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Sapiens Reports Third Quarter 2024 Financial Results

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ROCHELLE PARK, N.J., Nov. 11, 2024 /PRNewswire/ — Sapiens International Corporation, (NASDAQ: SPNS) (TASE: SPNS), a leading global provider of software solutions for the insurance industry, today announced its financial results for the third quarter ended September 30, 2024.

 

Summary Results for Third Quarter 2024 (USD in millions, except per share data)

GAAP

Non-GAAP

Q3 2024

Q3 2023

% Change

Q3 2024

Q3 2023

% Change

Revenue

$137.0

$130.7

4.8 %

$137.0

$130.8

4.8 %

Gross Profit

$60.3

$56.0

7.8 %

$62.8

$59.3

6.0 %

Gross Margin

44.0 %

42.8 %

 120 bps

45.8 %

45.3 %

50 bps

Operating Income

$21.7

$20.3

7.3 %

$25.1

$24.1

4.3 %

Operating Margin

15.9 %

15.5 %

 40 bps

18.3 %

18.4 %

-10 bps

Net Income (*)

$18.3

$15.9

15.5 %

$21.1

$19.1

10.5 %

Diluted EPS

$0.33

$0.28

17.9 %

$0.37

$0.34

8.8 %

(*) Attributable to Sapiens’ shareholders

 

Roni Al-Dor, President and CEO of Sapiens, stated, “This quarter showcased solid performance in our key regions. We are pleased to report that revenue reached $137 million this quarter, reflecting a 4.8% increase over the same period last year. Revenue growth was driven by 7.1% growth in our European region, 1.7% growth in North America and 6.6% growth in ROW regions. This quarter’s non-GAAP operating profit totaled $25 million, representing 18.3% of total revenue.” 

Mr. Al-Dor continued, “Revenue fell short of our targets in the third quarter, and the challenges we encountered are expected to impact revenue in the fourth quarter. Today, we are revising our 2024 non-GAAP revenue guidance to a range of $541 million to $546 million, down from the previous range of $550 million to $555 million – a 1.6% reduction at the midpoint. However, we expect our non-GAAP operating margin to be within our guidance range at 18.2%. Looking into 2025, we anticipate a low single-digit revenue growth.” 

Quarterly Results Conference Call

Management will host a conference call and webcast on November 11, 2024, at 9:30 a.m. Eastern Time (4:30 p.m. in Israel) to review and discuss Sapiens’ results. Please call the following numbers (at least 10 minutes before the scheduled time) to participate:

     North America (toll-free): 1-888-642-5032
     International: 972-3-9180644
     UK: 0-800-917-5108

The live webcast of the call can be viewed on Sapiens’ website at: https://veidan.activetrail.biz/sapiensq2-2024. A replay of the call will be available one business day following the completion of the event at the same link for 90 days.

Non-GAAP Financial Measures

This press release contains the following non-GAAP financial measures: non-GAAP revenue, ARR, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income attributed to Sapiens shareholders, non-GAAP basic and diluted earnings per share, Adjusted EBITDA and Adjusted Free Cash-Flow.

Sapiens believes that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Sapiens’ financial condition and results of operations. The Company’s management uses these non-GAAP measures to compare the Company’s performance to that of prior periods for trend analyses, for purposes of determining executive and senior management incentive compensation and for budgeting and planning purposes. These measures are used in financial reports prepared for management and in quarterly financial reports presented to the Company’s board of directors. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends, and in comparing the Company’s financial measures with other software companies, many of which present similar non-GAAP financial measures to investors.

Non-GAAP financial measures consist of GAAP financial measures adjusted to exclude: Valuation adjustment on acquired deferred revenue, amortization of capitalized software development and other intangible assets, capitalization of software development, stock-based compensation, compensation related to acquisition and acquisition-related costs, restructuring and cost reduction costs, and tax adjustments related to non-GAAP adjustments.

Management of the Company does not consider these non-GAAP measures in isolation, or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements. In addition, they are subject to inherent limitations, as they reflect the exercise of judgment by management about which expenses and income are excluded or included in determining these non-GAAP financial measures.

To compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. Sapiens urges investors to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures, which it includes in press releases announcing quarterly financial results, including this press release, and not to rely on any single financial measure to evaluate the Company’s business.

Reconciliation tables of the most comparable GAAP financial measures to the non-GAAP financial measures used in this press release are included with the financial tables of this release.

The Company defines Annual Recurring Revenue (“ARR”) as the annualized value of our revenue from customer subscriptions, term licenses, maintenance, application maintenance, and cloud solutions, which may not be the same as the timing and amount of revenue recognized. The ARR run rate is equal to the product of (i) the sum of these revenues in our most recently completed fiscal quarter, multiplied by (ii) four.

 The Company defines Adjusted EBITDA as net profit, adjusted to eliminate valuation adjustment on acquired deferred revenue, stock-based compensation expense, depreciation and amortization, capitalization of software development costs, compensation expenses related to acquisition and acquisition-related costs, restructuring and cost reduction costs, financial expense (income), provision for income taxes and other income (expenses). These amounts are often excluded by other companies as well, in order to help investors understand the operational performance of their business.

The Company uses Adjusted EBITDA as a measurement of its operating performance, because it assists in comparing the operating performance on a consistent basis by removing the impact of certain non-cash and non-operating items. Adjusted EBITDA reflects an additional way of viewing aspects of the operations that the Company believes, when viewed with the GAAP results and the accompanying reconciliations to corresponding GAAP financial measures, provide a more complete understanding of factors and trends affecting its business. The Company uses Adjusted Free Cash-Flow as a measurement of its operating performance, and reconciles cash-flow from operating activities to Adjusted Free Cash-Flow, while reducing the amounts for capitalization of software development costs and capital expenditures. The Company adds back cash payments made for former acquisitions in respect of future performance targets and retention criteria as determined upon acquisition date of the respective acquired company, which were included in the cash-flow from operating activities. We believe that Adjusted Free Cash-Flow is useful in evaluating our business, because Adjusted Free Cash-Flow reflects the cash surplus available to fund the expansion of our business.

About Sapiens

Sapiens International Corporation (NASDAQ and TASE: SPNS) is a global leader in intelligent insurance software solutions. With Sapiens’ robust platform, customer-driven partnerships, and rich ecosystem, insurers are empowered to future-proof their organizations with operational excellence in a rapidly changing marketplace. We help insurers harness the power of AI and advanced automation to support core solutions for property and casualty, workers’ compensation, and life insurance, including reinsurance, financial & compliance, data & analytics, digital, and decision management. Sapiens boasts a longtime global presence, serving over 600 customers in more than 30 countries with its innovative SaaS offerings. Recognized by industry experts and selected for the Microsoft Top 100 Partner program, Sapiens is committed to partnering with our customers for their entire transformation journey and is continuously innovating to ensure their success.

Investor and Media Contact

 

Yaffa Cohen-Ifrah

Chief Marketing Officer and Head of

Investor Relations, Sapiens

Yaffa.cohen-ifrah@sapiens.com

+1 917-533-4782

Investor Contacts

 

Brett Maas

Managing Partner, Hayden IR

+1 646-536-7331

Brett.Maas@HaydenIR.com

 

Kimberly Rogers

Managing Director, Hayden IR

+1 541-904-5075

kim@HaydenIR.com

 

Forward Looking Statements

Certain matters discussed in this press release that are incorporated herein and therein by reference are forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that are based on our beliefs, assumptions and expectations, as well as information currently available to us. Such forward-looking statements may be identified by the use of the words “anticipate,” “believe,” “estimate,” “expect,” “may,” “will,” “plan” and similar expressions. Such statements reflect our current views with respect to future events and are subject to certain risks and uncertainties. There are important factors that could cause our actual results, levels of activity, performance or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to:  the degree of our success in our plans to leverage our global footprint to grow our sales; the degree of our success in integrating the companies that we have acquired through the implementation of our M&A growth strategy; the lengthy development cycles for our solutions, which may frustrate our ability to realize revenues and/or profits from our potential new solutions; our lengthy and complex sales cycles, which do not always result in the realization of revenues; the degree of our success in retaining our existing customers or competing effectively for greater market share; the global macroeconomic environment, including headwinds caused by inflation, relatively high interest rates, potentially unfavorable currency exchange rate movements, and uncertain economic conditions, and their impact on our revenues, profitability and cash flows; difficulties in successfully planning and managing changes in the size of our operations; the frequency of the long-term, large, complex projects that we perform that involve complex estimates of project costs and profit margins, which sometimes change mid-stream; the challenges and potential liability that heightened privacy laws and regulations pose to our business; occasional disputes with clients, which may adversely impact our results of operations and our reputation; various intellectual property issues related to our business; potential unanticipated product vulnerabilities or cybersecurity breaches of our or our customers’ systems; risks related to the insurance industry in which our clients operate; risks associated with our global sales and operations, such as changes in regulatory requirements, wide-spread viruses and epidemics like the coronavirus epidemic,  and fluctuations in currency exchange rates; and risks related to our principal location in Israel and our status as a Cayman Islands company.

