New Issue: Charter Communications details $2 billion senior secured notes sale in two parts

By Cristal Cody

Chicago, Nov. 8 – Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. detailed a $2 billion dual-tranche senior secured notes offering (Ba1/BBB-) from Tuesday in an FWP filed with the Securities and Exchange Commission and details from a market source.

The company priced $1.1 billion of 6.15% notes due 2026 at 99.911 to yield 6.183%. The spread came at 150 basis points above the benchmark Treasury. Price talk was in the Treasuries plus 175 bps area.

For the second tranche, the deal included $900 million of 6.65% notes due Feb. 1, 2034, issued at 99.878 to yield 6.662%. Spread pricing came at 210 bps over Treasuries versus talk in the 230 bps area.

Prior to the applicable par call date, each of the notes will be redeemable with a make-whole premium. For the first series, the premium is Treasuries plus 25 bps and the par call date is Oct. 10, 2026. For the second series, the premium is Treasuries plus 35 bps and the par call date is Nov. 1, 2033.

BofA Securities, Inc., Deutsche Bank Securities Inc. and Morgan Stanley & Co. LLC are the joint bookrunners.

They were joined by additional joint bookrunners Citigroup Global Markets Inc., Barclays, J.P. Morgan Securities LLC, RBC Capital Markets, LLC, Wells Fargo Securities, LLC, BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., TD Securities (USA) LLC and UBS Securities LLC.

Proceeds will be used for general corporate purposes, including to repay certain debt and to fund potential buybacks of class A common stock of Charter Communications Inc. and common units of Charter Communications Holdings, LLC.

Charter is a Stamford, Conn.-based broadband communications company and cable operator.

Issuers:	Charter Communications Operating, LLC/Charter Communications Operating Capital Corp.
Amount:	$2 billion
Issue:	Senior secured notes
Bookrunners:	BofA Securities, Inc., Deutsche Bank Securities Inc., Morgan Stanley & Co. LLC, Citigroup Global Markets Inc., Barclays, J.P. Morgan Securities LLC, RBC Capital Markets, LLC, Wells Fargo Securities, LLC, BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., TD Securities (USA) LLC and UBS Securities LLC
Co-managers:	Credit Agricole Securities (USA) Inc., SMBC Nikko Securities America, Inc., Scotia Capital (USA) Inc., SG Americas Securities, LLC, Truist Securities, Inc., U.S. Bancorp Investments, Inc., Academy Securities, Inc., Cabrera Capital Markets LLC, LionTree Advisors LLC, Siebert Williams Shank & Co., LLC and Tigress Financial Partners LLC
Trustee:	Bank of New York Mellon Trust Co., NA
Counsel to issuer:	Kirkland & Ellis LLP
Counsel to underwriters:	Cahill Gordon & Reindel LLP
Trade date:	Nov. 7
Settlement date:	Nov. 10
Ratings:	Moody’s: Ba1
	S&P: BBB-
Distribution:	SEC registered
Notes due 2026
Amount:	$1.1 billion
Maturity:	Nov. 10, 2026
Coupon:	6.15%
Price:	99.911
Yield:	6.183%
Spread:	Treasuries plus 150 bps
Call features:	Make-whole call at Treasuries plus 25 bps, then par call option starting Oct. 10, 2026
Price talk:	Treasuries plus 175 bps area
Cusip:	161175CM4
Notes due 2034
Amount:	$900 million
Maturity:	Feb. 1, 2034
Coupon:	6.65%
Price:	99.878
Yield:	6.662%
Spread:	Treasuries plus 210 bps
Call features:	Make-whole call at Treasuries plus 35 bps, then par call option starting Nov. 1, 2033
Price talk:	Treasuries plus 230 bps area
Cusip:	161175CP7

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