Charter Announces Results of Private Debt Exchange Offer
June 30 2008 - 9:53AM
Business Wire
Charter Communications, Inc. (Nasdaq: CHTR) (�Charter�) announced
today that as of 11:59 PM ET, on June 27, 2008 (the �Expiration
Date�), approximately $338 million aggregate principal amount of
10.25% Senior Notes due 2010 (the �Old Notes�) issued by its
subsidiaries, CCH II, LLC and CCH II Capital Corp. (collectively,
�CCH II�), had been validly tendered in exchange for additional CCH
II 10.25% Senior Notes due 2013 (the �New Notes�). Based on the
�modified Dutch auction� process described in the Confidential
Offering Memorandum dated May 29, 2008, the clearing exchange ratio
for the Offer is $1,077.50 principal amount of New Notes per $1,000
principal amount of Old Notes. Accordingly, approximately $364
million in principal amount of New Notes will be issued to holders
whose Old Notes were accepted for exchange. Holders will also
receive accrued and unpaid interest to, but not including, the
settlement date, which is expected to be on or about July 2, 2008.
The New Notes have not been registered under the Securities Act of
1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from
registration requirements. This press release shall not constitute
an offer to sell or the solicitation of an offer to buy any
security and shall not constitute an offer, solicitation or sale in
any jurisdiction in which such offering, solicitation or sale would
be unlawful. 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(R) video entertainment
programming, Charter High-Speed(TM) Internet access service, and
Charter Telephone(TM) services. Charter Business(TM) 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(R) brand. More information about Charter can be found
at www.charter.com. 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, and Section 21E of the Securities Exchange Act of 1934, as
amended, 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"
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: the availability, in general, of
funds to meet interest payment obligations under our debt and to
fund our operations and necessary capital expenditures, either
through cash flows from operating activities, further borrowings or
other sources and, in particular, our ability to fund debt
obligations (by dividend, investment or otherwise) to the
applicable obligor of such debt; 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; our ability
to pay or refinance debt prior to or when it becomes due and/or
refinance that debt through new issuances, exchange offers or
otherwise, including restructuring our balance sheet and leverage
position; the impact of competition from other distributors,
including incumbent telephone companies, direct broadcast satellite
operators, wireless broadband providers, and digital subscriber
line ("DSL") providers; difficulties in growing, further
introducing, and operating our telephone services, while adequately
meeting customer expectations for the reliability of voice
services; our ability to adequately meet demand for installations
and customer service; our ability to sustain and grow revenues and
cash flows from operating activities by offering video, high-speed
Internet, telephone and other services, and to maintain and grow
our customer base, particularly in the face of increasingly
aggressive competition; our ability to obtain programming at
reasonable prices or to adequately raise prices to offset the
effects of higher programming costs; general business conditions,
economic uncertainty or slowdown, including the recent significant
slowdown in the new housing sector and overall economy; and the
effects of governmental regulation on our business. All
forward-looking statements attributable to us or any person acting
on our behalf are expressly qualified in their entirety by this
cautionary statement.
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