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DOJ Approves Charter’s Takeover of Time Warner Cable With Conditions

Charter Communications Buys Time Warner Cable In $79 Billion DealCharter Communications Buys Time Warner Cable In $79 Billion Deal
Charter Communications's office in Newtown, Conn.Photograph by Yvonne Hemsey — Getty Images

The U.S. Justice Department on Monday gave antitrust approval to Charter Communications’s proposed purchase of Time Warner Cable and Bright House Networks, which would create the second-largest U.S. broadband provider and third-largest video provider.

The Justice Department’s approval carried conditions designed to protect competition, coming at a time when the pay television industry faces stagnation coupled with new competition from over-the-web rivals like Netflix and Hulu.

The Federal Communications Commission must also approve the deal, and the agency’s chairman on Monday said he, too, is looking to protect competition.

FCC Chairman Tom Wheeler said he circulated an order seeking approval of the merger with conditions that “will directly benefit consumers by bringing and protecting competition to the video marketplace and increasing broadband deployment.”

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It was not immediately clear when the FCC would decide.

The Justice Department said that as part of its approval, Charter agreed to refrain from telling its content providers that they cannot also sell shows online.

“Continued growth of OVDs (online video) promises to deliver more competitive choices and a greater ability for consumers to customize their consumption of video content to their individual viewing preferences and budgets,” the Justice Department said in a court filing. “The emergence of OVDs threatens to upend the competitive landscape.”

The agreement is good for seven years, the Justice Department said in the court filing. Charter had sought three.

Charter has valued the deal at $56.7 billion for Time Warner Cable, excluding debt, and $10.4 billion for Bright House Networks.

For more about the Charter-Time Warner deal, watch:

Charter said it was pleased with both the Justice Department and FCC’s actions. “We are confident New Charter will be a leading competitor in the broadband and video markets,” the company said in a statement.

Shareholders of both companies have approved the deal. The only other outstanding approval needed is from one last state, California. An administrative judge has recommended the state’s public utilities commission approve the deal, which could come as early as May 12.

Charter, backed by billionaire John Malone’s Liberty Media Corp, had pursued TWC as far back as 2013. The two companies had acrimonious exchanges in 2013 and early 2014 that ended with Time Warner Cable rejecting unsolicited approaches by Charter and instead finding a white knight in Comcast, the No. 1 U.S. cable services provider.

Comcast’s $45 billion bid, however, fell through a year ago, after U.S. regulators raised concerns.

Following that, Charter and TWC resumed deal talks. In May last year, Charter said it would buy TWC in a cash-and-stock deal in order to compete with Comcast.