Skip to main content

Altice USA Inc

For the period ended Dec 31, 2024. Filed Feb 13, 2025.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 13, 2025

OPTU$0.75+32.1%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

Note

NOTE 3. ACCOUNTING STANDARDS

Accounting Standards Adopted in 2024

ASU No. 2023-07 Segment Reporting—Improvements to Reportable Segment Disclosures

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures, to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities. ASU No. 2023-07 is meant to enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, and provide new segment disclosure requirements for entities with a single reportable segment. We adopted ASU 2023-07 for the year ended December 31, 2024. See Note 18 for further information.

Accounting Standards Adopted in 2023

ASU No. 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations

In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations, to enhance transparency about an entity’s use of supplier finance programs. ASU 2022-04 requires the buyer in a supplier finance program to disclose (a) information about the key terms of the program, (b) the amount outstanding that remains unpaid by the buyer as of the end of the period, (c) a rollforward of such amounts during each annual period, and (d) a description of where in the financial statements outstanding amounts are being presented. We adopted ASU 2022-04 on January 1, 2023. See Note 11 for further information.

Recently Issued But Not Yet Adopted Accounting Pronouncements

ASU No. 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures

In November 2024, the FASB issued ASU No. 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which requires disaggregated disclosures of certain categories of expenses on an annual and interim basis. ASU 2024-03 becomes effective for annual reporting periods beginning after December 15, 2026 (January 1, 2027 for us), and interim reporting periods beginning after December 15, 2027 (January 1, 2028 for us). We are currently evaluating the impact of adopting ASU 2024-03 on our consolidated financial statements and related disclosures, but we expect the adoption will result in additional disaggregation of expense captions within our footnote disclosures.

ASU No. 2023-09 Income Taxes—Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes—Improvements to Income Tax Disclosures, which require greater disaggregation of income tax disclosures related to the income tax rate reconciliation and income taxes paid. ASU No. 2023-09 is effective for us for the year ending December 31, 2025, although early adoption is permitted. We are currently evaluating the impact of adopting ASU No. 2023-09, but we expect additional disclosure disaggregation in our income tax footnote.

NOTE 4. NET INCOME (LOSS) PER SHARE

Basic net income per common share attributable to Altice USA stockholders is computed by dividing net income attributable to Altice USA stockholders by the weighted average number of common shares outstanding during the period. Diluted income per common share attributable to Altice USA stockholders reflects the dilutive effects of stock options, restricted stock, restricted stock units, and deferred cash-denominated awards. For awards that are performance based, the dilutive effect is reflected upon the achievement of the performance criteria. Diluted net loss per common share attributable to Altice USA stockholders excludes the effects of common stock equivalents as they are anti-dilutive.

The following table presents a reconciliation of weighted average shares used in the calculations of the basic and diluted net income per share attributable to Altice USA stockholders:

Years Ended December 31,
202420232022
(in thousands)
Basic weighted average shares outstanding459,888454,723453,244
Effect of dilution:
Stock options———
Restricted stock—7438
Restricted stock units———
Deferred cash-denominated awards (Note 15)—237—
Diluted weighted average shares outstanding459,888455,034453,282
Weighted average shares excluded from diluted weighted average shares outstanding:
Anti-dilutive shares32,48846,08457,961
Share-based compensation awards whose performance metrics have not been achieved23,95020,8317,309

Net income (loss) per membership unit for CSC Holdings is not presented since CSC Holdings is a limited liability company and a wholly-owned subsidiary of Altice USA.

NOTE 5. ALLOWANCE FOR CREDIT LOSSES

Activity related to our allowance for credit losses is presented below:

Balance at Beginning of PeriodProvision for Expected Credit LossesDeductions/Write-Offs and Other Charges, Net of RecoveriesBalance at End of Period
Allowance for credit losses$21,915$86,561$(84,244)$24,232
Allowance for credit losses$20,767$84,461$(83,313)$21,915
Allowance for credit losses$27,931$88,159$(95,323)$20,767

NOTE 6. SUPPLEMENTAL CASH FLOW INFORMATION

Ournon-cash investing and financing activities and other supplemental data were as follows:

Years Ended December 31,
202420232022
Non-Cash Investing and Financing Activities:
Altice USA and CSC Holdings:
Capital expenditures accrued but unpaid$366,709$317,000$496,135
Notes payable for the purchase of equipment and other assets50,642213,325132,452
Right-of-use assets acquired in exchange for finance lease obligations44,356133,056160,542
Payable relating to acquisition of noncontrolling interest—7,036—
Contingent consideration related to acquisitions11,474——
Other non-cash investing and financing transactions—2491,117
CSC Holdings:
Contributions from parent, net5,7948,1837,015
Supplemental Data:
Altice USA and CSC Holdings:
Cash interest paid, net of capitalized interest of $2,720, $15,830 and $15,431, respectively1,619,9701,582,6461,247,747
Income taxes paid, net255,353200,295235,962
CSC Holdings:
Cash interest paid relating to a note payable to Captive (see Note 16)1,460——

NOTE 7. RESTRUCTURING, IMPAIRMENTS AND OTHER OPERATING ITEMS

Our restructuring, impairments and other operating items are comprised of the following:

Years Ended December 31,
202420232022
Goodwill impairment (a)$—$163,055$—
Contract termination costs (b)41,924——
Contractual payments for terminated employees19,40039,9154,002
Impairment of right-of-use operating lease assets5,55810,5543,821
Facility realignment costs4,8442,3685,652
Transaction costs related to certain transactions not related to our operations10,7805,1804,310
Litigation settlements, net of reimbursements (c)(59,750)—112,500
Other940(6,345)—
Restructuring, impairments and other operating items$23,696$214,727$130,285

(a)In connection with our annual recoverability assessment of goodwill, we recorded an impairment charge relating to our News and Advertising reporting unit for the year ended December 31, 2023. See Note 10 for additional information.

(b)Represent costs to early terminate contracts with vendors.

(c)Includes a credit resulting from the waiver of a payment obligation in June 2024 related to a patent infringement settlement agreement reached in the fourth quarter of 2022 (of which $65,000 of the settlement was paid in 2022), and a credit resulting from the indemnification from a supplier related to this matter. Offsetting these credits was an expense, net of insurance recoveries, in connection with the settlement of other significant litigation.

NOTE 8. PROPERTY, PLANT AND EQUIPMENT

Costs incurred in the construction of our cable systems, including line extensions to, and upgrade of, our hybrid fiber/coaxial infrastructure and construction of the parallel fiber-to-the-home ("FTTH") infrastructure, are capitalized. This includes headend facilities and initial placement of the feeder cable to connect a customer that had not been previously connected. These costs consist of materials, subcontractor labor, direct consulting fees, and internal labor and related costs associated with the construction activities (including interest related to FTTH construction). Internal costs that are capitalized consist of salaries and benefits of our employees and a portion of facility costs that supports the construction activities. Such costs are depreciated over the estimated life of our infrastructure and our headend facilities and related equipment (5 to 25 years). Costs of operating the plant and the technical facilities, including repairs and maintenance, are expensed as incurred.

Costs associated with the initial deployment of new customer premise equipment ("CPE") necessary to provide services are also capitalized. These costs include materials, subcontractor labor, internal labor, and other related costs associated with the connection activities. Departmental activities supporting the connection process are capitalized based on time-weighted activity allocations of costs. These installation costs are amortized over the estimated useful lives of the CPE. The portion of departmental costs related to disconnecting services and removing CPE from a customer, costs related to connecting CPE that has been previously connected to the network, and repairs and maintenance are expensed as incurred.

The estimated useful lives assigned to our property, plant and equipment are reviewed on an annual basis or more frequently if circumstances warrant and such lives are revised to the extent necessary due to changing facts and circumstances. Any changes in estimated useful lives are reflected prospectively.

Property, plant and equipment (including equipment under finance leases) consist of the following assets, which are depreciated or amortized on a straight-line basis over the estimated useful lives shown below:

December 31, · EstimatedUseful Lives
2024 · 2023
Customer premise equipment$2,404,889$2,242,1753 to 5 years
Headends and related equipment2,475,4992,506,6655 to 25 years
Infrastructure9,298,3288,720,4465 to 25 years
Equipment and software1,607,2361,436,0103 to 10 years
Construction in progress (including materials and supplies)328,033360,551
Furniture and fixtures82,15080,5855 to 8 years
Transportation equipment139,627123,1935 to 10 years
Buildings and building improvements592,421574,16210 to 40 years
Leasehold improvements198,449187,608Term of lease
Land50,01448,804
17,176,64616,280,199
Less accumulated depreciation and amortization(8,762,014)(8,162,442)
$8,414,632$8,117,757

For the years ended December 31, 2024, 2023 and 2022, we capitalized certain costs aggregating $255,942, $147,267 and $138,845, respectively, related to the acquisition and development of internal use software, which are included in the table above.

Depreciation expense on property, plant and equipment (including finance leases) for the years ended December 31, 2024, 2023 and 2022 amounted to $1,326,388, $1,252,919 and $1,218,365, respectively, including losses related to the disposal of plant and equipment and accelerated depreciation.

