Business Context and Reporting Period
This Form 8-K Current Report was filed by Altice USA, Inc. on May 13, 2021. The filing details a material definitive agreement involving the issuance of new senior debt by CSC Holdings, LLC, an indirect, wholly owned subsidiary of the Company. The transaction was executed to refinance existing debt obligations and repay borrowings under a revolving credit facility.
Key Financial Metrics and Debt Structure
The filing reports the issuance of two tranches of senior notes with a combined aggregate principal amount of $2.0 billion:
- Senior Notes (Unsecured): $500.0 million aggregate principal amount, bearing interest at 5.000% per annum, maturing November 15, 2031.
- Senior Guaranteed Notes: $1,500.0 million aggregate principal amount, bearing interest at 4.500% per annum, maturing November 15, 2031.
Interest payments for both tranches are due semi-annually in arrears, commencing November 15, 2021. The filing does not provide specific revenue, profit, cash flow, or margin data, as this is a transactional report rather than a periodic financial statement.
Material Changes and Use of Proceeds
The proceeds from the new debt offerings, combined with existing cash on the balance sheet, are designated for the following specific uses:
- Full redemption of outstanding $1,498.8 million aggregate principal amount of 5.500% Senior Guaranteed Notes due 2026.
- Repayment of $500.0 million in outstanding borrowings drawn under the Issuer's revolving credit facility.
- Payment of fees, costs, and expenses associated with the offerings and refinancing.
This transaction represents a significant refinancing event, extending the maturity of a substantial portion of the company's debt from 2026 to 2031 and adjusting the interest rate structure.
Redemption Terms and Risks
Redemption Options:
- Equity Redemption: Prior to November 15, 2024, the Issuer may redeem up to 40% of the original principal amount using net cash proceeds from certain equity issuances at a premium (105.000% for Senior Notes; 104.500% for Senior Guaranteed Notes).
- Make-Whole Redemption: Prior to November 15, 2026, the Issuer may redeem the notes in whole or in part at 100% of principal plus an applicable premium.
- Scheduled Redemption: On or after November 15, 2026, the notes may be redeemed at decreasing premiums ranging from 102.500% in 2026 to 100.000% in 2029 and thereafter.
Risks and Contingencies: The filing includes a standard disclaimer regarding forward-looking statements. Actual results may differ materially due to economic, business, competitive, and regulatory factors. The Company undertakes no obligation to update these statements unless legally required.
Investor Verification Checklist
- Verify the full text of the Senior Notes Indenture (Exhibit 4.1) and Senior Guaranteed Notes Indenture (Exhibit 4.2) for specific covenants and default provisions.
- Confirm the exact amount of cash on the balance sheet used in conjunction with the new proceeds to fund the refinancing.
- Review the definition of "Guarantors" in the Senior Guaranteed Notes Indenture to understand the scope of the guarantee.
- Monitor the company's ability to service the new debt obligations, noting the semi-annual interest payments beginning November 15, 2021.