InvestorsSeptember 27, 2005
Charter Announces Final Results of Private Debt Exchange Offers
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ST. LOUIS--(BUSINESS WIRE)--Sept. 27, 2005--Charter Communications, Inc. (Nasdaq:CHTR) today announced the final results of the offers by its subsidiaries, CCH I, LLC ("CCH I") and CCH I Holdings, LLC ("CIH"), to exchange any and all of the approximately $8.43 billion aggregate principal amount of outstanding debt securities (the "Old Notes") of Charter Communications Holdings, LLC in a private placement for new debt securities.
As of 12:00 midnight Eastern Time, Monday, September 26, 2005, (the "expiration date"), approximately $6.86 billion in total principal amount of Old Notes (approximately 81%) had been validly tendered, consisting of approximately $3.39 billion aggregate principal amount of Old Notes that mature in 2009 and 2010 (the "Old 2009-2010 Notes") and approximately $3.47 billion aggregate principal amount of Old Notes that mature in 2011 and 2012 (the "Old 2011-2012 Notes").
Approximately $3.53 billion principal amount of new 11.00% Senior Secured Notes due 2015 of CCH I (the "CCH I Notes") and approximately $2.53 billion in aggregate principal amount of various series of Senior Accreting Notes due 2014 and 2015 of CIH (the "CIH Notes") are expected to be issued and approximately $776 million aggregate principal amount of Old 2009-2010 Notes and approximately $883 million aggregate principal amount of Old 2011-2012 Notes will remain outstanding. The settlement date for the offers is expected to be September 28, 2005, subject to the terms and conditions contained in the documents relating to the offers.
"The successful results of these private exchange offers mark another significant step in our plans to extend debt maturities and reduce our indebtedness," said Neil Smit, Charter President and Chief Executive Officer. "We've further improved Charter's financial flexibility, providing increased opportunity to achieve our goal to be the premier provider of in-home entertainment and communications services in every market we serve."
The following table shows the principal amount of each series of Old 2009-2010 Notes tendered by the expiration date, the principal amount of new CCH I Notes expected to be issued and the principal amount of Old 2009-2010 Notes expected to remain outstanding subsequent to settlement.
Principal Amount
CUSIP Outstanding Title of the Old 2009-2010 Notes
---------- ------------------ -------------------------------------
16117PAE0 $1,244,067,000 8.625% Senior Notes due 2009
16117PAK6 640,437,000 10.00% Senior Notes due 2009
16117PAT7 874,000,000 10.75% Senior Notes due 2009
16117PAZ3 639,567,000 9.625% Senior Notes due 2009
16117PAL4 318,195,000 10.25% Senior Notes due 2010
16117PAM2 449,500,000 11.75% Senior Discount Notes due 2010
------------------
Total $4,165,766,000
Principal
Amount of
Principal Amount of Old Notes to
Principal Amount New CCH I Notes Remain
CUSIP Tendered to be Issued Outstanding
------------ ------------------ --------------------- ---------------
16117PAE0 $952,107,000 $790,137,000 $291,960,000
16117PAK6 486,269,000 417,511,000 154,168,000
16117PAT7 743,152,000 639,972,000 130,848,000
16117PAZ3 532,227,000 441,015,000 107,340,000
16117PAL4 269,360,000 223,179,000 48,835,000
16117PAM2 406,321,000 350,911,000 43,179,000
------------------ --------------------- ---------------
Total $3,389,436,000 $2,862,725,000 $776,330,000
The following table shows the principal amount of each series of Old 2011-2012 Notes tendered by the expiration date, the principal amount of new CCH I Notes expected to be issued, the principal amount of new CIH Notes expected to be issued, and the principal amount of Old 2011-2012 Notes expected to remain outstanding subsequent to settlement.
