ALTICE USA, INC. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Form 10-Q)

All dollar amounts, except for per-customer and per-share data, included in the following discussion, are presented in thousands.

The preparation of our consolidated financial statements requires us to make
estimates that affect the reported amounts of assets, liabilities, revenue and
expenses. For a complete discussion of the accounting judgments and estimates
that we have identified as critical in the preparation of our consolidated
financial statements, please refer to our Management's Discussion and Analysis
of Financial Condition and Results of Operations in our Annual Report on Form
10-K for the year ended December 31, 2021.

Insight

Our business

We principally provide broadband communications and video services in the United
States and have marketed our services primarily under two brands: Optimum,
primarily in the New York metropolitan area, and Suddenlink, principally in
markets in the south-central United States. On August 1, 2022, the Company began
marketing the Suddenlink services under the Optimum brand. We deliver broadband,
video, telephony, and mobile services to approximately 4.9 million residential
and business customers. Our footprint extends across 21 states through a
fiber-rich hybrid-fiber coaxial ("HFC") broadband network and a
fiber-to-the-home ("FTTH") network with approximately 9.4 million total passings
as of June 30, 2022. Additionally, we offer news programming and content,
advertising services, as well as a full service mobile offering to consumers
across our footprint.

Key Factors Affecting Results of Operations and Financial Condition

Our future performance is dependent, to a large extent, on the impact of direct
competition, general economic conditions (including capital and credit market
conditions), our ability to manage our businesses effectively, and our relative
strength and leverage in the marketplace, both with suppliers and customers. For
more information, see "Risk Factors" and "Business-Competition" included in our
Annual Report on Form 10-K for the year ended December 31, 2021.

In March 2020, the United States declared a national emergency concerning the
outbreak of COVID-19. Since then, there have been extraordinary and wide-ranging
actions taken by federal, state and local governmental authorities to contain
and combat the outbreak and spread of the virus and new variants, including
lockdowns, social distancing directives and testing, and vaccine mandates. While
certain government regulations and mandates have eased and COVID-19 vaccines
have become broadly available, governmental authorities continue to monitor the
situation and have indicated a willingness to continue taking various actions in
an effort to slow or prevent an increase in the spread of COVID-19.

The COVID-19 pandemic significantly impacted our business, including how our
customers use our products and services and how our employees provide services
to our customers. Although the ultimate impact of the pandemic on our business
cannot be predicted, and we cannot predict how our future results may be
impacted if the pandemic continues, we have and will continue to provide our
telecommunications services to our customers and work to adapt the environment
in which we operate. See "Risk Factors - Our business, financial condition and
results of operations may be adversely affected by the recent COVID-19
pandemic." in our Annual Report on Form 10-K for the year ended December 31,
2021.

We derive revenue principally through monthly charges to residential customers
of our broadband, video, and telephony services and other related services. Our
residential broadband, video, and telephony services accounted for approximately
41%, 34%, and 3%, respectively, of our consolidated revenue for the six months
ended June 30, 2022. We also derive revenue from the sale of a wide and growing
variety of products and services to both large enterprise and SMB customers,
including broadband, telephony, networking and video services. For the six
months ended June 30, 2022, 15% of our consolidated revenue was derived from
these business services. In addition, we derive revenues from the sale of
advertising time available on the programming carried on our cable television
systems, digital advertising, branded content, affiliation fees for news
programming, and data analytics, which accounted for approximately 5% of our
consolidated revenue for the six months ended June 30, 2022. Our mobile and
other revenue for the six months ended June 30, 2022 accounted for approximately
1% of our consolidated revenue.

Revenues are affected by rate increases, promotional offers, changes in the number of customers who subscribe to our services, including additional services sold to our existing customers, changes in programming packages by our

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video customers, changes in speed levels by our broadband customers, and acquisitions and construction of cable systems that result in the addition of new customers.

Our ability to increase the number of customers of our services is closely linked to our penetration rates.

We operate in a highly competitive consumer-driven industry and we compete
against a variety of broadband, video and telephony providers and delivery
systems, including broadband communications companies, wireless data and
telephony providers, fiber-based service providers, satellite-delivered video
signals, Internet-delivered video content, and broadcast television signals
available to residential and business customers in our service areas. Our
competitors include AT&T, Inc. and its DirecTV subsidiary, Lumen Technologies,
Inc., DISH Network Corporation, Frontier Communications Corporation and Verizon
Communications Inc. Consumers' selection of an alternate source of service,
whether due to economic constraints, technological advances, or preference,
negatively impacts the demand for our services. For more information on our
competitive landscape, see "Risk Factors" and "Business-Competition" included in
our Annual Report on Form 10-K for the year ended December 31, 2021.

Our programming costs, which are the most significant component of our operating
expenses, are impacted by changes in programming rates, which we expect to
increase, and by changes in the number of video customers. See "Results of
Operations" below for more information regarding the key factors impacting our
revenues and operating expenses.

Historically, we have made substantial investments in our network and the
development of new and innovative products and other service offerings for our
customers as a way of differentiating ourselves from our competitors and we
expect to do so in the future. Our ongoing FTTH network build, with planned
upgrades, will enable us to deliver Multi-gig broadband speeds to meet the
growing data needs of residential and business customers. In addition, we have
launched a full service mobile offering to consumers across our footprint. We
may incur greater than anticipated capital expenditures in connection with these
initiatives, fail to realize anticipated benefits, experience delays and
business disruptions or encounter other challenges to executing them as planned.
See "Liquidity and Capital Resources- Capital Expenditures" for additional
information regarding our capital expenditures.

Certain Transactions

The following transactions impacted the periods covered by this MD&A:

In June 2021, Lightpath completed an acquisition for an aggregate purchase price
of approximately $28,260 and the operating results of the acquired business were
consolidated as of the acquisition date.

In April 2021the Company completed the acquisition of the cable distribution assets of
Morris Broadband, LLC in North Carolina during about $312,184 and the results of operations of the acquired business have been consolidated from the date of acquisition.

Non-GAAP Financial Measures

We define Adjusted EBITDA, which is a non-GAAP financial measure, as net income
(loss) excluding income taxes, non-operating income or expenses, loss on
extinguishment of debt and write-off of deferred financing costs, gain (loss) on
interest rate swap contracts, gain (loss) on derivative contracts, gain (loss)
on investments, interest expense, net, depreciation and amortization (including
impairments), share-based compensation expense, restructuring expense, and
transaction expenses.

