Dr. John Malone’s Liberty Media will buy a 27.3 percent interest in Charter Communications with a $2.62 billion investment in America’s fourth largest cable operator.

Liberty will buy the stake from investment firms Apollo Management, Crestview Partners, and Oaktree Capital Management.

“We are pleased with Charter’s market position and growth opportunities and believe that the company’s investments in its high-capacity digital network which provides digital HD and on demand television, high-speed data and voice, will benefit its customers and shareholders alike,” Malone said in a statement.

Malone is no stranger to the cable industry, having been at the helm of Tele-Communications, Inc. (TCI), the largest cable operator in the country in the 1980s and 1990s. TCI systems were sold to AT&T in 1999, which eventually spun them off to Comcast and Charter Communications, which still run them today.

Dr. John Malone

Since Malone’s exit at TCI, he has been in charge of Liberty Global, which owns cable systems overseas and controls several U.S. cable programming interests through his Liberty Media operation. The investment in Charter represents Malone’s return to an American cable industry he helped pioneer.

The agreement requires Liberty to acquire no more than 35 percent of Charter until January 2016, at which point Liberty’s maximum allowable controlling interest rises to 39.99 percent. Liberty also wins four seats on Charter’s board of directors. But many industry analysts predict Malone will not be satisfied with anything less than eventual full control.

Malone often takes an initial minority interest in the companies he later intends to acquire outright. Macquarie analyst Amy Yong told Reuters he employed a similar tactic to gain control of SiriusXM, the satellite radio company.

“He’s probably going to have a pretty big say in the company’s future over the next few years. This will accelerate capital returns and take advantage of Charter’s tax assets to consolidate the cable industry some more,” Yong said.

Malone is attracted to investment opportunities in companies with high marketplace leverage opportunities and exploiting potential revenue from captive customers in the rural, less-competitive markets Charter has traditionally favored.

Here today, gone tomorrow: Bresnan Communications that was Optimum is now Charter Cable.

Malone also has a strong philosophy towards marketplace consolidation, something ongoing in the cable industry, particularly among smaller cable operators serving less-populated areas.

Under the leadership of ex-Cablevision executive Thomas Rutledge, Charter Communications recently acquired the interests of Cablevision West — former Bresnan Cable systems in the mountain west. Malone sees considerable opportunities expanding operations in smaller communities that have either received substandard cable service, or none at all.

Malone has recently been stockpiling available cash for investments, spinning off his former cable programming properties Starz, a premium cable channel, Discovery Communications, which runs the Discovery Networks, and Liberty Interactive, which owns the lucrative home shopping channel QVC.

Charter Communications has had a difficult history. Microsoft co-founder Paul Allen bought a controlling interest in the cable operator in the late 1990s, primarily because he saw cable broadband as a natural fit for his vision of a future wired America. Allen’s weighty investment was used to jump into a cable industry consolidation frenzy still underway more than a decade ago. Cable operators claimed consolidation was necessary to increase efficiency by building up regional clusters of cable systems. Before consolidation, it was not unusual for two or three different cable operators to serve customers in separate parts of a metropolitan area. Often one operator would serve the city with one or two other cable companies offering service in suburban and exurban communities nearby.

In 1999 alone, under Allen’s leadership, Charter Cable acquired 10 cable companies.

By 2005, Charter Cable had amassed millions of new subscribers, but not as many as company executives claimed when they artificially inflated subscriber numbers to protect the value of the company’s stock. Four executives were indicted that year for criminal accounting fraud. By 2009, with $22 billion in debt, the company declared bankruptcy, eventually wiping out shareholders.

The court’s decision to forgive 40 percent of the company’s debt angered creditors but opened an opportunity for private equity firm Apollo Capital Management to gain control by ending up with the majority of shares in the restructured company.

For years, the company has continued to receive some of the worst customer satisfaction ratings in the industry, usually ranking at or near the bottom. But many Charter customers stay because there is little competition from other players, especially telephone companies. AT&T’s U-verse is the most likely triple-play competitor, but AT&T has avoided introducing U-verse in many of Charter’s service areas because they are deemed too small.

Malone sees Charter’s future revenue potential grow as a broadband provider, considered both a money-maker and must-have service. Analysts say that Charter is well-positioned to poach more customers from phone companies, which typically only offer slow DSL service in much of Charter’s rural footprint.

