60 appeal. In November 2024, in response to writs of certiorari filed by both parties, the United States Supreme Court called for the view of the United States Solicitor General. In May 2025, the United States Solicitor General submitted its brief amicus curiae recommending that Cox’s writ of certiorari be granted and Sony’s writ of certiorari be denied. In June 2025, the United States Supreme Court granted Cox’s writ of certiorari and denied Sony’s writ of certiorari. The outcome of this matter cannot be predicted at this time.

 

TQ Delta — In July 2015, TQ Delta filed an action against Cox alleging patent infringement of eight patents related to the Multimedia over Coax Alliance standard, parts of which are alleged to be implemented in Whole Home DVR. The plaintiff voluntarily dropped two patents in response to the court’s requirement that the number of claims be reduced. Inter Partes Reviews ("IPRs") were filed against the remaining six patents. The Patent Trial and Appeal Board invalidated four of the patents during the IPR proceeding, but two patents survived on appeal to the United States Court of Appeal for the Federal Circuit. The parties have engaged in expert discovery and are awaiting rulings on claim construction and summary judgment. The outcome of this matter cannot be predicted at this time.

 

Other Patent Matters — Cox is a defendant or co-defendant in several lawsuits involving alleged infringement of various patents relating to various aspects of its businesses. In the event that a court ultimately determines that Cox infringes on any intellectual property rights, Cox may be subject to substantial damages and/or an injunction that could require Cox or its vendors to modify certain products and services Cox offers to its subscribers, as well as negotiate royalty or license agreements with respect to the patents at issue. While Cox intends to vigorously defend the actions, no assurance can be given that any adverse outcome would not be material to Cox's Condensed Consolidated Financial Statements. Cox cannot predict the outcome of any of these matters nor can it reasonably estimate a range of possible loss at this time.

 

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Other Legal Proceedings — Cox and its subsidiaries are parties to various other legal proceedings that are ordinary and incidental to their businesses.

 

7.             FAIR VALUE MEASUREMENTS

 

Cox measures certain financial assets and liabilities at fair value on a recurring basis and also measures certain nonfinancial assets at fair value on a nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability as defined in the below fair value hierarchy:

 

Level 1 — Observable inputs such as quoted prices in active markets;

 

Level 2 — Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

 

Level 3 — Unobservable inputs in which there is little or no market data, which require an entity to develop its own assumptions.

 

Recurring Fair Value Measurements

 

Cash Equivalents — Cox's cash equivalents are measured at fair value on a recurring basis and generally consist of money market funds, time deposits and commercial paper. The fair values of Cox's cash equivalents fall within Level 1 of the fair value hierarchy and are based on a market approach using quoted prices and other relevant information generated by market transactions involving identical or comparable assets.

 

Debt — Cox's notes and debentures as of June 30, 2025 and December 31, 2024 are based on inputs other than quoted prices in active markets, that are observable either directly or indirectly and are classified within Level 2.

 

Other Financial Instruments — The carrying amounts of the Cox’s accounts receivable, accounts payable and other current assets and liabilities approximate fair value due to their short-term maturities and/or nature of these instruments.

 

Non-Recurring Fair Value Measurements

 

Cox's nonfinancial assets (such as property and equipment, goodwill and intangible assets), equity method investments and nonmarketable equity securities are not measured at fair value on a recurring basis; however, they are subject to fair value adjustments in certain circumstances, such as when there is evidence that an impairment may exist. Inputs used in these fair value measurements are often unobservable and may require judgment, which could affect the ascribed fair values.

 

During the six months ended June 30, 2025, Cox estimated the fair value of a debt security as a result of impairment indicators and recorded a $43 million impairment to investments (expense) income. The fair value of the debt security falls within Level 3 of the fair value hierarchy.

 

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8.            TRANSACTIONS WITH AFFILIATED COMPANIES

 

For all periods presented in the Condensed Consolidated Financial Statements, related party transactions and activities between Cox, CEI and other CEI subsidiaries may not have been consummated on terms equivalent to those that would prevail in an arm’s-length transaction where conditions of competitive, free-market dealing may exist.

 

Allocated Expenses from CEI

 

Allocated expenses as shown in the table below are directly calculated or based on CEI's estimate of services provided to Cox in relation to those provided to other CEI subsidiaries. Cox believes that these allocations were made on a reasonable basis. However, the allocations are not necessarily indicative of the level of expenses that might have been incurred had Cox contracted directly with third parties.

 

   Three Months Ended   Six Months Ended 
   June 30,   June 30, 
(in millions)  2025   2024   2025   2024 
Employee Benefit Plans                    
Healthcare and other employee benefits   $63   $63   $127   $130 
Qualified and nonqualified pension (a)    19    26    37    51 
401(k) Plan    20    20    39    45 
Postemployment and postretirement benefits (a)    6    5    11    11 
Long-term incentive compensation    32    38    66    77 
Other Allocated Expenses (b)                    
Management services    69    69    138    139 
Occupancy-related services    6    6    13    13 

 

(a)The service cost component related to Cox’s qualified and nonqualified pension plans and postretirement benefits is recorded to operating costs and expenses on the Condensed Consolidated Statements of Operations. The non-service cost component, which includes interest cost, expected return on plan assets, prior service cost amortization and actuarial loss amortization, is recorded to miscellaneous income — net on the Condensed Consolidated Statements of Operations.

(b)Cox receives certain management (e.g., legal, corporate secretarial, tax, cash management, treasury, internal audit, risk management, employee benefit administration and other support services) and occupancy-related (e.g., repairs and maintenance, utilities, insurance and property taxes) services from CEI.

 

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Amounts due from CEI

 

Cox receives day-to-day cash management services from CEI, with settlements of outstanding balances between Cox and CEI occurring periodically. The amounts due from CEI are due on demand and represent the net balance of the intercompany transactions. Amounts due from CEI totaled $3.9 billion and $4.3 billion as of June 30, 2025 and December 31, 2024, respectively. The interest rate is based on CEI's internal borrowing rate, generally determined from CEI's rates under the Credit Facility, which ranged from 4.42% to 4.43% during the six months ended June 30, 2025, and 5.42% to 5.45% during the six months ended June 30, 2024. The associated interest income was $45 million and $47 million for three months ended June 30, 2025 and 2024, respectively, and was $90 million and $87 million for the six months ended June 30, 2025 and 2024, respectively.

 

Other Related Party Transactions

 

There are various other related party activities between Cox and related parties that individually and in the aggregate, are not material to Cox's Condensed Consolidated Financial Statements.

 

In April 2025, CCI contributed $75 million to the James M. Cox Foundation for the benefit of biodiversity initiatives aimed at protecting critical species and their habitats.

 

******

 

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