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): January 15, 2009
Charter Communications,
Inc.
(Exact name of registrant as
specified in its charter)
Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
|
000-27927
|
43-1857213
|
|
|
(Commission File
Number)
|
(I.R.S.
Employer Identification
Number)
|
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:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
ITEM
8.01. OTHER
EVENTS.
Two
subsidiaries of Charter Communications, Inc. (the “Company”), CCH I Holdings,
LLC and Charter Communications Holdings, LLC, did not make scheduled payments of
interest due on January 15, 2009, on certain of their outstanding senior notes
set forth in the table below. The interest payments total $73.7
million in the aggregate (as set forth in the table below).
|
Interest
Due
($
in millions)
|
Principal
Amount
Outstanding
(as
of 9/30/08, $ in millions)
|
|||||||
|
CCH
I Holdings, LLC:
|
||||||||
|
11.125%
senior notes due January 15, 2014
|
8.4 | 151 | ||||||
|
13.500%
senior discount notes due January 15, 2014
|
39.2 | 581 | ||||||
|
12.125%
senior discount notes due January 15, 2015
|
13.1 | 217 | ||||||
|
Charter
Holdings:
|
||||||||
|
10.250%
senior notes due January 15, 2010
|
0.9 | 18 | ||||||
|
11.75%
senior discount notes due January 15, 2010
|
0.9 | 16 | ||||||
|
11.125%
senior discount notes due January 15, 2011
|
2.6 | 47 | ||||||
|
13.500%
senior discount notes due January 15, 2011
|
4.0 | 60 | ||||||
|
12.125%
senior discount notes due January 15, 2012
|
4.6 | 75 | ||||||
| 73.7 | 1,165 | |||||||
If such
interest payments are not made within the 30-day grace period provided by each
of the governing Indentures, an event of default would occur under the
indentures governing the notes, permitting holders of at least 25% in principal
amount of any outstanding series of notes on which the interest payment was not
made to declare the full amount of the applicable notes immediately
due and payable.
An event
of default on the notes, without such an acceleration of amounts due under the
notes, would not trigger cross-defaults on any of the other debt of the
subsidiaries of the Company. If payment is not made with respect to
any series of notes within the 30-day grace period, and the notes are
accelerated, all amounts due with respect to such affected notes become
immediately due and payable. If notes issued by the Company or any of
its subsidiaries accelerate, and such notes, together with the amount of any
other notes of the Company or any of its subsidiaries that accelerate, represent
$100 million or more in principal amount, events of default would occur under
other debt instruments of the Company or certain of its subsidiaries which could
lead to the acceleration of indebtedness under such documents.
On
December 12, 2008, the Company announced that it was initiating discussions with
its bondholders regarding financial alternatives to improve the Company’s
balance sheet. As of January 13, 2009, the Company had cash on hand
and cash equivalents in excess of $900 million, which is available to pay
operating costs and expenses.
A copy of
the press release announcing an update on interest payments is attached as
Exhibit 99.1.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The
following exhibit is filed pursuant to Item 8.01:
|
Exhibit
|
Description
|
|
| 99.1* | Press Release announcing update on interest payments. |
* 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: January
15,
2009
|
By: /s/
Kevin D. Howard
Name:
Kevin D. Howard
Title:
Vice President, Controller and Chief Accounting
Officer
|
EXHIBIT
INDEX
|
Exhibit
|
Description
|
|
| 99.1* | Press Release announcing update on interest payments. |
* filed
herewith
Exhibit
99.1
NEWS
Charter
Communications Provides Update on
Interest
Payments due January 15, 2009
ST. LOUIS
– January 15, 2009 – Charter Communications, Inc. (NASDAQ: CHTR) (“Charter”)
today announced that two of its subsidiaries, CCH I Holdings, LLC (“CIH”) and
Charter Communications Holdings, LLC (“Holdings”), have not made scheduled
payments of interest, totaling $73.7 million in the aggregate, due on January
15, 2009, on certain of their outstanding senior notes.
On
December 12, 2008, the Company announced that it was initiating discussions with
its bondholders regarding financial alternatives to improve the Company’s
balance sheet.