Gore: Malone is the Darth Vader of cable.

But customers may find with Malone’s involvement, that service may come at a price. Malone was criticized heavily in the 1980s and 1990s for leading the charge for customer rate increases. TCI’s captive customers in Tennessee found their cable bills increased between 71-116 percent in just three years during the 1980s.

Former Sen. Al Gore, Jr., at the time called Malone the head of a “Cable Cosa Nostra” and the Darth Vader of big cable. The cable executive was a frequent target of lawmakers flooded with constituent complaints about poor cable service and accelerating prices.

In 1999, The Guardian noted Malone was an admirer of telecom oligopolies:

He is scathing about regulatory attempts to prevent monopolies and mergers. Governments, he says, are “antediluvian” in their approach to the emerging new world economic order. Instead of trying to prevent mergers and collusion between media and communications companies, Malone says governments should actually promote the creation of “super-corporations” (such as his own) with enough capital to exploit the potential of new technology.

That attitude may soon be back in play with the cable industry’s increasing focus on expanding broadband service as their new primary revenue generator.

AT&T is giving new U-verse customers their choice of a Kindle Fire HD, Nexus 7 Tablet, SONOS PLAY:3 or Xbox 360 game console when signing up for a double-play package of Internet and either phone or television service.

The company is targeting customers planning to switch more than one service away from an existing provider. Most will likely choose U-verse broadband and television service, but any combination of telephone or TV service will qualify a customer for the gift promotion, valued at up to $350.

But customers could wait more than a year before the gift shows up.

The fine print states that customers must wait up to 34 weeks (more than half a year) after signing up before a “reward notification” arrives. At that point, customers must complete an online redemption submission and wait an extra 23 weeks for the tablet or game console to arrive, assuming the customer kept service for at least 30 days.

Customers must sign up before  July 27, 2013 to qualify.

[Updated 3/19: One of our readers in the comment section quotes from an AT&T representative that their press release contained two major “typos”: It should have said 3-4 weeks and 2-3 weeks, but someone forgot to proofread.]

Verizon Wireless and AT&T could cooperate to allow both companies to build market power in the United States and abroad with a buyout of Vodafone, now a part-owner of Verizon Wireless.

The world’s second largest wireless service provider (behind China Mobile), Vodafone could be subject to an American takeover if the two largest phone companies in the United States structure the deal together.

Bank of America-Merrill analyst David Barden suggested AT&T could buy Vodafone’s international assets at an estimate price of $70 billion, allowing Verizon to buyout Vodafone’s 45 percent stake in Verizon Wireless.

Barden warned the deal would be time-consuming, and likely attract strict scrutiny from regulators both at home and abroad, but a deal would give Verizon its desired full control of its domestic wireless operation and allow AT&T to become a major global player in the wireless marketplace in Europe, Asia, Oceania, and the Middle East.

An analyst from RBC made news last week suggesting AT&T could be amenable to selling its non-core assets to raise cash, including the sale of its wireless broadcast and cell towers — money that could be used to help pay for such a deal.

AT&T spokesman Brad Burns declined to comment specifically on the speculation by RBC, but admitted, “if we wanted additional flexibility, that could be an option for us.”

“In all cases, our decisions are driven by what’s right for the company and for our shareowners, so in that sense, nothing’s off the table,” Burns said. “But any comments by analysts about potential sales are simply speculation.”

AT&T achieved record cash flows in 2012 and will likely end 2013 with $14 billion in free cash, which could be used in an acquisition strategy or returned to shareholders.

Fran Shammo, chief financial officer of Verizon, noted the company has been interested in taking full control over its wireless division for some time.

The estimated cost of buying out Vodafone’s U.S. share is around $115 billion.

United to grow AT&T’s revenue at the expense of rural America.

The National Farmers Union has a long tradition of protecting rural farmers and defending the rural economy, but has been completely taken in by AT&T’s proposal to abandon rural wired service.

In addition to AT&T appearing in fine print as a sponsor of the National Farmers Union’s 111th Anniversary Convention, the phone company won prominent placement at the group’s annual convention to deliver a speech about AT&T’s lobbying agenda on rural broadband courtesy of Ramona Carlow, AT&T’s vice president of public policy.