NOTE 9. LEASES

Our operating leases are comprised primarily of facility leases and our finance leases are comprised primarily of vehicle and equipment leases. We determine if an arrangement is a lease at inception and lease assets and liabilities are recognized upon commencement of the lease based on the present value of the future minimum lease payments over the lease term. Lease assets and liabilities are not recorded for leases with an initial term of one year or less. We generally use our incremental borrowing rate as the discount rate for leases, unless an interest rate is implicitly stated in the lease agreement. The lease term will include options to extend the lease when it is reasonably certain that we will exercise that option.

Balance sheet information related to our leases is presented below:

Balance Sheet location · December 31,
2024 · 2023
Operating leases:
Right-of-use lease assetsRight-of-use operating lease assets$248,013$255,545
Right-of-use lease liability, currentOther current liabilities45,09147,965
Right-of-use lease liability, long-termRight-of-use operating lease liability255,116264,647
Finance leases:
Right-of-use lease assetsProperty, plant and equipment232,117326,427
Right-of-use lease liability, currentCurrent portion of long-term debt77,770123,636
Right-of-use lease liability, long-termLong-term debt67,592104,720

The following provides details of our lease expense:

Years Ended December 31,
20242023
Operating lease expense, net$59,429$62,157
Finance lease expense:
Amortization of assets81,28995,449
Interest on lease liabilities15,46214,912
Total finance lease expense96,751110,361
$156,180$172,518

Other information related to our leases is presented below:

As of December 31,
20242023
Right-of-use assets acquired in exchange for operating lease obligations$41,002$60,108
Cash Paid For Amounts Included In Measurement of Liabilities:
Operating cash flows from finance leases15,46214,912
Operating cash flows from operating leases69,81863,737
Weighted Average Remaining Lease Term:
Operating leases7.9 years8.2 years
Finance leases3.1 years2.2 years
Weighted Average Discount Rate:
Operating leases5.72%5.70%
Finance leases8.17%7.78%

The minimum future annual payments under non-cancellable leases during the next five years and thereafter, at rates now in force, are as follows:

Finance leases · Operating leases
2025$85,492$55,335
202634,96755,731
202713,41352,561
202812,17442,746
20297,88137,745
Thereafter7,081134,882
Total future minimum lease payments, undiscounted161,008379,000
Less: Imputed interest(15,646)(78,793)
Present value of future minimum lease payments$145,362$300,207

NOTE 10. GOODWILL ANDINTANGIBLE ASSETS

Our amortizable intangible assets primarily consist of customer relationships acquired pursuant to business combinations and represent the value of the business relationship with those customers.

The following table summarizes information relating to our acquired amortizable intangible assets:

As of December 31, 2024 · As of December 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying AmountEstimated Useful Lives
Customer relationships$6,089,050$(5,137,180)$951,870$6,073,152$(4,824,140)$1,249,0121 to 18 years
Trade names1,010,000(1,010,000)—1,010,300(1,010,300)—4 to 7 years
Other amortizable intangibles51,909(42,974)8,93550,495(40,172)10,3231 to 15 years
$7,150,959$(6,190,154)$960,805$7,133,947$(5,874,612)$1,259,335

Amortization expense for the years ended December 31, 2024, 2023 and 2022 aggregated $315,843, $391,378, and $555,308, respectively.

The following table sets forth the estimated amortization expense on intangible assets for the periods presented:

Estimated amortization expense
Year Ending December 31, 2025$270,357
Year Ending December 31, 2026219,228
Year Ending December 31, 2027173,589
Year Ending December 31, 2028130,285
Year Ending December 31, 202987,387

Goodwill and the value of indefinite-lived cable franchise rights acquired in business combinations are not amortized. Rather, such assets are tested for impairment annually as of October 1, or whenever events or changes in circumstances indicate that it is more likely than not that the assets may be impaired. See Note 2 for additional information. The carrying amount of indefinite-lived cable franchise rights and goodwill is presented below:

Indefinite-lived Cable Franchise RightsGoodwill
Balance as of December 31, 2022$13,216,355$8,208,773
Adjustment related to 2022 acquisition—(1,002)
Goodwill impairment—(163,055)
Balance as of December 31, 202313,216,3558,044,716
Adjustment related to the sale of certain cable assets(5,047)(3,499)
Balance as of December 31, 2024$13,211,308$8,041,217

Impairment Tests

We assess the recoverability of our goodwill annually as of October 1 ("annual impairment test date"). Based on the quantitative impairment test for our reporting units performed in 2023, the estimated fair value of our Telecommunications reporting unit exceeded its carrying value and no impairment was recorded. However, the carrying value of our News and Advertising reporting unit exceeded its fair value resulting in an impairment charge of $163,055, representing the full carrying amount of the goodwill at the annual impairment test date. Approximately $130,040 of the goodwill was recorded in connection with the acquisition of Cheddar Inc. in 2019. The decrease in the fair value of the News and Advertising reporting unit was primarily due to a decrease in projected cash flows due to the overall decline in the advertising market and an increase in the discount rate used in the discounted cash flow method. No goodwill impairment charges were recognized in 2024.

In our 2024 impairment test for our indefinite-lived cable franchise rights, the fair value (estimated using the multi-period excess earnings model) exceeded their carrying value, with no impairment recorded. Although no impairment was recognized, our fair value estimation relies on certain assumptions like revenue growth rates, long-term growth rates, and discount rates, which are subjective and involve significant judgment. Changes in these assumptions could impact the estimates. For example, if our financial performance deteriorates, or if interest rates increase, it is reasonably possible that a future impairment of our franchise assets could be material. A hypothetical 10% reduction in the fair value of our franchise rights would result in an impairment charge of approximately $1,200,000.

NOTE 11. DEBT

The following table provides details of our outstanding debt:

Interest Rate at December 31, 2024 · December 31, 2024 · December 31, 2023
Date Issued · Maturity Date · Principal Amount · Carrying Amount (a) · Principal Amount · Carrying Amount (a)
CSC Holdings Senior Notes:
May 23, 2014 (g)$—$—$750,000$742,746
October 18, 2018April 1, 20287.500%4,1184,1154,1184,114
November 27, 2018April 1, 20287.500%1,045,8821,045,1301,045,8821,044,933
July 10 and October 7, 2019January 15, 20305.750%2,250,0002,272,1502,250,0002,275,915
June 16 and August 17. 2020December 1, 20304.625%2,325,0002,354,8562,325,0002,359,078
May 13, 2021November 15, 20315.000%500,000498,681500,000498,525
6,125,0006,174,9326,875,0006,925,311
CSC Holdings Senior Guaranteed Notes:
September 23, 2016April 15, 20275.500%1,310,0001,308,3631,310,0001,307,709
January 29, 2018February 1, 20285.375%1,000,000996,8531,000,000995,940
January 31, 2019February 1, 20296.500%1,750,0001,748,4231,750,0001,748,098
June 16, 2020December 1, 20304.125%1,100,0001,096,9401,100,0001,096,499
August 17, 2020February 15, 20313.375%1,000,000997,8641,000,000997,556
May 13, 2021November 15, 20314.500%1,500,0001,496,0751,500,0001,495,598
April 25, 2023May 15, 202811.250%1,000,000995,1741,000,000994,072
January 25, 2024January 31, 202911.750%2,050,0002,033,786——
10,710,00010,673,4788,660,0008,635,472
CSC Holdings Restricted Group Credit Facility:
Revolving Credit Facility (b)July 13, 20276.747%1,700,0001,697,559825,000821,632
Term Loan B (f)——1,520,4831,518,530
Incremental Term Loan B-3 (f)——521,744520,988
Incremental Term Loan B-5 (c)April 15, 20277.174%2,857,5002,849,4602,887,5002,876,131
Incremental Term Loan B-6 (d)January 15, 20288.897%1,966,9081,936,8631,986,9281,948,503
6,524,4086,483,8827,741,6557,685,784
Lightpath Senior Notes:
September 29, 2020September 15, 20285.625%415,000410,249415,000409,136
Lightpath Senior Secured Notes:
September 29, 2020September 15, 20273.875%450,000445,836450,000444,410
Lightpath Term Loan (e)November 30, 20277.762%676,000673,107582,000571,898
Lightpath Revolving Credit Facility————
1,541,0001,529,1921,447,0001,425,444
Finance lease obligations (see Note 9)145,362145,362228,356228,356
Notes payable and supply chain financing (h)50,64250,642174,594174,594
25,096,41225,057,48825,126,60525,074,961
Less: current portion of credit facility debt(57,061)(57,061)(61,177)(61,177)
Less: current portion of finance lease obligations(77,770)(77,770)(123,636)(123,636)
Less: current portion of notes payable and supply chain financing(50,642)(50,642)(174,594)(174,594)
(185,473)(185,473)(359,407)(359,407)
Long-term debt$24,910,939$24,872,015$24,767,198$24,715,554

(a)The carrying amount is net of the unamortized deferred financing costs and/or discounts/premiums.

