Business Context and Reporting Period
This Form 8-K was filed by Altice USA, Inc. on December 10, 2019, reporting an event that occurred on December 7, 2019. The filing addresses unregistered sales of equity securities involving a transaction with CVC 3 B.V. regarding interests in Neptune Holding US Limited Partnership.
Key Financial Metrics
The filing does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on a corporate transaction involving equity exchange.
Material Changes
On December 7, 2019, Altice USA, Inc. entered into an agreement with CVC 3 B.V. under which CVC 3 assigned its entire interest in Neptune Holding US Limited Partnership to the Company. In exchange, the Company transferred 6,290,292 shares of its Class A common stock to CVC 3. At the time of the assignment, the Partnership Interest represented an equivalent number of Class A common shares held by the Partnership. This transaction was exempt from registration under Section 4(a)(2) of the Securities Act of 1933.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, outlook, or discussion of risks and contingencies beyond the description of the equity transaction.
Key Facts for Investor Verification
- Transaction Date: December 7, 2019.
- Counterparty: CVC 3 B.V.
- Shares Issued: 6,290,292 shares of Class A common stock.
- Consideration: Assignment of CVC 3's interest in Neptune Holding US Limited Partnership.
- Regulatory Status: Transaction exempt from registration under Section 4(a)(2) of the Securities Act of 1933.