While we believe such forward-looking statements are based on reasonable assumptions, should one or more of the underlying assumptions prove incorrect, or these risks or uncertainties materialize, our actual results may differ materially from those expressed or implied by the forward-looking statements. Please read the risks discussed under the heading “Risk Factors” in our Annual Report on Form 20-F for the year ended December 31, 2023, to be filed in the near future, in order to review conditions that we believe could cause actual results to differ materially from those contemplated by the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason, to conform these statements to actual results or to changes in our expectations.

 

SAPIENS INTERNATIONAL CORPORATION N.V. AND ITS SUBSIDIARIES                   

CONDENSED CONSOLIDATED STATEMENT OF INCOME                   

U.S. dollars in thousands (except per share amounts)

  Three months ended

  Nine months ended

 September 30,

 September 30,

2024

2023

2024

2023

 (unaudited)

 (unaudited)

 (unaudited)

 (unaudited)

 Revenue

137,025

130,705

408,074

383,725

 Cost of revenue

76,729

74,753

230,114

220,080

 Gross profit

60,296

55,952

177,960

163,645

 Operating expenses:

 Research and development, net

16,449

16,028

49,779

47,391

 Selling, marketing, general and administrative

22,101

19,659

64,030

57,475

 Total operating expenses

38,550

35,687

113,809

104,866

 Operating income

21,746

20,265

64,151

58,779

 Financial and other (income) expenses, net

(913)

551

(3,114)

2,310

 Taxes on income

4,324

3,710

12,812

10,627

 Net income

18,335

16,004

54,453

45,842

 Attributable to non-controlling interest

132

141

371

 Net income attributable to Sapiens’ shareholders

18,335

15,872

54,312

45,471

 Basic earnings per share

0.33

0.29

0.97

0.82

 Diluted earnings per share

0.33

0.28

0.97

0.82

Weighted average number of shares outstanding used to
compute basic earnings per share (in thousands)

55,854

55,397

55,799

55,251

Weighted average number of shares outstanding used to
compute diluted earnings per share (in thousands)

56,308

55,813

56,151

55,657

 

 

SAPIENS INTERNATIONAL CORPORATION N.V. AND SUBSIDIARIES 

RECONCILIATION OF GAAP TO NON-GAAP RESULTS

U.S. dollars in thousands (except per share amounts)

Three months ended

Nine months ended

September 30,

September 30,

2024

2023

2024

2023

(unaudited)

(unaudited)

(unaudited)

(unaudited)

GAAP revenue

137,025

130,705

408,074

383,725

Valuation adjustment on acquired deferred
revenue

55

165

Non-GAAP revenue

137,025

130,760

408,074

383,890

GAAP gross profit

60,296

55,952

177,960

163,645

Revenue adjustment

55

165

Amortization of capitalized software

1,470

1,418

4,584

4,274

Amortization of other intangible assets

1,043

1,835

3,630

5,531

Non-GAAP gross profit

62,809

59,260

186,174

173,615

GAAP operating income

21,746

20,265

64,151

58,779

Gross profit adjustments

2,513

3,308

8,214

9,970

Capitalization of software development

(1,834)

(1,638)

(5,374)

(4,975)

Amortization of other intangible assets

1,276

1,074

3,732

3,234

Stock-based compensation

646

1,038

2,229

2,960

Acquisition-related costs *)

754

11

1,248

21

Non-GAAP operating income

25,101

24,058

74,200

69,989

  GAAP net income attributable to Sapiens’
shareholders

18,335

15,872

54,312

45,471

  Operating income adjustments

3,355

3,793

10,049

11,210

  Taxes on income

(599)

(585)

(1,808)

(1,738)

  Non-GAAP net income attributable to Sapiens’
shareholders

21,091

19,080

62,553

54,943

 (*) Acquisition-related costs pertain to charges on behalf of M&A agreements related to future performance targets and retention criteria, as well as completed or prospective third-party services, such as tax, accounting and legal rendered.

 

 

Adjusted EBITDA Calculation

U.S. dollars in thousands

Three months ended

Nine months ended

 September 30,

 September 30,

2024

2023

2024

2023

GAAP operating profit

21,746

20,265

64,151

58,779

Non-GAAP adjustments:

Valuation adjustment on acquired deferred revenue

55

165

Amortization of capitalized software

1,470

1,418

4,584

4,274

Amortization of other intangible assets

2,319

2,909

7,362

8,765

Capitalization of software development

(1,834)

(1,638)

(5,374)

(4,975)

Stock-based compensation

646

1,038

2,229

2,960

Compensation related to acquisition and acquisition-related costs

754

11

1,248

21

Non-GAAP operating profit

25,101

24,058

74,200

69,989

Depreciation

1,288

719

3,480

2,750

Adjusted EBITDA

26,389

24,777

77,680

72,739

 

 

Summary of NON-GAAP Financial Information 

U.S. dollars in thousands (except per share amounts)

Q3 2024

Q2 2024

Q1 2024

Q4 2023

Q3 2023

Revenues

137,025

136,800

134,249

130,914

130,760

Gross profit

62,809

62,481

60,884

59,370

59,260

Operating income

25,101

24,836

24,263

24,152

24,058

Adjusted EBITDA

26,389

25,931

25,360

25,267

24,777

Net income to Sapiens’ shareholders

21,091

21,041

20,421

20,081

19,080

Diluted earnings per share

0.37

0.37

0.36

0.36

0.34

 

 

Annual Recurring Revenue (“ARR”)

U.S. dollars in thousands 

Three months ended

September 30,

2024

2023

Annual Recurring Revenue

173,414

157,589

 

 

Non-GAAP Revenues by Geographic Breakdown

U.S. dollars in thousands

Q3 2024

Q2 2024

Q1 2024

Q4 2023

Q3 2023

North America

55,755

57,918

55,158

54,882

54,848

Europe

69,281

66,072

68,727

65,239

64,662

Rest of the World

11,989

12,810

10,364

10,793

11,250

Total

137,025

136,800

134,249

130,914

130,760

 

 

Non-GAAP Revenue breakdown

 U.S. dollars in thousands

 

Three months ended

Nine months ended

September 30,

September 30,

2024

2023

2024

2023

Software products and re-occurring post-production services (*)

100,707

87,356

292,992

251,757

Pre-production implementation services (**)

36,318

43,404

115,082

132,133

Total Revenues

137,025

130,760

408,074

383,890

Three months ended

Nine months ended

September 30,

September 30,

2024

2023

2024

2023

Software products and re-occurring post-production services (*)

53,809

46,053

156,386

133,339

Pre-production implementation services (**)

9,000

13,207

29,788

40,276

Total Gross profit

62,809

59,260

186,174

173,615

Three months ended

Nine months ended

September 30,

September 30,

2024

2023

2024

2023

Software products and re-occurring post-production services (*)

53.4 %

52.7 %

53.4 %

53.0 %

Pre-production implementation services (**)

24.8 %

30.4 %

25.9 %

30.5 %

Gross Margin

45.8 %

45.3 %

45.6 %

45.2 %

(*) Software products and re-occurring post-production services include mainly subscription, term license, maintenance, application maintenance, cloud solutions and post-production services. This revenue stream is a mix of recurring and re-occurring in nature. 
(**) Pre-production implementation services include mainly implementation services before go-live, which are one-time in nature.

 

 

Adjusted Free Cash-Flow

U.S. dollars in thousands

Q3 2024

Q2 2024

Q1 2024

Q4 2023

Q3 2023

Cash-flow from operating activities

13,083

8,545

18,488

38,646

3,988

Increase in capitalized software development costs

(1,834)

(1,823)

(1,717)

(1,543)

(1,638)

Capital expenditures

(1,125)

(666)

(466)

(421)

(696)

Free cash-flow

10,124

6,056

16,305

36,682

1,654

Cash payments attributed to acquisition-related costs(*) (**)

124

134

751

221

Adjusted free cash-flow

10,248

6,190

17,056

36,903

1,654

(*) Included in cash-flow from operating activities
(**) Acquisition-related payments pertain to charges on behalf of M&A agreements related to future performance targets and retention criteria, as well as completed or prospective third-party services, such as tax, accounting and legal rendered.