We believe Adjusted EBITDA is an appropriate measure for evaluating the
operating performance of the Company. Adjusted EBITDA and similar measures with
similar titles are common performance measures used by investors, analysts and
peers to compare performance in our industry. Internally, we use revenue and
Adjusted EBITDA measures as important indicators of our business performance and
evaluate management's effectiveness with specific reference to these indicators.
We believe Adjusted EBITDA provides management and investors a useful measure
for period-to-period comparisons of our core business and operating results by
excluding items that are not comparable across reporting periods or that do not
otherwise relate to the Company's ongoing operating results. Adjusted EBITDA
should be viewed as a supplement to and not a substitute for operating income
(loss), net income (loss), and other measures of performance presented in
accordance with GAAP. Since Adjusted EBITDA is not a measure of performance
calculated in accordance with GAAP, this measure may not be comparable to
similar measures with similar titles used by other companies.

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We also use Operating Free Cash Flow (defined as Adjusted EBITDA less cash
capital expenditures) and Free Cash Flow (defined as net cash flows from
operating activities less cash capital expenditures) as indicators of the
Company's financial performance. We believe these measures are two of several
benchmarks used by investors, analysts and peers for comparison of performance
in the Company's industry, although they may not be directly comparable to
similar measures reported by other companies.

Operating results – United States (unaudited)

                                  Three Months Ended June 30,                 Favorable                  Six Months Ended June 30,                  Favorable
                                   2022                   2021              (Unfavorable)                2022                   2021              (Unfavorable)
Revenue:
Broadband                   $      1,002,680          $  992,155          $        10,525          $    1,988,197          $ 1,962,726          $        25,471
Video                                841,549             892,605                  (51,056)              1,683,436            1,798,439                 (115,003)
Telephony                             84,621             103,374                  (18,753)                169,855              210,355                  (40,500)
Residential revenue                1,928,850           1,988,134                  (59,284)              3,841,488            3,971,520                 (130,032)

Business services and
wholesale revenue                    371,503             372,010                     (507)                739,025              739,226                     (201)
News and advertising                 133,250             131,767                    1,483                 247,925              236,837                   11,088
Mobile                                26,440              20,664                    5,776                  50,475               39,899                   10,576
Other                                  2,971               3,433                     (462)                  5,998                7,347                   (1,349)
Total revenue                      2,463,014           2,516,008                  (52,994)              4,884,911            4,994,829                 (109,918)
Operating expenses:
Programming and other
direct costs                         819,011             849,872                   30,861               1,647,804            1,701,736                   53,932
Other operating expenses             673,464             589,180                  (84,284)              1,315,370            1,169,613                 (145,757)
Restructuring and other
expense                                2,673               5,864                    3,191                   6,051                9,073                    3,022
Depreciation and
amortization (including
impairments)                         446,125             444,327                   (1,798)                881,474              879,184                   (2,290)
Operating income                     521,741             626,765                 (105,024)              1,034,212            1,235,223                 (201,011)
Other income (expense):
Interest expense, net               (310,213)           (319,371)                   9,158                (613,575)            (635,683)                  22,108
Gain (loss) on investments          (325,601)            125,019                 (450,620)               (476,374)             198,472                 (674,846)
Gain (loss) on derivative
contracts, net                       219,114             (98,840)                 317,954                 320,188             (152,405)                 472,593
Gain (loss) on interest
rate swap contracts, net              39,868             (21,574)                  61,442                 163,015               54,079                  108,936
Loss on extinguishment of
debt and write-off of
deferred financing costs                   -             (51,712)                  51,712                       -              (51,712)                  51,712
Other income, net                      2,521               2,467                       54                   4,951                5,326                     (375)
Income before income taxes           147,430             262,754                 (115,324)                432,417              653,300                 (220,883)
Income tax expense                   (33,890)            (61,820)                  27,930                (116,736)            (173,827)                  57,091
Net income                           113,540             200,934                  (87,394)                315,681              479,473                 (163,792)
Net income attributable to
noncontrolling interests              (7,366)             (3,274)                  (4,092)                (12,956)              (7,677)                  (5,279)
Net income attributable to
Altice USA, Inc.
stockholders                $        106,174          $  197,660          $       (91,486)         $      302,725          $   471,796          $      (169,071)



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Here is a reconciliation of net income with adjusted EBITDA and operating free cash flow (unaudited):

                                             Three Months Ended June 30,                   Six Months Ended June 30,
                                              2022                   2021                  2022                   2021
Net income                              $      113,540          $   200,934          $      315,681          $   479,473
Income tax expense                              33,890               61,820                 116,736              173,827
Other income, net                               (2,521)              (2,467)                 (4,951)              (5,326)
Loss (gain) on interest rate swap
contracts, net                                 (39,868)              21,574                (163,015)             (54,079)
Loss (gain) on derivative contracts,
net                                           (219,114)              98,840                (320,188)             152,405
Loss (gain) on investments                     325,601             (125,019)                476,374             (198,472)
Loss on extinguishment of debt and
write-off of deferred financing costs                -               51,712                       -               51,712
Interest expense, net                          310,213              319,371                 613,575              635,683
Depreciation and amortization
(including impairments)                        446,125              444,327                 881,474              879,184
Restructuring and other expense                  2,673                5,864                   6,051                9,073
Share-based compensation                        36,529               27,646                  77,061               55,927
Adjusted EBITDA                              1,007,068            1,104,602               1,998,798            2,179,407
Less: Capital expenditures (cash)              485,126              323,104                 877,497              535,895
Operating Free Cash Flow                $      521,942          $   781,498          $    1,121,301          $ 1,643,512

The following is a reconciliation of net cash flow from operating activities to free cash flow (unaudited):

                                           Three Months Ended June 30,                  Six Months Ended June 30,
                                            2022                  2021                  2022                   2021

Net operating cash flow $676,335 $729,543

       $    1,276,554          $ 1,479,165
activities
Less: Capital expenditures (cash)            485,126             323,104                 877,497              535,895
Free Cash Flow                        $      191,209          $  406,439          $      399,057          $   943,270



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The following table shows certain customer metrics, excluding our mobile customers, for the Company (unaudited):

                                          June 30,       March 31,      June 30,
                                            2022           2022         2021 (j)
                                                      (in thousands)
Total passings (a)                        9,363.1        9,304.9        9,195.1
Total customer relationships (b)(c)       4,947.3        4,995.0        5,051.4
Residential                               4,564.2        4,612.1        4,670.7
SMB                                         383.1          382.9          380.7
Residential customers:
Broadband                                 4,333.6        4,373.2        4,401.3
Video                                     2,574.2        2,658.7        2,870.5
Telephony                                 1,886.9        1,951.5        2,118.4
Penetration of total passings (d)            52.8  %        53.7  %        54.9  %
ARPU (e)                                 $ 140.13       $ 137.92       $ 142.24

