Charter Communications, Inc. (NASDAQ:CHTR) announced today interim
results and amendment for the previously announced cash tender offer by
its subsidiary, Charter Communications Holding Company, LLC (“Charter
Holdco”), to purchase an amount of Notes
(including accrued and unpaid interest) of Charter Communications
Holdings, LLC not to exceed $100 million (the “Maximum
Payment Amount”).
As of 5:00 p.m. Eastern Daylight Time (ET) on October 14, 2008,
approximately $69 million of Notes having an Acceptance Priority Level
of 1 were tendered. No change has been made to the Total Consideration
or Tender Offer Consideration for any series of Notes having an
Acceptance Level Priority of 1. The initial settlement date for Notes
having an Acceptance Priority Level of 1 that were tendered prior to the
Early Tender Time is expected to occur on October 17, 2008.
Charter Holdco has decreased the Tender Offer Consideration and the
Total Consideration for each series of Notes having an Acceptance
Priority Level of 2 (the “Affected Notes”),
validly tendered and accepted for purchase pursuant to the Offer. The “New
Tender Offer Consideration” and “New
Total Consideration” for each $1,000
principal amount of Affected Notes are set forth on the table below. The
Early Tender Time for the Affected Notes has been extended until the
Expiration Time, which is 5:00 p.m. ET, on Wednesday, October 29, 2008.
Consequently the New Total Consideration includes the Early Tender
Premium of $15.00 per $1,000 principal amount of Affected Notes payable
to Holders that validly tender, and do not validly withdraw, their
Affected Notes at or before the Expiration Time and whose Affected Notes
are accepted for purchase. Withdrawal rights for the Affected Notes have
been extended such that tenders of Affected Notes made at or before 5:00
p.m. ET, on Tuesday, October 14, 2008, may be validly withdrawn at or
before the Expiration Time; however, tenders of Affected Notes made
after 5:00 p.m., ET, on Tuesday, October 14, 2008, may not be withdrawn
except to the extent required by law.
The following table summarizes the material pricing terms, as amended,
for each $1,000 principal amount of Affected Notes that are accepted for
purchase.
CUSIP Numbers
|
|
Title of Security
|
|
New Tender Offer Consideration
|
|
Early Tender Premium(1)
|
|
New Total Consideration
|
|
16117PAK6
|
|
10.000% Senior Notes due 2009
|
|
$935.00
|
|
$15.00
|
|
$950.00
|
|
|
16117PAZ3
|
|
9.625% Senior Notes due 2009
|
|
$925.00
|
|
$15.00
|
|
$940.00
|
|
|
16117PAY6
|
|
|
|
|
|
|
|
|
|
1. Holders of Affected Notes who validly tender their Affected Notes
will be eligible to receive the Early Tender Premium.
If Notes are validly tendered and not withdrawn at the Expiration Time,
such that the amount Charter Holdco would be required to pay for the
purchase of such Notes, together with accrued and unpaid interest,
exceeds the Maximum Payment Amount, Charter Holdco will (subject to the
terms and conditions of the Tender Offer) prorate the amount of Notes to
be purchased having an Acceptance Priority Level of 2.
The final settlement date for Notes having an Acceptance Priority Level
of 1 that are tendered after the Early Tender Time but before the
Expiration Time will be within the first three trading days following
the Expiration Time, if such Notes have been accepted for purchase. The
settlement date for Notes having an Acceptance Priority Level of 2 will
be within the first three trading days following the Expiration Time, if
such Notes have been accepted for purchase.
Citi Contact Information
Citi is the Dealer Manager for the Tender Offer. Global Bondholder
Services Corporation is the Information Agent and Depositary. This press
release is neither an offer to purchase nor a solicitation of an offer
to sell the Notes. The offer is made only by an Offer to Purchase dated
September 30, 2008, as supplemented by the Supplement to the Offer to
Purchase dated October 15, 2008, and the information in this news
release is qualified by reference to the Offer to Purchase. Persons with
questions regarding the offer should contact the Dealer Manager at (212)
723-6106 or toll-free at (800) 558-3745, or the Information Agent at
(212) 430-3774 or toll-free at (866) 294-2200.
About Charter Communications®
Charter Communications, Inc. is a leading broadband communications
company and the third-largest publicly traded cable operator in the
United States. Charter provides a full range of advanced broadband
services, including advanced Charter Digital Cable®
video entertainment programming, Charter High-Speed®
Internet access, and Charter Telephone®.
Charter Business™ similarly provides
scalable, tailored, and cost-effective broadband communications
solutions to business organizations, such as business-to-business
Internet access, data networking, video and music entertainment
services, and business telephone. Charter’s
advertising sales and production services are sold under the Charter
Media® brand. More information about Charter
can be found at www.charter.com.
Charter Communications
Marty Richmond, 314-543-5621