 

 

 

SAPIENS INTERNATIONAL CORPORATION N.V. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEET

U.S. dollars in thousands

September 30,

December 31,

2024

2023

 (unaudited)

 (unaudited)

 ASSETS

 CURRENT ASSETS

Cash and cash equivalents

146,152

126,716

Short-term bank deposit

39,800

75,400

Trade receivables, net and unbilled receivables

109,670

90,273

Other receivables and prepaid expenses

25,769

22,514

Total current assets

321,391

314,903

 LONG-TERM ASSETS

Property and equipment, net

11,431

12,661

Severance pay fund

3,446

3,605

Goodwill and intangible assets, net

310,533

317,352

Operating lease right-of-use assets

20,502

23,557

Other long-term assets

15,993

17,546

Total long-term assets

361,905

374,721

 TOTAL ASSETS

683,296

689,624

LIABILITIES AND EQUITY

 CURRENT LIABILITIES

Trade payables

8,224

6,291

Current maturities of Series B Debentures

19,796

19,796

Accrued expenses and other liabilities

80,610

77,873

Current maturities of operating lease liabilities

5,861

6,623

Deferred revenue

32,810

38,541

Total current liabilities

147,301

149,124

 LONG-TERM LIABILITIES

Series B Debentures, net of current maturities

19,778

39,543

Deferred tax liabilities

7,938

10,820

Other long-term liabilities

11,399

11,538

Long-term operating lease liabilities

17,532

21,084

Accrued severance pay

8,039

7,568

Total long-term liabilities

64,686

90,553

EQUITY

471,309

449,947

TOTAL LIABILITIES AND EQUITY

683,296

689,624

 

 

SAPIENS INTERNATIONAL CORPORATION N.V. AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOW

U.S. dollars in thousands

For the nine months ended
September 30,

2024

2023

(unaudited)

(unaudited)

Cash flows from operating activities:

Net income

54,453

45,842

Reconciliation of net income to net cash provided by operating activities:

Depreciation

3,480

2,750

Amortization of capitalized software and other intangible assets

11,946

13,039

Accretion of discount on Series B Debentures

32

47

Capital loss from sale of property and equipment

13

83

Stock-based compensation related to options issued to employees

2,229

2,960

Net changes in operating assets and liabilities, net of amount acquired:

Increase in trade receivables, net and unbilled receivables

(20,640)

(8,698)

Decrease in deferred tax liabilities, net

(2,280)

(1,410)

Increase in other operating assets

(908)

(4,107)

Increase (decrease) in trade payables

1,989

(616)

Decrease in other operating liabilities

(5,154)

(10,110)

Increase (decrease) in deferred revenues

(5,684)

363

Increase in accrued severance pay, net

640

636

Net cash provided by operating activities

40,116

40,779

Cash flows from investing activities:

Purchase of property and equipment

(2,306)

(2,145)

Proceeds from (investment in) deposits

36,360

(55,379)

Proceeds from sale of property and equipment

49

40

Payments for business acquisitions, net of cash acquired

(375)

Capitalized software development costs

(5,374)

(4,975)

Acquisition of intellectual property

(177)

Net cash provided by (used in) investing activities

28,354

(62,636)

Cash flows from financing activities:

Proceeds from employee stock options exercised

98

4,755

Distribution of dividend

(29,789)

(28,144)

Repayment of Series B Debenture

(19,796)

(19,796)

Acquisition of non-controlling interest

(4,131)

Dividend to non-controlling interest

(47)

Net cash used in financing activities

(53,618)

(43,232)

Effect of exchange rate changes on cash and cash equivalents

4,584

1,865

Increase (decrease) in cash and cash equivalents

19,436

(63,224)

Cash and cash equivalents at the beginning of period

126,716

160,285

Cash and cash equivalents at the end of period

146,152

97,061

 

Debentures Covenants

As of September 30, 2024, Sapiens was in compliance with all of its financial covenants under the indenture for the Series B Debentures, based on having achieved the following in its consolidated financial results:

Covenant 1 

Target shareholders’ equity (excluding non-controlling interest): above $120 million.Actual shareholders’ equity (excluding non-controlling interest) equal to $471.3 million.

Covenant 2

Target ratio of net financial indebtedness to net capitalization (in each case, as defined under the indenture for the Company’s Series B Debentures) below 65%.Actual ratio of net financial indebtedness to net capitalization equal to (44.90)%.

Covenant 3

Target ratio of net financial indebtedness to EBITDA (accumulated calculation for the four last quarters) is below 5.5.Actual ratio of net financial indebtedness to EBITDA (accumulated calculation for the four last quarters) is equal to (1.42).

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SOURCE Sapiens International Corporation

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Technology

Siris to Acquire Equiniti’s Retirement Solutions, Customer Resolutions and Lenvi Businesses

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Transaction to be Completed in Parallel with the Closing of Equiniti’s Previously Announced Sale to Bullish

WEST PALM BEACH, Fla., July 24, 2026 /PRNewswire/ — Siris (together with its affiliates, “Siris”), a leading private equity firm focused on control investments in mission-critical services businesses, today announced that it has elected to exercise its option to maintain ownership of EQ Retirement Solutions (“EQRS”), EQ Customer Resolutions (“EQCR”) and Lenvi from Equiniti (“EQ”). The three businesses provide essential services to UK pension schemes, financial institutions and corporate clients.

The transaction follows Siris’s previously announced agreement to sell EQ to Bullish (NYSE: BLSH), under which Siris retained the option to acquire these businesses. It is expected to be completed in parallel with the closing of EQ’s previously announced sale to Bullish in January 2027, subject to customary closing conditions and required regulatory approvals.

EQRS is a leading provider of outsourced pension administration services and proprietary administration software, including its Compendia platform, supporting more than 10 million members and £10 billion in annual payments for many of the UK’s largest public and private sector pension schemes. EQCR helps financial institutions and other regulated businesses manage customer and complaints resolution, combining specialist staffing and technical expertise with proprietary case management software. Lenvi provides loan servicing software, standby servicing and fraud detection software for banks and non-bank lenders, with more than £100 billion of credit assets managed on behalf of over 150 lenders through its FCA-regulated platform.

Siris has owned EQ since 2021 and has invested significantly in the three businesses during that period. Under renewed and dedicated Siris ownership, the businesses will further accelerate investment in technology, including AI-enabled administration capabilities, onboarding capacity and enhanced member experience, while maintaining continuity of service for clients.

“Maintaining ownership of EQRS, EQCR and Lenvi will establish these businesses as a dedicated platform within our portfolio, with a clear mandate to invest in their growth,” said Frank Baker, Co-Founder and Managing Partner, and Grant Weisberg, Principal, at Siris. “We have seen firsthand the strength of these assets, the quality of their teams and the opportunities ahead for them. As a standalone platform with dedicated focus and resources behind them, these businesses will be well positioned to accelerate their momentum and create long-term value for all stakeholders in this next chapter.”

About Siris

Siris is a leading private equity firm focused on control investments in mission-critical services businesses. Based in West Palm Beach, Florida, Siris has deployed more than $9 billion of equity capital since inception. www.siris.com.

Media Contact

Madeline Jones / Kate Kelley
Joele Frank, Wilkinson Brimmer Katcher
Siris-JF@JoeleFrank.com
(212) 355-4449

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SOURCE Siris Capital Group, LLC

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The PMA Rallies the International Community to Act Before the Breaking Point: The Severance of Correspondent Banking Relationships Threatens the Economy and Life

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RAMALLAH, Palestine, July 24, 2026 /PRNewswire/ — The PMA Governor, Mr. Yahya Shunnar, warned during a high-level meeting convened by the Palestinian Monetary Authority, with the participation of several ambassadors and representatives of international financial institutions, of the grave consequences of the severance of correspondent banking relationships (CBR). He stressed that the continuation of the Israeli measures is driving the Palestinian economy toward collapse, threatening food security and the provision of essential services.

The PMA convened the session under the title “The Breaking Point: Sounding the Alarm Before the Collapse.” Featuring remarks by the Governor of the Central Bank of Jordan, Dr. Adel Al Sharkas; the Director General and Chairman of the Arab Monetary Fund, Dr. Fahad Al Turki, via videoconference; the IMF’s Resident Representative, Mr. Tobias Roy; the Senior Adviser UNSCO, Mr. Hansjoerg Strohmeyer; and the Chairman of the Association of Banks in Palestine, H.E. Mr. Maher Al-Masri.