(b)At December 31, 2024, $163,738 of the CSC Revolving Credit Facility was restricted for certain letters of credit issued on our behalf and $611,262 of the $2,475,000 facility was undrawn and available, subject to covenant limitations. The CSC Revolving Credit Facility bears interest at a rate of Secured Overnight Financing Rate ("SOFR") (plus a credit adjustment spread of 0.10%) plus 2.25% per annum.

(c)Incremental Term Loan B-5 requires quarterly installments of $7,500 and bears interest at a rate equal to Synthetic USD London Interbank Offered Rate ("LIBOR") plus 2.50% per annum through March 31, 2025. Thereafter, we will be required to pay interest at a rate equal to the alternate base rate (“ABR”), plus the applicable margin, where the ABR is the greater of (x) prime rate or (y) the federal funds effective rate plus 50 basis points and the applicable margin for any ABR loan is 1.50% per annum.

(d)Incremental Term Loan B-6 requires quarterly installments of $5,005 and bears interest at a rate equal to SOFR plus 4.50% per annum. CSC Holdings' Incremental Term Loan B-6 that is due on the earlier of (i) January 15, 2028 and (ii) April 15, 2027 if, as of such date, any Incremental Term Loan B-5 borrowings are still outstanding, unless the Incremental Term Loan B-5 maturity date has been extended to a date falling after January 15, 2028.

(e)Pursuant to the loan agreement, interest will be calculated for any (i) SOFR loan, at a rate per annum equal to the Term SOFR (plus spread adjustments of 0.11448%,0.26161% and 0.42826% for interest periods of one, three and six months, respectively) or (ii) the alternate base rate loan, at the alternative base rate as applicable, plus the applicable margin in each case, where the applicable margin is 2.25% per annum with respect to any alternate base rate loan and 3.25% per annum with respect to any SOFR loan (see Note 20).

(f)The Term Loan B and Incremental Term Loan B-3 were repaid with proceeds from the issuance of senior guaranteed notes in January 2024. See discussion below.

(g)The 5.250% senior notes were redeemed in February 2024 with proceeds from drawings under the CSC Holdings Revolving Credit Facility. See discussion below.

(h)Excludes the amount of the note payable to Captive at CSC Holdings as it is eliminated in the Altice USA consolidated financial statements (see Note 16).

For financing purposes, we have two debt silos: CSC Holdings and Lightpath. The CSC Holdings silo is structured as a restricted group (the "CSC Holdings Restricted Group") and an unrestricted group, which includes certain designated subsidiaries and investments. The CSC Holdings Restricted Group is comprised of CSC Holdings and substantially all of its wholly-owned operating subsidiaries excluding Cablevision Lightpath which became an unrestricted subsidiary in September 2020. These CSC Holdings Restricted Group subsidiaries are subject to the covenants and restrictions of the credit facility and indentures governing the notes issued by CSC Holdings. The Lightpath silo includes all of its operating subsidiaries which are subject to the covenants and restrictions of the credit facility and indentures governing the notes issued by Lightpath. See discussion below regarding the Lightpath debt financing.

CSC Holdings Credit Facilities

In October 2015, a wholly-owned subsidiary of Altice USA, which merged with and into CSC Holdings on June 21, 2016, entered into a senior secured credit facility, which, as amended, currently provides for U.S. dollar term loans (the "CSC Term Loans") and U.S. dollar revolving loan commitments (the "CSC Revolving Credit Facility" and, together with the CSC Term Loans, the "CSC Credit Facilities"), which are governed by a credit facilities agreement entered into by, inter alios, CSC Holdings, certain lenders party thereto and JPMorgan Chase Bank, N.A. as administrative agent and security agent (as amended, restated, supplemented or otherwise modified from time to time, the "CSC Credit Facilities Agreement"). Amounts outstanding under the CSC Holdings Credit Facilities bear interest, at our election, at Term SOFR, Synthetic USD LIBOR, or at an alternate base rate, as defined therein, plus an applicable margin.

During the year ended December 31, 2024, CSC Holdings borrowed $2,025,000 under its revolving credit facility and repaid $1,150,000 of amounts outstanding under the revolving credit facility.

The CSC Credit Facilities Agreement requires the prepayment of outstanding CSC Term Loans, subject to certain exceptions and deductions, with (i)100% of the net cash proceeds of certain asset sales, subject to reinvestment rights and certain other exceptions; and (ii) on a pari ratable share (based on the outstanding principal amount of the CSC Term Loans divided by the sum of the outstanding principal amount of all pari passu indebtedness and the CSC Term Loans) of 50% of annual excess cash flow, which will be reduced to 0% if the consolidated net senior secured leverage ratio of CSC Holdings is less than or equal to 4.5 to 1.

The obligations under the CSC Credit Facilities are guaranteed on a senior basis by each restricted subsidiary of CSC Holdings (other than CSC TKR, LLC and its subsidiaries, Lightpath, and certain excluded subsidiaries) and, subject to certain limitations, will be guaranteed by each future material wholly-owned restricted subsidiary of CSC Holdings. The obligations under the CSC Credit Facilities (including any guarantees thereof) are secured on a first priority basis, subject to any liens permitted by the CSC Credit Facilities, by capital stock held by CSC Holdings or any guarantor in certain subsidiaries of CSC Holdings, subject to certain exclusions and limitations.

The CSC Credit Facilities Agreement includes certain negative covenants which, among other things and subject to certain significant exceptions and qualifications, limit CSC Holdings' ability and the ability of its restricted subsidiaries to: (i) incur or guarantee additional indebtedness, (ii) make investments, (iii) create liens, (iv) sell assets and subsidiary stock, (v) pay dividends or make other distributions or repurchase or redeem our capital stock or subordinated debt, (vi) engage in certain transactions with affiliates, (vii) enter into agreements that restrict the payment of dividends by subsidiaries or the repayment of intercompany loans and advances; and (viii) engage in mergers or consolidations. In addition, the CSC Revolving Credit Facility includes a financial maintenance covenant solely for the benefit of the lenders under the CSC Revolving Credit Facility consisting of a maximum consolidated net senior secured leverage ratio of CSC Holdings and its restricted subsidiaries of 5.0 to 1.0. The financial covenant is tested on the last day of any fiscal quarter, but only if on such day there are outstanding borrowings, as defined, under the CSC Revolving Credit Facility.

The CSC Credit Facilities Agreement also contains certain customary representations and warranties, affirmative covenants and events of default (including, among others, an event of default upon a change of control). If an event of default occurs, the lenders under the CSC Credit Facilities will be entitled to take various actions, including the acceleration of amounts due under the CSC Credit Facilities and all actions permitted to be taken by a secured creditor.

CSC Holdings Senior Guaranteed Notes and Senior Notes

In January 2024, CSC Holdings issued $2,050,000 in aggregate principal amount of senior guaranteed notes due 2029. These notes bear interest at a rate of 11.750% and will mature on January 31, 2029. The proceeds from the sale of these notes were used to (i) repay the outstanding principal balance of the Term Loan B, (ii) repay the outstanding principal balance of the Incremental Term Loan B-3, and (iii) pay the fees, costs and expenses associated with these transactions. In connection with these transactions, we recorded a write-off of the outstanding deferred financing costs on these loans of $2,598.

In February 2024, we redeemed the CSC Holdings 5.250% Senior Notes and 5.250% Series B Senior Notes due June 2024 with proceeds under the CSC Holdings Revolving Credit Facility. In connection with these transactions, we recorded a write-off of the outstanding deferred financing costs on these notes of $4,437.

In April 2023, CSC Holdings issued $1,000,000 in aggregate principal amount of senior guaranteed notes that bear interest at a rate of 11.250% and mature on May 15, 2028. We used the proceeds to repay outstanding borrowings drawn under the Revolving Credit Facility.

The indentures under which the Senior Guaranteed Notes and Senior Notes were issued contain certain customary covenants and agreements, including limitations on the ability of CSC Holdings and its restricted subsidiaries to (i) incur or guarantee additional indebtedness, (ii) make investments or other restricted payments, (iii) create liens, (iv) sell assets and subsidiary stock, (v) pay dividends or make other distributions or repurchase or redeem our capital stock or subordinated debt, (vi) engage in certain transactions with affiliates, (vii) enter into agreements that restrict the payment of dividends by subsidiaries or the repayment of intercompany loans and advances, and (viii) engage in mergers or consolidations, in each case subject to certain exceptions. The indentures also contain certain customary events of default. If an event of default occurs, the obligations under the notes may be accelerated.

Subject to customary conditions, we may redeem some or all of the notes at the redemption price set forth in the relevant indenture, plus accrued and unpaid interest, plus a specified "make-whole" premium (in the event the notes are redeemed prior to a certain specified time set forth in the indentures).

Lightpath Credit Facility

On September 29, 2020, Lightpath entered into a credit agreement between, inter alios, certain lenders party thereto and Goldman Sachs Bank USA, as administrative agent, and Deutsche Bank Trust Company Americas, as collateral agent, (the "Lightpath Credit Agreement") which initially provided for, among other things, (i) a term loan in an aggregate principal amount of $600,000 (the “Lightpath Term Loan Facility”) at a price of 99.50% of the aggregate principal amount, which was drawn on November 30, 2020, and (ii) revolving loan commitments in an aggregate principal amount of $100,000 (the “Lightpath Revolving Credit Facility").

