Shot Clock Stop Not Bad Omen for Comcast/TWC
FCC stoppage of the 180-day shot clock on Comcast’s planned buy of Time Warner Cable (CD Oct 6 p7) isn’t a negative sign for the deal and stems from the large amounts of information and filings involved, as well as an ongoing commission proceeding on how confidential programmer documents should be handled (CD Oct 2 p10), said both deal supporters and opponents in interviews Monday. “It is routine for the FCC to pause the review of significant transactions as it works to create a full record,” emailed a Comcast spokeswoman. Though the FCC tied the clock stoppage to Comcast/TWC’s providing complete answers to the agency’s large information requests, it’s not seen as a goad to get the companies to respond, said attorneys connected with transaction and opponents of the deal. The stoppage gives the FCC and others “the time they need to adequately go through the data,” said Public Knowledge Senior Staff Attorney John Bergmayer.
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Comcast and TWC should defer filing documents in merger docket 14-57 “pending our consideration of these issues,” the FCC said in a public notice seeking comment on the treatment of confidential documents from broadcasters and programmers in the deal’s proceeding (http://bit.ly/1uSvcT0). That request to delay filing mostly involved documents that have already been provided to the Justice Department, but partially affected the companies’ response to the FCC information requests, said an attorney connected to the transaction. The FCC is expected to issue a decision on how the sensitive programmer documents should be handled in the next few days, said the lawyer.
Commission staff “found that a number of the answers” in responses from Comcast, TWC and Charter Communications, which is getting divested systems, were incomplete, the FCC said in the public notice announcing the stopped clock. The FCC declined to comment on what the incomplete items are. An opponent of the deals said TWC hasn’t submitted information about business plans it had in the works before Comcast’s offer. Dish Network listed gaps in the submitted information that its request for an extension said include “the magnitude of vertical price increases associated with the transaction, information on Comcast’s interconnection policies and dispute with Netflix,” and “the new products and services that Comcast claims it will be able to offer as a result of this transaction.”
An attorney connected with the transaction said that narrative information related to most of the requests has been submitted. It’s either documentation or additional narrative information that still needs to be provided to the FCC, said the lawyer. “We will work with the staff to determine the additional information the FCC is seeking ... and will submit supplemental answers and documents quickly thereafter so that the FCC can complete its review early in 2015,” said the Comcast spokeswoman.
Industry attorneys said the clock stoppage likely has more to do with the sheer volume of information submitted than the missing information. “This is pretty typical,” said Fletcher Heald attorney Thomas Dougherty, who handles cable transactions. “The FCC has been inundated with filings in this proceeding, and they just received the responses to the information requests.” Shot clocks are frequently paused in large deals, said cable attorneys. The clock stoppage isn’t intended to punish the companies, but does “show this merger is not getting waived though,” said Bergmayer.