8-KMaterial AgreementsExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Material Agreement (Jul 29, 2005)

Filed July 29, 2005For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) filed an 8-K on July 29, 2005, reporting on a material definitive agreement entered into on July 25, 2005. This agreement involved an underwriting arrangement with Citigroup Global Markets, Inc. for a registered public offering of Charter's Class A common stock. Specifically, Charter agreed to issue 27,170,000 shares of Class A common stock to the underwriter. Crucially, the shares were issued under a share lending agreement. This means Charter did not receive any proceeds directly from the sale of these shares to the public. Instead, Charter earned a nominal loan fee of $0.001 per share issued. The filing indicates the share issuance and sale were completed on July 29, 2005. The underwriting agreement is included as an exhibit to this report.

Key Highlights

  • 1Charter Communications entered into an underwriting agreement on July 25, 2005.
  • 2The agreement involved the issuance of 27,170,000 shares of Class A common stock.
  • 3The shares were issued to Citigroup Global Markets, Inc. as underwriter.
  • 4The transaction was structured as a share lending arrangement.
  • 5Charter Communications did not receive proceeds from the sale of these shares.
  • 6Charter earned a loan fee of $0.001 per share issued.
  • 7The share issuance and sale were consummated on July 29, 2005.

Frequently Asked Questions

The primary purpose of the agreement was for Charter Communications to issue 27,170,000 shares of its Class A common stock to Citigroup Global Markets, Inc. as part of a registered public offering, structured under a share lending arrangement.

No, Charter Communications did not receive any proceeds from the sale of these 27,170,000 shares to the public. The shares were issued under a share lending agreement, and Charter earned a nominal loan fee for each share issued.

The direct financial benefit to Charter Communications from this specific transaction was a loan fee of $0.001 for each of the 27,170,000 shares issued, totaling $27,170.

The underwriting agreement was effective on July 25, 2005, and the issuance and sale of the shares under this agreement were consummated on July 29, 2005.