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Cequel Announces Tender Offer for up to $750,000,000 of its Outstanding 8.625% Senior Notes Due 2017


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Copyright © Thomson Reuters 2012. All rights reserved.
2012-12-14 01:31:16 -

ST. LOUIS (December 13, 2012) -- Cequel Communications Holdings I, LLC
("Cequel") and its wholly-owned subsidiary, Cequel Capital Corporation
("Cequel
Capital," and together with Cequel, the "Issuers"), announced today that they
have commenced a tender offer (the "Tender Offer") to purchase, for cash, up to
an aggregate of $750.0 million principal amount of their outstanding 8.625%
Senior Notes due 2017 (the "Notes") from each registered holder of Notes (each,
a "Holder," and collectively, the "Holders").  There is currently $1.825
billion
in aggregate principal amount of the Notes outstanding.  The tender offer is
being made pursuant to an Offer to Purchase Statement dated December 13, 2012.
 The tender offer is subject to customary conditions, including a financing
condition.  The principal amount of Notes purchased in the tender offer is
currently capped at $750.0 million and, in 
the event that the principal amount of Notes validly tendered in the tender offer exceeds $750.0 million, tendered notes shall be purchased on a pro rata basis (including in connection with early settlements), as set forth in the Offer to Purchase Statement. Subject to the terms and conditions in the Offer to Purchase Statement, the Issuers are offering to purchase the Notes at a price of $1,040.57 per $1,000.00 principal amount of Notes tendered.  Subject to satisfaction of the financing and other conditions, Holders who validly tender their Notes before 5:00 p.m., New York City time, on December 27, 2012 (the "early tender time") will also receive an early tender payment of $30.00 per $1,000.00 principal amount of Notes tendered.  The Issuers will not pay the early tender payment to holders who tender Notes after the early tender time. The tender offer will expire at midnight, New York City time, on January 11, 2013 (the "expiration time"), unless extended or earlier terminated.  Holders who validly tender their Notes and whose Notes are accepted for payment will receive accrued and unpaid interest from the last interest payment date to, but excluding, the applicable settlement date.  The early settlement date for Notes validly tendered before the early tender time will be the first business day following the early tender time.  The final settlement date will be the first business day following the expiration time. The purpose of the tender offer is to reduce the debt associated with the Notes.  In accordance with the terms of the tender offer, the Issuers expect to fund purchases pursuant to the tender offer from a portion of the net proceeds of a private offering of $1.0 billion aggregate principal amount of additional 6.375% Senior Notes due 2020. The dealer managers for the tender offer are J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC.  D.F. King & Co., Inc. is acting as tender agent and information agent in connection with the tender offer.  Any questions regarding procedures for tendering Notes or requests for additional copies of the Offer to Purchase Statement and any related documents, which are available for free and which describe the tender offer in greater detail, should be directed to D.F. King & Co., whose address and telephone number are as follows: D.F. King & Co. Attn: Elton Bagley 48 Wall Street - 22nd Floor New York, New York 10005 Banks and Brokers call:  (212) 269-5550 All others:  (800) 848-3416 Email:  cequel@dfking.com None of the Issuers, the dealer managers, the information agent, the tender agent or the trustee for the Notes or their respective affiliates is making any recommendation as to whether holders should tender all or any portion of their Notes in the tender offer. About the Issuers Cequel is the seventh largest cable operator in the United States, making its services available over an advanced hybrid-fiber coaxial network to approximately 3.0 million homes in the United States as of September 30, 2012.  It serves approximately 1,379,600 customers as of September 30, 2012.  Cequel's customer base is clustered geographically with approximately 95% of its basic video customers located in the ten states of Texas, West Virginia, Louisiana, Arkansas, North Carolina, Oklahoma, Missouri, Arizona, California and Ohio, and 88% of its basic video customers located within its top 20 primary systems.  Cequel believes it is currently the leading integrated video communications provider in its coverage areas, serving approximately 1,230,300 basic video customers as of September 30, 2012.  Cequel's cable video services include traditional basic and digital video service and, in most areas, advanced digital video services such as video on demand, high definition television, and digital video recorders.  As of September 30, 2012, approximately 832,600 of its basic video customers were also digital video customers, and it had approximately 996,800 residential high-speed Internet customers and approximately 469,800 residential telephone customers.  In addition to consumer subscription services, Cequel also provides communication services to commercial customers, sells advertising time on its cable systems, and provides residential security services, which are available to most customers.  Cequel evaluates its performance, in part, by measuring the revenue generating units ("RGUs") that it serves.  As of September 30, 2012, Cequel served approximately 3,529,500 RGUs, representing an increase of 4.3% over the prior year.  In addition, as of September 30, 2012, it served approximately 51,000 commercial high-speed data and 22,600 commercial telephone customers, not included in its RGU totals. Cequel is a privately-owned company with principal executive offices located at 12444 Powerscourt Drive, Suite 450, St. Louis, Missouri 63131.  Its phone number is (314) 315-9400 and its website address is suddenlink.com. Forward-Looking Statements This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve a number of risks and uncertainties, including statements concerning the Issuers' expectations regarding the completion of their private offering of $1.0 billion aggregate principal amount of additional 6.375% Senior Notes due 2020 and the terms and completion of the tender offer. Forward looking statements, which are based on management's current expectations, are generally identifiable by the use of terms such as "may," "will," "expects," "believes," "intends," "anticipates" and similar expressions. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements. Readers are cautioned not to place undue reliance on such forward-looking statements. All information is current as of the date this press release is issued, and Cequel undertakes no duty to update this information. There can be no assurance that the tender offer will be completed or that it will not be amended or withdrawn. ****** This news release is for informational purposes only and is not an offer to buy, or the solicitation of an offer to sell, securities, nor a solicitation for acceptance of the tender offer for the Notes.  The tender offer is only being made pursuant to the terms of the Offer to Purchase Statement.  Holders of the Notes should read these materials because they contain important information.  The tender offer is not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. Contact Cequel Communications Holdings I, LLC Attention:  Wendy Knudsen 12444 Powerscourt Drive, Suite 450 St. Louis, MO 63131 Tel: (314) 315-9400 This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients. The owner of this announcement warrants that: (i) the releases contained herein are protected by copyright and other applicable laws; and (ii) they are solely responsible for the content, accuracy and originality of the information contained therein. Source: Cequel Communications Holdings I, LLC via Thomson Reuters ONE [HUG#1664918]


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