Item 8.01 Other Events
On March 11, 2008, Charter Communications, Inc. ("Charter"), the indirect parent company of Charter Communications Holdings, LLC, Charter Communications Capital Corporation, CCH II, LLC, CCH II Capital Corp., CCO Holdings, LLC and CCO Holdings Capital Corp., announced that its subsidiary, Charter Communications Operating, LLC ("Charter Operating"), agreed to issue approximately $520 million principal amount of 10.875% senior second lien notes due 2014 ("the Notes"). The purchase price of the Notes will be approximately 96.1% of the principal amount. The net proceeds of this proposed issuance will be used to repay, but not permanently reduce, the outstanding debt balances under the existing revolving credit facility of Charter Operating. The Notes will be sold to qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in reliance on Regulation S.
Charter also announced that Charter Operating has arranged $500 million principal amount of incremental term loans (the "Incremental Term Loans") under the Charter Operating credit facilities. The net proceeds of the Incremental Term Loans will be used to reduce borrowings, but not commitments, under the revolving portion of the Charter Operating credit facilities and for general corporate purposes. Charter expects the closing of the Incremental Term Loans to occur in approximately one week.
The press releases announcing the pricing of the Notes and the arranging of the Incremental Term Loans are attached hereto as Exhibits 99.1 and 99.2, respectively.
