8-KOther Events

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Corporate Update (Apr 22, 2009)

Filed April 22, 2009For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) filed an 8-K report on April 22, 2009, detailing significant events following their Chapter 11 bankruptcy filing on March 27, 2009. The company is operating as a debtor in possession and is initiating a rights offering to raise capital. This offering allows certain existing holders of its 11.000% senior secured notes due October 1, 2015 (CCH I Notes) to purchase new Class A Common Stock. Specifically, "Eligible Holders" (accredited investors or qualified institutional buyers) will receive rights to purchase new shares. "Ineligible Holders" who held CCH I Notes as of April 17, 2009, but do not meet the eligibility criteria, will receive shares of the new Class A Stock equivalent in value to the rights they would have been offered. The company emphasizes that this report is not a solicitation for plan acceptance and that details of the rights offering are contingent on bankruptcy court approval.

Key Highlights

  • 1Charter Communications filed for Chapter 11 bankruptcy protection on March 27, 2009.
  • 2The company is operating as a debtor in possession under the jurisdiction of the Bankruptcy Court.
  • 3A rights offering is planned to raise funds through the issuance of new Class A Common Stock.
  • 4The rights offering is exclusively for holders of CCH I Notes who held them as of April 17, 2009.
  • 5Eligible Holders (accredited investors/QIBs) will receive rights to purchase new Class A Stock.
  • 6Ineligible Holders will receive new Class A Stock in lieu of rights, valued equally.
  • 7The distribution of rights and stock is pending bankruptcy court approval of a disclosure statement.

Frequently Asked Questions

This 8-K filing primarily serves to inform investors about Charter Communications' ongoing Chapter 11 bankruptcy proceedings and to detail a planned rights offering aimed at raising capital by issuing new Class A Common Stock to certain noteholders.

The rights offering is available to existing holders of Charter's 11.000% senior secured notes due October 1, 2015 (CCH I Notes) who held these notes at the close of business on April 17, 2009. Eligible holders must certify they are 'accredited investors' or 'qualified institutional buyers' to receive rights. Those who are not eligible will receive shares of new Class A Stock in lieu of rights.

Noteholders must have held their CCH I Notes as of April 17, 2009. Investor Certificates must be completed and delivered by 5:00 p.m. Eastern Time on May 11, 2009, to be considered 'timely' for receiving rights or stock.

The exact distribution dates for the rights and the new Class A Stock are currently unknown. These dates depend on several factors, including the approval of the disclosure statement by the Bankruptcy Court.