CABO

Cable One, Inc.

NYSE · COMMUNICATION SERVICES · CABLE & OTHER PAY TELEVISION SERVICES

4.83

−0.78 −13.90%

USD · close Oct 23

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How CABO rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

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New in FY2025

As of December 31, 2025, a little less than 60% of our footprint has been overbuilt by wired competitors offering high-speed data services with speeds of 100 Mbps or higher.
We also face competition from various providers of wireless internet offerings, including cell phone internet providers that have deployed high-speed “5G” wireless networks where they have higher capacity spectrum and public locations or commercial establishments offering Wi-Fi at no cost.
Our video business also faces substantial and increasing competition from other forms of in-home and mobile entertainment, including, among others, Amazon Prime Video, Apple TV+, Disney+, Hulu, HBO Max, Netflix, Paramount+, Peacock, YouTube TV, Sling TV and an increasing number of new entrants who offer OTT video programming, including many traditional programmers.
Because of the significant size and financial resources of many of the companies behind such service offerings, some of whom with fewer regulatory burdens than us, we anticipate that they will continue to invest resources in increasing the availability of video content on the internet, which may result in less demand for the video services we provide.
Increasing consolidation in the telecommunications and content industries have provided additional benefits to certain of our competitors, either through access to financing, resources or efficiencies of scale including the ability to launch new products and services.
The rapid evolution of AI will require significant resources to implement AI ethically in order to minimize unintended, harmful impacts.
There are many state and federal efforts underway to regulate the use of AI, which could have a material adverse impact on our business operations.
We cannot predict whether or when any future changes to AI regulation may occur, especially in light of conflicting policy directives on the state and federal levels with respect to AI regulation.
Over the past few years, the sales margins on our residential video services, which accounted for 12.5%, 14.1% and 15.4% of our total revenues in 2025, 2024 and 2023, respectively, have generally decreased as a result of increased programming costs and retransmission fees and customer cord-cutting.
We may not be able to obtain necessary hardware, software and operational support from vendors, and the potential impacts of changes in trade policy and tariffs may adversely impact our results of operations.
Such acquisitions and strategic investments could involve a number of risks and uncertainties, including: • uncertainties as to the timing of any acquisition or strategic investment and the risk that such transactions may not be completed in a timely manner or at all; • the possibility that any or all of the conditions to the consummation of any acquisition or strategic investment may not be satisfied or waived, including failure to receive any required regulatory approvals (or any conditions, limitations or restrictions placed in connection with such approvals); • uncertainties related to our ability to obtain any necessary financing, or to obtain financing on favorable terms, to complete any acquisition or strategic investment; • the difficulty in integrating new Strategic Acquirees and their operations in an efficient and effective manner; • the challenge in achieving strategic objectives, cost savings and other anticipated benefits; • the potential loss of key associates of a Strategic Acquiree and the difficulties of integrating personnel; • the potential diversion of senior management’s attention from our ongoing operations; • the difficulty of maintaining relationships with the customers, suppliers and other business partners of a Strategic Acquiree; • the potential loss of brand recognition, customer loyalty or reputation from any rebranding efforts; • exposure to litigation or other claims in connection with, or inheritance of claims or litigation risk as a result of, an acquisition, such as claims from terminated employees, customers, former stockholders or other third parties; • the difficulty and amount of time necessary to realize expected synergies and other benefits of the acquisitions or strategic investments; • the risks associated with integrating financial reporting and internal control systems as well as with creating uniform standards, procedures, policies and information systems; • the difficulty in adapting and expanding information technology systems and other business processes to incorporate the Strategic Acquirees; • potential future impairments of goodwill associated with the Strategic Acquirees; • in some cases, the potential for increased regulation; • risks relating to minority ownership positions in our strategic investments, including our minority ownership position in MBI, such as our ability to appoint only a minority of members of the board of managers of MBI, the fact that the board of managers of MBI do not owe the same fiduciary duties to us that directors of a corporation would owe to stockholders and the limited category of transactions for which our consent will be needed under MBI’s operating agreement; • risks relating to our strategic investment in Clearwave Fiber, including the fact that the board of managers of Clearwave Fiber do not owe the same fiduciary duties to us that directors of a corporation would owe to stockholders, and we do not control the vote of the Clearwave Fiber board of managers with respect to most significant transactional and operational matters under the terms of Clearwave Fiber's operating agreement; and • uncertainties related to the closing of the Put Option exercise (as described under "Management's Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition: Liquidity and Capital Resources – Liquidity" ) relating to our MBI investment, including the difference between the Put Price and the fair value of the underlying equity interests in MBI and our ability to finance the Put Price on terms acceptable to us or at all.
