ST. LOUIS, Dec. 29, 2011 /PRNewswire/ -- Charter
Communications, Inc. (NASDAQ: CHTR) (along with its
subsidiaries, the "Company" or "Charter") today announced the final
results of the previously announced cash tender offers for the
Charter Communications Operating, LLC ("Charter Operating") 8%
Senior Second Lien Notes due 2012 ("2012 Notes"), the Charter
Operating 10.875% Senior Second Lien Notes due 2014 ("2014 Notes")
and the CCH II, LLC ("CCH II") 13.50% Senior Notes due 2016 ("2016
Notes" and, together with the 2012 Notes and the 2014 Notes, the
"Notes") commenced November 30, 2011
for the outstanding debt securities listed below up to $1.0 billion (the "Maximum Purchase Price") at an
aggregate purchase price, including the tender premium. The tender
offers expired at 11:59 p.m. EST, on
December 28, 2011 (the "Expiration
Date").
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As previously announced, as of 5:00 p.m.,
Eastern Standard Time (EST), on December 13, 2011, (the "Early Tender Date"),
approximately $407 million aggregate
principal amount of the 2012 Notes, $234
million aggregate principal amount of the 2014 Notes and
$668 million aggregate principal
amount of the 2016 Notes were validly tendered. As of the
Expiration Date, an additional $75
thousand aggregate principal amount of the 2014 Notes, and
$1.4 million aggregate principal
amount of the 2016 Notes were validly tendered. No additional 2012
Notes were tendered. This represents approximately 44.84%, 42.93%
and 37.91% of the outstanding principal amount of the 2012 Notes,
2014 Notes and 2016 Notes, respectively.
Charter accepted for payment all of the 2012 Notes and 2014
Notes and $286 million of the 2016
Notes that were validly tendered and not withdrawn by the
Expiration Date. Charter paid:
- $1,025.00 for each $1,000 principal amount of the 2012 Notes
tendered, which includes an early tender premium of $25.00 per $1,000
principal amount of notes;
- $1,073.75 for each $1,000 principal amount of the 2014 Notes
tendered before the Early Tender Date, which includes an early
tender premium of $25.00 per
$1,000 principal amount of
notes;
- $1,048.75 for each $1,000 principal amount of the 2014 Notes
tendered after the Early Tender Date;
- $1,160.00 for each $1,000 principal amount of the 2016 Notes
tendered before the Early Tender Date, which includes an early
tender premium of $25.00 per
$1,000 principal amount of notes
and
- $1,135.00 for each $1,000 principal amount of the 2016 Notes
tendered after the Early Tender Date.
Holders may obtain copies of the Offer to Purchase from the
Information Agent for the tender offers, Global Bondholder Services
Corporation, at (212) 430-3774 (collect) and (866) 389-1500 (toll
free).
BofA Merrill Lynch, Citigroup Global Markets Inc. and Credit
Suisse Securities (USA) LLC are
serving as the Dealer Managers for the tender offer. Questions
regarding the tender offer may be directed to BofA Merrill Lynch,
Debt Advisory Services at (800) 292-0070 (toll free) or (646)
855-3401 (collect); Citigroup Global Markets Inc., Liability
Management Group at (800) 558-3745 (toll free) or (212) 723-6106
(collect) or Credit Suisse Securities (USA) LLC, Liability Management Group at (800)
820-1653 (toll free) or (212) 325-5912 (collect).
This announcement is not an offer to purchase, or the
solicitation of an offer to sell the Notes.
CAUTIONARY STATEMENT REGARDING
FORWARD-LOOKING STATEMENTS
This release 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 Securities and Exchange Commission ("SEC"). Many
of the forward-looking statements contained in this release 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" and "potential," among others. Important
factors that could cause actual results to differ materially from
the forward-looking statements we make in this release 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:
- our ability to sustain and grow revenues and free cash flow by
offering video, Internet, telephone, advertising and other services
to residential and commercial customers, to adequately meet the
customer experience demands in our markets and to maintain and grow
our customer base, particularly in the face of increasingly
aggressive competition, the need for innovation and the related
capital expenditures and the difficult economic conditions in
the United States;
- the impact of competition from other market participants,
including but not limited to incumbent telephone companies, direct
broadcast satellite operators, wireless broadband and telephone
providers, and digital subscriber line ("DSL") providers and
competition from video provided over the Internet;
- general business conditions, economic uncertainty or downturn,
high unemployment levels and the level of activity in the housing
sector;
- our ability to obtain programming at reasonable prices or to
raise prices to offset, in whole or in part, the effects of higher
programming costs (including retransmission consents);
- the effects of governmental regulation on our business;
- the availability and access, in general, of funds to meet our
debt obligations, prior to or when they become due, and to fund our
operations and necessary capital expenditures, either through (i)
cash on hand, (ii) free cash flow, or (iii) access to the capital
or credit markets; and
- our ability to comply with all covenants in our indentures and
credit facilities, any violation of which, if not cured in a timely
manner, could trigger a default of our other obligations under
cross-default provisions.
All forward-looking statements attributable to us or any person
acting on our behalf are expressly qualified in their entirety by
this cautionary statement. We are under no duty or obligation to
update any of the forward-looking statements after the date of this
release.
SOURCE Charter Communications, Inc.