Governor Shunnar urged the international community to act immediately to preserve CBRs — Palestine’s only gateway to goods and services worldwide under the Paris Economic Protocol — and to secure reliable, sustainable arrangements ensuring the uninterrupted flow of trade with Israel and the wider world.

Any disruption or termination of these relationships, he warned, would reach far beyond the financial sector and could rapidly escalate into an economic and humanitarian crisis. Broken supply chains could trigger shortages of fuel, energy, and essential food commodities, alongside rising prices, unemployment, and poverty — all amid a worsening fiscal crisis driven by Israel’s continued withholding of clearance revenues, which further limits the Palestinian government’s ability to meet its obligations and deliver essential services.

Shunnar noted that 90% of Palestinian exports go to Israel, while 100% of imports originate from or pass through it, some 60% directly. Israeli correspondent banks processed roughly NIS 51 billion in transactions during 2025, underscoring how critical these channels are to sustaining economic activity.

He added that nearly NIS 18 billion (about USD 6 billion) sits idle in bank vaults, sharply constraining the banking sector.

Participants acknowledged that the window for effective action is narrowing rapidly, and that averting this scenario requires urgent, coordinated intervention to secure stable, sustainable arrangements that keep the Palestinian banking sector connected to the global financial system.

Contact:
hshehadeh@pma.ps 
+972594202078

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Charter Announces Second Quarter 2026 Results

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STAMFORD, Conn., July 24, 2026 /PRNewswire/ — Charter Communications, Inc. (along with its subsidiaries, the “Company” or “Charter”), which operates the Spectrum brand, today reported financial and operating results for the three and six months ended June 30, 2026.

Second quarter Spectrum MobileTM lines increased by 406,000 and by 1.7 million over the last twelve months. As of June 30, 2026, Charter served 12.5 million mobile lines.During the second quarter, Spectrum Internet® customers declined by 172,000. As of June 30, 2026, Charter served 29.4 million Internet customers.Video customers decreased by 21,000 in the second quarter and declined by 107,000, or 0.8%, over the last twelve months. As of June 30, 2026, Charter served 12.5 million video customers.As of June 30, 2026, customer relationships totaled 31.5 million and connectivity customers totaled 30.4 million.Second quarter revenue of $13.5 billion declined 1.7% year-over-year, primarily driven by lower residential video revenue.Net income attributable to Charter shareholders totaled $1.3 billion in the second quarter.Second quarter Adjusted EBITDA1 of $5.4 billion declined 4.3% year-over-year and by 3.2% excluding transition expenses.Second quarter capital expenditures totaled $2.9 billion.Second quarter net cash flows from operating activities of $3.9 billion vs. $3.6 billion in the prior year.Second quarter free cash flow1 of $969 million declined $77 million versus the prior year, primarily due to an unfavorable change in accrued expenses related to capital expenditures, partly offset by higher operating cash flow.During the second quarter, Charter purchased 4.0 million shares of Charter Class A common stock for $838 million and $1.2 billion in aggregate principal amount of Charter Communications Operating, LLC and CCO Holdings, LLC notes under an open market repurchase program for $1.0 billion in cash.

“We operate in a competitive environment across all of our products, and our strategy for growing connectivity services is simple — deliver the best products, at the best overall value, with the best service,” said Chris Winfrey, President and CEO of Charter. “We look forward to delivering the benefits of that strategy to Cox’s customers and communities after the transaction closes. As the nation’s leading provider of converged connectivity services, Spectrum will have additional scale to develop new products with industry and technology partners. And by saving customers money with Spectrum products, serviced by 100% US-based employees — we will drive customer and shareholder value for years to come.”

1.

Adjusted EBITDA and free cash flow are non-GAAP measures defined in the “Use of Adjusted EBITDA and Free Cash Flow Information” section and are reconciled to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, in the addendum of this news release.

Key Operating Results

Approximate as of

June 30, 2026 (d)

June 30, 2025 (d)

Y/Y Change

Footprint

Estimated Passings (e)

58,981

57,540

2.5 %

Customer Relationships (f)

Residential

29,276

29,819

(1.8) %

Small Business

2,223

2,241

(0.8) %

Total Customer Relationships

31,499

32,060

(1.7) %

Residential

(176)

(95)

(81)

Small Business

(8)

(5)

(3)

Total Customer Relationships Quarterly Net Additions

(184)

(100)

(84)

Total Customer Relationship Penetration of Estimated Passings (g)

53.4 %

55.7 %

(2.3) ppts

Monthly Residential Revenue per Residential Customer (h)

$               117.52

$               119.70

(1.8) %

Monthly Small Business Revenue per Small Business Customer (i)

$               165.27

$               162.91

1.4 %

Residential Customer Relationships Penetration (j)

One Product Penetration

47.4 %

48.7 %

(1.3) ppts

Two Product Penetration

35.1 %

33.8 %

1.3 ppts

Three or More Product Penetration

17.6 %

17.5 %

0.1 ppts

Connectivity (k)

Residential

28,306

28,705

(1.4) %

Small Business

2,069

2,076

(0.4) %

Total Connectivity Customers

30,375

30,781

(1.3) %

Residential

(140)

(53)

(87)

Small Business

(5)

(4)

(1)

Total Connectivity Quarterly Net Additions

(145)

(57)

(88)

Internet

Residential

27,358

27,868

(1.8) %

Small Business

2,030

2,040

(0.5) %

Total Internet Customers

29,388

29,908

(1.7) %

Residential

(166)

(111)

(55)

Small Business

(6)

(5)

(1)

Total Internet Quarterly Net Additions

(172)

(116)

(56)

Mobile Lines (l)

Residential

12,099

10,502

15.2 %

Small Business

441

354

24.4 %

Total Mobile Lines

12,540

10,856

15.5 %

Residential

385

471

(86)

Small Business

21

20

1

Total Mobile Lines Quarterly Net Additions

406

491

(85)

Video (m)

Residential

12,010

12,087

(0.6) %

Small Business

514

544

(5.4) %

Total Video Customers

12,524

12,631

(0.8) %

Residential

(11)

(73)

62

Small Business

(10)

(7)

(3)

Total Video Quarterly Net Additions

(21)

(80)

59

Voice

Residential

4,494

5,161

(12.9) %

Small Business

1,200

1,225

(2.1) %

Total Voice Customers

5,694

6,386

(10.8) %

Mid-Market & Large Business (n)

Mid-Market & Large Business Primary Service Units (“PSUs”)

364

350

3.9 %

Mid-Market & Large Business Quarterly Net Additions

4

6

(2)

In thousands, except per customer and penetration data. See footnotes to unaudited summary of operating statistics on page 7 of the addendum of this news release. The footnotes contain important disclosures regarding the definitions used for these operating statistics.  All percentages are calculated using whole numbers. Minor differences may exist due to rounding. 

Second quarter total Internet customers decreased by 172,000, compared to a decline of 116,000 during the second quarter of 2025. Spectrum Internet delivers the most reliable Internet1, and the Company is evolving its connectivity network to offer symmetrical and multi-gigabit Internet speeds across its entire footprint and has launched symmetrical Internet service in several markets. Spectrum expects to complete its network evolution initiative in 2027. In February 2026, Spectrum launched its Invincible WiFiTM product, a tri-band advanced WiFi 7 router that integrates 5G cellular and battery backup to keep customers seamlessly and fully connected during a power outage or network disruption. In the first quarter, Spectrum launched its $1,000 savings guarantee; new or existing Spectrum Internet customers switching two or more mobile lines from Verizon, AT&T or T-Mobile are now guaranteed $1,000 of savings in their first year, or Spectrum will cover the difference.

During the second quarter of 2026, Charter added 406,000 total mobile lines, compared to growth of 491,000 during the second quarter of 2025. Spectrum Mobile has faster wireless speeds than the competition (AT&T, T-Mobile, Verizon).2 Spectrum Mobile is central to Charter’s converged network strategy to provide customers a differentiated connectivity experience with highly competitive, simple data plans and pricing.

Total video customers decreased by 21,000 in the second quarter of 2026, compared to a decline of 80,000 in the second quarter of 2025, with the improvement driven by simplified pricing and packaging and benefits from the inclusion of programmers’ streaming applications in Spectrum’s expanded basic video packages. As of June 30, 2026, Charter had 12.5 million total video customers.

