8-KOther EventsExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Corporate Update (Jun 3, 2008)

Filed June 3, 2008For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) announced on May 29, 2008, through its indirect subsidiaries CCH II, LLC and CCH II Capital Corp., a private exchange offer for its existing 10.25% Senior Notes due 2010. The company aims to exchange these notes for new 10.25% Senior Notes due 2013, with the offer capped at $500 million in principal amount, though this amount is subject to increase. The primary objective of this exchange offer is to enhance Charter's financial flexibility by effectively extending the maturity profile of its outstanding debt. This move is strategic in a challenging economic environment, allowing the company to better manage its upcoming debt obligations. The offer is structured as a modified Dutch auction, giving noteholders discretion over the exchange ratio. These new notes will carry an unconditional guarantee from Charter Communications Holdings, LLC. The offering is targeted towards qualified institutional buyers under Rule 144A and non-U.S. persons outside the United States under Regulation S. This filing serves as an announcement of the commencement of this significant debt management initiative.

Key Highlights

  • 1Charter Communications is launching a private exchange offer for its 10.25% Senior Notes due 2010.
  • 2The offer aims to exchange existing notes for new 10.25% Senior Notes due 2013.
  • 3The exchange offer has an initial principal amount cap of $500 million, with potential for increase.
  • 4The primary goal is to extend debt maturities and improve the company's financial flexibility.
  • 5The exchange offer is structured as a modified Dutch auction, allowing noteholders to set their exchange ratio.
  • 6The new notes will be guaranteed by Charter Communications Holdings, LLC.
  • 7The offering is made to qualified institutional buyers (Rule 144A) and non-U.S. persons (Regulation S).

Frequently Asked Questions

Charter Communications, through its subsidiaries CCH II, LLC and CCH II Capital Corp., is conducting a private exchange offer to swap its existing 10.25% Senior Notes due 2010 for new 10.25% Senior Notes due 2013.

The main reason is to improve the company's financial flexibility by extending the maturity dates of its debt. This means pushing back when the principal amount needs to be repaid, which can ease immediate financial pressure.

The offer is for up to $500 million in principal amount of the existing 2010 notes, but this amount can be increased.

The offer is structured as a modified Dutch auction. This means that investors holding the old notes will be able to specify the exchange ratio at which they are willing to exchange their notes for the new notes.