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Media Bureau Denies Request For Extension Of Initial Pleading Deadline

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Released: August 22, 2014
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Federal Communications Commission

DA 14-1226

Before the

Federal Communications Commission

Washington, D.C. 20554

In the Matter of

)

)

Applications of Comcast Corp.,

)

MB Docket No. 14-57

Time Warner Cable Inc., Charter

)

Communications, Inc., and SpinCo

)

)

For Consent to Assign or

)

Transfer Control of Licenses and Authorizations

)

)

ORDER

Adopted: August 22, 2014

Released: August 22, 2014

By the Chief, Media Bureau:

1.

On July 10, 2014, the Commission released a Public Notice seeking comment on the

applications of Comcast Corporation (“Comcast”), Time Warner Cable Inc. (“TWC”), Charter

Communications, Inc. (“Charter”), and SpinCo to assign and transfer control of Commission licenses and

other authorizations.1

The Public Notice seeks comment on two related sets of applications: (i) the joint

applications submitted by Comcast and TWC on April 8, 2014 to effectuate Comcast’s acquisition of

TWC (the “Comcast-TWC Transaction”) and (ii) applications submitted by Comcast, TWC, Charter, and

SpinCo on June 4, 2014 to effectuate a series of transactions (collectively, the “Divestiture Transactions”)

that would result in a net reduction of 3.9 million residential video customers for Comcast.2

The Public

Notice established August 25, 2014 as the deadline for filing comments and petitions to deny; September

23, 2014 as the deadline for filing responses to comments and oppositions to petitions; and October 8,

2014 as the deadline for filing replies to responses or oppositions.3 On August 19, 2014, the Office of the

Mayor of the City of Los Angeles, California (“Office of the Mayor”) filed a Request for Extension of

Time (the “Request”) pursuant to Section 1.46 of the Commission’s rules.4

In its Request, the Office of

the Mayor asks the Commission to extend the filing deadline for comments and petitions to deny for two

weeks, until September 8, 2014.5

On August 20, 2014, Comcast, TWC, and Charter (collectively, the

“Applicants”) filed a Joint Opposition to Request for Extension of Time (the “Opposition”).6

For the

reasons stated below, as consistent with the Commission’s policy that “extensions of time shall not be

routinely granted,”7 we deny the Office of the Mayor’s Request.

1 See Commission Seeks Comment on Applications of Comcast Corporation, Time Warner Cable Inc., Charter

Communications, Inc., and SpinCo to Assign and Transfer Control of FCC Licensees and Other Authorizations,

Public Notice, MB Docket No. 14-57, DA 14-986 (rel. July 10, 2014) (“Public Notice”).

2 Id. at 1-2.

3 Id. at 1.

4 See Letter from Eric Garcetti, Mayor, City of Los Angeles, to Marlene H. Dortch, Secretary, FCC, MB Docket No.

14-57 (Aug. 19, 2014); 47 C.F.R. § 1.46.

5 Request at 1.

6 See Applicants’ Joint Opposition to Request for Extension of Time, MB Docket No. 14-57 (filed Aug. 20, 2014).

7 47 C.F.R. § 1.46(a).

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Federal Communications Commission

DA 14-1226

2.

In its Request, the Office of the Mayor asserts that, given the complexity of the

transactions and the breadth of the issues involved, as well as the summer timing of the Public Notice, a

two-week extension of the initial filing deadline would serve the public interest.8

Specifically, the Office

of the Mayor argues that although Comcast and TWC filed initial applications on April 8, 2014,

information about the Divestiture Transactions was “only made available relatively recently” when those

transactions were filed with the Commission in June.9

As a justification for additional time, the Office of

the Mayor cites, in particular, the instruction in the Public Notice that “petitioners and commenters should

raise all issues in their initial filings.”10

Moreover, the Office of the Mayor argues that the Divestiture

Transactions are particularly relevant to the City of Los Angeles, as two of the parties to the transactions

— TWC and Charter — serve portions of the city.11

Finally, the Office of the Mayor argues that the

requested extension of time would not result in harm to any party in the proceeding.12

3.

In their Opposition, Applicants argue that neither the complexity of the transactions nor

the summer timing of the Public Notice is an appropriate basis for an extension of time under

Commission precedent.13

Applicants contend that the initial comment period provided by the Public

Notice is fair and reasonable, and exceeds the initial comment periods provided in a number of other large

and complex transactions.14

Moreover, Applicants point out that the Comcast-TWC Transaction was

announced more than six months ago; the Divestiture Transactions were announced more than four

months ago; and even the Applicants’ filings pertaining to the Divestiture Transactions were submitted to

the Commission, and thereby made available to the public, more than two months ago.15

This period of

several months, they argue, has given interested parties ample time to consider the transactions and to

formulate their positions.16

Finally, Applicants argue that they are entitled to prompt review of their

applications, and that delays in the review process, while not “cataclysmic,” can cause “significant

disruptions” in their business operations, particularly with regard to those systems that they expect to

transfer.17

4.

The Commission encourages the widest possible public participation and has a strong

interest in ensuring that the record is complete and fully developed.18

To that end, the Public Notice has

8 Request at 1-3.

9 Id. at 2.

10 Id. (citing Public Notice at 10). The language of the Public Notice reflects the pleading requirements set forth in

Section 1.45(c) of the Commission’s rules, 47 C.F.R. § 1.45(c).

11 Request at 2.

12 Id. at 3.

13 Opposition at 1-4. Applicants also argue that, if the Office of the Mayor has concerns about meeting the initial

filing deadline, it should have sought an extension of time at an earlier date, rather than waiting until less than a

week before the deadline. Id. at 2 (noting that the Request cites as precedent only a 1998 rulemaking proceeding in

which the extension request was granted more than five weeks before the filing deadline).

