Published: November 17, 2009
Charter Communications Plan of Reorganization Confirmed by Court
ST. LOUIS - (BUSINESS WIRE) - The Charter Communications, Inc. (along with its subsidiaries, the
"Company" or "Charter" ) pre-arranged Joint Plan of Reorganization (the
"Pre-Arranged Plan" ) has been confirmed by the United States Bankruptcy
Court for the Southern District of New York (the "Court" ). The Company
expects to emerge from Chapter 11 with a significantly improved capital
structure.
"The Court's confirmation of our plan is a great accomplishment for
Charter and a positive outcome for our customers, vendors and employees.
It reflects the support of our many stakeholders," said Neil Smit,
President and Chief Executive Officer. "Throughout this process, Charter
has taken great care to consistently put customers first, while posting
solid operating results. Charter continues to move forward - we are
improving our video, high-speed Internet and telephone services, adding
new ways to reach customer care agents and scheduling more convenient
service appointments, all centered on enhancing the customer experience.
Going forward, Charter will continue to provide simple,
customer-oriented entertainment and communications solutions and upon
emergence, will have an improved capital structure."
The Court's confirmation of the Pre-Arranged Plan paves the way for
Charter to successfully conclude one of the largest and most complex
pre-arranged financial restructurings ever. Upon the Pre-Arranged Plan
becoming effective, Charter expects to generate positive free cash flow
through the reduction of more than $830 million in annual interest
expense. The current debt of Company subsidiaries CCO Holdings, LLC and
Charter Communications Operating, LLC will be reinstated under
pre-existing pricing and maturity dates. In addition, the Pre-Arranged
Plan provides for the reduction of approximately $8 billion of debt,
approximately $1.6 billion in proceeds from an equity rights offering to
support the overall refinancing, and the exchange of approximately $1.7
billion of CCH II notes for new 13.5% CCH II notes due 2016. Existing
shares of the Company's common stock will be cancelled. Paul Allen will
continue as an investor, and will retain the largest voting interest in
the Company. The Company intends to apply for listing of its new common
stock issued in accordance to the Plan on The NASDAQ Stock Market LLC
not earlier than 45 days after emergence.
The Company anticipates that certain objectors may appeal the Court's
confirmation of the Pre-Arranged Plan, as well as seek to stay the
proceedings during the pendency of the appeal. Unless a Court orders a
stay of the Court's confirmation while an appeal is pending, the Company
expects to move forward with satisfying the conditions to the
Pre-Arranged Plan's effectiveness and anticipates the Pre-Arranged Plan
becoming effective even if an appeal is still pending.
Additional information about Charter's restructuring is available at the
Company's website www.charter.com
and www.kccllc.net/charter.
Charter filed its Pre-Arranged Plan and Chapter 11 petitions on March
27, 2009.
About Charter Communications
Charter Communications, Inc. (Pink OTC: CHTRQ) is a leading broadband
communications company and the fourth-largest 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. On March 27, 2009, Charter filed a
pre-arranged plan and Chapter 11 petitions in the United States
Bankruptcy Court for the Southern District of New York. Charter believes
its operations are strong and expects to continue operating as usual
during the financial restructuring. 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," "planned," "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 2009 and our most
recent annual report on Form 10-K and include, but are not limited to:
-
the completion of the Company's restructuring including the outcome
and impact on our business of the proceedings under Chapter 11 of the
Bankruptcy Code;
-
the ability of the Company to satisfy closing conditions under the
agreements-in-principle with certain of our bondholders and amended
pre-arranged Joint Plan of Reorganization ("the Plan" ) and related
documents [and to have the Plan confirmed by the Bankruptcy Court];
-
the availability and access, in general, of funds to meet our debt
obligations 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, especially
given recent volatility and disruption in the capital and credit
markets;
-
the impact of competition from other distributors, including but not
limited to incumbent telephone companies, direct broadcast satellite
operators, wireless broadband providers, and digital subscriber line
("DSL") providers;
-
difficulties in growing 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 and the weak economic
conditions in the United States;
-
our ability to obtain programming at reasonable prices or to
adequately raise prices to offset the effects of higher programming
costs;
-
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.
Media:
Charter
Communications, Inc.
Anita Lamont, 314-543-2215
or
Joele
Frank, Wilkinson Brimmer Katcher
Andy Brimmer, 212-355-4449
or
Analysts:
Charter
Communications, Inc.
Mary Jo Moehle, 314-543-2397
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