Spectrum TV Select video customers now receive up to approximately $127 per month of programmers’ streaming application retail value at no extra cost, including the ad-supported versions of Disney+, Hulu, ESPN Unlimited, HBO Max, Paramount+, Peacock, AMC+, ViX, Tennis Channel, Fox One and Discovery+. Beginning in June 2026, Spectrum customers can purchase ad-supported and ad-free versions of Netflix through the Spectrum App Store. The Spectrum App Store is an innovative digital marketplace where Spectrum TV customers can activate, manage and upgrade the streaming apps included with their video plans. The Spectrum App Store also allows Spectrum customers without a traditional TV package to purchase and manage streaming apps à la carte.

During the second quarter of 2026, total wireline voice customers declined by 178,000, compared to a decline of 220,000 in the second quarter of 2025. As of June 30, 2026, Charter had 5.7 million total wireline voice customers.

Charter continues to work with federal, state and local governments to bring Spectrum Internet to unserved and underserved communities. During the second quarter of 2026, Charter activated 127,000 subsidized rural passings. Within Charter’s subsidized rural footprint, total customer relationships increased by 47,000 in the second quarter of 2026.

1.

Most reliable Internet claim based on Broadband Reliability Experience among top 5 national providers in Opensignal USA: Fixed Broadband Experience Report – May 2026. Based on Opensignal independent analysis of Internet connectivity, completion, and sufficiency.

2.

Based on Download Speeds among top 5 national providers in Opensignal USA, Converged Experience, April 2026.

Second Quarter Financial Results
(in millions)

Three Months Ended June 30,

2026

2025

% Change

Revenues:

Internet

$    5,776

$    5,969

(3.2) %

Mobile service

1,095

921

18.9 %

Connectivity

6,871

6,890

(0.3) %

Video

3,149

3,488

(9.7) %

Voice

331

346

(4.5) %

Residential revenue

10,351

10,724

(3.5) %

Small business

1,104

1,096

0.7 %

Mid-market & large business

761

740

2.8 %

Commercial revenue

1,865

1,836

1.5 %

Advertising sales

416

371

12.3 %

Other

894

835

7.1 %

Total Revenues

$  13,526

$  13,766

(1.7) %

Net income attributable to Charter shareholders

$    1,292

$    1,301

(0.7) %

Net income attributable to Charter shareholders margin

9.6 %

9.4 %

Adjusted EBITDA1

$    5,449

$    5,693

(4.3) %

Adjusted EBITDA margin

40.3 %

41.4 %

Capital expenditures

$    2,871

$    2,874

(0.1) %

Net cash flows from operating activities

$    3,925

$    3,600

9.0 %

Free cash flow1

$       969

$    1,046

(7.4) %

All percentages are calculated using whole numbers. Minor differences may exist due to rounding.

1.

Adjusted EBITDA and free cash flow are non-GAAP measures defined in the “Use of Adjusted EBITDA and Free Cash Flow Information” section and are reconciled to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, in the addendum of this news release. 

Revenues

Second quarter revenue decreased by 1.7% year-over-year to $13.5 billion, driven by lower residential video revenue mostly due to higher costs allocated to programmer streaming applications and netted within video revenue and lower residential Internet revenue, partly offset by an increase in residential mobile service revenue, higher mobile device revenue and higher advertising sales revenue. Excluding advertising sales revenue and costs allocated to programmer streaming applications and netted within video revenue, second quarter total revenue declined by 0.8% year-over-year.

Residential revenue totaled $10.4 billion in the second quarter, a decrease of 3.5% year-over-year, driven by a year-over-year decline in residential customers of 1.8% and a decrease in monthly residential revenue per residential customer of 1.8%. Excluding costs allocated to programmer streaming applications and netted within video revenue, residential revenue declined by 1.8%.

Second quarter 2026 monthly residential revenue per residential customer totaled $117.52, a decrease of 1.8% compared to the prior year period. The decline was driven by $251 million of costs allocated to programmer streaming applications and netted within video revenue versus $67 million in the prior year period, pricing and packaging mix within Charter’s customer base and a decline in video customers during the last year, partly offset by the growth of Spectrum Mobile. Excluding costs allocated to programmer streaming applications and netted within video revenue, monthly residential revenue per residential customer decreased 0.1% compared to the prior year period.

Internet revenue declined 3.2% year-over-year to $5.8 billion, driven by a decline in Internet customers year-over year and pricing and packaging mix within Charter’s customer base, partly offset by more favorable bundled revenue allocation year-over-year.

Second quarter mobile service revenue totaled $1.1 billion, an increase of 18.9% year-over-year, driven by mobile line growth and rate adjustments.

Video revenue totaled $3.1 billion in the second quarter, a decrease of 9.7% compared to the prior year period, driven by a higher mix of lower priced video packages within Charter’s video customer base, $251 million of costs allocated to programmer streaming applications and netted within video revenue versus $67 million in the prior year period, more unfavorable bundled revenue allocation year-over-year and a decline in video customers during the last year, partly offset by promotional rate step-ups and video rate adjustments that pass through programmer rate increases.

Voice revenue decreased by 4.5% year-over-year to $331 million, driven by a decline in wireline voice customers, partly offset by voice rate adjustments.

Commercial revenue increased by 1.5% year-over-year to $1.9 billion, driven by mid-market and large business revenue growth of 2.8% year-over-year and an increase in small business revenue of 0.7%. Mid-market and large business revenue excluding wholesale increased by 3.5% year-over-year, mostly reflecting PSU growth. The year-over-year increase in second quarter 2026 small business revenue was driven by a 1.4% increase year-over-year in monthly small business revenue per small business customer, partly offset by a decline of 0.8% in small business customer relationships year-over-year.

Second quarter advertising sales revenue of $416 million increased by 12.3% compared to the year-ago quarter, primarily driven by higher political revenue. Excluding political revenue in both periods, advertising sales revenue decreased by 4.6% year-over-year driven by lower linear advertising revenue, partly offset by higher streaming advertising revenue.

Other revenue totaled $894 million in the second quarter, an increase of 7.1% compared to the second quarter of 2025, primarily driven by higher mobile device sales, partly offset by a $45 million one-time benefit in the prior year period.

Operating Costs and Expenses

Second quarter total operating costs and expenses were flat year-over-year at $8.1 billion, primarily driven by lower programming costs, offset by higher other costs of revenue and higher transition expenses.

Second quarter programming costs decreased by $218 million, or 9.7% as compared to the second quarter of 2025, reflecting $251 million of costs allocated to programmer streaming applications and netted within video revenue versus $67 million in the prior year period, a higher mix of lower cost packages within Charter’s video customer base and fewer video customers, partly offset by contractual programming rate increases and renewals.

Other costs of revenue increased by $186 million, or 11.3% year-over-year, primarily driven by higher mobile device sales, higher mobile service direct costs and higher advertising sales costs given higher political revenue.

Field and technology operations expenses increased by $21 million, or 1.6% year-over-year, primarily driven by higher vehicle fuel costs and medical expenses.

Customer operations expenses increased by $8 million, or 1.1% year-over-year, driven by medical expenses.

Marketing and residential sales expenses decreased by $31 million or 3.1% year-over-year, due to lower marketing expenses from cost savings, despite higher marketing activity.

Transition expenses represent incremental costs incurred to prepare for the integration of the previously announced Cox transaction.

Other expenses decreased by $27 million, or 2.5% as compared to the second quarter of 2025, primarily driven by lower professional services expense.

Net Income Attributable to Charter Shareholders

Net income attributable to Charter shareholders totaled $1.3 billion in the second quarter of 2026 and 2025, with lower Adjusted EBITDA offset by a gain on extinguishment of debt related to open market debt repurchases in the second quarter of 2026.

Net income per basic common share attributable to Charter shareholders totaled $10.76 in the second quarter of 2026 compared to $9.41 during the same period last year. The increase was primarily the result of a 13.1% decrease in basic weighted average common shares outstanding versus the prior year period.

Adjusted EBITDA

Second quarter Adjusted EBITDA of $5.4 billion declined by 4.3% year-over-year, reflecting a decline in revenue of 1.7%, while operating costs and expenses remained flat. Excluding transition expenses, Adjusted EBITDA declined 3.2% year-over-year.

Capital Expenditures

Capital expenditures totaled $2.9 billion in the second quarter of 2026, in-line with the prior year period, with lower line extension spend offset by higher upgrade/rebuild (primarily network evolution).