During the year ended December 31, 2024, Lightpath borrowed and repaid $40,000 under its revolving credit facility. As of December 31, 2024 and 2023, there were no borrowings outstanding under the Lightpath Revolving Credit Facility.

In June 2023, Lightpath entered into an amendment (the "First Amendment") under its existing credit agreement to replace LIBOR-based benchmark rates with SOFR-based benchmark rates. The First Amendment provides for interest on borrowings under its term loan and revolving credit facility to be calculated for any (i) SOFR loan, at a rate per annum equal to the Term SOFR (plus spread adjustments of 0.11448%,0.26161% and 0.42826% for interest periods of one, three and six months, respectively) or (ii) the alternate base rate loan, at the alternative base rate as applicable, plus the applicable margin in each case, where the applicable margin is 2.25% per annum with respect to any alternate base rate loan and 3.25% per annum with respect to any SOFR loan.

In February 2024, Lightpath entered into an extension amendment (the "Extension Amendment") to its amended credit agreement that provides for, among other things, (a) an extension of the scheduled maturity date with respect to the 2027 Revolving Credit Commitments (as defined in the Extension Amendment) under the credit agreement to the date (the "New Maturity Date") that is the later of (x) November 30, 2025 and (y) the earlier of (i) June 15, 2027 and (ii) the date that is five business days after any Extension Breach Date (as defined in the Amended Credit Agreement) and (b) incremental revolving credit commitments in an aggregate principal amount of $15,000 which shall be of the same class and type as the 2027 Revolving Credit Commitments and will, for the avoidance of doubt, mature on the New Maturity Date. After giving effect to the Extension Amendment, the aggregate principal amount of revolving loan commitments available under the Lightpath Credit Agreement, as amended, equaled $115,000.

After giving effect to the Extension Amendment, the aggregate principal amount of 2027 Revolving Credit Commitments equaled $95,000 and the aggregate principal amount of 2025 Revolving Credit Commitments (as defined in the Extension Amendment) equaled $20,000. Interest will be calculated at a rate per annum equal to the adjusted Term SOFR rate or the alternate base rate, as applicable, plus the applicable margin, where the applicable margin is (i) with respect to any alternate base rate loan,2.25% per annum and (ii) with respect to any Term SOFR loan,3.25% per annum.

In November 2024, Lightpath entered into an incremental amendment (the "Incremental Amendment") to its amended credit agreement to incur an additional $100,000 of term loan under the Lightpath Term Loan Facility (the "Incremental Term Loans"), at a net price of 99.27%, which increased the aggregate principal amount of term loan outstanding under the Lightpath Term Loan Facility to $676,000 as of December 31, 2024. A portion of the net proceeds from the Incremental Term Loans were used to fund an acquisition of a fiber network and the balance was used for general corporate purposes. We are required to make scheduled quarterly payments of $1,760 pursuant to the Lightpath Term Loan Facility.

Debt issued by Lightpath is subject to certain restrictive covenants. Lightpath is subject to incurrence based covenants, which do not require ongoing compliance with financial ratios, but place certain limitations on the Lightpath's ability to, among other things, incur or guarantee additional debt (including to finance new acquisitions), create liens, pay dividends and other distributions or prepay subordinated indebtedness, make investments, sell assets, engage in affiliate transactions or engage in mergers or consolidations. Additionally, if borrowings under the Lightpath Revolving Credit Facility exceed a certain threshold, Lightpath and its subsidiaries are also subject to a springing financial maintenance covenant in the Lightpath Credit Agreement requiring ongoing compliance with a net senior secured leverage ratio of no greater than 7.30:1. These covenants are subject to several important exceptions and qualifications.

To be able to incur additional debt under an applicable debt instrument, Lightpath must either meet the ratio test described below (on a pro forma basis for any contemplated transaction giving rise to the debt incurrence) or have available capacity under the general debt basket or meet certain other exceptions to the limitation on indebtedness covenant in such debt instrument. Senior debt of Lightpath will be subject to an incurrence test of 6.75:1 (Consolidated Net Leverage to L2QA Pro Forma EBITDA (each as defined in the relevant debt instruments)) and senior secured debt of Lightpath will be subject to an incurrence test of 4.75:1 (Consolidated Net Senior Secured Leverage (as defined in the relevant debt instrument) to L2QA Pro Forma EBITDA).

Debt Compliance

As of December 31, 2024, CSC Holdings and Lightpath were in compliance with applicable financial covenants under their respective credit facilities and with applicable financial covenants under each respective indenture by which the senior guaranteed notes, senior secured notes and senior notes were issued.

Gain (Loss) on Extinguishment of Debt and the Write-off of Deferred Financing Costs

The following table provides a summary of the gain (loss) on extinguishment of debt and the write-off of deferred financing costs recorded:

For the Year Ended December 31,
202420232022
Settlement of collateralized debt (see Note 12)$—$4,393$—
Incremental borrowing under the Lightpath Term Loan Facility(5,866)——
Repayment of CSC Holdings Term Loan B and Incremental Term Loan B-3(2,598)——
Redemption of 5.250% Senior Notes and 5.250% Series B Senior Notes due June 2024(4,437)——
Refinancing of CSC Holdings Term Loan B and Incremental Term Loan B-3——(575)
$(12,901)$4,393$(575)

Supply Chain Financing Arrangement

We have a supply chain financing arrangement with a financial institution with credit availability of $175,000 that is used to finance certain of our property and equipment purchases. This arrangement extends our repayment terms beyond a vendor’s original invoice due dates (for up to one year) and as such are classified as debt on our consolidated balance sheets.

The following is a rollforward of the outstanding balances relating to our supply chain financing arrangement:

Balance as of December 31, 2022$123,880
Invoices financed213,325
Repayments(162,751)
Balance as of December 31, 2023174,454
Invoices financed50,642
Repayments(174,454)
Balance as of December 31, 2024$50,642

Summary of Debt Maturities

The future principal payments under our various debt obligations outstanding as of December 31, 2024, including supply chain financing, but excluding finance lease obligations (see Note 9), are as follows:

Years Ending December 31,
2025$107,703
202657,061
20276,939,436
2028 (a)5,371,850
20293,800,000
Thereafter8,675,000

(a)Includes $1,906,850 principal amount related to CSC Holdings' Incremental Term Loan B-6 that is due on the earlier of (i) January 15, 2028 and (ii) April 15, 2027 if, as of such date, any Incremental Term Loan B-5 borrowings are still outstanding, unless the Incremental Term Loan B-5 maturity date has been extended to a date falling after January 15, 2028.

NOTE 12. DERIVATIVE CONTRACTS AND COLLATERALIZED INDEBTEDNESS

Prepaid Forward Contracts

Historically, we had entered into various transactions to limit the exposure against equity price risk on shares of Comcast Corporation ("Comcast") common stock we previously owned. We monetized all of our stock holdings in Comcast through the execution of prepaid forward contracts, collateralized by an equivalent amount of the respective underlying stock.

In January 2023, we settled our outstanding collateralized indebtedness by delivering the Comcast shares we held and the related equity derivative contracts which resulted in us receiving net cash of approximately $50,500 (including dividends of $11,598) and recorded a gain on the extinguishment of debt of $4,393.

As of December 31, 2024 and 2023, we did not hold and have not issued equity derivative instruments for trading or speculative purposes.

Interest Rate Swap Contracts

To manage interest rate risk, we have from time to time entered into interest rate swap contracts to adjust the proportion of total debt that is subject to variable and fixed interest rates. Such contracts effectively fix the borrowing rates on floating rate debt to provide an economic hedge against the risk of rising rates and/or effectively convert fixed rate borrowings to variable rates to permit us to realize lower interest expense in a declining interest rate environment. We monitor the financial institutions that are counterparties to our interest rate swap contracts and we only enter into interest rate swap contracts with financial institutions that are rated investment grade. All such contracts are not designated as hedges for accounting purposes and are carried at their fair market values on our consolidated balance sheets, with changes in fair value reflected in the consolidated statements of operations.

In September 2024, we terminated all our CSC Holdings interest rate swap agreements with an aggregate notional value of $3,000,000. These contracts were due to mature in January 2025 and December 2026. In connection with these early terminations, we received cash of $43,182 presented in operating activities in our consolidated statements of cash flows and incurred a loss of $52,943 which is included in the net gain on interest rate swap contracts reflected in our consolidated statements of operations.

In November 2024, Lightpath entered into an interest rate swap contract on a notional amount of $95,000, whereby Lightpath pays interest of 3.979% and it receives interest based on one-month SOFR through December 2026.

