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 offer $1.5 billion in aggregate principal amount of senior unsecured notes due 2023 and 2025 (the "New Notes").
Charter intends to use the net proceeds from the sale of the New Notes (together with new borrowings under its revolving credit facility) to finance a tender offer for any and all of its outstanding $1.0 billion 7.25% Senior Notes due 2017 (the "2017 Notes") at a purchase price equal to $1,040.50 per $1,000 principal amount thereof plus accrued and unpaid interest and $700 million 8.125% Senior Notes due 2020 (together with the 2017 Notes, the "Subject Notes") at a purchase price equal to $1,045.50 per $1,000 principal amount thereof plus accrued and unpaid interest, to pay related fees and expenses and for general corporate purposes. The tender offer shall commence after 5:01 p.m. New York City time today.
The New Notes will be sold to qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in reliance on Regulation S. The notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
The offering is subject to, among other things, market conditions.
Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated will act as the Joint Book-Running Managers for the offering.
This news release is neither an offer to sell nor a solicitation of an offer to buy the New Notes and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation, or sale is unlawful, nor is it an offer to purchase, or the solicitation of an offer to sell the Subject Notes. The tender offer may only be made pursuant to 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.