FTTH total passings (f)                   1,587.1        1,316.6          982.5
FTTH customer relationships (g)(h)          104.4           81.0           47.3
FTTH Residential                            103.7           80.4           47.3
FTTH SMB                                      0.7            0.6            0.1

Penetration of total FTTH walkways (i) 6.6% 6.1% 4.8%




(a)Represents the estimated number of single residence homes, apartments and
condominium units passed by our HFC and FTTH network in areas serviceable
without further extending the transmission lines. In addition, it includes
commercial establishments that have connected to our HFC and FTTH network.
Broadband services were not available to approximately 30 thousand total
passings and telephony services were not available to approximately 500 thousand
total passings. Amounts as of June 30, 2021 include approximately 89 thousand
total passings that were acquired from Morris Broadband in April 2021.

(b) Represents the number of households/businesses that receive at least one of the Company’s fixed telephony services.

(c)Customers represent each customer account (set up and segregated by customer
name and address), weighted equally and counted as one customer, regardless of
size, revenue generated, or number of boxes, units, or outlets on our HFC and
FTTH network. Free accounts are included in the customer counts along with all
active accounts, but they are limited to a prescribed group. Most of these
accounts are also not entirely free, as they typically generate revenue through
pay-per-view or other pay services and certain equipment fees. Free status is
not granted to regular customers as a promotion. In counting bulk residential
customers, such as an apartment building, we count each subscribing family unit
within the building as one customer, but do not count the master account for the
entire building as a customer. We count a bulk commercial customer, such as a
hotel, as one customer, and do not count individual room units at that hotel.
Amounts as of June 30, 2021 include 37.3 thousand customer relationships (35.1
thousand residential and 2.2 thousand SMB) that were acquired from Morris
Broadband in April 2021.

(d) Represents the total number of customer relationships divided by the total number of passages.

(e)Calculated by dividing the average monthly revenue for the respective quarter
derived from the sale of broadband, video and telephony services to residential
customers by the average number of total residential customers for the same
period.

(f)Represents the estimated number of single residence homes, apartments and
condominium units passed by the FTTH network in areas serviceable without
further extending the transmission lines. In addition, it includes commercial
establishments that have connected to our FTTH network.

(g) Represents the number of households/businesses that receive at least one of the Company’s fixed telephony services on our FTTH network.

(h)FTTH customers represent each customer account (set up and segregated by
customer name and address), weighted equally and counted as one customer,
regardless of size, revenue generated, or number of boxes, units, or outlets on
our FTTH network. Free accounts are included in the customer counts along with
all active accounts, but they are limited to a prescribed group. Most of these
accounts are also not entirely free, as they typically generate revenue through
pay-per view or other pay services and certain equipment fees. Free status is
not granted to regular customers as a promotion. In counting bulk residential
customers, such as an apartment building, we count each subscribing family unit
within the

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building as one customer, but do not count the master account for the entire
building as a customer. We count a bulk commercial customer, such as a hotel, as
one customer, and do not count individual room units at that hotel.

(i) Represents the total number of FTTH customer relationships divided by the total number of FTTH passages.

(j)Customer metrics as of June 30, 2021 include customers that were not
disconnected pursuant to the New York legislation ("NY Order") enacted in May
2021 that required us, during the pendency of the New York declared COVID-19
State of Emergency and a period thereafter, to maintain broadband, video and
voice services for non-paying customers and offer deferred payment plans to
customers experiencing financial difficulty. The NY Order was lifted at the end
of June 2021, coinciding with the end of the declared COVID-19 State of
Emergency in New York, and we have subsequently resumed normal disconnect
policies. Customer metrics as of June 30, 2021 also include certain customers
impacted by storms in Louisiana in 2020 that were not disconnected pursuant to
our normal disconnect policies. See table below for details.

                                                          June 30, 2021
                                                   NY Order             Storms
                                                   Included            Included
                                                          (in thousands)
              Total customer relationships           8.4                   4.0
              Residential                            7.3                   3.7
              SMB                                    1.1                   0.3
              Residential customers:
              Broadband                              7.2                   3.4
              Video                                  4.1                   2.1
              Telephony                              3.3                   1.0

United States– Comparison of results for the three and six months ended June 30, 2022 compared to the three- and six-month periods June 30, 2021

Broadband revenues

Broadband revenue for the three and six months ended June 30, 2022 was
$1,002,680 and $1,988,197, respectively, while broadband revenue for the three
and six months ended June 30, 2021 was $992,155 and $1,962,726, respectively.
Broadband revenue is derived principally through monthly charges to residential
subscribers of our broadband services. Revenue is impacted by rate increases,
promotional offerings, changes in the number of customers, and changes in speed
tiers. Additionally, the allocation of revenue between the residential offerings
is impacted by changes in the standalone selling price of each performance
obligation within our promotional bundled offers.

Broadband revenue increased $10,525 (1%) and $25,471 (1%) for the three and six
months ended June 30, 2022 compared to the three and six months ended June 30,
2021, respectively. The increases were due primarily to higher average recurring
broadband revenue per broadband customer, primarily driven by certain rate
increases and service level changes, partially offset by a decrease in broadband
customers.

Video Revenue

Video revenue for the three and six months ended June 30, 2022 was $841,549 and
$1,683,436, respectively, and $892,605 and $1,798,439, for the three and six
months ended June 30, 2021, respectively. Video revenue is derived principally
through monthly charges to residential customers of our video services. Revenue
is impacted by rate increases, promotional offerings, changes in the number of
customers, additional services sold to our existing customers, and changes in
programming packages. Additionally, the allocation of revenue between the
residential offerings is impacted by changes in the standalone selling price of
each performance obligation within our promotional bundled offers.

Video revenue decreased $51,056 (6%) and $115,003 (6%) for the three and six
months ended June 30, 2022 compared to the three and six months ended June 30,
2021. The decreases were due primarily to a decline in video customers,
partially offset by higher average recurring video revenue per video customer,
primarily driven by certain rate increases.