The following represents the location of the assets associated with our derivative instruments within the consolidated balance sheets:

Derivatives Not Designated as Hedging Instruments · Balance Sheet Location · Fair Value at December 31,
2024 · 2023
Asset Derivatives:
Interest rate swap contractsOther assets, long-term$8,466$112,914

The following table presents certain consolidated statement of operations data related to our derivative contracts and the underlying Comcast common stock:

Years Ended December 31,
202420232022
Gain (loss) on derivative contracts related to change in the value of equity derivative contracts related to Comcast common stock$—$(166,489)$425,815
Change in fair value of Comcast common stock included in gain (loss) on investments—192,010(659,792)
Gain on interest rate swap contracts, net18,63232,664271,788

Interest Rate Swap Contracts

The following is a summary of the terms of our interest rate swap contracts outstanding at December 31, 2024:

Maturity DateNotional AmountCompany PaysCompany Receives
Lightpath:
December 2026$300,000Fixed rate of 2.11%One-month SOFR
December 2026180,000Fixed rate of 3.523%One-month SOFR
December 202695,000Fixed rate of 3.979%One-month SOFR

NOTE 13. FAIR VALUE MEASUREMENT

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity's pricing based upon their own market assumptions. The fair value hierarchy consists of the following three levels:

Level I - Quoted prices for identical instruments in active markets.

Level II - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level III - Instruments whose significant value drivers are unobservable.

The following table presents our financial assets and financial liabilities that are measured at fair value on a recurring basis and their classification under the fair value hierarchy:

Fair ValueHierarchy · December 31,
2024 · 2023
Assets:
Money market funds (a)Level I$158,648$49,541
Interest rate swap contractsLevel II8,466112,914
Liabilities:
Contingent consideration related to acquisitionsLevel III6,9742,037

(a)Money market funds at CSC Holdings amounted to $151,205 and $49,541 as of December 31, 2024 and 2023, respectively.

Our money market funds which are classified as cash equivalents are classified within Level I of the fair value hierarchy because they are valued using quoted market prices.

The interest rate swap contracts on our consolidated balance sheets are valued using market-based inputs to valuation models. These valuation models require a variety of inputs, including contractual terms, market prices, yield curves, and measures of volatility. When appropriate, valuations are adjusted for various factors such as liquidity, bid/offer spreads and credit risk considerations. Such adjustments are generally based on available market evidence. Since model inputs can generally be verified and do not involve significant management judgment, we have concluded that these instruments should be classified within Level II of the fair value hierarchy.

The fair value of the contingent consideration as of December 31, 2024 and 2023 related to certain acquisitions was determined using a probability assessment of the contingent payment for the respective periods.

Fair Value of Financial Instruments

The following methods and assumptions were used to estimate fair value of each class of financial instruments for which it is practicable to estimate:

Credit Facility Debt, Senior Notes, Senior Guaranteed Notes, Senior Secured Notes, Notes Payable, and Supply Chain Financing

The fair values of each of our debt instruments are based on quoted market prices of these instruments. The carrying value of outstanding amounts related to supply chain financing agreements approximates the fair value due to their short-term maturity (less than one year). The carrying value of outstanding amounts related to notes payable as of December 31, 2023 approximated fair value due to their short-term maturity (also less than one year).

The carrying values, estimated fair values, and classification under the fair value hierarchy of our financial instruments, excluding those that are carried at fair value in the accompanying consolidated balance sheets, are summarized below:

December 31, 2024 · December 31, 2023
Fair ValueHierarchyCarryingAmount (a)EstimatedFair ValueCarryingAmount (a)EstimatedFair Value
Credit facility debtLevel II$7,156,989$7,200,408$8,257,682$8,323,654
Senior guaranteed and senior secured notesLevel II11,119,3149,503,8259,079,8827,784,288
Senior notesLevel II6,585,1813,825,7887,334,4474,932,931
Notes payable and supply chain financing (b)Level II50,64250,642174,594174,594
$24,912,126$20,580,663$24,846,605$21,215,467

(a)Amounts are net of unamortized deferred financing costs and discounts/premiums.

(b)Excludes the amount of the note payable to Captive at CSC Holdings as it is eliminated in the Altice USA consolidated financial statements (see Note 16).

The fair value estimates related to our debt instruments presented above are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgments and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

NOTE 14. INCOME TAXES

Altice USA files a federal consolidated and certain state combined income tax returns with its 80% or more owned subsidiaries. CSC Holdings and its subsidiaries are included in the consolidated federal income tax returns of Altice USA. The income tax provision for CSC Holdings is determined on a stand-alone basis for all periods presented as if CSC Holdings filed separate consolidated income tax returns. In accordance with a tax sharing agreement between CSC Holdings and Altice USA, CSC Holdings has an obligation to Altice USA for its stand-alone current tax liability as if it filed separate income tax returns.

Income tax expense for the years ended December 31, 2024, 2023 and 2022 consist of the following components:

Altice USA · CSC Holdings
Years Ended December 31,Years Ended December 31,
202420232022202420232022
Current expense (benefit):
Federal$312,330$227,189$133,329$311,628$227,189$133,329
State6,62654,13081,0766,62662,31288,068
Foreign—105128—105128
318,956281,424214,533318,254289,606221,525
Deferred expense (benefit):
Federal(321,244)(210,378)(43,797)(321,245)(210,378)(43,797)
State(74,872)(16,547)80,356(78,370)(21,680)69,676
Foreign6410(174)6410(174)
(396,052)(226,915)36,385(399,551)(232,048)25,705
(77,096)54,509250,918(81,297)57,558247,230
Tax expense (benefit) relating to uncertain tax positions73,025(14,981)44,92273,025(14,981)44,922
Income tax expense (benefit)$(4,071)$39,528$295,840$(8,272)$42,577$292,152

The income tax expense (benefit) attributable to operations differs from the amount derived by applying the statutory federal rate to pretax income (loss) principally due to the effect of the following items:

Altice USA · CSC Holdings
Years Ended December 31,Years Ended December 31,
202420232022202420232022
Federal tax expense (benefit) at statutory rate$(17,293)$24,899$108,513$(17,995)$24,899$108,513
State income taxes, net of federal impact(66,814)6,43626,527(72,536)9,84228,768
Minority interest(5,662)(5,494)(5,914)(5,662)(5,494)(5,914)
Changes in the valuation allowance5,59813,84720,1767,82114,09915,494
Change in New York state rate to measure deferred taxes, net of federal impact——112,117——112,117
Other changes in the state rates used to measure deferred taxes, net of federal impact(5,350)23,909(9,603)(5,350)23,300(10,849)
Tax expense (benefit) relating to uncertain tax positions63,941(14,311)36,28163,941(14,311)36,281
Tax credits(3,987)(4,201)(3,544)(3,987)(4,201)(3,544)
Excess tax deficiencies related to share-based compensation including non-deductible carried unit plans12,35311,69610,32112,35311,69610,321
Non-deductible officers compensation3,0273,9344,9163,0273,9344,916
Foreign losses of disregarded entities(8,361)(6,097)(6,352)(8,361)(6,097)(6,352)
Business dispositions—(46,591)——(46,591)—
Goodwill impairment and other permanent differences16,88734,241—16,88734,241—
Other, net1,590(2,740)2,4021,590(2,740)2,401
Income tax expense (benefit)$(4,071)$39,528$295,840$(8,272)$42,577$292,152

We have decided to exit the commitment we made in May 2021 of investing $600,000 in capital gains generated from the 49.99% sale of Lightpath in 2020, into Qualified Opportunity Zones (“QOZ”) over the next 5 years, which allowed for tax deferral recognition until 2026. The tax expense impact of this exit is approximately $1,269 for the year ended December 31, 2024.

Also during 2024, we increased our unrecognized tax benefit (“UTB”) reserve liability for tax years 2023 and 2024 relating to the qualified emerging technology company (“QETC”) position taken in 2022 described below, as well as for the state impact on the QOZ exit discussed above.

Due to the sale of our Cheddar News business in December 2023 to an unrelated third party, we recognized a capital loss resulting in an income tax benefit for the year ended December 31, 2023. In addition, our income tax expense for the year ended December 31, 2023 was impacted by the non-deductibility of the impairment of goodwill related to our News and Advertising business (see Note 10).

In December 2022, the New York State Division of Tax Appeals, via an Administrative Law Judge determination, published a decision in Charter Communications, Inc. versus New York State, which concluded that each corporation in a combined reporting group would have to separately qualify as a QETC to use the preferential QETC tax rate. As we had been historically using the QETC rate at the combined reporting group level, we recorded a cumulative income tax expense of $157,300 that included both a revaluation of state deferred taxes and an increase to our uncertain tax positions reserve for tax years 2017 through 2022 based on this published decision.