We rely on network and information systems and other technology, and a disruption or failure of such networks, systems or technology as a result of cybersecurity incidents, as well as outages, natural disasters (including extreme weather), pandemics, vandalism, terrorist attacks, accidental releases of information or similar events, may disrupt our business.
Our network and information systems are also vulnerable to damage or interruption from power outages, natural disasters (including extreme weather arising from short-term weather patterns or more severe and/or frequent weather events that could arise as a result of long-term climate change), pandemics, vandalism, terrorist attacks and similar events, and the individuals responsible for such systems may also be imperiled by certain such events.
Our intangible assets and goodwill have been subject to impairment, which has adversely affected our results of operations and assets.
If intangible assets or goodwill are subject to further impairment in the future, our results of operations and total assets could be adversely impacted even further.
Our intangible assets and goodwill represent a substantial amount of our total assets.
During the three months ended June 30, 2025, due to a decline in our stock price, we identified an intangible asset and goodwill impairment assessment triggering event.
As a result of the ensuing assessments, we recognized asset impairments totaling $586.0 million consisting of $497.2 million and $88.8 million of non-cash impairments associated with our indefinite-lived franchise agreements intangible asset and goodwill, respectively, reducing the franchise agreements' carrying value from $2.1 billion to $1.6 billion and the goodwill carrying value from $929.6 million to $840.8 million.
As of June 30, 2025, after the recognition of these asset impairments, the fair values of our franchise agreements and goodwill were equal to their respective carrying values.
No additional impairments were recognized during the remainder of 2025.
Various estimates and assumptions requiring management's judgment were utilized to determine the fair values for these assets, but future events and changes in circumstances could result in changes to these estimates and assumptions.
We cannot accurately predict the likelihood or potential amount and timing of any further impairments of intangible assets or goodwill.
Should the fair values of our intangible assets or goodwill decline further in future periods, additional impairment charges may be recognized.
Such charges could be material, adversely impacting our earnings and total assets.
Risks Relating to Regulation and Legislation The profitability of our data service offerings may be impacted by legislative or regulatory efforts to impose new requirements on broadband providers.
The Sixth Circuit decision was not appealed.
Congress or a future FCC could take action to address the classification of broadband internet access service or other net neutrality matters.
States may continue to take action in connection with net neutrality matters in light of the Sixth Circuit decision.
In June 2025, the Supreme Court upheld the constitutionality of the USF funding mechanism, but additional challenges to the federal USF have been filed in federal court.
We cannot predict any related actions Congress or the FCC may take which could adversely affect our receipt of funds under these programs, including funds provided under the E-Rate, Rural Health Care Fund, ACAM, Enhanced ACAM, and RDOF programs.
In addition, certain of our franchise agreements require that the applicable LFA approve a transfer of control of our company or an assignment of a franchise to another entity.
Failure to obtain such consents on commercially reasonable and satisfactory terms may impair our entitlement to the benefit of these franchise agreements in the event of a potential transfer of control of our company or transfers of individual franchises to another entity.
These changes relaxing media ownership rules have led and may continue to lead to increased consolidation of television broadcast stations and station groups, with a corresponding increase in the negotiating leverage that broadcasters and station groups hold in retransmission consent negotiations, thereby possibly increasing the amounts we pay to broadcasters for retransmission consent.
The FCC concluded its 2018 review of its media ownership rules in December 2023 in which it retained the existing rules and adopted minor modifications to better tailor the rules to the current media marketplace.
In July 2025, a federal court vacated a majority of the FCC's 2018 review, including the FCC's top-four rule.
Further, the FCC launched a new review in September 2025 to assess, among other things, the remaining local radio and television station ownership rules and rules around broadcast network mergers.
We cannot predict the outcome of this or any future reviews by the FCC and any subsequent review by the courts, and whether or to what extent any further revisions of the rules by the FCC or the courts may affect our operations or impose additional costs on our business.
We currently have a substantial amount of indebtedness which could limit our ability to obtain additional financing for working capital, capital expenditures, acquisitions, strategic investments, our obligations under the Put Option (as described under “ Management’s Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition: Liquidity and Capital Resources – Liquidity ”) relating to our investment in MBI, debt service requirements (including the repayment of the 2026 Notes (as defined below)), stock repurchases or other purposes.
As of December 31, 2025, we had approximately $1.71 billion of outstanding term loans under the Credit Agreement (as defined elsewhere in this Annual Report on Form 10-K).
The loans outstanding under the Credit Agreement accrue interest at a variable rate and as a result expose us to interest rate risks.

and 27 more.

