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CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Material Agreement (Feb 12, 2013)

Filed February 12, 2013For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) announced on February 7, 2013, a significant move to expand its operational footprint through the acquisition of Bresnan Broadband Holdings, LLC ("Bresnan") for $1.625 billion in cash. This strategic acquisition, executed by its subsidiary Charter Communications Operating, LLC, will add Bresnan's cable systems across Colorado, Montana, Wyoming, and Utah to Charter's portfolio. These acquired assets currently operate under the "Optimum West" brand name and are being purchased from CSC Holdings, a subsidiary of Cablevision Systems Corporation. The transaction is subject to customary closing conditions, including regulatory approvals such as Hart-Scott-Rodino antitrust clearance and FCC approvals, along with franchise and state telecommunication authorizations. Charter has secured committed financing for the deal, indicating a strong commitment to the acquisition. The expected closing is in the third quarter of 2013, though no assurance can be given that all conditions will be met. This acquisition represents a substantial investment for Charter, aiming to enhance its market presence and service offerings in the Western United States.

Key Highlights

  • 1Charter Communications, Inc. (CHTR) to acquire Bresnan Broadband Holdings, LLC for $1.625 billion in cash.
  • 2The acquisition will expand Charter's operations into Colorado, Montana, Wyoming, and Utah.
  • 3The purchase is being made by CCO, a subsidiary of Charter, with Charter providing a guarantee.
  • 4Bresnan Cable operates under the "Optimum West" brand, serving customers in its specified states.
  • 5The transaction is subject to standard closing conditions, including antitrust and FCC approvals.
  • 6Charter has secured committed financing of $1.5 billion from Credit Suisse and Goldman Sachs.
  • 7The expected closing date for the transaction is the third quarter of 2013.

Frequently Asked Questions

This 8-K filing announces a material definitive agreement by Charter Communications, Inc. and its subsidiary to acquire Bresnan Broadband Holdings, LLC for $1.625 billion.

Charter will gain access to cable systems in Colorado, Montana, Wyoming, and Utah, which are currently operated by Bresnan under the 'Optimum West' brand.

Key conditions include the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, receipt of FCC approvals, approvals for franchises covering at least 80% of Bresnan's video customers, and certain state telecommunication authorizations.

Charter's subsidiary has obtained committed financing for a $1.5 billion term loan from Credit Suisse and Goldman Sachs to fund a portion of the purchase price. Charter's obligations are not subject to any financing conditions.