The tax effects of temporary differences which give rise to significant portions of deferred tax assets or liabilities and the corresponding valuation allowance are as follows:

Altice USA · CSC Holdings
December 31,December 31,
2024202320242023
Noncurrent
NOLs, capital loss, and tax credit carry forwards (a)$129,444$130,134$109,103$104,071
Compensation and benefit plans61,48690,85361,48690,853
Restructuring liability2,3497,2202,3497,220
Other liabilities21,48250,44021,48250,440
Research and experimental expenditures40,87233,42740,87233,427
Interest deferred for tax purposes781,826536,284781,826536,284
Investments1,5161,5191,5161,519
Operating lease liability74,77379,26374,77379,263
Deferred tax assets1,113,748929,1401,093,407903,077
Less: Valuation allowance(93,005)(87,407)(72,664)(64,844)
Net deferred tax assets, noncurrent1,020,743841,7331,020,743838,233
Deferred tax liabilities:
Fixed assets and intangibles(5,208,559)(5,250,112)(5,208,559)(5,250,112)
Operating lease asset(61,014)(64,163)(61,014)(64,163)
Partnership investments(185,473)(173,198)(185,473)(173,198)
Prepaid expenses(11,513)(14,630)(11,513)(14,630)
Derivative contracts(9,745)(40,357)(9,745)(40,357)
Fair value adjustments related to debt and deferred financing costs—(1,751)—(1,751)
Opportunity Zone tax deferral—(145,655)—(145,655)
Deferred tax liability, noncurrent(5,476,304)(5,689,866)(5,476,304)(5,689,866)
Total net deferred tax liabilities$(4,455,561)$(4,848,133)$(4,455,561)$(4,851,633)

(a)Includes deferred tax assets of $279 and $326 as of December 31, 2024 and 2023, respectively, that relate to the net operating losses of foreign subsidiaries which are presented under Other assets on the consolidated balance sheets.

Due to the exit of the QOZ commitment in 2024 discussed above, taxes payable (recorded in other current liabilities) and the UTB reserve increased by $93,624 and $12,920, respectively, while the deferred tax liability decreased by $105,278, on our consolidated balance sheet at December 31, 2024.

In the fourth quarter of 2024, we carried back the net capital loss of $98,207 due to the sale of the Cheddar News business in December 2023 against the taxable capital gain generated in connection with the 49.99% sale of Lightpath in 2020.

Deferred tax assets have resulted primarily from our future deductible temporary differences and NOLs. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax asset will not be realized. In evaluating the need for a valuation allowance, management takes into account various factors, including the expected level of future taxable income, available tax planning strategies and reversals of existing taxable temporary differences. If such estimates and related assumptions change in the future, we may be required to record additional valuation allowances against its deferred tax assets, resulting in additional income tax expense in our consolidated statements of operations. Management evaluates the realizability of the deferred tax assets and the need for additional valuation allowances quarterly. Due to the significant deferred tax liabilities associated with our fixed assets and intangibles, primarily due to the change in the 2017 TCJA, allowing 100% bonus depreciation on most fixed assets (this percentage decreased to 60% for 2024), as well as the continued taxable income adjustments associated with the deferred tax liabilities established under purchase accounting pursuant to the Cablevision and Cequel acquisitions in 2016, the future taxable income that will result from the reversal of existing taxable temporary differences for which deferred tax liabilities are recognized is sufficient to conclude it is more likely than not that we will realize all of its gross deferred tax assets, except those deferred tax assets against which a valuation allowance has been recorded which relate to certain state NOLs and the foreign NOLs in i24NEWS.

In the normal course of business, we engage in transactions in which the income tax consequences may be uncertain. Our income tax returns are filed based on interpretation of tax laws and regulations. Such income tax returns are subject to examination by taxing authorities. For financial statement purposes, we only recognize tax positions that it believes are more likely than not of being sustained. There is considerable judgment involved in determining whether positions taken or expected to be taken on the tax return are more likely than not of being sustained. Changes in the liabilities for uncertain tax positions are recognized in the interim period in which the positions are effectively settled or there is a change in factual circumstances.

The following is the activity relating to our UTB reserve liability:

Years Ended December 31,
202420232022
Balance at beginning of year$53,010$70,593$25,296
Increases (decreases) from prior period positions46,762(18,714)871
Increases from current period positions15,1171,13144,426
Decreases relating to settlements with tax authorities(524)——
Balance at end of year$114,365$53,010$70,593

Interest and penalties related to UTBs are included in our provision for income taxes. We recognized a net expense for interest and penalties of $17,862, $1,475, and $9,683 during the years ended December 31, 2024, 2023, and 2022, respectively. As of December 31, 2024 and 2023, accrued interest and penalties associated with UTBs were $36,126 and $18,264, respectively. The increase in interest and penalties for the year ended December 31, 2024 was primarily due to the interest accruals on our QETC and Investment Tax Credits positions. The increase in interest and penalties for the year ended December 31, 2023 was primarily due to an interest accrual on our QETC reserve position (see discussion above). We are not expecting a material change in this reserve due to expiring statutes, audit activity, or tax payments in the next twelve months. If we were to prevail on all uncertain positions, the net effect would result in an income tax benefit of $87,465.

Altice USA and/or its subsidiaries file income tax returns in the U.S. federal jurisdiction, and various state, local and foreign jurisdictions. The most significant jurisdictions in which we are required to file state and local income tax returns include the states of New York, New Jersey, Connecticut, and the City of New York. We are currently under audit by the Internal Revenue Service for tax years 2020 and 2021 and multiple states for various open tax years 2015 and forward. The amount of the liability for unrecognized tax benefits may change in the next twelve months due to the settlement, expiration of the statute of limitations, or change in factual circumstances regarding tax positions taken. Management does not believe that this change nor the resolution of the ongoing income tax examinations will have a material adverse impact on our financial position.

NOTE 15. SHARE-BASED COMPENSATION

The following table presents share-based compensation expense (benefit) and unrecognized compensation cost:

Share-Based Compensation · Unrecognized Compensation Costas of December 31, 2024
2024 · 2023 · 2022
Awards issued pursuant to LTIP:
Stock option awards (a)$997$(3,850)$86,307$2,035
Performance stock units (a)(2,053)(12,757)10,2202,636
Restricted share units47,22233,80963,45841,870
Cash denominated performance awards16,4267,674—64,656
Other4,57023,050—611
$67,162$47,926$159,985$111,808

(a)The benefit for the year ended December 31, 2024 reflects credits due to forfeitures. The benefit for the year ended December 31, 2023 includes credits due to the modification of awards to certain former executive officers and other forfeitures.

Long Term Incentive Plan

Pursuant to the Altice USA 2017 Long Term Incentive Plan, as amended (the "2017 LTIP"), we may grant awards of options, restricted shares, restricted share units, stock appreciation rights, performance stock, performance stock units and other awards. The maximum aggregate number of shares that may be issued for all purposes under the Plan is 89,879,291. Awards may be granted to our officers, employees and consultants or any of our affiliates. The 2017 LTIP is administered by Altice USA's Board of Directors (the "Board"), subject to the provision of the stockholders' agreement. The Board has delegated its authority to our Compensation Committee. The Compensation Committee has the full power and authority to, among other things, select eligible participants, to grant awards in accordance with the 2017 LTIP, to determine the number of shares subject to each award or the cash amount payable in connection with an award and determine the terms and conditions of each award.

Stock Option Awards

Options outstanding under the 2017 LTIP Plan either (i) cliff vest on the third anniversary of the date of grant, (ii) vest over 3 years in annual increments of 33-1/3%, or (iii) vest over 4 years, where 50% vest on the second anniversary,25% on the third anniversary and 25% on the fourth anniversary of the date of grant. The option awards generally are subject to continued employment with the Company, and expire 10 years from the date of grant. Performance based option awards vest upon achievement of performance criteria.

The following table summarizes activity related to stock options granted to our employees:

Shares Under Option · Weighted AverageExercisePrice Per Share · Weighted Average RemainingContractual Term(in years)
TimeVesting · Aggregate IntrinsicValue (a)
Balance at December 31, 202150,998,816$22.518.29$6,801
Granted7,888,4729.30
Forfeited and Cancelled(7,811,613)23.84
Balance at December 31, 202251,075,675$20.277.73$184
Granted6404.69
Forfeited(3,525,176)21.94
Exchanged and Cancelled (b)(24,015,508)20.72
Balance at December 31, 202323,535,631$19.555.98$—
Forfeited and Cancelled(6,293,905)22.69
Balance at December 31, 202417,241,726$18.405.72$—
Options exercisable at December 31, 202415,406,617$19.895.47$—

(a)The aggregate intrinsic value is calculated as the difference between the exercise price and the closing price of Altice USA's Class A common stock at the respective date.

(b)Options exchanged and cancelled in connection with our stock option exchange program discussed below.

As of December 31, 2024, the total unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of approximately 1.77 years.

We calculate the fair value of each option award on the date of grant using the Black-Scholes valuation model. Our computation of expected life was determined based on the simplified method (the average of the vesting period and option term) due to our lack of recent historical data for similar awards. The interest rate for periods within the contractual life of the stock option was based on interest yields for U.S. Treasury instruments in effect at the time of grant. Our computation of expected volatility was based on historical volatility of the Altice USA common stock and the expected volatility of comparable publicly-traded companies who granted options that had similar expected lives.