Telephony revenues

Telephony revenue for the three and six months ended June 30, 2022 and 2021 was
$84,621 and $169,855, respectively, and $103,374 and $210,355, for the three and
six months ended June 30, 2021, respectively. Telephony

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revenue is derived principally through monthly charges to residential customers
of our telephony services. Revenue is impacted by changes in rates for services,
promotional offerings, changes in the number of customers, and additional
services sold to our existing customers. Additionally, the allocation of revenue
between the residential offerings is impacted by changes in the standalone
selling price of each performance obligation within our promotional bundled
offers.

Telephony revenue decreased $18,753 (18%) and $40,500 (19%) for the three and
six months ended June 30, 2022 compared to the three and six months ended
June 30, 2021. The decreases were due to a decline in telephony customers and
lower average recurring revenue per telephony customer.

Business Services and Wholesale Revenue

Business services and wholesale revenue for the three and six months ended
June 30, 2022 was $371,503 and $739,025, respectively, and $372,010 and $739,226
for the three and six months ended June 30, 2021, respectively. Business
services and wholesale revenue is derived primarily from the sale of fiber-based
telecommunications services to the business market, and the sale of broadband,
video and telephony services to SMB customers.

Business services and wholesale revenue decreased $507 and $201 for the three
and six months ended June 30, 2022 compared to the three and six months ended
June 30, 2021. The decreases were due primarily to lower backhaul revenue and
lower SMB video and telephony revenue, partially offset by higher average
broadband recurring revenue per SMB customer, primarily driven by certain rate
increases and service level changes and an increase in SMB customers.

News and advertising revenue

News and advertising revenue for the three and six months ended June 30, 2022
was $133,250 and $247,925, respectively, and $131,767 and $236,837 for the three
and six months ended June 30, 2021, respectively. News and advertising revenue
is primarily derived from the sale of (i) advertising inventory available on the
programming carried on our cable television systems (linear revenue), (ii)
digital advertising, (iii) branded content, and (iv) data analytics. News and
advertising revenue also includes affiliation fees for news programming.

News and advertising revenue increased $1,483 (1%) and $11,088 (5%) for the three and six month periods ended June 30, 2022 compared to the three and six months ended June 30, 2021. The increase for the six months ended June 30, 2022
compared to June 30, 2021 was primarily due to an increase in advertising revenue, primarily for linear advertising.

Mobile revenue

Mobile revenue for the three and six months ended June 30, 2022 and 2021 was
$26,440 and $50,475, respectively, and $20,664 and $39,899 for the three and six
months ended June 30, 2021, respectively. Mobile revenue is derived from the
sales of devices and mobile services. Mobile revenue increased $5,776 (28%) and
$10,576 (27%) for the three and six months ended June 30, 2022 compared to the
three and six months ended June 30, 2021. The increases were due to higher
mobile lines and devices sold. As of June 30, 2022, we had approximately 231,000
mobile lines (including approximately 35,800 receiving free service) compared to
approximately 180,000 mobile lines as of June 30, 2021.

Other income

Other revenue for the three and six months ended June 30, 2022 was $2,971 and
$5,998, respectively, and for the three and six months ended June 30, 2021 was
$3,433 and $7,347, respectively. Other revenue includes revenue from other
miscellaneous revenue streams.

Programming and other direct costs

Programming and other direct costs for the three and six months ended June 30,
2022 amounted to $819,011 and $1,647,804, respectively, and $849,872 and
$1,701,736, for the three and six months ended June 30, 2021, respectively.
Programming and other direct costs include cable programming costs, which are
costs paid to programmers (net of amortization of any incentives received from
programmers for carriage) for cable content (including costs of VOD and
pay-per-view) and are generally paid on a per-customer basis. These costs are
impacted by increases in contractual rates, new channel launches, and by changes
in the number of customers receiving certain programming services. These costs
also include interconnection, call completion, circuit and transport fees paid
to other telecommunication companies for the transport and termination of voice
and data services, which typically vary based on rate changes and the level of
usage by our customers. These costs also include franchise fees which are
payable to the state governments and local municipalities where we operate and
are primarily based on a percentage

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of certain categories of revenue derived from the provision of video service
over our cable systems, which vary by state and municipality. These costs change
in relation to changes in such categories of revenues or rate changes.
Additionally, these costs include the costs of mobile devices sold to our
customers and direct costs of providing mobile services.

The decreases in $30,861 (4%) and $53,932 (3%) for the three and six month periods ended June 30, 2022 compared to the three and six month periods ended June 30, 2021
were mainly attributable to the following:

Three months Six months Decrease in programming costs mainly due to lower number of video customers, partially offset by net increases in contractual rates

                     $     (22,698)         $  (38,005)
Decrease in franchise fee costs due to lower video customers                  (3,260)             (6,861)

Net decrease in call set-up and transfer costs due to a lower level of activity related to our telephony service, partially offset by an increase related to our mobile services

                                 (2,485)             (4,020)
Decrease in taxes and surcharges                                              (1,902)             (6,216)
Increase in costs of mobile devices                                            2,547               4,820
Other net decreases                                                           (3,063)             (3,650)
                                                                       $     (30,861)         $  (53,932)


Programming costs

Programming costs aggregated $672,484 and $1,356,630 for the three and six
months ended June 30, 2022 and $695,182 and $1,394,635 for the three and six
months ended June 30, 2021, respectively. Our programming costs in 2022 will
continue to be impacted by changes in programming rates, which we expect to
increase, and by changes in the number of video customers.

Other operating expenses

Other operating expenses for the three and six months ended June 30, 2022
amounted to $673,464 and $1,315,370, and for the three and six months ended June
30, 2021 amounted to $589,180 and $1,169,613, respectively. Other operating
expenses include staff costs and employee benefits including salaries of company
employees and related taxes, benefits and other employee related expenses, as
well as third-party labor costs. Other operating expenses also include network
management and field service costs, which represent costs associated with the
maintenance of our broadband network, including costs of certain customer
connections and other costs associated with providing and maintaining services
to our customers.

Customer installation and network repair and maintenance costs may fluctuate as
a result of changes in the level of activities and the utilization of
contractors as compared to employees. Also, customer installation costs
fluctuate as the portion of our expenses that we are able to capitalize changes.
Costs associated with the initial deployment of new customer premise equipment
necessary to provide broadband, video and telephony services are capitalized
(asset-based). The redeployment of customer premise equipment is expensed as
incurred.

Other operating expenses also include costs related to our call center
operations that handle customer inquiries and billing and collection activities,
and sales and marketing costs, which include advertising production and
placement costs associated with acquiring and retaining customers. These costs
vary period to period and certain of these costs, such as sales and marketing,
may increase with intense competition. Additionally, other operating expenses
include various other administrative costs.

