ST. LOUIS, Feb. 1, 2012 /PRNewswire/ -- Charter
Communications, Inc. (NASDAQ: CHTR) (along with its
subsidiaries, the "Company" or "Charter") today announced
amendments to the tender offers by its subsidiaries, Charter
Communications Operating, LLC ("Charter Operating") and CCH II, LLC
("CCH II"), commenced January 11,
2012 for the outstanding debt securities listed below:
Issuer
|
CUSIP
Nos.
|
Title of
Security
|
Aggregate
Principal
Amount Outstanding(1)
|
Tender
Offer Consideration(2)
|
Consent
Fee/Early Tender Payment(3)
|
Total
Consideration(2)
|
Charter
Operating
|
161175AA2
U16109AA5
|
8.000%
Senior Second Lien Notes due 2012
|
$500,341,000
|
$994.40
|
$25.00
|
$1,019.40
|
Charter
Operating
|
161175AG9
U16109AC1
|
10.875%
Senior Second Lien Notes due 2014
|
$311,561,000
|
$1,043.35
|
$25.00
|
$1,068.35
|
CCH
II
|
12502CAS0
12502CAT8
|
13.500%
Senior Notes
due
2016
|
$1,480,367,024
|
$1,130.00
|
$25.00
|
$1,155.00
|
(1) As of
January 11, 2012
|
(2) Per
$1,000 principal amount of the applicable notes.
|
(3)
Represents a consent fee per $1,000 principal amount for the 2012
Notes and 2014 Notes and an early tender premium per $1,000
principal amount for the 2016 Notes.
|
The tender offers are being amended to (i) waive the 2016 Notes
Sublimit of $250 million, (ii) extend
the Expiration Date of the tender offers to 11: 59 p.m., EST, on
February 14, 2012 and (iii) amend the
maximum aggregate purchase price (the "Maximum Purchase Price")
(including the consent fee/early tender fee payment listed above
but excluding accrued interest) for all Notes purchased in the
tender offers from $843 million to $1.01
billion. Except as expressly provided above, all terms
of the tender offers remain in effect.
Charter has previously purchased approximately $300 million aggregate principal amount of
Charter Operating's 8.00% second lien notes ("2012 Notes") and
$294 million aggregate principal
amount of Charter Operating's 10.875% second lien notes ("2014
Notes") in the tender offers for aggregate consideration of
approximately $619 million (excluding
the payment of accrued interest) (the "Early Settlement Amount") on
January 26, 2012. As of
February 1, 2012, no additional 2012
Notes or 2014 Notes had been tendered in the tender offers.
As of February 1, 2012, approximately
$334 million aggregate principal
amount of CCH II's 13.50% senior notes due 2016 (the "2016 Notes"
and together with the 2012 Notes and the 2014 Notes, the "Notes")
had been tendered in the tender offers.
Subject to the satisfaction of the conditions to the tender
offers and only in an aggregate amount, excluding interest, up to
the Maximum Purchase Price minus the Early Settlement Amount, the
payment date for 2016 Notes and any additionally tendered 2012
Notes and 2014 Notes will be promptly after the Expiration
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).
Credit Suisse Securities (USA)
LLC, Citigroup Global Markets Inc. and UBS Securities LLC are
serving as the Dealer Managers 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) 325-5912
(collect); Citigroup Global Markets Inc., Liability Management
Group at (800) 558-3745 (toll free) or (212) 723-6106 (collect) or
UBS Securities LLC at (888) 719-4210 (toll free).
Neither the Company, Charter Operating, CCH II, the Dealer
Managers, the Information 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 offers may
only be made pursuant to the terms of the Offer to Purchase and the
related Letter of Transmittal.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This release includes forward-looking statements, 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.
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SOURCE Charter Communications, Inc.