The Federal Communications Commission approved Charter Communications' $34.5 billion purchase of Cox Communications on Friday, clearing a deal that creates the largest broadband provider in the United States with roughly 36 million subscribers and about 70 million passings, according to company estimates.

The decision, announced Feb. 27, comes with conditions Charter largely volunteered itself: commitments to onshore jobs, end diversity initiatives, upgrade Cox's network and deliver faster speeds sooner than Cox would have managed on its own. The FCC characterized the network commitments as "firm and definite."

"By approving this deal, the FCC ensures big wins for Americans," FCC Chairman Brendan Carr said in a statement. "It means that modern, high-speed networks will get built out in more communities across rural America. And it means that customers will get access to lower priced plans."

Carr has made clear that anti-DEI commitments are prerequisites for deal approvals under his chairmanship. Charter outlined those pledges in letters posted to the FCC docket Friday, shortly before the vote. Commissioner Anna Gomez, the agency's lone voting Democrat and a persistent critic of that practice, pushed back in a post on X. "Companies in America have always looked to hire based on merit. That's what's best for their bottom lines," she wrote. "Diversity, Equity, and Inclusion (DEI) discrimination is a myth. It is shameful that any company would co-sign this lie."

The competitive logic

The FCC's order rests on the state of the US broadband market: cable operators have been losing subscribers in recent quarters as fixed wireless and fiber ISPs take share. The agency wrote that the combined entity would be a stronger competitor in that environment, with cost savings from the combination enabling lower broadband price points.

Consumer advocates had petitioned to block the deal, arguing the resulting company would be so large that it would reduce broadband competition by settling into a kind of equilibrium with fellow cable giant Comcast. The FCC was not persuaded. With customers flocking away from cable, the agency saw little reason to intervene.

"Charter and other cable companies will continue to face competitive pressure from the broadband providers against whom they compete directly, such as fiber companies, fixed wireless providers, and satellite broadband providers," the FCC wrote. "We believe that competition will have a significantly greater impact on their pricing decisions than the possible increased ability to benchmark due to the loss of a single cable provider (Cox) in a different territory."

Ziply and WISPA also raised concerns in the docket about Charter having denied them or their members wholesale connectivity service. The agency ruled those concerns were not specific to the transaction and attached no additional conditions.

What Cox brings Charter

Beyond fixed broadband, Cox's roughly 12.3 million-location footprint gives Charter more runway for its mobile service, which is growing and serves as a key pillar in the company's effort to stabilize subscriber losses, the agency wrote. The footprint also extends Charter's partnerships with video content providers.

Critics read the outcome differently. "The FCC approved the largest cable merger in nearly a decade and did not require Charter to do anything it wasn't already planning to do," said John Bergmayer, legal director at Public Knowledge, one of the groups that petitioned to deny the deal. "When an agency treats every concern as 'not transaction-specific' and every voluntary promise as 'firm and definite,' merger review becomes a formality. Consumers, as always, will bear the costs of reduced competition."

What remains

The deal is not yet closed. It still requires state-level regulatory approvals, including in California, where the companies have told the state's telecom regulator they want a decision in July. The Justice Department cleared the transaction last year, but that approval expires in September — a deadline that adds urgency to the remaining state reviews if Charter and Cox want to complete the merger on their original timeline.