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The increases in other operating expenses of $84,284 (14%) and $145,757 (12%),
for the three and six months ended June 30, 2022 as compared to the three and
six months ended June 30, 2021 were attributable to the following:

                                                                       

Three months Six months Net increase in costs and benefits, partially offset by an increase in capitalizable activity

                                   $      37,014          $   58,575
Increase in repairs and maintenance costs                                   11,916              25,178

Increased marketing costs, including costs to rebrand our services sudden link at optimum

                                         13,624              23,618
Increase in share-based compensation costs                                   8,883              21,134
Increase in bad debt                                                         5,080               8,685
Decrease in legal fees, including legal settlements in 2021                 (5,521)             (8,593)
Other net increases                                                         13,288              17,160
                                                                     $      84,284          $  145,757

Restructuring and other expenses

Restructuring and other expense for the three and six months ended June 30, 2022
amounted to $2,673 and $6,051 as compared to $5,864 and $9,073 for the three and
six months ended June 30, 2021, respectively. These amounts include severance
and other employee related costs resulting from headcount reductions and
facility realignment costs and impairments of certain right of use assets of
$1,418 and $4,350 and $5,292 and $7,877, respectively, and transactions costs of
$1,255 and $1,701 for the three and six months ended June 30, 2022 and $573 and
$1,197 for the three and six months ended June 30, 2021, respectively.

Depreciation and amortization

Depreciation and amortization for the three and six months ended June 30, 2022
amounted to $446,125 and $881,474 as compared to $444,327 and $879,184 for the
three and six months ended June 30, 2021, respectively.

The increases in depreciation and amortization of $1,798 and $2,290 for the
three and six months ended June 30, 2022 as compared to the three and six months
ended June 30, 2021 were due to an increase in depreciation as a result of
higher asset additions in 2022 as compared to 2021, partially offset by lower
amortization expense on intangible assets.

Adjusted EBITDA

Adjusted EBITDA amounted to $1,007,068 and $1,998,798 for the three and six months ended June 30, 2022 compared to $1,104,602 and $2,179,407 for the three and six months ended June 30, 2021respectively.

The decreases in Adjusted EBITDA of $97,534 and $180,609 for the three and six
months ended June 30, 2022 as compared to the three and six months ended
June 30, 2021, respectively, were due to decreases in revenue and an increase in
operating expenses (excluding depreciation and amortization, restructuring and
other expense and share-based compensation), as discussed above.

Operating free cash flow

Operating free cash flow was $521,942 and $1,121,301 for the three and six
months ended June 30, 2022 as compared to $781,498 and $1,643,512 for the three
and six months ended June 30, 2021, respectively. The decreases in operating
free cash flow of $259,556 and $522,211, respectively, for the three and six
months ended June 30, 2022 as compared to the same periods in 2021 were due to
increases in capital expenditures and decreases in Adjusted EBITDA.

Free movement of capital

Free cash flow was $191,209 and $399,057 for the three and six months ended
June 30, 2022 as compared to $406,439 and $943,270 for the three and six months
ended June 30, 2021, respectively. The decreases in free cash flow of $215,230
and $544,213 in the three and six month period, respectively, were due to
increases in capital expenditures and a decrease in net cash provided by
operating activities.

Interest expense, net

Interest expense, net was $310,213 and $613,575 for the three and six months
ended June 30, 2022, as compared to $319,371 and $635,683, respectively. The
decreases of $9,158 and $22,108 for the three and six months ended June 30, 2022
as compared to the three and six months ended June 30, 2021 were attributable to
the following:

                                       38
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Three months Six months Decrease mainly due to a decrease in average debt balances for the three and six month periods, partially offset by an increase in interest rates during the three month period

                             $      (2,125)         $  (13,366)
Capitalized interest related to FTTH network construction                   (5,248)             (5,248)
Higher interest income                                                        (323)               (348)

Other net decreases, mainly amortization of deferred financing costs and initial issue discounts

(1,462)             (3,146)
                                                                     $      (9,158)         $  (22,108)


Gain (Loss) on Investments

Gain (loss) on investments was $(325,601) and $(476,374) for the three and six
months ended June 30, 2022 as compared to $125,019 and $198,472 for the three
and six months ended June 30, 2021, respectively and consists of the increase
(decrease) in the fair value of Comcast common stock owned by the Company. The
effects of these gains (losses) are partially offset by the losses (gains) on
the related equity derivative contracts, net described below.

Gain (loss) on derivative contracts, net

Gain (loss) on derivative contracts, net for the three and six months ended
June 30, 2022 amounted to $219,114 and $320,188 compared to $(98,840) and
$(152,405) for the three and six months ended June 30, 2021 and includes
realized and unrealized gains or losses due to the change in fair value of
equity derivative contracts relating to the Comcast common stock owned by the
Company. The effects of these gains (losses) are offset by losses (gains) on
investment securities pledged as collateral, which are included in gain (loss)
on investments discussed above.

Gain (loss) on interest rate swap contracts, net

Gain (loss) on interest rate swap contracts, net was $39,868 and $163,015 for
the three and six months ended June 30, 2022 compared to $(21,574) and $54,079
for the three and six months ended June 30, 2021, respectively. These amounts
represent the change in the fair value of the interest rate swap contracts.
These contracts are not designated as hedges for accounting purposes.

Other income, net

Other income, net amounted to $2,521 and $4,951 for the three and six months
ended June 30, 2022 compared to $2,467 and $5,326 for the three and six months
ended June 30, 2021, respectively. These amounts include dividends received on
Comcast common stock owned by the Company and the non-service cost/benefit
components of the Company's pension plan.

income tax expense

For the three and six months ended June 30, 2022, United States recorded a tax charge of $33,890 and $116,736 on pre-tax income of $147,430 and $432,417resulting in an effective tax rate higher than the WE statutory tax rate. The higher tax rate is due to the impact of certain non-deductible expenses and the state tax burden.

For the three and six months ended June 30, 2021, United States recorded a tax charge of $61,820 and $173,827 on pre-tax income of $262,754 and $653,300resulting in an effective tax rate higher than the WE statutory tax rate. The higher tax rate is due to the impact of certain non-deductible expenses and the state tax burden.

CSC HOLDINGS, LLC

The consolidated statements of operations, adjusted EBITDA and Operating Free
Cash Flow of CSC Holdings are identical to the consolidated statements of
operations, adjusted EBITDA and Operating Free Cash Flow of Altice USA. Refer to
Altice USA's Management's Discussion and Analysis of Financial Condition and
Results of Operations above.