Charter continues to expect full year 2026 capital expenditures, excluding impacts from the previously announced Cox transaction, to total approximately $11.4 billion. The actual amount of capital expenditures in 2026 will depend on a number of factors including, but not limited to, the pace of Charter’s network evolution and expansion initiatives, supply chain timing and growth rates in Charter’s residential and commercial businesses.

Cash Flow and Free Cash Flow

During the second quarter of 2026, net cash flows from operating activities totaled $3.9 billion, an increase from $3.6 billion in the prior year. The year-over-year increase was primarily due to lower cash taxes, partly offset by lower Adjusted EBITDA.

Free cash flow in the second quarter of 2026 totaled $969 million, a decrease of $77 million compared to the second quarter of 2025. The year-over-year decrease in free cash flow was driven by an unfavorable change in accrued expenses related to capital expenditures, partly offset by higher net cash flows from operating activities.

Liquidity & Financing

As of June 30, 2026, total principal amount of debt was $93.8 billion and Charter’s credit facilities provided approximately $3.7 billion of additional liquidity in excess of Charter’s $509 million cash position.

During the three months ended June 30, 2026, Charter purchased $1.2 billion in aggregate principal amount of various Charter Communications Operating, LLC and CCO Holdings, LLC notes under an open market repurchase program for $1.0 billion in cash.

Share Repurchases

During the three months ended June 30, 2026, Charter purchased 4.0 million shares of Charter Class A common stock for $838 million.

Webcast

Charter will host a webcast on Friday, July 24, 2026 at 8:00 a.m. Eastern Time (ET) related to the contents of this release.

The webcast can be accessed live via the Company’s investor relations website at ir.charter.com. Participants should go to the webcast link no later than 10 minutes prior to the start time to register. The webcast will be archived at ir.charter.com two hours after completion of the webcast.

Additional Information Available on Website

The information in this press release should be read in conjunction with the financial statements and footnotes contained in the Company’s Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026, which will be posted on the “Results & SEC Filings” section of the Company’s investor relations website at ir.charter.com, when it is filed with the Securities and Exchange Commission (the “SEC”). A slide presentation to accompany the conference call and a trending schedule containing historical customer and financial data will also be available in the “Results & SEC Filings” section.

Use of Adjusted EBITDA and Free Cash Flow Information

The Company uses certain measures that are not defined by U.S. generally accepted accounting principles (“GAAP”) to evaluate various aspects of its business. Adjusted EBITDA and free cash flow are non-GAAP financial measures and should be considered in addition to, not as a substitute for, net income attributable to Charter shareholders and net cash flows from operating activities reported in accordance with GAAP. These terms, as defined by Charter, may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA and free cash flow are reconciled to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, in the Addendum to this release.

Adjusted EBITDA is defined as net income attributable to Charter shareholders plus net income attributable to noncontrolling interest, net interest expense, income taxes, depreciation and amortization, stock compensation expense, other income (expenses), net and other operating (income) expenses, net, such as special charges, merger and acquisition costs and (gain) loss on sale or retirement of assets. As such, it eliminates the significant non-cash depreciation and amortization expense that results from the capital-intensive nature of the Company’s businesses as well as other non-cash or special items, and is unaffected by the Company’s capital structure or investment activities. However, this measure is limited in that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues and the cash cost of financing. These costs are evaluated through other financial measures.

Free cash flow is defined as net cash flows from operating activities, less capital expenditures and changes in accrued expenses related to capital expenditures.

Management and Charter’s board of directors use Adjusted EBITDA and free cash flow to assess Charter’s performance and its ability to service its debt, fund operations and make additional investments with internally generated funds. In addition, Adjusted EBITDA generally correlates to the leverage ratio calculation under the Company’s credit facilities or outstanding notes to determine compliance with the covenants contained in the facilities and notes (all such documents have been previously filed with the SEC). For the purpose of calculating compliance with leverage covenants, the Company uses Adjusted EBITDA, as presented, excluding certain expenses paid by its operating subsidiaries to other Charter entities. The Company’s debt covenants refer to these expenses as management fees, which were $336 million and $702 million for the three and six months ended June 30, 2026, respectively, and $366 million and $732 million for the three and six months ended June 30, 2025, respectively.

About Charter

Charter Communications, Inc. (NASDAQ:CHTR) is a leading broadband connectivity company with services available to nearly 59 million homes and small to large businesses across 41 states through its Spectrum brand. Founded in 1993, Charter has evolved from providing cable TV to streaming, and from high-speed Internet to a converged broadband, WiFi and mobile experience. Over the Spectrum Fiber Broadband Network and supported by our 100% U.S.-based employees, the Company offers Seamless Connectivity and Entertainment with Spectrum Internet®, Mobile, TV and Voice products.

More information about Charter can be found at corporate.charter.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies and prospects, both business and financial.  Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations.  Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under “Risk Factors” from time to time in our filings with the SEC.  Many of the forward-looking statements contained in this communication may be identified by the use of forward-looking words such as “believe,” “future,” “expect,” “anticipate,” “should,” “planned,” “will,” “may,” “intend,” “estimated,” “aim,” “on track,” “target,” “opportunity,” “tentative,” “positioning,” “designed,” “create,” “predict,” “project,” “initiatives,” “seek,” “would,” “could,” “continue,” “ongoing,” “upside,” “increases,” “grow,” “focused on” and “potential,” among others.  Important factors that could cause actual results to differ materially from the forward-looking statements we make in this communication are set forth in our annual report on Form 10-K, and in other reports or documents that we file from time to time with the SEC, and include, but are not limited to:

our ability to sustain and grow revenues and cash flow from operations by offering Internet, mobile, video, voice, advertising and other services to residential and commercial customers, to adequately meet the customer experience demands in our service areas and to maintain and grow our customer base, particularly in the face of increasingly aggressive competition, the need for innovation and the related capital expenditures;the impact of competition from other market participants, including but not limited to incumbent telephone companies, direct broadcast satellite (“DBS”) operators, wireless and satellite broadband and telephone providers, digital subscriber line (“DSL”) providers, fiber to the home providers and providers of video content over broadband Internet connections;general business conditions, unemployment levels and the level of activity in the housing sector and economic uncertainty or downturn;our ability to develop and deploy new products and technologies including consumer services and service platforms;any events that disrupt our networks, information systems or properties and impair our operating activities or our reputation;the effects of governmental regulation on our business including subsidies to consumers, subsidies and incentives for competitors, costs, disruptions and possible limitations on operating flexibility related to, and our ability to comply with, regulatory conditions applicable to us;our ability to procure necessary services and equipment from our vendors in a timely manner and at reasonable costs including in connection with our network evolution and rural construction initiatives;our ability to obtain programming at reasonable prices or to raise prices to offset, in whole or in part, the effects of higher programming costs (including retransmission consents and distribution requirements);the ability to hire and retain key personnel;the availability and access, in general, of funds to meet our debt obligations prior to or when they become due and to fund our operations and necessary capital expenditures, either through (i) cash on hand, (ii) free cash flow, or (iii) access to the capital or credit markets;our ability to comply with all covenants in our indentures and credit facilities, any violation of which, if not cured in a timely manner, could trigger a default of our other obligations under cross-default provisions;our ability to satisfy the conditions to consummate the Liberty Broadband Combination and/or the Cox Transactions and/or to consummate the Liberty Broadband Combination and/or the Cox Transactions in a timely manner or at all;the risks related to us being restricted in the operation of our business while the Liberty Broadband Merger Agreement and the Cox Communications Transaction Agreement are in effect;other risks related to the Liberty Broadband Combination as described in the definitive joint proxy statement/prospectus with respect to the Liberty Broadband Combination, filed by Charter on January 22, 2025, including the sections entitled “Risk Factors” and “Where You Can Find More Information” included therein; andother risks related to the Cox Transactions as described in the definitive proxy statement with respect to the Cox Transactions, filed by Charter on July 2, 2025, including the sections entitled “Risk Factors” and “Where You Can Find More Information” included therein.

All forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement.  We are under no duty or obligation to update any of the forward-looking statements after the date of this communication.

