Charter Announces Tender Offers for Notes

News related to:Charter Communications, Inc · 4 min read

STAMFORD, Conn., Nov. 10, 2026 /CourierPR/ -- Charter Communications, Inc., a leading internet and video provider in the nation, has announced a tender offer for eight series of notes. The company, through its wholly-owned subsidiaries, has initiated tender offers to purchase outstanding notes for up to $1.5 billion, subject to certain terms and conditions outlined in the Offer to Purchase dated November 10, 2026.

The tender offers are being made by Charter Communications Operating, LLC (CCO) and Charter Communications Operating Capital Corp. (CCO Capital), collectively referred to as the Issuers. The Offers are for the purchase of notes issued by the Issuers, with the aggregate Consideration of up to $1.5 billion, subject to a $1.5 billion cap on the aggregate Consideration that the Company will be obligated to pay for all Notes purchased in the Offers.

The tender offers are structured under a "waterfall" methodology, where Notes will be accepted in the order of their Acceptance Priority Levels, with the highest priority level starting first. The Offers are subject to the terms and conditions set forth in the Offer to Purchase, including the Acceptance Priority Procedures and the Offer Cap. The Company may increase the amount of Notes accepted for purchase in an Offer by no more than 2% of the outstanding Notes of the applicable series, subject to proration without amending or extending the Offers.

The tender offers will expire at 5:00 p.m. (New York City time) on November 17, 2026, unless extended or earlier terminated by the Company. All Holders whose Notes are accepted in an Offer will receive a cash payment equal to the Accrued Interest on such Notes to, but excluding, the Settlement Date, in addition to their Consideration. The Offers are not conditioned on any minimum amount of Notes being tendered, and no Offer is conditioned on the consummation of any other Offer.

The Offers are subject to the satisfaction or waiver of certain conditions, including the General Conditions set forth in the Offer to Purchase. The Offers are not conditional on any minimum amount of Notes being tendered, and no Offer is conditional on the consummation of any other Offer. Subject to applicable law and limitations described in the Offer to Purchase, the Company expressly reserves the right to amend, extend or terminate any of the Offers at any time prior to the Expiration Date.

The Offers are being made by the Company on behalf of the Issuers by BofA Securities, Inc., J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC, as lead dealer managers. The Information Agent and Tender Agent for the Offers is D.F. King & Co., Inc.

Holders of Notes are advised to check with any bank, securities broker, or other intermediary as to when such intermediary needs to receive instructions from a Holder in order to participate in, or (in the circumstances in which withdrawal is permitted) withdraw their instruction to participate, in the Offers before the deadlines specified herein and in the Offer to Purchase. The deadlines set by any such intermediary and DTC for the submission and withdrawal of tender instructions may be earlier than the relevant deadlines specified herein and in the Offer to Purchase.

The tender offers are part of Charter's strategy to optimize its capital structure and are expected to provide significant benefits to the company. The Offers are not intended to be made to Holders of Notes 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. In any jurisdiction in which the securities laws or blue sky laws require the Offers to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of the Company by the Lead Dealer Managers or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

The Offers are not an offer to purchase or a solicitation of an offer to purchase any Notes. The Offers are being made solely pursuant to the Offer to Purchase and related documents. The Offers are not conditioned on any minimum amount of Notes being tendered, and no Offer is conditioned on the consummation of any other Offer. Subject to applicable law and limitations described in the Offer to Purchase, the Company expressly reserves the right to amend, extend or terminate any of the Offers at any time prior to the Expiration Date.

The Company has retained BofA Securities, Inc., J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC as lead dealer managers for the Offers. Questions regarding terms and conditions of the Offers should be directed to BofA Securities, Inc., Liability Management Group at (888) 292-0070 (toll-free) or (980) 387-3907 (collect), J.P. Morgan Securities LLC, Liability Management Group at (866) 834-4666 (toll-free) or (212) 834-4087 (collect), or Morgan Stanley & Co. LLC, Liability Management Group at (800) 624-1808 (toll-free) or (212) 761-1057 (collect).

Holders are advised to check with any bank, securities broker, or other intermediary as to when such intermediary needs to receive instructions from a Holder in order to participate in, or (in the circumstances in which withdrawal is permitted) withdraw their instruction to participate, in the Offers before the deadlines specified herein and in the Offer to Purchase. The deadlines set by any such intermediary and DTC for the submission and withdrawal of tender instructions may be earlier than the relevant deadlines specified herein and in the Offer to Purchase.

The tender offers are part of Charter's strategy to optimize its capital structure and are expected to provide significant benefits to the company.

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