Gone since FY2024

As of December 31, 2024, a little less than 60% of our footprint has been overbuilt by wired competitors offering high-speed data services with speeds of 100 Mbps or higher.
We may also face increasing competition from various providers of wireless internet offerings, including cell phone internet providers deploying high-speed “5G” wireless networks where they have higher capacity spectrum and public locations or commercial establishments offering Wi-Fi at no cost.
Our video business also faces substantial and increasing competition from other forms of in-home and mobile entertainment, including, among others, Amazon Prime Video, Apple TV+, Disney+, Hulu, Max, Netflix, Paramount+, Peacock, YouTube TV and an increasing number of new entrants who offer OTT video programming, including many traditional programmers.
Because of the significant size and financial resources of many of the companies behind such service offerings, we anticipate that they will continue to invest resources in increasing the availability of video content on the internet, which may result in less demand for the video services we provide.
The rapid evolution of AI, including the government regulation of AI, will require significant resources to implement AI ethically in order to minimize unintended, harmful impacts.
Over the past few years, the sales margins on our residential video services, which accounted for 14.1%, 15.4% and 19.1% of our total revenues in 2024, 2023 and 2022, respectively, have generally decreased as a result of increased programming costs and retransmission fees and customer cord-cutting.
We may not be able to obtain necessary hardware, software and operational support.
We may fail to realize the benefits anticipated as a result of the Hargray Acquisition.
On May 3, 2021, we completed the Hargray Acquisition.
The success of the Hargray Acquisition will depend, in part, on our ability to realize the anticipated business opportunities and growth prospects from combining Hargray with our business.
We may never realize these business opportunities and growth prospects.
We may devote significant senior management attention and resources to preparing for and then integrating our business practices and operations with those of Hargray.
We may fail to realize some of the anticipated benefits of the Hargray Acquisition or may not realize some of the anticipated benefits within the anticipated timeframe if the integration process takes longer than expected or is more costly than expected.
Such acquisitions and strategic investments could involve a number of risks and uncertainties, including: • uncertainties as to the timing of any acquisition or strategic investment and the risk that such transactions may not be completed in a timely manner or at all; • the possibility that any or all of the conditions to the consummation of any acquisition or strategic investment may not be satisfied or waived, including failure to receive any required regulatory approvals (or any conditions, limitations or restrictions placed in connection with such approvals); • uncertainties related to our ability to obtain any necessary financing, or to obtain financing on favorable terms, to complete any acquisition or strategic investment; • the difficulty in integrating new Strategic Acquirees and their operations in an efficient and effective manner; • the challenge in achieving strategic objectives, cost savings and other anticipated benefits; • the potential loss of key associates of a Strategic Acquiree and the difficulties of integrating personnel; • the potential diversion of senior management’s attention from our ongoing operations; • the difficulty of maintaining relationships with the customers, suppliers and other business partners of a Strategic Acquiree; • the potential loss of brand recognition, customer loyalty or reputation from any rebranding efforts; • exposure to litigation or other claims in connection with, or inheritance of claims or litigation risk as a result of, an acquisition, such as claims from terminated employees, customers, former stockholders or other third parties; • the difficulty and amount of time necessary to realize expected synergies and other benefits of the acquisitions or strategic investments; • the risks associated with integrating financial reporting and internal control systems as well as with creating uniform standards, procedures, policies and information systems; • the difficulty in adapting and expanding information technology systems and other business processes to incorporate the Strategic Acquirees; • potential future impairments of goodwill associated with the Strategic Acquirees; • in some cases, the potential for increased regulation; • risks relating to minority ownership positions in our strategic investments, including our minority ownership position in MBI, such as our ability to appoint only a minority of members of the board of managers of MBI, the fact that the board of managers of MBI do not owe the same fiduciary duties to us that directors of a corporation would owe to stockholders and the limited category of transactions for which our consent will be needed under MBI’s operating agreement; • risks relating to our strategic investment in Clearwave Fiber, including the fact that the board of managers of Clearwave Fiber do not owe the same fiduciary duties to us that directors of a corporation would owe to stockholders, and we do not control the vote of the Clearwave Fiber board of managers with respect to most significant transactional and operational matters under the terms of Clearwave Fiber's operating agreement; and • uncertainties related to the exercise of the Call Option or the Put Option (as described under "Management's Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition: Liquidity and Capital Resources – Liquidity" ) relating to our MBI investment, including, if the Call Option or Put Option is exercised, the difference between the Call Price or Put Price and the fair value of the underlying equity interests in MBI at the time the Call Option or Put Option is exercised and our ability to finance the Call Price or Put Price on terms acceptable to us or at all.