AT&T sends its lobbying forces to rural agriculture events with scare stories about impending wireless shortages and doom if the Federal Communications Commission does not hand over more spectrum. In an interview with Beth Canuteson, AT&T regional vice president of external affairs, she tells Brownfield – Ag News for America AT&T will run out of spectrum in seven years. (June 26, 2012) (6 minutes)
You must remain on this page to hear the clip, or you can download the clip and listen later.

The National Farmers Union joined several other rural farm groups in comments (never mentioned on the organization’s website) to the Federal Communications Commission applauding AT&T’s plan to abandon its rural “TDM” landline network:

The United States is poised for a historic transition in communications. Completing the transformation from legacy TDM-based network technology designed in the 20th century to the all-IP networks of the 21st century will allow every computer, laptop, smartphone, machine and tablet to communicate with each another and work seamlessly around the clock. These devices, connected with each other and with a host of other machines ranging from cars to thermostats via these IP-enabled networks, are changing almost every aspect of our lives in areas well beyond traditional communications. If the FCC grants AT&T’s Petition, the full build out of 21st century IP-based networks can being to spur growth, create jobs, and stimulate new opportunity across America, but especially in rural communities that are often handicapped by distance and other opportunity-limiting barriers.

AT&T has the money to upgrade its rural wireline networks.

Unfortunately for the rural farm members of the National Farmers Union, the future proposed by AT&T isn’t as rosy as the NFU would have you believe:

1. AT&T has neglected its rural landline network for years. Whether the technology is wired or wireless, the bean counters at AT&T are clear: there is no Return on Investment formula that works for the company at the current low prices charged for traditional rural landline and DSL service. AT&T has poured billions into a half-measure upgrade, a fiber-copper wire compromise called U-verse, but only in urban areas where it can justify that  investment to hungry shareholders. AT&T has no plans to deploy U-verse in rural areas. Instead, Wall Street’s economic expectation is that fixed wireless is the best solution for rural areas, because it delivers dramatically higher prices that accelerate return on investment and future enhanced earnings;
2. AT&T continues to be America’s lowest-rated wireless carrier — worst for dropped calls and worst for customer service. If you live in a rural area, you already know what AT&T wireless cell service is like. Do you want to depend on that network for all of your telecommunications needs, including emergency calls to 911?
3. AT&T’s DSL service starts at $15 a month on commonly available pricing promotions and has a barely enforced usage cap of 150GB a month. AT&T’s wireless smartphone plans start at $20 a month with a usage cap of 200MB a month. A 5GB plan costs $50 a month. On AT&T’s heavily marketed Family Share plan, 1GB of usage costs $40 a month. A typical broadband customer using between 15-20GB a month, now considered the national average, would pay $15 a month for AT&T’s DSL or $200 a month on AT&T’s wireless network, based on a plan designed to avoid overlimit fees;¹
4. AT&T’s plan also includes fringe benefits for itself: a transition to technology not subject to consumer protection and oversight laws, rate regulation, quality of service guarantees, and “carrier of last resort” obligations. In short, it means AT&T is not responsible if your wireless reception is unsuitable for voice or data use.

AT&T’s cash on hand. Q.: Where will they spend it, on their networks or on their shareholders? A.: “AT&T generated best-ever cash from operations and free cash flow in 2012, which let us return a record $23 billion in cash to shareholders, including dividends and share buybacks.” — AT&T 2012 Annual Report.

The National Farmers Union needs to consider whether AT&T’s proposal meets the terms the organization lays out in its own policy statement on rural telecommunications:

We support:

a) Efforts to ensure competitively priced, high-speed broadband access to the Internet for rural America, which should remain free of censorship and not interfere with other frequencies;

b) Collaborative efforts and public/private initiatives that leverage internet-based technology and use the internet to improve communications, reduce costs, increase access and grow farm business for producers and their cooperatives; and

c) Legislative action and efforts by the administration to encourage robust broadband and wireless deployment in rural America to drive economic development, better serve farmers and ranchers and to prevent a digital divide between rural and urban citizens.

Strong earnings growth.

