Comcast/TWC Extend Merger End Date to August

MSOs Exercise Six-Month Extension Option
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Comcast and Time Warner Cable have agreed to extend the end date of their merger agreement by six months to Aug. 12, 2015.

The companies had initially told the SEC they thought the deal would be completed by the end of 2014 -- actually by Feb. 12, 2015, a year from the deal's announcement -- but as is standard, the agreement also anticipated that an extension might be necessary given that neither company controls the vetting process by the FCC and Justice Department in Washington, and a court challenge to the FCC's protective order had made it essentially a formality unless the parties had decided not to do the deal.

They informed the SEC of their decision to extend in an 8K filing Jan. 28.

The FCC has an informal 180-day shot clock on the deal, which shows its vetting is only on day 122. But that clock dates from when the papers were filed--which did not happen until April-- and has been stopped the clock twice due to document production issues, so

The initial end date was Feb. 12, 2014, a date that would have given either party an out if they did not want to continue the deal beyond that. Neither opted for that out.

"Comcast and Time Warner Cable agree that the End Date is hereby extended to August 12, 2015, as contemplated by the Merger Agreement," the companies told the Securities and Exchange Commission."

The FCC is not expected to make a decision on the deal until late spring or early summer because of that court challenge. Oral argument is scheduled for Feb. 20 in the U.S. court of Appeals for the D.C. Circuit on the challenge by programmers to the FCC's decision to let third parties, some 200, see program contracts and work product related to both the Comcast/TWC and AT&T/DirecTV merger proposals.

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