The following is a reconciliation of CSC Holdings’ net cash flow from operating activities to free cash flow:

                                       39
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                                            Three Months Ended June 30,                  Six Months Ended June 30,
                                             2022                  2021                  2022                   2021

Net operating cash flow $675,576 $700,798

        $    1,276,554          $ 1,449,760
activities
Less: Capital expenditures (cash)             485,126             323,104                 877,497              535,895
Free Cash Flow                         $      190,450          $  377,694          $      399,057          $   913,865


CASH AND CAPITAL RESOURCES

Altice USA has no operations independent of its subsidiaries. Funding for our
subsidiaries has generally been provided by cash flow from their respective
operations, cash on hand and borrowings under the CSC Holdings revolving credit
facility and the proceeds from the issuance of securities and borrowings under
syndicated term loans in the capital markets. Our decision as to the use of cash
generated from operating activities, cash on hand, borrowings under the
revolving credit facility or accessing the capital markets has been based upon
an ongoing review of the funding needs of the business, the optimal allocation
of cash resources, the timing of cash flow generation and the cost of borrowing
under the revolving credit facility, debt securities and syndicated term loans.
We target a year-end leverage ratio of 4.5x to 5.0x for CSC Holdings over time.
We calculate our CSC Holdings net leverage ratio as net debt to L2QA EBITDA
(Adjusted EBITDA for the two most recent consecutive fiscal quarters multiplied
by 2.0).

We expect to utilize free cash flow and availability under the CSC Holdings
revolving credit facility, as well as future refinancing transactions, to
further extend the maturities of, or reduce the principal on, our debt
obligations. The timing and terms of any refinancing transactions will be
subject to, among other factors, market conditions. Additionally, we may, from
time to time, depending on market conditions and other factors, use cash on hand
and the proceeds from other borrowings to repay the outstanding debt securities
through open market purchases, privately negotiated purchases, tender offers, or
redemptions. With regard to our collateralized indebtedness that matures in May
2023, our intent is to settle such indebtedness with proceeds from new
monetization contracts. To the extent we do not enter into new monetization
contracts, we could settle the existing collateralized indebtedness by (i)
delivering shares of Comcast common stock or (ii) delivering cash. Because this
collateralized debt matures in May 2023, it has been classified as current in
the accompanying balance sheet as of June 30, 2022, and because there is no
assurance that a financing under new monetization contracts can be completed
when this debt matures, the related investments held as collateral have also
been classified as current.

We believe existing cash balances, operating cash flows and availability under
the CSC Holdings revolving credit facility will provide adequate funds to
support our current operating plan, make planned capital expenditures and
fulfill our debt service requirements for the next twelve months. However, our
ability to fund our operations, make planned capital expenditures, make
scheduled payments on our indebtedness and repay our indebtedness depends on our
future operating performance and cash flows and our ability to access the
capital markets, which, in turn, are subject to prevailing economic conditions
and to financial, business and other factors, some of which are beyond our
control. Competition, market disruptions or a deterioration in economic
conditions could lead to lower demand for our products, as well as lower levels
of advertising, and increased incidence of customers' inability to pay for the
services we provide. These events would adversely impact our results of
operations, cash flows and financial position. Although we currently believe
amounts available under the CSC Holdings revolving credit facility will be
available when, and if, needed, we can provide no assurance that access to such
funds will not be impacted by adverse conditions in the financial markets or
other conditions. The obligations of the financial institutions under the
revolving credit facility are several and not joint and, as a result, a funding
default by one or more institutions does not need to be made up by the others.

In the longer term, we may not be able to generate sufficient cash from
operations to fund anticipated capital expenditures, meet all existing future
contractual payment obligations and repay our debt at maturity. As a result, we
could be dependent upon our continued access to the capital and credit markets
to issue additional debt or equity or refinance existing debt obligations. We
intend to raise significant amounts of funding over the next several years to
fund capital expenditures, repay existing obligations and meet other
obligations, and the failure to do so successfully could adversely affect our
business. If we are unable to do so, we will need to take other actions
including deferring capital expenditures, selling assets, seeking strategic
investments from third parties or reducing or eliminating stock repurchases and
discretionary uses of cash.

                                       40
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Outstanding debt

The following tables summarize the carrying value of our outstanding debt, net
of unamortized deferred financing costs, discounts and premiums (excluding
accrued interest), as well as interest expense for the six months ended June 30,
2022:

                                                                                                Other
                                                CSC Holdings                                 Unrestricted          Altice USA/CSC
                                              Restricted Group          Lightpath              Entities               Holdings
Debt outstanding:
Credit facility debt                          $    7,659,682          $   577,282          $           -          $   8,236,964
Senior guaranteed notes                            7,637,008                    -                      -              7,637,008
Senior secured notes                                       -              442,381                      -                442,381
Senior notes                                       7,556,691              407,586                      -              7,964,277
Subtotal                                          22,853,381            1,427,249                      -             24,280,630
Finance lease obligations                            251,285                    -                      -                251,285
Notes payable and supply chain financing             114,819                    -                      -                114,819
Subtotal                                          23,219,485            1,427,249                      -             24,646,734
Collateralized indebtedness relating to stock
monetizations (a)                                          -                    -              1,726,366              1,726,366
Total debt                                    $   23,219,485          $ 1,427,249          $   1,726,366          $  26,373,100
Interest expense, net:
Credit facility debt, senior notes, finance
leases, notes payable and supply chain
financing                                     $      540,846          $    34,558          $           -          $     575,404
Collateralized indebtedness relating to stock
monetizations (a)                                          -                    -                 38,610                 38,610
Total interest expense, net                   $      540,846          $    34,558          $      38,610          $     614,014




(a)This indebtedness is collateralized by shares of Comcast common stock. Our
intent is to settle such indebtedness with proceeds from new monetization
contracts. To the extent we do not enter into new monetization contracts, we
could settle the existing collateralized indebtedness by (i) delivering shares
of Comcast common stock or (ii) delivering cash. Because this collateralized
debt matures in May 2023, it has been classified as current in the accompanying
balance sheet as of June 30, 2022, and because there is no assurance that a
financing under new monetization contracts can be completed when this debt
matures, the related investments held as collateral have also been classified as
current.