Principal Amount
CUSIP Outstanding Title of the Old 2011-2012 Notes
---------- ---------------- ----------------------------------------
16117PAV2 $500,000,000 11.125% Senior Notes due 2011
16117PAF7 1,108,180,000 9.920% Senior Discount Notes due 2011
16117PBB5 709,630,000 10.00% Senior Notes due 2011
16117PBD1 939,306,000 11.75% Senior Discount Notes due 2011
16117PAW0 675,000,000 13.50% Senior Discount Notes due 2011
16117PBH2 329,720,000 12.125% Senior Discount Notes due 2012
----------------
Total $4,261,836,000
Principal
Principal Principal Amount of Old
Principal Amount of New Amount of New Notes
Amount CCH I Notes CIH Notes to Remain
CUSIP Tendered to be Issued to be Issued Outstanding
--------- --------------- ------------- --------------- -------------
16117PAV2 $311,907,000 $105,394,000 $150,704,000 $217,297,000
16117PAF7 939,659,000 343,479,000 470,907,000 197,562,000
16117PBB5 580,339,000 213,402,000 299,098,000 136,718,000
16117PBD1 830,812,000 - 814,590,000 124,641,000
16117PAW0 588,921,000 - 580,671,000 94,329,000
16117PBH2 220,978,000 - 216,719,000 112,862,000
--------------- ------------- --------------- -------------
Total $3,472,616,000 $662,275,000 $2,532,689,000 $883,409,000
Based upon the final results of the offers, the Old 2011-2012 Notes tendered for CCH I Notes are expected to be pro rated (in accordance with the terms of the offers) as follows:
-- Approximately 51% of the 11.125% Senior Notes due 2011, 9.92%
Senior Discount Notes due 2011 and 10.00% Senior Notes due
2011 tendered for CCH I Notes are expected to be exchanged for
CCH I Notes;
-- None of the 11.75% Senior Discount Notes due 2011, 13.50%
Senior Discount Notes due 2011 and 12.125% Senior Discount
Notes due 2012 tendered for CCH I Notes are expected to be
exchanged for CCH I Notes; and
-- Approximately $94 million principal amount of Old 2011-2012
Notes tendered for the CCH I Note option (with an election to
have the Old Notes returned in the event of proration) are
expected to be returned.
The numbers contained in this release are subject to final settlement calculations and the other terms of the offers.
The offers were made only to qualified institutional buyers and institutional accredited investors inside the United States and to certain non-U.S. investors located outside the United States.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful.
About Charter Communications
Charter Communications, Inc., a broadband communications company, provides a full range of advanced broadband services to the home, including cable television on an advanced digital video programming platform via Charter Digital(TM), Charter High-Speed(TM) Internet service and Charter Telephone(TM). Charter Business(TM) provides scalable, tailored and cost-effective broadband communications solutions to organizations of all sizes through business-to-business Internet, data networking, video and music services. Advertising sales and production services are sold under the Charter Media(R) brand. More information about Charter can be found at www.charter.com .
Cautionary Statement Regarding Forward-Looking Statements:
This release includes forward-looking statements 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. 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," "planned," "will," "may," "intend," "estimated" 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 reports or documents that we file from time to time with the SEC, and include, but are not limited to:
-- the availability of funds to meet interest payment obligations
under our debt and to fund our operations and necessary
capital expenditures, either through cash flows from operating
activities, further borrowings or other sources;
-- 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 a stable customer
base, particularly in the face of increasingly aggressive
competition from other service providers;
-- our ability to comply with all covenants in our indentures and
credit facilities, any violation of which would result in a
violation of the applicable facility or indenture and could
trigger a default of other obligations under cross-default
provisions;
-- our ability to repay or refinance debt as it becomes due;
-- our ability to obtain programming at reasonable prices or to
pass cost increases on to our customers;
-- general business conditions, economic uncertainty or slowdown;
and
-- the effects of governmental regulation, including but not
limited to local franchise taxing authorities, 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.
CONTACT: Charter Communications, Inc.
Mary Jo Moehle, 314-543-2397
or
Press Contact:
David Andersen, 314-543-2213
SOURCE: Charter Communications, Inc.