8-KOther EventsExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Corporate Update (Aug 16, 2006)

Filed August 16, 2006For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) announced on August 11, 2006, through its indirect subsidiaries CCH II, LLC and CCH I, LLC, the commencement of private exchange offers. These offers allow certain holders of Charter Communications Holdings, LLC's outstanding notes to exchange them for new notes issued by CCH II and CCH I. Specifically, up to $200 million principal amount of CCH II 10.25% Senior Notes due 2013 and up to $675 million principal amount of CCH I 11% Senior Secured Notes due 2015 are being offered. These transactions are part of Charter's ongoing efforts to manage its debt structure. The new CCH I notes will be of the same class as existing notes and will be secured by a pledge of CCH I's equity interests in CCH II. Additionally, Charter is contributing its 70% interest in CC VIII, LLC to CCH I, which will also be pledged as security for the CCH I notes. CC VIII owns cable systems serving approximately 934,000 analog video customers as of June 30, 2006. Investors should note that these are private exchange offers with an expiration date of September 8, 2006, unless extended.

Key Highlights

  • 1Charter Communications launched private exchange offers for certain outstanding notes of its subsidiary, Charter Holdings.
  • 2The offers involve exchanging existing notes for up to $200 million of CCH II 10.25% Senior Notes due 2013 and up to $675 million of CCH I 11% Senior Secured Notes due 2015.
  • 3The CCH I notes will be secured by a pledge of CCH I's equity interests in CCH II.
  • 4Charter is contributing its 70% interest in CC VIII, LLC (which owns cable systems with ~934,000 analog video customers) to CCH I.
  • 5This contributed interest in CC VIII will also serve as security for the CCH I notes.
  • 6The exchange offers are set to expire on September 8, 2006, unless extended.
  • 7These actions indicate Charter's ongoing debt management and restructuring activities.

Frequently Asked Questions

The primary purpose of these private exchange offers is to allow Charter Communications to manage and potentially restructure its outstanding debt. By offering new notes in exchange for existing ones, Charter aims to modify its debt maturity profile and potentially reduce interest expenses or otherwise optimize its capital structure.

The new CCH I 11% Senior Secured Notes due 2015 will be secured by a pledge of CCH I's equity interests in CCH II. Furthermore, Charter is contributing its 70% interest in CC VIII, LLC to CCH I, and this interest will also be pledged as security for the CCH I notes.

CC VIII, LLC is a majority-owned indirect subsidiary of Charter that owns cable systems serving approximately 934,000 analog video customers as of June 30, 2006. The pledging of Charter's interest in CC VIII strengthens the collateral backing the CCH I notes, making them more attractive to noteholders participating in the exchange offer.

The exchange offers are private and are being made to certain holders of specific outstanding notes of Charter Communications Holdings, LLC. Eligibility is limited to these specific noteholders, and the offers are not being made to the general public.