Debt-related payment obligations

As of June 30, 2022, total amounts payable by us in connection with our
outstanding obligations, including related interest, as well as notes payable
and supply chain financing, and the value deliverable at maturity under
monetization contracts, but excluding finance lease obligations are as follows:

                                 CSC Holdings                                     Other
                               Restricted Group                                Unrestricted           Altice USA/
                                      (b)                 Lightpath            Entities (a)          CSC Holdings
2022                           $    1,305,710          $     37,715          $      16,989          $  1,360,414
2023                                1,198,827                76,862              1,776,378             3,052,067
2024                                2,523,185                75,265                      -             2,598,450
2025                                3,791,414                75,925                      -             3,867,339
2026                                2,078,391                73,414                      -             2,151,805
Thereafter                         18,835,904             1,506,150                      -            20,342,054
Total                          $   29,733,431          $  1,845,331          $   1,793,367          $ 33,372,129



(a) Includes $1,793,367 related to the Company’s secured debt (including related interest).

(b)Does not reflect the extension of the maturity date and change in interest
rates from LIBOR to SOFR pursuant to the amendment to the CSC Holdings Credit
Agreement discussed below.

                                       41
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CSC Holdings Core Group

For financing purposes, the Company is structured as a restricted group (the
"Restricted Group") and an unrestricted group, which includes certain designated
subsidiaries and investments (the "Unrestricted Group"). The CSC Holdings
Restricted Group is comprised of CSC Holdings and substantially all of its
wholly-owned operating subsidiaries, excluding Lightpath which became an
unrestricted subsidiary in September 2020. These subsidiaries are subject to the
covenants and restrictions of the credit facility and indentures governing the
notes issued by CSC Holdings.

Sources of cash for the Restricted Group include primarily cash flow from the
operations of the businesses in the Restricted Group, borrowings under its
credit facility and issuance of securities in the capital markets, contributions
from its parent, and, from time to time, distributions or loans from its
subsidiaries. The Restricted Group's principal uses of cash include: capital
spending, in particular, the capital requirements associated with the upgrade of
its digital broadband, video and telephony services, including costs to build
our FTTH network; debt service; distributions made to its parent to fund share
repurchases; other corporate expenses and changes in working capital; and
investments that it may fund from time to time.

CSC Holdings Credit Facility

In October 2015, a wholly-owned subsidiary of Altice USA, which merged with and
into CSC Holdings on June 21, 2016, entered into a senior secured credit
facility, which currently provides U.S. dollar term loans currently in an
aggregate principal amount of $3,000,000 ($2,850,000 outstanding at June 30,
2022) (the "CSC Term Loan Facility", and the term loans extended under the CSC
Term Loan Facility, the "CSC Term Loans") and U.S. dollar revolving loan
commitments in an aggregate principal amount of $2,475,000 ($675,000 outstanding
at June 30, 2022) (the "CSC Revolving Credit Facility" and, together with the
CSC Term Loan Facility, the "CSC Credit Facilities"), which are governed by a
credit facilities agreement entered into by, inter alios, CSC Holdings certain
lenders party thereto and JPMorgan Chase Bank, N.A. as administrative agent and
security agent (as amended, restated, supplemented or otherwise modified on June
20, 2016, June 21, 2016, July 21, 2016, September 9, 2016, December 9, 2016,
March 15, 2017, January 12, 2018, October 15, 2018, January 24, 2019, February
7, 2019, May 14, 2019, October 3, 2019, and July 13, 2022, respectively, and as
further amended, restated, supplemented or otherwise modified from time to time,
the "CSC Credit Facilities Agreement").

In October 2018, CSC Holdings entered into a $1,275,000 ($1,233,563 outstanding
at June 30, 2022) incremental term loan facility (the "Incremental Term Loan
B-3") and in October 2019, CSC Holdings entered into a $3,000,000 ($2,932,500
outstanding at June 30, 2022) incremental term loan facility ("Incremental Term
Loan B-5") under its existing credit facilities agreement.

On July 13, 2022, CSC Holdings entered into an amendment (the "Twelfth
Amendment") to the CSC Credit Facilities Agreement. The Twelfth Amendment
provides for, among other things, new revolving credit commitments (the "2022
Revolving Credit Commitments") in an aggregate principal amount of $2,325,000
with an extended maturity until the date that is the earlier of (i) July 13,
2027 and (ii) April 17, 2025 if, as of such date, any March 2017 Term Loans, as
defined in the CSC Credit Facilities Agreement are still outstanding, unless the
March 2017 Term Loan Maturity Date (as defined in the CSC Credit Facilities
Agreement) has been extended to a date falling after July 13, 2027. After the
effectiveness of the Twelfth Amendment, our existing revolving commitments
maturing in January 2024 will equal an aggregate principal amount of $150,000.
The loans made pursuant to the 2022 Revolving Credit Commitments may be composed
of Term Secured Overnight Financing Rate ("SOFR") borrowings or alternative base
rate borrowings, and will bear interest at a rate per annum equal to the Term
SOFR rate (plus a Term SOFR credit adjustment spread of 0.10%) or the alternate
base rate, as applicable, plus the applicable margin, where the applicable
margin is (i) with respect to any alternate base rate loan, 1.25% per annum and
(ii) with respect to any Term SOFR loan, 2.25% per annum.

See Note 8 to our Consolidated Financial Statements for further information regarding the CSC Credit Facility Agreement.

Lightpath Credit Facility

In November 2020, Lightpath entered into a credit agreement which provides a
term loan in an aggregate principal amount of $600,000 ($591,000 outstanding at
June 30, 2022) and revolving loan commitments in an aggregate principal amount
of $100,000. As of June 30, 2022, there were no borrowings outstanding under the
Lightpath revolving credit facility. See Note 8 to our consolidated financial
statements for further information regarding the Lightpath credit agreement.

                                       42

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Lightpath Interest Rate Swap Contract

Lightpath entered into an interest rate swap contract, effective April 2022, on
a notional amount of $300,000, whereby Lightpath pays interest of 2.161% through
December 2026 and receives interest based on the one-month LIBOR rate. This swap
contract will not be designated as a hedge for accounting purposes. Accordingly,
the changes in the fair value of this interest rate swap contract will be
recorded through the statement of operations.