Let’s consider how AT&T will manage with these tests:

• Wireless competition in rural America exists even less than in urban America. For most, there are one or two choices, typically AT&T and Verizon Wireless, which charge nearly identical, expensive prices;
• AT&T and its various front groups like the American Legislative Exchange Council (ALEC) lobby state lawmakers to prohibit public initiatives that would enhance rural broadband, particularly community-owned broadband networks. Advocating for AT&T’s imposed rural solution is a far cry from the NFU’s past. In 1934, President Franklin D. Roosevelt requested the group lead the charge for rural utilities cooperatives, owned and operated by the communities they served. In 2013, the group seems satisfied with whatever scraps AT&T is willing to throw the way of rural America;
• A digital divide can exist in many ways. The NFU proposes to cut the digital divide by introducing a pricing divide. Can most rural Americans afford $200 a month for AT&T’s wireless service, assuming they can get a good signal? AT&T returned $23 billion in excess cash to shareholders in 2o12². Imagine what half of that would offer rural America if the company chose to upgrade its existing landline network for the same 21st century service it proposes to offer urban customers.

¹-AT&T’s Mobile Share with Unlimited Talk & Text 20GB package, not including a $30 additional device fee for each smartphone on the account.

²- AT&T Annual Report 2012.

Pulling the wool over your eyes.

As the Federal Communications Commission continues to consider AT&T’s proposal to abandon its wired infrastructure in rural service areas, hundreds of comments are arriving at the federal agency both for and against the idea. Between the submissions from large telecom companies and state regulators, a curious mix of professionally prepared comments favoring AT&T’s proposal have also arrived, many from organizations that simply do not have a direct interest in the outcome.

These Friends of AT&T include a range of non-profit, minority, and civil rights groups that have little interest in rural telecommunications policy but every interest in pleasing a company that lends executives to serve on advisory boards or writes big checks.

Even worse, some of the constituencies these groups purport to represent are among the most vulnerable. The rural poor, elderly, and economically disadvantaged are precisely those that cannot afford to lose budget-friendly phone and broadband service in favor of the expensive wireless solutions AT&T proposes as replacements.

Not all groups favoring AT&T are simply trolling for corporate contributions. Some seem to have been hoodwinked by the AT&T’s lobbyists, believing that abandoning rural wired infrastructure is an evolutionary step towards better service. They do not understand AT&T will offer exceptionally expensive broadband and voice calling over a wireless network notorious for dropped calls, poor rural reception, and stingy data caps in its place.

Stop the Cap! is here to help. Over the coming weeks, we will be running a special series calling out a range of groups that either take AT&T money and advocate for their cause or seem misinformed about the future rural reality AT&T has in store for rural America. We encourage readers to contact these groups and let them know they are hurting themselves — and you — spending precious resources advocating for a multibillion dollar telecommunications company that honestly does not need their help and does not have their interests at heart.

Ask these groups to carefully consider the comments from organizations that live and breathe rural broadband, consumer protection, and oversight:

A million-five can buy a lot of advocacy.

RURAL BROADBAND POLICY GROUP: “[We are] alarmed at the request AT&T has presented before the Commission, and believes that approving this petition will inflict negative consequences on rural communities and consumers including loss of affordable and reliable basic telephone service, which is the only form of communication many remote communities can access; eliminate consumer protections that have made it possible for rural people to access telecommunications services; reverse our commitment to Universal Service; endanger our national public safety; and fuel a divest-from-Rural-trend that will disadvantage our national economy and global competency. We simply cannot allow that to happen.”

FREE PRESS: “For the typical consumer, the grant of AT&T’s wishes would mean no protections from price gouging, no accountability for service outages, no consumer protections from cramming and slamming, and no reliable access to emergency services. For millions of consumers and businesses, it would mean no access at all, as AT&T would be free to stop providing service. And because there would no longer be any obligation for interconnection, Americans should expect to see rolling localized Internet blackouts as intercarrier disputes pop up, which will be “resolved” by higher prices paid to dominant carriers like AT&T.”

MICHIGAN PUBLIC SERVICE COMMISSION: “The MPSC recognizes that the transition to an IP-based network is already underway. The MPSC supports the transition from TDM to IP-based or other next generation networks and services, and the deployment of affordable, open, and high-capacity broadband by all broadband providers. However, it is imperative to recognize that great care must be taken to ensure the continuation of the competitive marketplace, universal service, and consumer protections. AT&T’s Petition proposes sweeping deregulation of the incumbent providers, which would allow them to withdraw service unilaterally. There cannot be a reduction in competition, thus leaving customers subject to prices and/or rates that are not just, reasonable, and affordable, with little or no competitive recourse.”

Coming Up: The National Farmers Union: Hoodwinked by AT&T’s Lobbyists