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Presented by

Communications Workers of America Locker Associates, Inc.


.

and

April 15, 2013

The largest telecommunications union in the world, representing over 700,000 men and women in both the private and public sectors

Represents workers at Verizon, Verizon Wireless, T-Mobile, AT&T, AT&T Mobility and many other telecommunications companies
On January 26, 2012, an overwhelming majority of the 282 Cablevision technicians in Brooklyn, NY voted to join CWA CVC technicians have unique insight into Field Service Operations, including physical plant weaknesses, inefficiencies in operations, and daily interaction with customers

By leveraging their front-line workforce, management should utilize their knowledge, skill and customer relations to help turn things around

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But instead, over the past year, management has engaged in an escalating conflict with its Brooklyn techs to thwart their ability to win a union contract Numerous Unfair Labor Practices against its Brooklyn and Bronx workforce, most recently illegally firing 22 Brooklyn workers who sought a meeting with management The National Labor Relations Board announced on April 5th and April 10th that it would file complaints against CVC alleging illegal worker intimidation & other violations NYC Council investigating possible violation of CVCs cable television franchise agreements Top NYC elected leaders demand CVC cease its illegal behavior and negotiate a contract with CWA CVC management can easily end this dispute by negotiating a labor contract at very little expense

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Flawed business model


too small a customer base to cover rising costs

Mounting challenges threaten the companys future


stiff competition ongoing recovery from Superstorm Sandy escalating programming costs subscriber losses significant capex needs shrinking cash flow burdensome debt load regulatory scrutiny in NYC
Cablevision continues to exemplify pressure on the MSO Model - Brean Capital, March 3rd, 2013

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An expanding labor dispute in New York City, CVCs largest

customer base, makes it difficult to deal with these pressing problems

Investors and lenders need a coherent strategy to boost cash flow and protect shareholder value by:
improving customer service increasing product offerings stabilizing, if not growing market share

This growing [labor] conflict should cause concern and attention among investors. If left unresolved, the company risks facing an increased threat of labor disruptions, increased legal and regulatory scrutiny, and a negative brand impact for Dolan-associated companies, all of which could have a material impact on the companys financial performance.
-- Bill de Blasio, New York City Public Advocate

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Fierce competition, especially from Verizon FiOS


58% penetration rate for CVC subscribers
continues attractive promotions seeking 150-170K new subscribers per quarter aggressive in CVC's NYC footprint with triple play offers as low as $69.95 expects to complete FiOS build-out to all of CVCs NYC service area by 2014

2012: Miserable results


2012 annual operating income was a mere $33.3 million - down significantly from $238 million in 2011 4Q12 operating loss of $83.7 million - compared to a profit of $60.5 million a year earlier CVC only able to post a 4Q'12 profit due to a one-time $350m Dish Network payment

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Q412: Subscriber loss


50,000 video customers lost - Wall Street expected 12,000 10,000 voice customers lost 5,000 high-speed Internet subscribers lost
- first time Cablevision has ever reported a loss of internet subscribers

analysts predict that $2.98 RSN surcharge and $5 monthly broadband price increase could undermine customer retention

Weakening cash flow


2012 AOCF declined $395m year-over-year Sandy accounted for only $110m of this bad news

Significant capex needs


2012 capex was $1.08b
- up significantly from $814.8m in 2011

2013 capex projected to remain at elevated levels

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Ballooning programming costs


12% increase in 2012 anticipates a similar number in 2013 driven by new contracts with CBS, Disney, NBCU, NFL Network and an 8% hike in 2014

Similar to peers, programming costs are the biggest pressure point, with absolute growth expected to remain in the low-double digits.
-- Jason Armstrong, Goldman Sachs, 2/28/13

Cablevision reported a significant deterioration in operating and financial results in 4Q12. While Hurricane Sandy was a material issue during the quarter, excluding the impact of the storm underlying results continue to deteriorate due to higher programming costs, competitive pressures, and an increase in capital expenditures.
-- Todd Mitchell, Brean Capital, 3/1/13
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Stock repurchases suspended in 4Q12


purchased $188.6 million during the previous three quarters management indicated share repurchases suspended until 1Q13

Questions about dividend payments


continuing cash pressure could force a reduction or even suspension

Analysts downgrade the stock


over the past year major equity research firms have downgraded their ratings and estimates

"While Sandy impacted the quarter, the stock is reflecting some of the commentary about operating fundamentals. -- Vijay Jayant, ISI

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Excessive executive turnover undermines stability


8 top executives left the company in last 2 years, including former COO Tom Rutledge
-- after Rutledge resigned in Dec 2011, CVCs stock price dropped 13% -- Rutledges departure was described as a bombshell by ISIs Vijay Jayant

This is a staggering loss, said Craig Moffett, an analyst at Sanford C. Bernstein. Tom Rutledge is the hands-down-best executive in the cable business.

