STAMFORD, Conn., April 13, 2015 /PRNewswire/ — Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, "Charter") today announced that its subsidiaries, CCO Holdings, LLC and CCO Holdings Capital Corp. (collectively, "CCO Holdings"), intend to use the net proceeds from its previously announced offer of $1.5 billion in aggregate principal amount of senior unsecured notes due 2023 and 2025 (the "offering") to finance tender offers by CCO Holdings (the "tender offer").
In the tender offer, CCO Holdings is offering to purchase any and all of its outstanding 7.250% senior notes due 2017 (the "2017 Notes") and 8.125% senior notes due 2020 (the "2020 Notes" and, together with the 2017 Notes, the "Notes").
Outstanding Principal Amount
Title of Notes
7.25% Senior Notes due 2017
8.125% Senior Notes due 2020
Per $1,000 principal amount of Notes tendered and accepted for purchase.
Does not include accrued and unpaid interest that will be paid on the Notes accepted for purchase.
The tender offer is scheduled to expire at 11:59 p.m. New York City time, on April 20, 2015(the "Expiration Time"), unless extended or earlier terminated with respect to any series of Notes. Notes tendered may be withdrawn at any time on or prior to the Expiration Time. We expect to make payments for Notes validly tendered and not validly withdrawn on or prior to the Expiration Time, and accepted for purchase, either one business day following the Expiration Time (the "Settlement Date"), or, in the case of Notes tendered pursuant to the guaranteed delivery procedures, three business days following the Expiration Time. Accrued interest up to, but not including, the Settlement Date will be paid in cash on all validly tendered and accepted Notes.
The consummation of the tender offer is conditioned upon consummation of the offering. The tender offer is also subject to the satisfaction or waiver of certain other conditions as set forth in the Offer to Purchase referred to below. We currently expect, but are under no obligation, to redeem any Notes not purchased in the tender offer following completion of the tender offer.
The complete terms and conditions of the tender offer are set forth in an Offer to Purchase that is being sent to holders of 2017 Notes and 2020 Notes. Holders are urged to read this document carefully before making any decision with respect to the tender offer. Holders of 2017 Notes and 2020 Notes must make their own decisions as to whether to tender their Notes, and if they decide to do so, the principal amount of the Notes to tender.
Holders may obtain copies of the Offer to Purchase from the Information Agent for the tender offer, Global Bondholder Services Corporation, at http://www.gbsc-usa.com/Charter, or by telephone at (212) 430-3774 (collect), (866) 924-2200 (toll free) and (212) 430-3775/3779 (fax).
Credit Suisse Securities (USA) LLC is serving as the Dealer Manager for the tender offer. Questions regarding the tender offer may be directed to Credit Suisse Securities (USA) LLC, Liability Management Group at (800) 820-1653 (toll free) or (212) 325-2476 (collect).
Neither Charter, CCO Holdings, the Dealer Manager, the Information Agent and Tender Agent nor any other person makes any recommendation as to whether holders of Notes should tender their Notes, and no one has been authorized to make such a recommendation.
This announcement is not an offer to purchase, or the solicitation of an offer to sell the Notes. The tender offer may only be made pursuant to the terms of the Offer to Purchase, the Letter of Transmittal and the Notice of Guaranteed Delivery.
Charter (NASDAQ: CHTR) is a leading broadband communications company and the fourth-largest cable operator in the United States. Charter provides a full range of advanced broadband services, including advanced Charter TV® video entertainment programming, Charter Internet® access, and Charter Phone®. Charter Business® similarly provides scalable, tailored, and cost-effective broadband communications solutions to business organizations, such as business-to-business Internet access, data networking, business telephone, video and music entertainment services, and wireless backhaul. Charter’s advertising sales and production services are sold under the Charter Media® brand.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), regarding, among other things, our plans, strategies and prospects, both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions, including, without limitation, the factors described under "Risk Factors" from time to time in our filings with the SEC. Many of the forward-looking statements contained in this presentation may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," "aim," "on track," "target," "opportunity," "tentative," "positioning," "designed," "create," "predict," "project," "seek," "would," "could," "continue," "ongoing," "upside," "increases" and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this presentation are set forth in other reports or documents that we file from time to time with the SEC, and include, but are not limited to:
Risks Related to Bright House Networks, LLC. ("Bright House") and Comcast Corporation ("Comcast") Transactions
Risks Related to Our Business
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SOURCE Charter Communications, Inc.