A Peek Into the Latest Merger

The most recently announced merger is between GFiber and Astound. It’s an interesting merger that brings together a premium fiber overbuilder and a traditional cable company that also owns some fiber assets.

GFiber has been somewhat of a mystery in the industry since its splashy launch in 2021. Known then as Google Fiber, the company was the first to introduce the whole country to the idea of gigabit fiber. There had been a few municipalities, cooperatives, and small telcos that offered gigabit broadband before 2012, but Google Fiber made big national news when it said it was going to overbuild the Kansas City metropolitan area and offer symmetrical gigabit fiber as its only broadband product. Google Fiber believed in simplicity, and originally only offered broadband before eventually layering on Google Voice and YouTube video. The company has always guarded any discussion of customer counts, but we are learning through news of the merger that GFiber has over 2.6 million passings, which means it probably has more than 1 million fiber customers.

Astound Broadband is a conglomerate of three broadband businesses.

  • The original Astound started as a cable company in the San Francisco Bay area. The company purchased additional cable properties in Washington and Oregon and rebranded as Wave Broadband.
  • RCN was founded in 1993 and had the unique business plan of overbuilding existing cable companies using cable company technology. The company was concentrated in the northeast, with the most customers in Boston, New York City, Philadelphia, Allentown, and Washington DC.
  • Grande Communications was founded in San Marcos, Texas, in 1999. The company started by providing cable TV to campuses at Texas State University, the University of the Incarnate Word, Baylor University, and the University of Texas at Austin. The company grew to have over 1.1 million passings.

The merger announcement says that Astound covers around 4.6 million passings and has around 1 million broadband customers. The combined company would have 2 million customers and 7.1 million passings. This would make the company the seventh-largest ISP after Comcast, Charter, AT&T, Verizon, Altice, and T-Mobile. The seventh ranking recognizes the merger of Frontier with Verizon, the sale of Lumen fiber customers to AT&T, and the upcoming merger of Cox and Charter.

The merger has GFiber spinning off from Google’s Alphabet. The majority owner of the combined company will be Stonepeak, with the GFiber parent retaining a significant minority stake. The merger is supposed to close in the fourth quarter of this year. The GFiber executive team will lead the combined company.

This is an interesting merger that brings together companies using different technologies. I would have to think that the goal will be to upgrade to coaxial networks to fiber, or possibly to DOCSIS 4.0 to bring symmetrical gigabit speeds.

After this merger is completed, the only remaining large merger target is Altice, with over 4 million customers. There are no other ISPs left in the market that have more than a million broadband customers.

Comcast’s Quiet Expansion

It’s been conventional wisdom in the industry that cable companies stick to their historic cable system boundaries and don’t really expand much. In much of the country, this is well understood and everybody can point to customers that have lived for decades just a house or two past the end of the coaxial cable network.

However, not all cable companies have stuck with this historic entrenchment. A good case in point is Comcast, which passed 53.8 million homes in 2013 but had grown that to 57.5 million passings by the end of 2017. A few of the new 3.7 million new passings came from the purchase of small cable systems, but most came through the growth of the Comcast network.

Many of the new passings came about as the result of the continued growth of urban America. As a country we’re still seeing rural residents migrate to urban centers – which are growing while rural America is mostly stagnant or even shrinking. Recent years have seen some of the largest ever growth in new housing construction – 1.5 million new living units over the last year – and Comcast gets its share of these opportunities in its franchise areas.

But the company is also expanding outward from its core cable franchise areas where that makes sense. This has mostly been done quietly with a street added here, a small neighborhood added there, and new subdivisions always pursued; Comcast is obviously looking around for growth when it can be done affordably.

The most surprising source of Comcast growth comes from expansion into areas served by other cable companies. Historically there was a gentleman’s agreement in the cable industry to not poach on neighboring franchises, but Comcast is no longer sticking to that industry norm. Over the last few years, Comcast has gotten franchises to operate in communities already served by other cable companies.

In 2017 Comcast got a franchise in Rochester, New Hampshire in an area already served by Atlantic Broadband. In 2018 Comcast got franchises in Waterford and New London, Connecticut in areas also served by Atlantic Broadband. Last year Comcast also got franchises to operate in five communities in Pennsylvania operated by Blue Ridge Cable – Warwick Township, Warwick Borough, Ephrata Township, Ephrata Borough and Lititz.

Incumbent cable companies have rarely competed with each other. One of the few exceptions was Midcontinent that overbuilt CableONE in Fargo, North Dakota in 2013. There are also two overbuilders that have built competing cable networks – RCN and WideOpenWest – but these companies started as overbuilders and were not incumbent providers.

For now, it looks like Comcast might be going after these markets to get lucrative business customers. For instance, New London, Connecticut is the home to two colleges and the Coast Guard Academy. There are some large businesses and medical centers in some of the towns in Pennsylvania. Even if Comcast only goes after large businesses that can be a big blow to the smaller cable companies already serving these markets. When I create business plans I always refer to the revenues from the few biggest customers in a community as ‘home-run’ revenues because just a few customers can make or break a business plan. Comcast will do great harm to its neighbors if they pick off their home-run customers.

Comcast has gotten so large that they probably don’t care any longer about the historic gentleman’s agreements that put a fence around a franchise area. Comcast is under constant pressure to grow revenues and profits and it’s almost inevitable that they’ll chase anything they view as low-hanging fruit. This is one of the characteristics of companies that become virtual monopolies – they almost can’t stop themselves from engaging in business practices that make money. A company as big as Comcast doesn’t make all of the decisions at the corporate level – rather, they give revenue and earnings targets to differrent parts of the company and those business units often decide to chase revenues in ways the parent might not have dictated. In many big corporations it is the bonus structure that often drives local decisions rather than corporate policy.

It will be interesting to see how this might change the nature of cable company cooperation. The cable companies have been incredibly effective in having a unified message across the country in terms of lobbying at the federal, state and local levels – what was good for one was good for all. But that’s no longer the case if Comcast starts competing with smaller neighboring cable companies. We saw this same phenomenon a few decades ago in the telephone industry and the small telcos all started lobbying separately from the big companies. The small and large telcos still sometimes agree on issues, but often they do not. It’s almost inevitable that the unified voice of the cable industry can’t survive competition between cable companies – but I also suspect Comcast doesn’t care about that.