8-KRegulation FDExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Regulation FD Disclosure (May 8, 2009)

Filed May 8, 2009For Securities:CHTR

Summary

This 8-K filing from Charter Communications, Inc. (CHTR) on May 8, 2009, provides crucial updates regarding its ongoing Chapter 11 bankruptcy proceedings initiated on March 27, 2009. The company announced that its Disclosure Statement, detailing a revised plan of reorganization, has been approved by the Bankruptcy Court and will be distributed to creditors. This approval is a significant step towards restructuring the company's debt and operations. Of particular interest to investors is the proposed rights offering of new Class A Common Stock. This offering is specifically for holders of Charter's 11.000% senior secured notes due 2015 (CCH I Notes) who meet specific 'accredited investor' or 'qualified institutional buyer' criteria by a certain deadline. Holders who do not qualify will receive shares of new Class A Stock equivalent to the value of the rights they would have received. Investors holding these notes are urged to consult their brokers for detailed instructions on how to certify their eligibility by the May 11, 2009 deadline.

Key Highlights

  • 1Charter Communications, Inc. (CHTR) and subsidiaries are operating under Chapter 11 bankruptcy protection since March 27, 2009.
  • 2The Bankruptcy Court has approved the company's Disclosure Statement and a revised plan of reorganization.
  • 3The Disclosure Statement, detailing the reorganization plan, will be circulated to creditors eligible to vote.
  • 4Charter plans to raise funds through a rights offering of new Class A Common Stock.
  • 5The rights offering is primarily for holders of CCH I Notes who certify their status as 'accredited investors' or 'qualified institutional buyers'.
  • 6Holders of CCH I Notes who do not meet eligibility criteria will receive new Class A Stock in lieu of rights.
  • 7An Investor Certificate must be completed and submitted by 5:00 p.m. ET on May 11, 2009, to be eligible for rights or stock.

Frequently Asked Questions

This 8-K filing provides an update on Charter Communications' Chapter 11 bankruptcy proceedings, most notably announcing the Bankruptcy Court's approval of the company's Disclosure Statement and its revised plan of reorganization. It also details a rights offering to raise capital.

The rights offering is primarily for holders of Charter's 11.000% senior secured notes due October 1, 2015 (CCH I Notes). To receive rights, these holders must timely certify that they are 'accredited investors' or 'qualified institutional buyers' as defined by the Securities Act of 1933. Holders who do not qualify will receive new Class A Stock instead of rights.

Holders of CCH I Notes must ensure their Investor Certificates are properly completed and delivered by 5:00 p.m. Prevailing Eastern Time on May 11, 2009. Timely submission is required to receive rights (for eligible holders) or new Class A Stock (for ineligible holders).

Information regarding the Disclosure Statement and the plan of reorganization is available on Charter's website (www.charter.com) under the 'Investor and News Center' tab. The Disclosure Statement itself has been approved by the Bankruptcy Court and will be circulated to creditors.