“We are
engaged in discussions with our bondholders aimed at improving the Company’s
capital structure,” said Neil Smit, President and Chief Executive
Officer. “We’ve made significant progress over the last several years
with regard to operational improvements and we hope to make similar progress
with regard to our capital structure. Charter provides a valuable
service in an industry that continues to show strong demand, and our goal
throughout this ongoing process is to take steps that will better position
Charter for the future. These discussions with our bondholders do not affect our
commitment to continuing to offer customers reliable service, enhanced product
offerings and quality care.”
Charter’s
and its subsidiaries’ cash on hand and cash equivalents as of January 13, 2009,
was in excess of $900 million, which is available to pay operating costs and
expenses.
Each of
the governing Indentures permits Charter a 30-day grace period through February
15, 2009, in which to make the interest payments. At December 31, 2008, CIH and
Holdings had outstanding principal amounts of notes, on which the scheduled
interest payments due January 15, 2009, were not made, of approximately $949
million and $204 million, respectively. Additional details regarding the notes,
including the rights of Holders of the notes and other indebtedness, are
available on the Form 8-K the Company filed with the Securities and Exchange
Commission today.
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
Cautionary
Statement Regarding Forward-Looking Statements:
This
release includes forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, regarding, among other things, our plans,
strategies and prospects, both business and financial. Although we believe that
our plans, intentions and expectations reflected in or suggested by these
forward-looking statements are reasonable, we cannot assure you that we will
achieve or realize these plans, intentions or expectations. Forward-looking
statements are inherently subject to risks, uncertainties and assumptions
including, without limitation, the factors described under "Risk Factors" from
time to time in our filings with the Securities and Exchange Commission ("SEC").
Many of the forward-looking statements contained in this release may be
identified by the use of forward-looking words such as "believe," "expect,"
"anticipate," "should," "plans," "will," "may," "intend," "estimated," "aim,"
"on track," "target," "opportunity" and "potential," among others. Important
factors that could cause actual results to differ materially from the
forward-looking statements we make in this release are set forth in other
reports or documents that we file from time to time with the SEC, including our
quarterly reports on Form 10-Q filed in 2008 and our most recent annual report
on Form 10-K and include, but are not limited to:
|
•
|
the
availability and access, in general, of funds to meet interest payment
obligations under our debt and to fund our operations and necessary
capital expenditures, either through cash on hand, cash flows from
operating activities, further borrowings or other sources and, in
particular, our ability to fund debt obligations (by dividend, investment
or otherwise) to the applicable obligor of such
debt;
|
|
•
|
our
ability to comply with all covenants in our indentures and credit
facilities, any violation of which, if not cured in a timely manner, could
trigger a default of our other obligations under cross-default
provisions;
|
|
•
|
our
ability to repay debt prior to or when it becomes due and/or successfully
access the capital or credit markets to refinance that debt through new
issuances, exchange offers or otherwise, including restructuring our
balance sheet and leverage position, especially given recent volatility
and disruption in the capital and credit
markets;
|
|
•
|
the
impact of competition from other distributors, including incumbent
telephone companies, direct broadcast satellite operators, wireless
broadband providers, and digital subscriber line ("DSL")
providers;
|
|
•
|
difficulties
in growing, further introducing, and operating our telephone services,
while adequately meeting customer expectations for the reliability of
voice services;
|
|
•
|
our
ability to adequately meet demand for installations and customer
service;
|
|
•
|
our
ability to sustain and grow revenues and cash flows from operating
activities by offering video, high-speed Internet, telephone and other
services, and to maintain and grow our customer base, particularly in the
face of increasingly aggressive
competition;
|
|
•
|
our
ability to obtain programming at reasonable prices or to adequately raise
prices to offset the effects of higher programming
costs;
|
|
•
|
the
outcome of our discussions with our
bondholders;
|
|
•
|
general
business conditions, economic uncertainty or downturn, including the
recent volatility and disruption in the capital and credit markets and the
significant downturn in the housing sector and overall economy;
and
|
|
•
|
the
effects of governmental regulation on our
business.
|
All
forward-looking statements attributable to us or any person acting on our behalf
are expressly qualified in their entirety by this cautionary statement. We are
under no duty or obligation to update any of the forward-looking statements
after the date of this release.
# #
#
Contacts:
Media:
Anita
Lamont, 314-543-2215
Or
Analysts:
Mary Jo
Moehle, 314-543-2397