8-KMaterial AgreementsExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Material Agreement (Apr 30, 2012)

Filed April 30, 2012For Securities:CHTR

Summary

This Form 8-K filing by Charter Communications, Inc. reports on a material definitive agreement entered into by its indirect subsidiary, CCO Holdings, LLC. Specifically, CCO Holdings entered into Amendment No. 1 to its Credit Agreement dated March 6, 2007. The primary focus of this amendment is a significant change to the definition of "Change of Control." Investors should note that the threshold for a Change of Control event has been lowered from 35% to 50% of the ordinary voting power required for any person or group to possess. This adjustment aligns the definition with Charter Operating's credit agreement and could have implications for future corporate actions, potential acquisitions, or changes in ownership structure. The full details of this amendment are available in Exhibit 10.1.

Key Highlights

  • 1Charter Communications' indirect subsidiary, CCO Holdings, LLC, amended its Credit Agreement.
  • 2The amendment was entered into on April 25, 2012.
  • 3The key change is to the definition of 'Change of Control' within the Credit Agreement.
  • 4The threshold for a 'Change of Control' event has been lowered from 35% to 50% of ordinary voting power.
  • 5This change allows for a Change of Control to occur with a higher percentage of voting power held by a single entity or group.
  • 6The amendment aims to conform the definition to that used in Charter Operating's credit agreement.
  • 7The full amendment is available as Exhibit 10.1 to this filing.

Frequently Asked Questions

The main purpose of this filing is to report that Charter Communications' indirect subsidiary, CCO Holdings, LLC, has entered into an amendment to its existing Credit Agreement. The amendment specifically modifies the definition of 'Change of Control'.

The definition of 'Change of Control' has been amended so that it now occurs if any person or group gains the power to vote more than 50% of the ordinary voting power. Previously, this threshold was 35%.

A lower threshold for a 'Change of Control' event means that certain transactions, such as mergers or significant stake acquisitions, could trigger this clause under less stringent conditions than before. This is important for investors to understand regarding potential future corporate events, debt covenants, and their impact on the company's financial structure and ownership.

The complete details of the Amendment No. 1 to the Credit Agreement are provided in Exhibit 10.1, which is filed as part of this Form 8-K.