The weighted-average fair values of stock option awards granted during the years ended December 31, 2023 and 2022 were $2.42 and $3.76, respectively. The following weighted-average assumptions were used to calculate these fair values:

Years Ended December 31,
20232022
Risk-free interest rate3.53%3.42%
Expected life (in years)5.716.24
Dividend yield—%—%
Volatility50.10%41.79%

In January 2023, we commenced a stock option exchange program (the "Exchange Offer") pursuant to which eligible employees were provided the opportunity to exchange eligible stock options for a number of restricted stock units (“RSU”) and deferred cash-denominated awards (“DCA”) at the exchange ratio of one RSU and $10 of DCAs for every seven eligible options tendered. In connection with the Exchange Offer, we canceled 24,015,508 options and granted 3,430,433 restricted stock units and $34,309 of DCAs awards. The exchange of these options was accounted for as a modification of share-based compensation awards. Accordingly, we will recognize the unamortized compensation cost related to the cancelled options of approximately $33,475, as well as the incremental compensation cost associated with the replacement awards of $34,000 over their two year vesting term.

Performance Stock Units

Certain of our employees were granted performance stock units ("PSUs"). Each PSU gives the employee the right to receive one share of Altice USA class A common stock, upon achievement of a specified stock price hurdle. The PSUs will be forfeited if the applicable performance measure is not achieved prior to January 29, 2026 or if the employee does not continue to provide services to the Company through the achievement date of the applicable performance measure.

The following table summarizes activity related to PSUs granted to our employees:

Number of Units
Balance at December 31, 20216,361,894
Forfeited(1,182,535)
Balance at December 31, 20225,179,359
Forfeited(1,411,606)
Balance at December 31, 20233,767,753
Forfeited(1,044,201)
Balance at December 31, 20242,723,552

The PSUs have a weighted average grant date fair value of $6.00 per unit as of December 31, 2024. The total unrecognized compensation cost related to outstanding PSUs is expected to be recognized over a weighted-average period of approximately 1.1 years.

Restricted Share Units

We granted restricted stock units ("RSUs") to certain employees pursuant to the 2017 LTIP. These awards vest either over three years in 33-1/3% annual increments or 4 years, where 50% vest on the second anniversary,25% on the third anniversary and 25% on the fourth anniversary of the date of grant.

The following table summarizes activity related to RSUs granted to our employees:

Number of UnitsWeighted Average Grant Price
Balance at December 31, 20216,617,837$16.23
Granted3,597,7758.00
Vested(2,141,449)15.99
Forfeited(578,775)15.48
Balance at December 31, 20227,495,388$12.41
Granted (including 3,430,433 in connection with Exchange Offer)19,975,9434.15
Vested(1,913,348)10.20
Forfeited(3,064,095)9.80
Balance at December 31, 202322,493,888$4.93
Granted21,314,6602.51
Vested(8,427,473)5.81
Forfeited(5,234,572)3.87
Balance at December 31, 202430,146,503$3.12

Cash Denominated Performance Awards

The following table summarizes activity related to cash denominated performance awards granted to our employees:

Number of Units
Balance at December 31, 2022—
Granted52,017,500
Forfeited(3,525,000)
Balance at December 31, 202348,492,500
Granted56,142,500
Forfeited(12,288,750)
Balance at December 31, 202492,346,250

The cash denominated performance awards cliff vest in three years. The payout of these awards can range from 0% to 200% of the target value based on our achievement of certain revenue and Adjusted EBITDA targets during a three year performance period. These awards will be settled in shares of our Class A common stock, or cash, at our option.

Lightpath Plan Awards

Lightpath Management Incentive Aggregator LLC ("LMIA") has a Management Incentive Plan (the "Lightpath Plan") for the benefit of employees of Lightpath. The Lightpath Plan issues equity interests in LMIA which holds an equivalent number of equity interests in Lightpath Holdings LLC, the parent of Lightpath. These equity interests allow employees to participate in the long-term growth of Lightpath. The Lightpath Plan provides for an aggregate of 650,000 Class A-1 management incentive units and 350,000 Class A-2 management incentive units for issuance.

As of December 31, 2024,577,334 Class A-1 management incentive units and 280,905 Class A-2 management incentive units ("Award Units") granted to certain employees of Lightpath were outstanding. Vested units will be redeemed upon a partial exit, a change in control or the completion of an initial public offering, as defined in the Lightpath Holdings LLC agreement. The grant date fair value of the Award Units outstanding aggregated $31,504 and will be expensed in the period in which a partial exit or a liquidity event is consummated.

NOTE 16. AFFILIATE AND RELATED PARTY TRANSACTIONS

Affiliate and Related Party Transactions

Altice USA is controlled by Patrick Drahi through Next Alt who also controls Altice Europe and other entities.

As the transactions discussed below were conducted between entities under common control by Mr. Drahi, amounts charged for certain services may not have represented amounts that might have been received or incurred if the transactions were based upon arm's length negotiations.

The following table summarizes the revenue and expenses related to services provided to or received from affiliates and related parties:

Years Ended December 31,
202420232022
Revenue$459$1,471$2,368
Operating expenses:
Programming and other direct costs$(11,645)$(13,794)$(14,321)
Other operating expenses, net(45,708)(57,063)(12,210)
Operating expenses, net(57,353)(70,857)(26,531)
Other credits——48
Net charges$(56,894)$(69,386)$(24,115)
Capital Expenditures$89,946$122,384$91,382

Revenue

We recognize revenue primarily from the sale of advertising to a subsidiary of Altice Europe.

Programming and other direct costs

Programming and other direct costs include costs incurred for advertising services provided by a subsidiary of Altice Europe.

Other operating expenses, net

Other operating expenses primarily include charges for services provided by certain subsidiaries of Altice Europe and other related parties, including costs for customer care services in 2024 and 2023.

Capital Expenditures

Capital expenditures primarily include costs for equipment purchased and software development services provided by subsidiaries of Altice Europe.

Aggregate amounts that were due from and due to affiliates and related parties are summarized below:

December 31,
20242023
Due from:
Altice Europe$44$137
Other affiliates and related parties270270
$314$407
Due to Altice Europe$26,944$71,523

Amounts due from affiliates presented in the table above represent amounts due for services provided to the respective related party. Amounts due to affiliates presented in the table above and included in other current liabilities in the accompanying balance sheets relate to the purchase of equipment, customer care services, and advertising services, as well as reimbursement for payments made on our behalf.

CSC Holdings Transactions with Altice USA

CSC Holdings made cash equity distribution payments to and received cash contributions from its parent. CSC Holdings also recorded net non-cash equity contributions (distributions) which represent the non-cash settlement of intercompany balances with Altice USA. Non-cash equity contributions (distributions) include the settlement of amounts due to/due from Altice USA pursuant to a tax sharing agreement between the entities. See summary below:

Years Ended December 31,
202420232022
Cash distribution payments to Altice USA, net$(8,399)$(1,793)$(170)
Non-cash equity contributions from Altice USA, net5,7948,1837,015

In September 2024, CSC Holdings transferred to the Captive certain workers' compensation, general and automobile liability liabilities with a discounted carrying value of $86,601. Contemporaneously, CSC Holdings made an insurance premium payment of $102,405 to the Captive in respect of such liabilities and borrowed $92,500 from the Captive pursuant to a demand promissory note ($90,500 outstanding as of December 31, 2024). Interest on the note payable accrues at 6% and amounted to $1,459 through December 31, 2024. As of December 31, 2024, CSC Holdings had a receivable from the Captive of $591.

NOTE 17. COMMITMENTS AND CONTINGENCIES

Commitments

Future cash payments and commitments required under arrangements pursuant to contracts entered into by us in the normal course of business as of December 31, 2024, are as follows:

Payments Due by Period
TotalYear 1Years 2-3Years 4-5More than5 years
Off balance sheet arrangements:
Purchase obligations (a)$4,623,621$2,302,722$2,213,188$102,067$5,644
Guarantees (b)70,75670,751—5—
Letters of credit (c)163,7371259501,605161,057
Total$4,858,114$2,373,598$2,214,138$103,677$166,701

(a)Purchase obligations primarily include contractual commitments with various programming vendors to provide video services to customers and minimum purchase obligations to purchase goods or services, including contracts to acquire handsets and other equipment. Future fees payable under contracts with programming vendors are based on numerous factors, including the number of customers receiving the programming. Amounts reflected above related to programming agreements are based on the number of customers receiving the programming as of December 31, 2024, multiplied by the per customer rates or the stated annual fee, as applicable, contained in the executed agreements in effect as of December 31, 2024.

(b)Includes franchise and performance surety bonds primarily for our cable television systems.

(c)Represent letters of credit guaranteeing performance to municipalities and public utilities and payment of insurance premiums. Payments due by period for these arrangements represent the year in which the commitment expires although payments under these arrangements are required only in the event of nonperformance.

The table above does not include obligations for payments required to be made under multi-year franchise agreements based on a percentage of revenues generated from video service per year.

Many of our franchise agreements and utility pole leases require us to remove its cable wires and other equipment upon termination of the respective agreements. We have concluded that the fair value of these asset retirement obligations cannot be reasonably estimated since the range of potential settlement dates is not determinable.

The table above does not include obligations for rent related to utility poles used in our operations. Our pole rental agreements are for varying terms, and management anticipates renewals as they expire. Rent expense incurred for pole rental attachments for the years ended December 31, 2024, 2023 and 2022 was $41,704, $40,868, and $40,277, respectively.