Share price remains depressed


CVCs stock price fell 9.6% in one day (after release of 4Q12 results) share price has declined almost 60% since 2/11
Cablevisions quarterly egg-laying streak is unmatched in the U.S. pay-TV industry. Bloomberg, 3/1/13

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For years CVC has been a rumored buyout target

The Dolans attempted a private buyout in 2007 for $36/share, but Class A shareholders rejected this offer as inadequate
Rumors of a potential CVC buyout have re-emerged
Citigroup analyst predicts a buyout in 12-18 months (March, 2013)

Class A Shareholders could once again be asked to approve an offer


lack of independent board members could trigger Class A Shareholders concerns

Escalating labor confrontation could negatively impact a buyout effort


triggers additional regulatory scrutiny franchise agreements require NYC approval of a merger or buyout liabilities related to CVCs Unfair Labor Practices could transfer to new owner

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Since January 2012 CVC management has engaged in a confrontation with its Brooklyn unionized employees
282 technicians voted to join CWA over a year ago but company has stalled at the bargaining table and refused to reach a fair contract in 2012 CVC provided a unilateral wage increase of $2-9/hour to 10,000 of their technicians -- outside of Brooklyn management refuses to discuss a wage increase for Brooklyn technicians, in effect punishing them for joining a union in January of this year CVC illegally fired 22 Brooklyn union members after they requested a meeting with management in accordance with the companys open door policy mounting support for the fired workers encouraged CVC to rehire the employees

The cost of settling this dispute is minimal, but rather than settle, senior management has been distracted from more pressing matters

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The National Labor Relations Board (NLRB) announced on April 5th, 2013 they will file a complaint alleging that CVC:
granted unlawful wage and benefit increases to Bronx technicians in the middle of a union election to discourage their support for CWA threatened to withhold training on new technology to Bronx workers if they voted to join the union, as they did to Brooklyn workers

The NLRB announced on April 10, 2013 additional complaints alleging:


Bad Faith Bargaining in Brooklyn with no intent to reach an agreement
- refusal to meet other than once a month for the first four-five months; refusal to discuss union security and dues check-off (both mandatory subjects); refusal to discuss seniority and safety; delay in producing requested information

unlawful discharge of the 22 fired technicians unlawful surveillance of employees

instructing employees not to engage in union activity

The NLRB moved to dismiss a company-driven effort to decertify the union in Brooklyn

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Franchisee shall recognize the right of its employees to bargain collectively through representatives of their own choosing in accordance with applicable law.
ongoing violations of this franchise clause could cause Cablevision to lose its NYC franchises

NYC Council investigating possible franchise violation


elected leaders including the NYC Council Speaker, Public Advocate and the Comptroller demanded that CVC bargain in good faith with CWA, in accordance with the franchise on February 26th, The NYC Council held a hearing to investigate CVCs alleged violations of the franchise agreement

We will not stand for Cablevision-Optimums blatant disregard of New Yorks collective bargaining (requirement). -- Council Speaker Christine Quinn, 2/7/13

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Brooklyn is a core CVC market


431,871 total subscribers, 13% of its total nationwide customers Verizon FiOS, CVCs major competitor, to complete its Brooklyn build-out in 2014

In spite of digital conversion and WiFi expansion, Brooklyns network requires additional capex to remain competitive CWA field reports indicate Brooklyn customers are faced with:
overstretched residential fiber network antiquated plant and equipment out of date home cable boxes 4200 HD overburdened residential junction boxes

In June 2012, CEO James Dolan told a group of Bronx technicians the company was leaving Brooklyn behind and the Brooklyn techs who voted to join CWA would not be trained in the new technologies

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Random CWA survey of 700 Brooklyn customers in 3Q12 yields overwhelmingly negative responses
Service: 23% poor or terrible, 38% fair and 37% favorably Speed: 27% poor, 34% fair and 39% favorably Cost: 88% felt they paid too much

Survey also indicates CVC is falling behind NYC franchise service standards
over 33% report late service appointments nearly 25% said it took longer than 7 days to install their cable 25% had their services improperly terminated in the last year 33% experienced improper bill charges

Another CWA survey found that CVC Brooklyn internet speeds were 25% slower than CVC Bronx speeds

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Over reliance on third party contractors could lead to service deterioration


in reversal of company policy, shifting work from skilled in-house technicians to third party contractors, including customer service appointments
-- contractors already perform nearly 100% of Brooklyn installation work

according to a 2003 internal company document, third party contractors had a 5.8% higher rate of missed appointments and a 14.1% higher rate of failed service appointments low contractor pay, inadequate training and incentive structure leads to poor service

CVC needs to focus on customer service and expanded product offerings in core markets like Brooklyn in order to stem further customer erosion

We need answers about the quality of service Brooklyn customers are getting. And we need Cablevision to do right by its workers and negotiate a fair contract in good faith. That what Brooklyn families, both customers and employees, deserve. -- Public Advocate Bill de Blasio, 1/3/13

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Since January 2012 have met 27 times and spent 258 hours attempting to bargain a first contract, but to no avail
CWA seeks wage parity with the rest of CVCs 10,000 technicians Estimated economic impact of settlement: between $1 million and $3 million on an annualized basis

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CVC at a crossroads -- the company must adopt a coherent strategy to

deal with its mounting challenges


distraction for management

Escalating conflict with its Brooklyn employees which is a major


CEO James Dolan has been personally involved in this labor dispute

Instead of agreeing to wage parity for its Brooklyn employees CVC has

spent millions on attorneys fees obstructing contract negotiations

CWAs contract demands do not represent a significant cost to the

company, estimated at $1-$3 million annually

By settling this labor dispute, and partnering with its frontline employees,

CVC can focus on overcoming its many challenges

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