Subsequent Events	6 Months Ended
Jun. 30, 2025
Subsequent Events
Subsequent Events	Note 15. Subsequent Events Passage of the One Big Beautiful Bill Act On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act ("OBBBA"). The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. ASC 740, “Income Taxes”, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. We are in the process of evaluating the impact of the OBBBA on our Consolidated Financial Statements. Merger Agreement On August 11, 2025, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Bandit Parent LP, a Delaware limited partnership (“Parent”) and Bandit Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to the terms and conditions thereof, Merger Sub will merge with and into the Company (the “Merger”) with the Company continuing as the surviving corporation. Parent and Merger Sub are affiliates of DigitalBridge and Crestview Partners, L.P. (“Crestview”). Crestview is currently the beneficial owner of approximately 37% of the Company’s outstanding shares of common stock. Subject to the terms and conditions set forth in the Merger Agreement, upon the consummation of the Merger, each share of the Company’s common stock, par value $0.01 per share (other than shares of the Company’s common stock (i) held directly or indirectly by Parent, Merger Sub or any subsidiary of the Company, (ii) held by the Company as treasury shares, (iii) held by any person who properly exercises appraisal rights under Delaware law or (iv) subject to the Rollover Agreement described below) will be converted into the right to receive an amount in cash equal to $5.20 per share, without interest, subject to any withholding of taxes required by applicable law. Certain stockholders of the Company affiliated with Crestview have entered into a Rollover, Voting and Support Agreement (the “Rollover Agreement”) with the Company and Parent pursuant to which such stockholders have agreed to contribute their shares of Company common stock to Parent or an affiliate of Parent in exchange for equity interests of Parent or an affiliate of Parent, on the terms and subject to the conditions set forth in such agreement. The stockholders party to the Rollover Agreement have also agreed to vote their shares of Company common stock, representing approximately 37% of the outstanding shares of Company common stock, in favor of the adoption of the Merger Agreement. The Merger, if completed, will result in WideOpenWest becoming a private company and the shares of Company common stock being de-listed from the New York Stock Exchange and de-registered under the Securities Exchange Act of 1934, as amended. The Merger is expected to close by the end of the year or in the first quarter of 2026. The closing of the Merger is subject to various conditions, including the adoption of the Merger Agreement by holders of a majority of the outstanding shares of Company common stock and approval by the Federal Communications Commission. In addition, if the Merger Agreement is terminated under specified circumstances, the Company is required to pay Parent a termination fee of $15.8 million in cash, or Parent is required to pay the Company a termination fee of $31.6 million in cash. Revolver Extension In addition, on August 11, 2025, WideOpenWest Finance, LLC (the “Borrower”), a wholly owned subsidiary of the Company, entered into an amendment to the Revolving Credit Facility (the “RCF”) under the Super-Priority Credit Agreement, dated October 11, 2024, as otherwise amended from time to time, among, inter alia, the Borrower, the lenders party thereto, and Wilmington Savings Fund Society, FSB, as the administrative and collateral agent thereunder (the “Revolver Amendment”). Among other things, the Revolver Amendment extends the maturity date of the RCF to June 30, 2027; provided that, from and after (and contingent upon) the closing of the Merger Agreement, the maturity date will be September 11, 2028. Additionally, the Revolver Amendment (i) amends the interest rate applicable to outstanding amounts under the RCF to a per annum rate of SOFR plus 6.00%, subject to a series of stepdowns contingent upon injection of incremental equity following the closing of the Merger Agreement, and (ii) provides for certain adjustments to the maximum secured net leverage ratio covenant in future periods.

Subsequent Events

6 Months Ended

Jun. 30, 2025

Note 15. Subsequent Events

Passage of the One Big Beautiful Bill Act

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act ("OBBBA"). The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. ASC 740, “Income Taxes”, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. We are in the process of evaluating the impact of the OBBBA on our Consolidated Financial Statements.

Merger Agreement

On August 11, 2025, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Bandit Parent LP, a Delaware limited partnership (“Parent”) and Bandit Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to the terms and conditions thereof, Merger Sub will merge with and into the Company (the “Merger”) with the Company continuing as the surviving corporation. Parent and Merger Sub are affiliates of DigitalBridge and Crestview Partners, L.P. (“Crestview”). Crestview is currently the beneficial owner of approximately 37% of the Company’s outstanding shares of common stock. Subject to the terms and conditions set forth in the Merger Agreement, upon the consummation of the Merger, each share of the Company’s common stock, par value $0.01 per share (other than shares of the Company’s common stock (i) held directly or indirectly by Parent, Merger Sub or any subsidiary of the Company, (ii) held by the Company as treasury shares, (iii) held by any person who properly exercises appraisal rights under Delaware law or (iv) subject to the Rollover Agreement described below) will be converted into the right to receive an amount in cash equal to $5.20 per share, without interest, subject to any withholding of taxes required by applicable law.

Certain stockholders of the Company affiliated with Crestview have entered into a Rollover, Voting and Support Agreement (the “Rollover Agreement”) with the Company and Parent pursuant to which such stockholders have agreed to contribute their shares of Company common stock to Parent or an affiliate of Parent in exchange for equity interests of Parent or an affiliate of Parent, on the terms and subject to the conditions set forth in such agreement. The stockholders party to the Rollover Agreement have also agreed to vote their shares of Company common stock, representing approximately 37% of the outstanding shares of Company common stock, in favor of the adoption of the Merger Agreement.

The Merger, if completed, will result in WideOpenWest becoming a private company and the shares of Company common stock being de-listed from the New York Stock Exchange and de-registered under the Securities Exchange Act of 1934, as amended. The Merger is expected to close by the end of the year or in the first quarter of 2026.

The closing of the Merger is subject to various conditions, including the adoption of the Merger Agreement by holders of a majority of the outstanding shares of Company common stock and approval by the Federal Communications Commission. In addition, if the Merger Agreement is terminated under specified circumstances, the Company is required to pay Parent a termination fee of $15.8 million in cash, or Parent is required to pay the Company a termination fee of $31.6 million in cash.

Revolver Extension

In addition, on August 11, 2025, WideOpenWest Finance, LLC (the “Borrower”), a wholly owned subsidiary of the Company, entered into an amendment to the Revolving Credit Facility (the “RCF”) under the Super-Priority Credit Agreement, dated October 11, 2024, as otherwise amended from time to time, among, inter alia, the Borrower, the lenders party thereto, and Wilmington Savings Fund Society, FSB, as the administrative and collateral agent thereunder (the “Revolver Amendment”). Among other things, the Revolver Amendment extends the maturity date of the RCF to June 30, 2027; provided that, from and after (and contingent upon) the closing of the Merger Agreement, the maturity date will be September 11, 2028. Additionally, the Revolver Amendment (i) amends the interest rate applicable to outstanding amounts under the RCF to a per annum rate of SOFR plus 6.00%, subject to a series of stepdowns contingent upon injection of incremental equity following the closing of the Merger Agreement, and (ii) provides for certain adjustments to the maximum secured net leverage ratio covenant in future periods.