14 Id. at 2-3.

15 Id. at 3.

16 Id. Applicants further argue that, in any case, the Divestiture Transactions are of limited relevance to the City of

Los Angeles as they involve the transfer of only a “very limited” number of Charter subscribers to Comcast in the

city. Id. at 4.

17 Id. at 5.

18 See Applications of Comcast Corporation, General Electric Company and NBC Universal, Inc. for Consent to

Assign Licenses or Transfer Control of Licensees, Order, 25 FCC Rcd 3101, 3102, ¶ 4 (MB 2010) (“Comcast-

NBCU March 26, 2010 Extension Denial Order”).

2

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Federal Communications Commission

DA 14-1226

established a 46-day period for the filing of initial comments and petitions to deny.19

This initial filing

period is consistent with the Commission’s review of the Comcast-NBCU transaction, and longer than the

pleading cycles provided in some other media-related transaction proceedings in recent years.20

The

Public Notice also provides for a 29-day period for responses to comments and oppositions to petitions,

and a 15-day period for replies to responses and oppositions.21

5.

We recognize the complexity of the proposed transactions. For this reason, we have

established a relatively lengthy three-month pleading cycle, consisting of three rounds of pleadings, initial

comments and petitions to deny, responses and oppositions, and replies to responses and oppositions,

which, together with the Commission’s ex parte process and the opportunity for parties to comment on

the Applicants’ responses to information requests, provides interested parties with substantial time and

multiple opportunities to participate in the proceeding.22

6.

We also do not believe that our instruction in the Public Notice that petitioners and

commenters raise all issues in their initial filings unless they show good cause, which is consistent with

our longstanding pleading rules, necessitates a longer period for the filing of comments and petitions to

deny.23

As stated in the Public Notice, where circumstances warrant, a party or interested person may,

upon an appropriate showing of “good cause,” raise a new issue even after the pleading cycle has

closed.24

7.

With regard to the contention that meeting the initial filing deadline is made more

difficult by the summer timing of the Public Notice, we do not find it to be a compelling factor, as such

reasoning could just as easily apply to the filing deadlines for any Commission business conducted during

the summer months. In addition, we find the assertion that no party will be harmed by a two-week

extension of the filing deadline to be similarly unpersuasive. The Commission has an obligation to

review proposed transactions as expeditiously as possible, regardless of whether or not delays in the

19 See Public Notice at 1.

20 See Commission Seeks Comment on Applications of Comcast Corporation, General Electric Company and NBC

Universal, Inc. for Consent to Assign and Transfer Control of FCC Licenses, Public Notice, 25 FCC Rcd 2651

(2010). Prior to the Comcast-NBCU merger review, the initial pleading cycles of the most recent media-related

mergers allowed approximately 30 days for comments and petitions and 15 days for responsive filings. See, e.g.,

Sirius Satellite Radio Inc. and XM Satellite Radio Holdings Inc. Seek Approval to Transfer Control of FCC

Authorizations and Licenses, Public Notice, 22 FCC Rcd 10327 (2007); News Corporation, The DIRECTV Group,

Inc. and Liberty Media Corporation Seek Approval to Transfer Control of FCC Authorizations and Licenses, Public

Notice, 22 FCC Rcd 3493 (2007); Adelphia Communications Corporation, Debtor-In-Possession, Time Warner Inc.

and Comcast Corporation Seek Approval to Transfer Control and/or Assign FCC Authorizations And Licenses,

Public Notice, 20 FCC Rcd 10051 (2005). In Comcast-Time Warner-Adelphia, the Commission granted a 16-day

extension to the 30-day initial filing period. Applications for Consent to the Assignment and/or Transfer of Control

of Licenses, Adelphia Communications Corporation, (And Subsidiaries, Debtors-In-Possession), Assignors, to Time

Warner Cable Inc. (Subsidiaries), Assignees; Adelphia Communications Corporation, (and Subsidiaries, Debtors-

In-Possession), Assignors and Transferors, to Comcast Corporation (Subsidiaries), Assignees and Transferees;

Comcast Corporation, Transferor, to Time Warner Inc., Transferee; Time Warner Inc., Transferor to Comcast

Corporation, Transferee, Order, 20 FCC Rcd 11145 (2005).

21 See Public Notice at 1.

22 Petitions to Deny must be filed by the initial pleading deadline, August 25, 2014.

23 See Public Notice at 10 (“petitioners and commenters should raise all issues in their initial filings”). See also

Comcast-NBCU March 26, 2010 Extension Denial Order, 25 FCC Rcd at 3103, ¶ 6.

24 See Public Notice at 10 (“A party or interested person seeking to raise a new issue after the pleading cycle has

closed must show good cause why it was not possible for it to have raised the issue previously.”). See also

Applications of Comcast Corporation, General Electric Company and NBC Universal, Inc. for Consent to Assign

Licenses or Transfer Control of Licensees, Order, 25 FCC Rcd 7521, 7524, ¶ 10 (MB 2010).

3

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Federal Communications Commission

DA 14-1226

process would result in harm to a party.25

Thus, we do not find that, under the particular circumstances

here, an extension of the pleading cycle is justified in this case.

8.

Accordingly, the Office of the Mayor’s Request for Extension of Time in the above-

captioned matter is hereby DENIED. This action is taken pursuant to authority delegated by Section

0.283 of the Commission’s Rules.26

FEDERAL COMMUNICATIONS COMMISSION

William T. Lake

Chief, Media Bureau

25 See Comcast-NBCU March 26, 2010 Extension Denial Order, 25 FCC Rcd at 3103, ¶ 5.

26 47 C.F.R. § 0.283.

4

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