Legal Matters

On December 7, 2023, Warner Records Inc., Sony Music Publishing (US) LLC and a number of other purported copyright holders (collectively, the “Warner Plaintiffs”) filed a complaint in the U.S. District Court for the Eastern District of Texas (the “Warner Matter”), alleging that certain of our Internet subscribers directly infringed over 10,700 of the Warner Plaintiffs’ copyrighted works. The Warner Plaintiffs seek to hold us liable for claims of contributory infringement of copyright and vicarious copyright infringement. The Warner Plaintiffs also claim that our alleged secondary infringement was willful and seek substantial statutory damages. The parties currently are conducting fact discovery with summary judgment motions due in June 2025 and trial set for September 2025.

We intend to and are vigorously defending against the claims in the Warner Matter. In addition to contesting the claims of liability, we have an affirmative defense under the Digital Millennium Copyright Act that, if successful, would preclude or limit monetary damages against us in connection with some or all of the Warner Plaintiffs’ asserted claims. There can be no assurance as to the outcome of this litigation. We may incur significant costs in defending this action, and if we need to take measures to reduce our exposure to these risks or are required to pay damages in relation to such claims or choose to settle such claims, our business, reputation, financial condition and results of operations could be materially adversely affected.

On September 10, 2024, United States Technologies Communication Corp. d/b/a Netceed filed suit in the New York Supreme Court, New York County. Plaintiff asserts claims for declaratory judgment, breach of contract, and breach of the implied covenant of good faith and fair dealing for alleged violations of the parties’ services and sales agreements, and seeks compensatory damages, as set forth in the complaint. We deny the claims and intend to vigorously defend the lawsuit. On November 21, 2024, we filed a motion to dismiss in part plaintiff’s complaint. That motion remains pending. Although the outcome of this matter cannot be predicted and the impact of the final resolution on our results of operations in a subsequent reporting period is not known, management does not believe that the resolution of the matter will have a material adverse effect on our operations or financial position or our ability to meet our financial obligations as they become due.

We also receive notices from third parties, and in some cases we are named as a defendant in lawsuits, claiming infringement of various patents or copyrights relating to various aspects of our businesses. In certain of these cases other industry participants are also defendants, and in certain of these cases we expect that some or all potential liability would be the responsibility of our vendors pursuant to applicable contractual indemnification provisions. In the event that we are found to infringe on any patent or other intellectual property rights, we may be subject to substantial damages or an injunction that could require us or our vendors to modify certain products and services we offer to our subscribers, as well as enter into royalty or license agreements with respect to the patents at issue. We are also party to various other lawsuits, disputes and investigations arising in the ordinary course of our business, some of which may involve claims for substantial damages, fines or penalties. Although the outcome of these matters cannot be predicted and the impact of the final resolution of these matters on our results of operations in a particular subsequent reporting period is not known, management does not believe that the resolution of these matters, individually, will have a material adverse effect on our operations or financial position or our ability to meet our financial obligations as they become due, but they could be material to our consolidated results of operations or cash flows for any one period.

NOTE 18. SEGMENT REPORTING

We principally deliver broadband, video, telephony and mobile services to residential and business customers, as well as proprietary content and advertising services in the United States. Our connectivity services are provided through a converged fixed and mobile network and key operating activities and resource allocation decisions are managed centrally. Our chief executive officer is the chief operating decision maker ("CODM"). Our CODM assesses performance and decides how to allocate resources based on our consolidated statements of operations. Our CODM manages the business on a consolidated basis such that we have a single operating segment. The Company’s segment performance measure is consolidated net income (loss).

The following table presents significant expenses that are not separately presented on the statements of operations that are reviewed by the CODM.

Years Ended December 31,
202420232022
Programming costs$2,251,316$2,456,158$2,627,416
Other direct costs (a)645,254573,684578,222
Programming and other direct costs$2,896,570$3,029,842$3,205,638
Sales and marketing$651,005$618,068$678,979
Network services555,385593,492558,381
Other (b)1,505,4381,434,6981,498,109
Other operating expenses (c)$2,711,828$2,646,258$2,735,469

(a)Other direct costs include interconnection, call completion, circuit and transport fees paid to other telecommunication companies for the transport and termination of voice and data services. These costs also include franchise fees which are payable to the state governments and local municipalities where we operate. Additionally, these costs include the cost of media for advertising spots sold, the cost of mobile devices sold to our customers and direct costs of providing mobile services.

(b)Other operating expenses include costs related to our call center operations that handle customer inquiries and billing and collection activities, costs related to our information technology systems, costs related to our news and advertising business, as well as our Lightpath business, and various other operating costs such as share-based compensation, corporate overhead and facilities.

(c)Other operating expenses for CSC Holdings for the year ended December 31, 2024 amounted to $2,713,642 and include additional costs of $1,814 that were eliminated at Altice USA.

The measure of segment assets is reported on the balance sheet as total consolidated assets.

NOTE 19. SUPPLEMENTAL INFORMATION

For financing purposes, CSC Holdings is structured as a Restricted Group and an unrestricted group, which includes certain designated subsidiaries and investments (the "Unrestricted Group"). The Restricted Group is comprised of CSC Holdings and substantially all of its wholly-owned operating subsidiaries. These Restricted Group subsidiaries are subject to the covenants and restrictions of the CSC Holdings’ credit facility and indentures governing the notes issued by CSC Holdings.

Presented below is financial information that reflects the financial condition and results of operations of CSC Holdings and its Restricted Subsidiaries separate from the financial condition and results of operations of CSC Holdings' Unrestricted Subsidiaries as of December 31, 2024 and 2023, and for the years ended December 31, 2024 and 2023. The financial information may not necessarily be indicative of the financial condition and results of operations had the Unrestricted Subsidiaries operated as independent entities.

As of December 31, 2024
Restricted GroupUnrestricted GroupEliminationsCSC Holdings
ASSETS
Current assets$571,347$220,114$(69,880)$721,581
Long term assets29,427,9111,571,413(14,494)30,984,830
Total assets$29,999,258$1,791,527$(84,374)$31,706,411
LIABILITIES AND MEMBER'S DEFICIENCY
Current liabilities$2,207,017$193,377$(73,017)$2,327,377
Long-term debt23,344,5901,527,425—24,872,015
Long-term liabilities4,789,839187,159(10,359)4,966,639
Total liabilities30,341,4461,907,961(83,376)32,166,031
Total member's deficiency(342,188)(129,757)(78)(472,023)
Noncontrolling interests—13,323(920)12,403
Total deficiency(342,188)(116,434)(998)(459,620)
Total liabilities and member's deficiency$29,999,258$1,791,527$(84,374)$31,706,411
As of December 31, 2023
Restricted GroupUnrestricted GroupEliminationsCSC Holdings
ASSETS
Current assets$752,504$139,472$(57,189)$834,787
Long term assets29,645,9481,456,065(13,191)31,088,822
Total assets$30,398,452$1,595,537$(70,380)$31,923,609
LIABILITIES AND MEMBER'S DEFICIENCY
Current liabilities$2,170,465$197,899$(60,239)$2,308,125
Long-term debt23,296,1101,419,444—24,715,554
Long-term liabilities5,177,112171,961(11,218)5,337,855
Total liabilities30,643,6871,789,304(71,457)32,361,534
Total member's deficiency(245,235)(180,328)(124)(425,687)
Noncontrolling interests—(13,439)1,201(12,238)
Total deficiency(245,235)(193,767)1,077(437,925)
Total liabilities and member's deficiency$30,398,452$1,595,537$(70,380)$31,923,609
Year Ended December 31, 2024
Restricted GroupUnrestricted GroupEliminationsCSC Holdings
Revenue$8,487,850$474,819$(8,252)$8,954,417
Operating expenses6,949,953334,482(8,296)7,276,139
Operating income1,537,897140,337441,678,278
Other expense, net(1,670,535)(89,315)(4,120)(1,763,970)
Income (loss) before income taxes(132,638)51,022(4,076)(85,692)
Income tax benefit (expense)21,464(13,192)—8,272
Net income (loss)(111,174)37,830(4,076)(77,420)
Net loss (income) attributable to noncontrolling interests—(27,056)2,415(24,641)
Net income (loss) attributable to CSC Holdings, LLC sole member$(111,174)$10,774$(1,661)$(102,061)
Year Ended December 31, 2023
Restricted GroupUnrestricted GroupEliminationsCSC Holdings
Revenue$8,798,456$445,742$(7,134)$9,237,064
Operating expenses7,241,754300,504(7,134)7,535,124
Operating income1,556,702145,238—1,701,940
Other expense, net(1,527,298)(53,008)(3,069)(1,583,375)
Income (loss) before income taxes29,40492,230(3,069)118,565
Income tax expense(22,216)(20,361)—(42,577)
Net income (loss)7,18871,869(3,069)75,988
Net loss (income) attributable to noncontrolling interests(1,881)(27,027)3,069(25,839)
Net income attributable to CSC Holdings, LLC sole member$5,307$44,842$—$50,149
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.