Charter Prices $2.0 Billion Senior Secured Notes

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Charter Communications, Inc. (NASDAQ: CHTR) announced the pricing of $2.0 billion in aggregate principal amount of notes, consisting of $1.1 billion in Senior Secured Notes due 2026 and $900 million in Senior Secured Notes due 2034. The net proceeds will be used for general corporate purposes, including debt repayment, stock buybacks, and to pay related fees and expenses. The offering is expected to close on November 10, 2023.

STAMFORD, Conn., Nov. 7, 2023 /PRNewswire/ -- Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, "Charter") today announced that its subsidiaries, Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. (collectively, the "Issuers"), have priced $2.0 billion in aggregate principal amount of notes consisting of the following securities:

• $1.1 billion in aggregate principal amount of Senior Secured Notes due 2026 (the "2026 Notes"). The 2026 Notes will bear interest at a rate of 6.150% per annum and will be issued at a price of 99.911% of the aggregate principal amount.
• $900 million in aggregate principal amount of Senior Secured Notes due 2034 (the "2034 Notes" and, together with the 2026 Notes, the "Notes"). The 2034 Notes will bear interest at a rate of 6.650% per annum and will be issued at a price of 99.878% of the aggregate principal amount.

The Issuers intend to use the net proceeds from the sale of the Notes for general corporate purposes, including to repay certain indebtedness, to fund potential buybacks of Class A common stock of Charter and common units of Charter Communications Holdings, LLC and to pay related fees and expenses. Charter expects to close the offering of the Notes on November 10, 2023, subject to customary closing conditions.

The offering and sale of the Notes were made pursuant to an effective automatic shelf registration statement on Form S-3 filed with the Securities and Exchange Commission (the "SEC").

BofA Securities, Inc., Deutsche Bank Securities Inc. and Morgan Stanley & Co. LLC were Joint Book-Running Managers for the senior secured notes offering. The offering was made only by means of a prospectus supplement dated November 7, 2023 and the accompanying base prospectus, copies of which, when available, may be obtained on the SEC's website at www.sec.gov or by contacting BofA Securities, Inc., 201 North Tryon Street, NC1-022-02-25, Charlotte, NC 28255-0001, Attn: Prospectus Department, by telephone: 1-800-294-1322 or by emailing: dg.prospectus_requests@bofa.com, or by contacting Deutsche Bank Securities Inc., Attention: Prospectus Group, 1 Columbus  Circle, New York, NY 10019; Telephone: (800) 503-4611; E-mail: prospectus.CPDG@db.com, or by contacting Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; E-mail: prospectus@morganstanley.com.

This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes and shall not constitute an offer, solicitation or sale, nor is it an offer to purchase, or the solicitation of an offer to sell the Notes in any jurisdiction in which such offer, solicitation, or sale is unlawful.

About Charter
Charter Communications, Inc. (NASDAQ:CHTR) is a leading broadband connectivity company and cable operator serving more than 32 million customers in 41 states through its Spectrum brand. Over an advanced communications network, the Company offers a full range of state-of-the-art residential and business services including Spectrum Internet^®, TV, Mobile and Voice.

For small and medium-sized companies, Spectrum Business^® delivers the same suite of broadband products and services coupled with special features and applications to enhance productivity, while for larger businesses and government entities, Spectrum Enterprise^® provides highly customized, fiber-based solutions. Spectrum Reach^® delivers tailored advertising and production for the modern media landscape. The Company also distributes award-winning news coverage and sports programming to its customers through Spectrum Networks. More information about Charter can be found at corporate.charter.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication 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, the potential offering.  Although we believe that our plans, intentions and expectations as 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 SEC.  Many of the forward-looking statements contained in this communication 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," "predict," "project," "initiatives," "seek," "would," "could," "continue," "ongoing," "upside," "increases," "grow," "focused on" and "potential," among others. 

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 communication.

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SOURCE Charter Communications, Inc.

FAQ

What did Charter Communications announce?

Charter Communications announced the pricing of $2.0 billion in aggregate principal amount of notes, consisting of $1.1 billion in Senior Secured Notes due 2026 and $900 million in Senior Secured Notes due 2034.

What will the net proceeds be used for?

The net proceeds from the sale of the Notes will be used for general corporate purposes, including to repay certain indebtedness, to fund potential buybacks of Class A common stock of Charter and common units of Charter Communications Holdings, LLC, and to pay related fees and expenses.

When is the offering expected to close?

Charter expects to close the offering of the Notes on November 10, 2023, subject to customary closing conditions.