Implementation of our unified billing system could have a material adverse impact on our operations, business, financial results and financial condition.
We implemented a unified billing system beginning in 2024 and continue to integrate the system across our business in phases to ultimately centralize our entire billing process.
The implementation requires significant investments of time, money and resources and may result in the diversion of senior management’s attention from our ongoing operations.
Furthermore, the implementation has resulted in changes to many of our existing operational, financial and administrative business processes, including, but not limited to, our provisioning, servicing, billing, accounting and reporting processes.
The unified billing system requires both the implementation of new internal controls and changes to existing internal control frameworks and procedures.
If technical problems or other significant issues arise in connection with the implementation or operation of the unified billing system, it could have a material adverse impact on our operations, business, financial results and financial condition.
We rely on network and information systems and other technology, and a disruption or failure of such networks, systems or technology as a result of cybersecurity incidents, as well as outages, natural disasters (including extreme weather), pandemics, terrorist attacks, accidental releases of information or similar events, may disrupt our business.
Our network and information systems are also vulnerable to damage or interruption from power outages, natural disasters (including extreme weather arising from short-term weather patterns or more severe and/or frequent weather events that could arise as a result of long-term climate change), pandemics, terrorist attacks and similar events, and the individuals responsible for such systems may also be imperiled by certain such events.
Risks Relating to Regulation and Legislation The profitability of our data service offerings may be impacted by legislative or regulatory efforts to impose net neutrality and other new requirements on broadband providers.
The Sixth Circuit decision could be subject to further judicial review.
In addition, Congress or a future FCC could take action to address the classification of broadband internet access service or other net neutrality matters.
States may continue to take action in connection with net neutrality matters in light of the recent Sixth Circuit decision.
The Supreme Court has agreed to hear the FCC’s appeal of the adverse decision.
We cannot predict the outcome of this case or any related actions Congress or the FCC may take, which could adversely affect our receipt of funds under these programs, including funds provided under the E-Rate, Rural Health Care Fund, ACAM, Enhanced ACAM, and RDOF programs.
In addition, certain of our franchise agreements require that the applicable LFA approve a transfer of control of the Company or an assignment of a franchise to another entity.
Failure to obtain such consents on commercially reasonable and satisfactory terms may impair our entitlement to the benefit of these franchise agreements in the event of a potential transfer of control of the Company or transfers of individual franchises to another entity.
These changes relaxing media ownership rules will likely lead to increased consolidation of the television broadcast stations and station groups, with a corresponding increase in the negotiating leverage that broadcasters and station groups hold in retransmission consent negotiations, thereby possibly increasing the amounts we pay to broadcasters for retransmission consent.
The FCC concluded its most recent review of its media ownership rules in December 2023 in which it retained the existing rules and adopted minor modifications to better tailor the rules to the current media marketplace.
The FCC's action is under review in federal appeals court.
We cannot predict the outcome of future reviews by the FCC and any subsequent review by the courts, and whether or to what extent any further revisions of the rules by the FCC or the courts may affect our operations or impose additional costs on our business.
We currently have a substantial amount of indebtedness which could limit our ability to obtain additional financing for working capital, capital expenditures, acquisitions, strategic investments, our obligations under the Call Option or Put Option (each as described under “ Management’s Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition: Liquidity and Capital Resources – Liquidity ”) relating to our investment in MBI, debt service requirements, stock repurchases or other purposes.
As of December 31, 2024, we had approximately $1.73 billion of outstanding term loans and an additional $313.0 million of revolving credit borrowings under the New Credit Agreement (as defined elsewhere in this Annual Report on Form 10-K).
The loans outstanding under the New Credit Agreement accrue interest at a variable rate and as a result expose us to interest rate risks.
A default under the applicable Convertible Notes Indenture or the fundamental change itself could also lead to a default under agreements governing our existing or future indebtedness (including the New Credit Agreement and the Senior Notes Indenture, each as defined elsewhere in this Annual Report on Form 10-K).
Risks Relating to Our Common Stock and the Securities Market We cannot assure you that we will continue to pay dividends on our common stock, and our indebtedness limits our ability to pay dividends on our common stock.
The timing, declaration, amount and payment of future dividends to stockholders falls within the discretion of our Board.

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Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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