SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported): October 30, 2008
Charter Communications, Inc.
(Exact name of registrant as
specified in its charter)
Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
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000-27927
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43-1857213
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(Commission File
Number)
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(I.R.S. Employer
Identification Number)
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12405 Powerscourt Drive
St. Louis, Missouri
63131
(Address of principal executive
offices including zip code)
(314) 965-0555
(Registrant's telephone number,
including area code)
Not
Applicable
(Former name or former address, if
changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM 8.01 OTHER EVENTS.
On
October 30, 2008, Charter Communications, Inc. announced the final results of
the cash tender offer (the "Tender Offer") by its direct subsidiary, Charter
Communications Holding Company, LLC, for certain of the outstanding senior notes
of Charter Communications Holdings, LLC (the "Notes"). As of expiration,
approximately $160 million of Notes were validly tendered for exchange, of which
100% of the $70 million of Notes with Acceptance Priority Level 1 and 36% of the
$90 million of Notes with Acceptance Priority Level 2 will be accepted for
purchase. The total principal amount of Notes accepted was approximately $102
million. Total consideration, including accrued and unpaid interest,
was $100 million. The final settlement was completed on October 31,
2008.
A copy of
the press release dated October 30, 2008, announcing the final results of the
Tender Offer is attached as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The
following exhibit is filed pursuant to Item 8.01:
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Exhibit
Number
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Description
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99.1*
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Press
release dated October 30, 2008 announcing the final results of the Tender
Offer.
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* filed
herewith
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Charter
Communications, Inc. has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS, INC.
Registrant
Dated: November
3, 2008
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By:/s/ Kevin D.
Howard
Name:
Kevin D. Howard
Title:
Vice
President, Controller and Chief Accounting
Officer
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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99.1*
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Press
release dated October 30, 2008 announcing the final results of the Tender
Offer.
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* filed
herewith
Exhibit
99.1
NEWS
Charter
Announces Final Results of $100 Million
Tender
Offer for Debt Securities
Tender
offer fully subscribed
St.
Louis, Missouri, October 30, 2008 – Charter Communications, Inc. (NASDAQ: CHTR)
announced the final results of the cash tender offer (the "Tender Offer") by its
indirect subsidiary, Charter Communications Holding Company, LLC ("Charter
HoldCo"), for certain of the outstanding senior notes of Charter Communications
Holdings, LLC listed in the following table (the "Notes"). As of expiration,
approximately $160 million of Notes were validly tendered for exchange, of which
100% of the $70 million of Notes with Acceptance Priority Level 1 and 36% of the
$90 million of Notes with Acceptance Priority Level 2 will be accepted for
purchase. Total consideration, including accrued and unpaid interest, was $100
million (the “Maximum Payment Amount"). The Tender Offer expired at 5:00 PM ET,
on Wednesday, October 29, 2008 (the “Expiration Time”) and the final settlement
will be completed on October 31, 2008.
The
consideration payable for the Notes was a fixed price. Because the amount
Charter HoldCo would be required to pay for the purchase of the tendered Notes,
together with accrued and unpaid interest, exceeded the Maximum Payment Amount,
Charter HoldCo (subject to the terms and conditions of the Tender Offer) will
accept Notes for purchase in accordance with the Acceptance Priority Level set
forth in the following table. The following table includes the series of Notes
subject to the Tender Offer, and for each series of Notes the amount validly
tendered, the acceptance priority, the amount that will be accepted for tender,
the tender offer consideration, and the total consideration:
1
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Title of Security
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Amount of
Notes Tendered
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Acceptance Priority Level
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Total
Accepted
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|||||||||
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10.750%
Senior Notes due 2009
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$ | 49,681,000 | 1 | $ | 49,681,000 | |||||||
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10.250%
Senior Notes due 2010
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$ | 7,439,000 | 1 | $ | 7,439,000 | |||||||
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11.750%
Senior Discount Notes due 2010
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$ | 12,829,000 | 1 | $ | 12,829,000 | |||||||
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10.000%
Senior Notes due 2009
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$ | 63,370,000 | 2 | $ | 22,744,000 | |||||||
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9.625%
Senior Notes due 2009
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$ | 26,300,000 | 2 | $ | 9,443,000 | |||||||
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Title of Security
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Tender Offer
Consideration(1)
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Total
Consideration(1)
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||||||
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10.750%
Senior Notes due 2009
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$ | 960.00 | $ | 975.00 | ||||
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10.250%
Senior Notes due 2010
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$ | 955.00 | $ | 970.00 | ||||
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11.750%
Senior Discount Notes due 2010
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$ | 955.00 | $ | 970.00 | ||||
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10.000%
Senior Notes due 2009
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$ | 935.00 | $ | 950.00 | ||||
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9.625%
Senior Notes due 2009
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$ | 925.00 | $ | 940.00 | ||||
(1) Per
$1,000 principal amount of Notes that are accepted for purchase; the total
consideration column includes the early tender premium of $15 per $1,000
principal amount of Notes that was conditioned on tendering the priority level 1
notes by 5 p.m. ET, on Tuesday, October 14, 2008 and priority level 2 notes by 5
p.m. ET, on Wednesday, October 29, 2008.
Citi acted as the Dealer Manager for
the Tender Offer. Global Bondholder Services Corporation is the Information
Agent and Depositary. This press release is neither an offer to purchase nor a
solicitation of an offer to sell the Notes. The offer is made only by an Offer
to Purchase dated September 30, 2008, as supplemented by the Supplement to the
Offer to Purchase dated October 15, 2008, and the information in this news
release is qualified by reference to the Offer to Purchase. Persons with
questions regarding the offer should contact the Dealer Manager at (212)
723-6106 or toll-free at (800) 558-3745, or the Information Agent at (212)
430-3774 or toll-free at (866) 294-2200.
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About
Charter Communications
Charter
Communications, Inc. is a leading broadband communications company and the
third-largest publicly traded cable operator in the United States. Charter
provides a full range of advanced broadband services, including advanced Charter
Digital Cable® video entertainment programming, Charter High-Speed® Internet
access, and Charter Telephone®. Charter Business™ similarly provides scalable,
tailored, and cost-effective broadband communications solutions to business
organizations, such as business-to-business Internet access, data networking,
video and music entertainment services, and business telephone. Charter’s
advertising sales and production services are sold under the Charter Media®
brand. More information about Charter can be found at www.charter.com.
Contact:
Investors Media
Mary Jo
Moehle Anita
Lamont
314-543-2397 314-543-2215
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