WideOpenWest, Inc. (“WOW” or the “Company”) is a leading broadband services provider offering high-speed data ("HSD"), cable television ("Video"), and digital telephony ("Telephony") services to residential and business customers. The Company serves customers in 14 markets in the United States which consist of Detroit and Lansing, Michigan; Augusta, Columbus, Newnan and West Point, Georgia; Charleston, South Carolina; Dothan, Auburn, Huntsville and Montgomery, Alabama; Knoxville, Tennessee; and Panama City and Pinellas County, Florida.

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and the rules and regulations of the Securities and Exchange Commission (the “SEC”).

These accounting principles require management to make assumptions and estimates that affect the reported amounts and disclosures of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts and disclosures of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances. However, due to the inherent uncertainties in making estimates, actual results could differ from those estimates.

Certain reclassifications have been made to prior period amounts to conform to the current period financial statement presentation with no effect on the Company’s previously reported results of operations, financial position, or cash flows.

On June 30, 2021, WOW entered into an Asset Purchase Agreement with Atlantic Broadband (OH), LLC, (“Atlantic”), a U.S. cable operator and subsidiary of Cogeco Communications, Inc. and Atlantic Broadband Finance, LLC, a Delaware limited liability company (the “Atlantic Purchase Agreement”), whereby Atlantic agreed to acquire the Company’s Cleveland and Columbus, Ohio markets for approximately $1.125 billion, subject to adjustments, including customary working capital adjustments, as specified in the Atlantic Purchase Agreement. The sale was completed on September 1, 2021. Refer to Note 5 – Asset Sales for additional information regarding the sale.

Additionally, on June 30, 2021, WOW entered into an Asset Purchase Agreement with Radiate HoldCo, LLC, a telecommunications holding company affiliated with RCN Telecom Services LLC, Grande Communications Networks, LLC and WaveDivision Holdings, LLC (collectively, “Astound Broadband”) (the “Astound Purchase Agreement”), whereby Radiate HoldCo, LLC agreed to acquire the Company’s Chicago, Illinois, Evansville, Indiana and Baltimore, Maryland markets for approximately $661.0 million, subject to adjustments, including customary working capital adjustments, as specified in the Astound Purchase Agreement. The sale was completed on November 1, 2021. Refer to Note 5 – Asset Sales for additional information regarding the sale.

The divestiture of these markets represents a strategic shift in WOW’s business as the markets represented approximately 37% of total revenue for the three and six months ended June 30, 2021 and as such were presented as discontinued operations in the Form 10-Q for the period ending June 30, 2021. The Company will continue to present these markets as discontinued operations in the consolidated statements of operations and exclude from continuing operations for all periods in which such discontinued operations are presented. Results of discontinued operations include all revenues and direct expenses of these markets. General corporate overhead is not allocated to discontinued operations.

In connection with the divestitures, the Company has entered into a transition services agreement under which WOW will continue to provide certain services to Atlantic and Astound Broadband. Under the transition services agreements, the buyers may elect a variety of services, including but not limited to: information technology, network, business support services, etc. The term of the transition services agreements are for 12 months following the closing date, with two optional three month extensions. None of the costs related to the employees, processes or systems that will be utilized to provide the services under the transition services agreements were allocated to discontinued operations.

The assets and liabilities sold under the Atlantic Purchase Agreement and the Astound Purchase Agreement were written off on September 1, 2021 and November 1, 2021, respectively. The amounts presented for the period ended December 31, 2020 include the assets and liabilities sold under the Atlantic Purchase Agreement and the Astound Purchase Agreement:

The following table presents information regarding certain components of income from discontinued operations:

(1)	Includes the activity for the Cleveland and Columbus, Ohio markets through September 1, 2021 and the Chicago, Illinois, Evansville, Indiana, and Baltimore, Maryland markets through November 1, 2021.

The following table presents revenue by service offering from discontinued operations:


	Year ended December 31,
	2021(1)		2020		2019

	(in millions)
Residential subscription
HSD	$	150.1	$	185.6	$	170.4
Video		103.2		157.4		166.2
Telephony		11.5		16.9		18.9
Total Residential subscription	$	264.8	$	359.9	$	355.5
Business subscription
HSD	$	17.8	$	22.6	$	21.3
Video		2.7		3.6		3.6
Telephony		8.4		11.9		12.1
Total business subscription	$	28.9	$	38.1	$	37.0
Total subscription services revenue		293.7		398.0		392.5
Other business services revenue		1.6		1.9		2.8
Other revenue		13.0		18.3		23.5
Total revenue	$	308.3	$	418.2	$	418.8

(1)	Includes the activity for the Cleveland and Columbus, Ohio markets through September 1, 2021 and the Chicago, Illinois, Evansville, Indiana, and Baltimore, Maryland markets through November 1, 2021.

The following table presents specified items of cash flow and significant non-cash items of discontinued operations:


	Year ended December 31,
	2021 (1)		2020		2019

	(in millions)
Specified items of cash flow:
Capital expenditures	$	45.4	$	62.7	$	103.2

Non-cash operating activities:
Operating lease additions	$	0.7	$	0.7	$	—
Non-cash investing activities:
Capital expenditure accounts payable and accruals	$	—	$	2.1	$	1.0

(1)	Includes the activity for the Cleveland and Columbus, Ohio markets through September 1, 2021 and the Chicago, Illinois, Evansville, Indiana, and Baltimore, Maryland markets through November 1, 2021.

(1)