Cequel Announces Tender Offer for up to $750,000,000 of its Outstanding 8.625% Senior Notes Due 2017
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
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
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
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.
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,"
"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.
Cequel Communications Holdings I, LLC
Attention: Wendy Knudsen
12444 Powerscourt Drive, Suite 450
St. Louis, MO 63131
Tel: (314) 315-9400
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Source: Cequel Communications Holdings I, LLC via Thomson Reuters ONE