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES

UNAUDITED RECONCILIATION OF NON-GAAP MEASURES TO GAAP MEASURES

(dollars in millions) 

 

Three Months Ended
June 30,

Six Months Ended
June 30,

Last Twelve Months
Ended June 30,

2026

2025

2026

2025

2026

2025

Net income attributable to Charter shareholders

$    1,292

$    1,301

$    2,455

$    2,518

$    4,924

$    5,264

Plus:  Net income attributable to noncontrolling interest

232

194

432

386

825

790

Interest expense, net

1,276

1,263

2,532

2,504

5,070

5,089

Income tax expense

475

414

940

859

1,773

1,635

Depreciation and amortization

2,197

2,176

4,408

4,357

8,762

8,670

Stock compensation expense

138

157

341

379

635

663

Other, net

(161)

188

(22)

453

349

752

Adjusted EBITDA (a)

$    5,449

$    5,693

$   11,086

$   11,456

$   22,338

$   22,863

Net cash flows from operating activities

$    3,925

$    3,600

$    8,229

$    7,836

$   16,470

$   15,201

Less:  Purchases of property, plant and equipment

(2,871)

(2,874)

(5,726)

(5,273)

(12,112)

(10,898)

Change in accrued expenses related to capital expenditures

(85)

320

(162)

47

377

910

Free cash flow (a)

$       969

$    1,046

$    2,341

$    2,610

$    4,735

$    5,213

The above schedule is presented in order to reconcile Adjusted EBITDA and free cash flow, non-GAAP measures, to the most directly comparable GAAP measures in accordance with Section 401(b) of the Sarbanes-Oxley Act.

 

UNAUDITED ALTERNATIVE PRESENTATION OF ADJUSTED EBITDA

(dollars in millions) 

 

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

% Change

2026

2025

% Change

REVENUES:

Internet

$        5,776

$        5,969

(3.2) %

$       11,628

$       11,899

(2.3) %

Mobile service

1,095

921

18.9 %

2,147

1,835

17.0 %

Connectivity

6,871

6,890

(0.3) %

13,775

13,734

0.3 %

Video

3,149

3,488

(9.7) %

6,401

7,068

(9.4) %

Voice

331

346

(4.5) %

669

702

(4.7) %

Residential revenue

10,351

10,724

(3.5) %

20,845

21,504

(3.1) %

Small business

1,104

1,096

0.7 %

2,194

2,184

0.4 %

Mid-market & large business

761

740

2.8 %

1,510

1,474

2.4 %

Commercial revenue

1,865

1,836

1.5 %

3,704

3,658

1.2 %

Advertising sales

416

371

12.3 %

774

711

9.0 %

Other

894

835

7.1 %

1,800

1,628

10.6 %

Total Revenues

13,526

13,766

(1.7) %

27,123

27,501

(1.4) %

COSTS AND EXPENSES:

Programming

2,035

2,253

(9.7) %

4,123

4,555

(9.5) %

Other costs of revenue

1,837

1,651

11.3 %

3,602

3,235

11.3 %

Field and technology operations

1,313

1,292

1.6 %

2,571

2,574

(0.1) %

Customer operations

785

777

1.1 %

1,551

1,549

0.2 %

Marketing and residential sales

927

958

(3.1) %

1,846

1,907

(3.2) %

Transition expenses (b)

65

n/a

89

n/a

Other expense (c)

1,115

1,142

(2.5) %

2,255

2,225

1.3 %

Total operating costs and expenses (c)

8,077

8,073

— %

16,037

16,045

(0.1) %

Adjusted EBITDA (a)

$        5,449

$        5,693

(4.3) %

$       11,086

$       11,456

(3.2) %

All percentages are calculated using whole numbers. Minor differences may exist due to rounding.  See footnotes on page 7.

 

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES 

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(dollars in millions, except per share data)

 

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

REVENUES

$      13,526

$      13,766

$       27,123

$       27,501

COSTS AND EXPENSES:

Operating costs and expenses (exclusive of items shown separately below)

8,215

8,230

16,378

16,424

Depreciation and amortization

2,197

2,176

4,408

4,357

Other operating expenses, net

51

81

66

204

10,463

10,487

20,852

20,985

Income from operations

3,063

3,279

6,271

6,516

OTHER INCOME (EXPENSES):

Interest expense, net

(1,276)

(1,263)

(2,532)

(2,504)

Other income (expenses), net

212

(107)

88

(249)

(1,064)

(1,370)

(2,444)

(2,753)

Income before income taxes

1,999

1,909

3,827

3,763

Income tax expense

(475)

(414)

(940)

(859)

Consolidated net income

1,524

1,495

2,887

2,904

Less: Net income attributable to noncontrolling interests

(232)

(194)

(432)

(386)

Net income attributable to Charter shareholders

$        1,292

$        1,301

$        2,455

$        2,518

EARNINGS PER COMMON SHARE ATTRIBUTABLE TO CHARTER SHAREHOLDERS:

Basic

$        10.76

$         9.41

$        20.00

$        18.00

Diluted

$        10.66

$         9.18

$        19.81

$        17.59

Weighted average common shares outstanding, basic

120,121,017

138,205,810

122,789,924

139,889,251

Weighted average common shares outstanding, diluted

121,255,667

141,684,415

123,969,262

143,098,493

 

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES 

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in millions) 

 

June 30,

December 31

2026

2025

ASSETS

(unaudited)

CURRENT ASSETS:

Cash and cash equivalents

$               509

$               477

Accounts receivable, net

3,651

3,680

Prepaid expenses and other current assets

813

987

Total current assets

4,973

5,144

INVESTMENT IN CABLE PROPERTIES:

Property, plant and equipment, net

47,955

46,444

Customer relationships, net

238

440

Franchises

67,471

67,471

Goodwill

29,710

29,710

Total investment in cable properties, net

145,374

144,065

OTHER NONCURRENT ASSETS

5,271

5,004

Total assets

$         155,618

$         154,213

LIABILITIES AND SHAREHOLDERS’ EQUITY

CURRENT LIABILITIES:

Accounts payable, accrued and other current liabilities

$           12,779

$           12,556

Current portion of long-term debt

999

750

Total current liabilities

13,778

13,306

LONG-TERM DEBT

92,960

94,006

EQUIPMENT INSTALLMENT PLAN FINANCING FACILITY

1,596

1,447

DEFERRED INCOME TAXES

20,237

19,841

OTHER LONG-TERM LIABILITIES

5,146

5,094

SHAREHOLDERS’ EQUITY:

Controlling interest

16,952

16,054

Noncontrolling interests

4,949

4,465

Total shareholders’ equity

21,901

20,519

Total liabilities and shareholders’ equity

$         155,618

$         154,213

 

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES 

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollars in millions) 

 

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

CASH FLOWS FROM OPERATING ACTIVITIES:

Consolidated net income

$        1,524

$        1,495

$        2,887

$        2,904

Adjustments to reconcile consolidated net income to net cash flows from operating activities:

Depreciation and amortization

2,197

2,176

4,408

4,357

Stock compensation expense

138

157

341

379

Noncash interest, net

6

7

12

15

Deferred income taxes

203

(53)

417

(80)

Other, net

(212)

117

(86)

350

Changes in operating assets and liabilities, net of effects from acquisitions and dispositions:

Accounts receivable

(141)

(238)

(136)

(286)

Prepaid expenses and other assets

(3)

66

4

(169)

Accounts payable, accrued liabilities and other

213

(127)

382

366

Net cash flows from operating activities

3,925

3,600

8,229

7,836

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of property, plant and equipment

(2,871)

(2,874)

(5,726)

(5,273)

Change in accrued expenses related to capital expenditures

(85)

320

(162)

47

Other, net

(243)

(67)

(285)

(199)

Net cash flows from investing activities

(3,199)

(2,621)

(6,173)

(5,425)

CASH FLOWS FROM FINANCING ACTIVITIES:

Borrowings of long-term debt

4,394

3,723

11,610

5,116

Borrowings of equipment installment plan financing facility

112

148

233

Repayments of long-term debt

(4,609)

(3,184)

(12,108)

(4,793)

Payments for debt issuance costs

(1)

(30)

(1)

Purchase of treasury stock

(852)

(1,451)

(1,878)

(2,253)

Proceeds from exercise of stock options

11

2

13

19

Purchase of noncontrolling interest

(232)

(252)

Distributions to noncontrolling interest

(20)

(121)

(22)

(124)

Other, net

327

(44)

212

(213)

Net cash flows from financing activities

(749)

(1,196)

(2,055)

(2,268)

NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH

(23)

(217)

1

143

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period

622

866

598

506

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period

$           599

$           649

$           599

$           649

CASH PAID FOR INTEREST

$        1,439

$        1,444

$        2,506

$        2,439

As of June 30, 2026, March 31, 2026, December 31, 2025, June 30, 2025, March 31, 2025 and December 31, 2024, cash, cash equivalents and restricted cash includes $90 million, $105 million, $121 million, $43 million, $70 million and $47 million of restricted cash included in prepaid expenses and other current assets in the consolidated balance sheets, respectively.

