Exhibit 99.1
 | NEWS |
Charter Closes on $1 Billion in Senior Unsecured Notes and $1.2
Billion Term Loan F
STAMFORD, Connecticut - May 3, 2013 - Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, the “Company” or “Charter”) today announced that its subsidiaries, CCO Holdings, LLC and CCO Holdings Capital Corp., have closed on the public sale of $1 billion in aggregate principal amount of senior unsecured notes due in 2024 (the “Notes”). The Notes bear an interest rate of 5.750 percent per annum and were issued at par.
The Notes resulted in proceeds of approximately $987 million after deducting underwriting discounts, commissions and other expenses. Charter intends to use the net proceeds from the sale of the Notes to repurchase or redeem CCO Holdings' outstanding 7.875% senior notes due 2018, to pay related fees and expenses and for general corporate purposes.
The offering and sale of the Notes was made pursuant to a shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission, as amended and prospectus supplement dated April 19, 2013.
Charter also announced today its subsidiary, Charter Communications Operating, LLC, has entered into a Term Loan F pursuant to the terms of its Amended and Restated Credit Agreement providing for $1.2 billion of term loans with a final maturity date of January 3, 2021. Pricing on the new term loans was set at LIBOR plus 225 basis points with a LIBOR floor of 0.75% and 0.25% of original issue discount. The proceeds from Term Loan F will be used, together with other funds, to refinance $532 million principal amount of Term Loan C due 2016, and $743 million principal amount of Term Loan D due 2019.
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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 (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), 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,” “planned,” “will,” “may,” “intend,” “estimated,” “aim,” “on track,” “target,” “opportunity,” “tentative,” “positioning,” “designed,” “create,” 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, and include, but are not limited to:
• | our ability to sustain and grow revenues and cash flow from operations by offering video, Internet, telephone, advertising and other services to residential and commercial customers, to adequately meet the customer experience demands in our markets and to maintain and grow our customer base, particularly in the face of increasingly aggressive competition, the need for innovation and the related capital expenditures and the difficult economic conditions in the United States; |
• | the impact of competition from other market participants, including but not limited to incumbent telephone companies, direct broadcast satellite operators, wireless broadband and telephone providers, digital subscriber line (“DSL”) providers, and video provided over the Internet; |
• | general business conditions, economic uncertainty or downturn, high unemployment levels and the level of activity in the housing sector; |
• | our ability to obtain programming at reasonable prices or to raise prices to offset, in whole or in part, the effects of higher programming costs (including retransmission consents); |
• | the development and deployment of new products and technologies; |
• | the effects of governmental regulation on our business; |
• | the availability and access, in general, of funds to meet our debt obligations prior to or when they become due and to fund our operations and necessary capital expenditures, either through (i) cash on hand, (ii) free cash flow, or (iii) access to the capital or credit markets; and |
• | 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. |
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.
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Contact:
| Media: | Analysts: |
| Anita Lamont | Stefan Anninger |
| 314-543-2215 | 203-905-7955 |
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