Capital expenditure

The following table presents the Company’s capital expenditures:

                                             Three Months Ended June 30,                    Six Months Ended June 30,
                                              2022                  2021                     2022                    2021
Customer premise equipment              $       80,266          $   50,399          $       161,850              $   92,235
Network infrastructure                         313,066             160,896                  546,889                 277,283
Support and other                               52,504              77,921                   98,164                 107,894
Business Services                               39,290              33,888                   70,594                  58,483
Capital purchases (cash basis)                 485,126             323,104                  877,497                 535,895
Right-of-use assets acquired in
exchange for finance lease obligations          47,483              39,367                   94,771                  77,715
Notes payable issued to vendor for the
purchase of equipment and other assets          16,431              33,818                   51,501                  33,818
Change in accrued and unpaid purchases
and other                                       17,498             (22,832)                   5,633                  37,502

Capital purchases (accrual basis) $566,538 $373,457

         $     1,029,402              $  684,930


Customer premise equipment includes expenditures for set-top boxes, cable
modems, routers and other equipment that is placed in a customer's home, as well
as installation costs for placing assets into service. Network infrastructure
includes: (i) scalable infrastructure, such as headend equipment, (ii) line
extensions, such as FTTH and fiber/coaxial cable, amplifiers, electronic
equipment, make-ready and design engineering, and (iii) upgrade and rebuild,
including costs to modify or replace existing fiber/coaxial cable networks,
including enhancements. Support and other capital expenditures includes costs
associated with the replacement or enhancement of non-network assets, such as
software systems, vehicles, facilities and office equipment. Business services
capital expenditures include primarily equipment, installation, support, and
other costs related to our fiber based telecommunications business serving
primarily enterprise customers.

In February 2022, the Company announced plans to accelerate its fiber network
rollout and new build activity, including targeting 6.5 million fiber passings
across its footprint by the end of 2025. The Company estimates it will incur
approximately $1,700,000 to $1,800,000 of cash capital expenditures in fiscal
year 2022 to advance its upgrade and expansion plans.

Cash Flow Discussion

Altice USA

Operating Activities

Net cash generated by operating activities amounted to $1,276,554 for the six months ended June 30, 2022 compared to $1,479,165 for the six months ended
June 30, 2021.

The decrease in cash provided by operating activities of $202,611 in 2022 as
compared to 2021 resulted from a decrease of $55,996 due to changes in working
capital (including a decrease in interest payments of $20,634 and an increase in
tax payments of $66,291) as well as the timing of payments of liabilities, and
collections of accounts receivable, among other items, and a decrease in net
income before depreciation and amortization and other non-cash items of
$146,615.

Investing activities

Net cash used in investing activities for the six months ended June 30, 2022 has been
$878,107 compared to $877,539 for the six months ended June 30, 2021. Investing activities consisted mainly of capital expenditures of $877,497

                                       43


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and $535,895 for the six months ended June 30, 2022 and 2021, respectively, and payments for acquisitions of $340,570 for the six months ended June 30, 2021.

Fundraising activities

Net cash allocated to financing activities amounted to $361,082 for the six months ended June 30, 2022compared to $659,208 for the six months ended June 30, 2021.

In 2022, the Company's financing activities consisted of the repayment of
long-term debt of $758,861 and principal payments on finance lease obligations
of $62,221, partially offset by proceeds from our revolving credit facility of
$460,000.

In 2021, the Company's financing activities consisted of the repayment of
long-term debt of $3,057,469, repurchase of common stock pursuant to a share
repurchase program of $725,518, repayment of collateralized indebtedness and
related derivative contracts, net of $185,105, and principal payments on finance
lease obligations of $37,560, partially offset by proceeds from long-term debt
of $3,160,000, proceeds from collateralized indebtedness and related derivative
contracts, net of $185,105, and other net cash receipts of $1,339.

CSC funds

Operational activities

Net cash generated by operating activities amounted to $1,276,554 for the six months ended June 30, 2022 compared to $1,449,760 for the six months ended
June 30, 2021.

The decrease in cash provided by operating activities of $173,206 in 2022 as
compared to 2021 resulted from a decrease of $36,042 due to changes in working
capital (including a decrease in interest payments of $20,634 and an increase in
tax payments of $66,291) as well as the timing of payments and collections of
accounts receivable, among other items, and a decrease in net income before
depreciation and amortization and other non-cash items of $137,164.

Investing activities

Net cash used in investing activities for the six months ended June 30, 2022 was
$878,107 compared to $877,539 for the six months ended June 30, 2021. The 2022
investing activities consisted primarily of capital expenditures of $877,497.
The 2021 investing activities consisted primarily of capital expenditures of
$535,895 and payments for acquisitions of $340,570.

Fundraising activities

Net cash allocated to financing activities amounted to $361,082 for the six months ended June 30, 2022compared to $629,531 for the six months ended June 30, 2021.

In 2022, the Company's financing activities consisted of the repayment of
long-term debt of $758,861 and principal payments on finance lease obligations
of $62,221, partially offset by proceeds from our revolving credit facility of
$460,000.

In 2021, the Company's financing activities consisted of distributions to its
parent of $685,478, repayment of long-term debt of $3,057,469, repayment of
collateralized indebtedness and related derivative contracts, net of $185,105,
principal payments on finance lease obligations of $37,560, and other net cash
payments of $9,024, partially offset by proceeds from long term debt of
$3,160,000 and proceeds from collateralized indebtedness and related derivative
contracts, net of $185,105.

Commitments and Contingencies

As of June 30, 2022, the Company's commitments and contingencies not reflected
in the Company's balance sheet decreased to approximately $9,165,000 as compared
to approximately $10,310,000 at December 31, 2021. This decrease relates
primarily to payments made pursuant to programming commitments and a decrease in
the number of video customers as of June 30, 2022 as compared to December 31,
2021.

Share Repurchase Program

In June 2018, the Board of Directors of Altice USA authorized a share repurchase
program of $2,000,000, and on July 30, 2019, the Board of Directors authorized a
new incremental three-year share repurchase program of $5,000,000 that took
effect following the completion in August 2019 of the $2,000,000 repurchase
program. In November 2020, the Board of Directors authorized an additional
incremental $2,000,000 of share repurchases bringing the total amount of
cumulative share repurchases authorized to $9,000,000. Under these repurchase

                                       44

————————————————– ——————————

programs, shares of Altice USA Class A common stock may be purchased from time
to time in the open market and may include trading plans entered into with one
or more brokerage firms in accordance with Rule 10b5-1 under the Securities
Exchange Act of 1934. Size and timing of these purchases will be determined
based on market conditions and other factors.

For the six months ended June 30, 2022, Altice USA did not repurchase any
shares. From inception through June 30, 2022, Altice USA repurchased an
aggregate of 285,507,773 shares for a total purchase price of approximately
$7,808,698. These acquired shares were retired and the cost of these shares was
recorded in stockholders' deficiency in the consolidated balance sheet of Altice
USA. As of June 30, 2022, Altice USA had approximately $1,191,302 of
availability remaining under the incremental share repurchase program.

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