 

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES 

UNAUDITED SUMMARY OF OPERATING STATISTICS

(in thousands, except per customer and penetration data)

 

Approximate as of

June 30,
2026 (d)

March 31,
2026 (d)

December 31,
2025 (d)

June 30,
2025 (d)

Footprint

Estimated Passings (e)

58,981

58,661

58,399

57,540

Customer Relationships (f)

Residential

29,276

29,452

29,609

29,819

Small Business

2,223

2,231

2,237

2,241

Total Customer Relationships

31,499

31,683

31,846

32,060

Residential

(176)

(157)

(125)

(95)

Small Business

(8)

(6)

(2)

(5)

Total Customer Relationships Quarterly Net Additions

(184)

(163)

(127)

(100)

Total Customer Relationship Penetration of Estimated Passings (g)

53.4 %

54.0 %

54.5 %

55.7 %

Monthly Residential Revenue per Residential Customer (h)

$   117.52

$   118.44

$     117.19

$   119.70

Monthly Small Business Revenue per Small Business Customer (i)

$   165.27

$   162.71

$     159.85

$   162.91

Residential Customer Relationships Penetration (j)

One Product Penetration

47.4 %

47.7 %

48.0 %

48.7 %

Two Product Penetration

35.1 %

34.8 %

34.5 %

33.8 %

Three or More Product Penetration

17.6 %

17.5 %

17.5 %

17.5 %

Connectivity (k)

Residential

28,306

28,446

28,563

28,705

Small Business

2,069

2,074

2,077

2,076

Total Connectivity Customers

30,375

30,520

30,640

30,781

Residential

(140)

(117)

(95)

(53)

Small Business

(5)

(3)

(4)

Total Connectivity Quarterly Net Additions

(145)

(120)

(95)

(57)

Internet

Residential

27,358

27,524

27,641

27,868

Small Business

2,030

2,036

2,039

2,040

Total Internet Customers

29,388

29,560

29,680

29,908

Residential

(166)

(117)

(119)

(111)

Small Business

(6)

(3)

(5)

Total Internet Quarterly Net Additions

(172)

(120)

(119)

(116)

Mobile Lines (l)

Residential

12,099

11,714

11,370

10,502

Small Business

441

420

396

354

Total Mobile Lines

12,540

12,134

11,766

10,856

Residential

385

344

406

471

Small Business

21

24

22

20

Total Mobile Lines Quarterly Net Additions

406

368

428

491

Video (m)

Residential

12,010

12,021

12,072

12,087

Small Business

514

524

533

544

Total Video Customers

12,524

12,545

12,605

12,631

Residential

(11)

(51)

49

(73)

Small Business

(10)

(9)

(5)

(7)

Total Video Quarterly Net Additions

(21)

(60)

44

(80)

Voice

Residential

4,494

4,665

4,832

5,161

Small Business

1,200

1,207

1,214

1,225

Total Voice Customers

5,694

5,872

6,046

6,386

Mid-Market & Large Business (n)

Mid-Market & Large Business Primary Service Units (“PSUs”)

364

360

357

350

Mid-Market & Large Business Quarterly Net Additions

4

3

3

6

See footnotes on page 7.

 

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES

 UNAUDITED CAPITAL EXPENDITURES

(dollars in millions) 

 

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

Customer premise equipment (o)

$          654

$          593

$        1,322

$        1,066

Scalable infrastructure (p)

336

371

646

664

Upgrade/rebuild (q)

657

457

1,332

852

Support capital (r)

494

425

884

785

Capital expenditures, excluding line extensions

2,141

1,846

4,184

3,367

Subsidized rural construction line extensions

390

543

816

1,010

Other line extensions

340

485

726

896

Total line extensions (s)

730

1,028

1,542

1,906

Total capital expenditures

$        2,871

$        2,874

$        5,726

$        5,273

Capital expenditures included in total related to:

Commercial services

$          293

$          324

$          579

$          597

Subsidized rural construction initiative (t)

$          391

$          545

$          818

$       1,013

Mobile

$            70

$            59

$          129

$          112

Transition (b)

$            34

$            —

$            37

$            —

See footnotes on page 7.

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES 
 FOOTNOTES

(a)

Adjusted EBITDA is defined as net income attributable to Charter shareholders plus net income attributable to noncontrolling interest, net interest expense, income taxes, depreciation and amortization, stock compensation expense, other (income) expenses, net and other operating (income) expenses, net such as special charges, merger and acquisition costs and (gain) loss on sale or retirement of assets. As such, it eliminates the significant non-cash depreciation and amortization expense that results from the capital-intensive nature of our businesses as well as other non-cash or special items, and is unaffected by our capital structure or investment activities.  Free cash flow is defined as net cash flows from operating activities, less capital expenditures and changes in accrued expenses related to capital expenditures.

(b)

Transition represents incremental costs incurred to prepare for the integration of Cox Communications’ operations and to bring systems and processes into a uniform operating structure.

(c)

Other expense excludes stock compensation expense.  Total operating costs and expenses excludes stock compensation expense, depreciation and amortization and other operating (income) expenses, net.

(d)

We calculate the aging of customer accounts based on the monthly billing cycle for each account in accordance with our collection policies.  On that basis, at June 30, 2026, March 31, 2026, December 31, 2025 and June 30, 2025, customers included approximately 84,000, 87,600, 82,300 and 99,400 customers, respectively, whose accounts were over 60 days past due, approximately 10,100, 7,800, 9,700 and 11,600 customers, respectively, whose accounts were over 90 days past due and approximately 13,400, 13,600, 13,600 and 18,900 customers, respectively, whose accounts were over 120 days past due.     

(e)

Passings represent our estimate of the number of units, such as single family homes, apartment and condominium units and small business and mid-market & large business sites passed by our cable distribution network in the areas where we offer the service indicated.  These estimates are based upon the information available at this time and are updated for all periods presented when new information becomes available. 

(f)

Customer relationships include the number of customers that receive one or more levels of service, encompassing Internet, mobile, video and voice services, without regard to which service(s) such customers receive.  Customers who reside in residential multiple dwelling units (“MDUs”) and that are billed under bulk contracts are counted based on the number of billed units within each bulk MDU.  Total customer relationships exclude mid-market & large business customer relationships.

(g)

Penetration represents residential and small business customers as a percentage of estimated passings. 

(h)

Monthly residential revenue per residential customer is calculated as total residential quarterly revenue divided by three divided by average residential customer relationships during the respective quarter.

(i)

Monthly small business revenue per small business customer is calculated as total small business quarterly revenue divided by three divided by average small business customer relationships during the respective quarter.

(j)

One product, two product and three or more product penetration represents the number of residential customers that subscribe to one product, two products or three or more products, respectively, as a percentage of residential customer relationships.

(k)

Connectivity customers represent all customers receiving our Internet and/or mobile connectivity services.

(l)

Mobile lines include phones and tablets which require one of our standard rate plans (e.g., “Unlimited” or “By the Gig”).  Mobile lines exclude wearables and other devices that do not require standard phone rate plans.

(m)

Video customers only include customers that purchase Spectrum traditional or streaming linear video packages and exclude customers that only purchase streaming applications.

(n)

Mid-market & large business PSUs represents the aggregate number of fiber service offerings counting each separate service offering at each customer location as an individual PSU.

(o)

Customer premise equipment includes equipment and devices located at the customer’s premise used to deliver our Internet, video and voice services (e.g., modems, routers and set-top boxes), as well as installation costs.

(p)

Scalable infrastructure includes costs, not related to customer premise equipment or our network, to secure growth of new customers or provide service enhancements (e.g., headend equipment).

(q)

Upgrade/rebuild includes costs to modify or replace existing fiber/coaxial cable networks, including our network evolution initiative.

(r)

Support capital includes costs associated with the replacement or enhancement of non-network assets (e.g., back-office systems, non-network equipment, land and buildings, vehicles, tools and test equipment).

(s)

Line extensions include network costs associated with entering new service areas (e.g., fiber/coaxial cable, amplifiers, electronic equipment, make-ready and design engineering).

(t)

The subsidized rural construction initiative subcategory includes projects for which we are receiving subsidies from federal, state and local governments, excluding customer premise equipment and installation.

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SOURCE Charter Communications, Inc.

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