SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported): March 11, 2008
Charter Communications, Inc.
(Exact name of registrant as
specified in its charter)
Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
|
000-27927
|
43-1857213
|
|
|
(Commission File
Number)
|
(I.R.S. Employer
Identification Number)
|
12405 Powerscourt Drive
St. Louis, Missouri
63131
(Address of principal executive
offices including zip code)
(314) 965-0555
(Registrant's telephone number,
including area code)
Not
Applicable
(Former name or former address, if
changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
| o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
ITEM 8.01 OTHER
EVENTS.
On March
11, 2008, Charter Communications, Inc. (the "Company") announced that
its subsidiary, Charter Communications Operating, LLC ("Charter Operating"),
agreed to issue approximately $520 million principal amount of 10.875% senior
second lien notes due 2014 ("the Notes"). The purchase price of the
Notes will be approximately 96.1% of the principal amount. The net proceeds of
this proposed issuance will be used to repay, but not permanently reduce, the
outstanding debt balances under the existing revolving credit facility of
Charter Operating. The Notes will be sold to qualified institutional
buyers in reliance on Rule 144A and outside the United States to non-U.S.
persons in reliance on Regulation S.
The
Company also announced that Charter Operating has arranged $500 million
principal amount of incremental term loans (the "Incremental Term Loans") under
the Charter Operating credit facilities. The net proceeds of the Incremental
Term Loans will be used to reduce borrowings, but not commitments, under the
revolving portion of the Charter Operating credit facilities and for general
corporate purposes. The Company expects the closing of the
Incremental Term Loans to occur in approximately one week.
The press
releases announcing the pricing of the Notes and the arranging of the
Incremental Term Loans are attached hereto as Exhibits 99.1 and 99.2,
respectively.
ITEM 9.01. FINANCIAL STATEMENTS AND
EXHIBITS.
The
following exhibits are filed pursuant to Item 8.01:
|
Exhibit
Number
|
|
Description
|
|
|
|
|
| 99.1 |
Press
Release dated March 11, 2008. *
|
|
| 99.2 |
Press
Release dated March 11, 2008.
*
|
* filed
herewith
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Charter
Communications, Inc. has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS, INC.
Registrant
Dated: March
13, 2008
|
|
By:/s/ Grier C.
Raclin
Name:
Grier C. Raclin
Title:
Executive Vice President, General
Counsel and Secretary
|
EXHIBIT INDEX
|
Exhibit
Number
|
|
Description
|
|
|
|
|
| 99.1 |
Press
Release dated March 11, 2008. *
|
|
| 99.2 |
Press
Release dated March 11, 2008. *
|
* filed
herewith