Cox Communications Announces Final Results and Final Settlement of Cash Tender Offers

08/22/2017

ATLANTA, Aug. 21, 2017 /PRNewswire/ -- Cox Communications, Inc. ("Cox"), a wholly owned subsidiary of Cox Enterprises, Inc., today announced the final results and final settlement of its previously announced cash tender offers to purchase (i) any and all of its outstanding 6.850% Notes due 2018, 6.250% Notes due 2018 and 9.375% Notes due 2019 (such notes, collectively, the "Any and All Notes" and, such offers, the "Any and All Offers") and (ii) its outstanding 8.375% Notes due 2039, 6.950% Notes due 2038, 6.450% Notes due 2036, 6.950% Notes due 2028 and 6.800% Notes due 2028, subject to certain previously announced caps (such notes, collectively, the "Waterfall Notes" and, such offers, the "Waterfall Offers," and, together with the Any and All Offers, the "Offers"). The terms and conditions of the Any and All Offers were set forth in the related Offer to Purchase dated July 24, 2017 (the "Any and All Offer to Purchase") and the related Letter of Transmittal dated July 24, 2017 (the "Any and All Letter of Transmittal"). The terms and conditions of the Waterfall Offers were set forth in the related Offer to Purchase dated July 24, 2017 (as amended by Cox's press release dated August 7, 2017 announcing certain amendments thereto, the "Waterfall Offer to Purchase") and the related Letter of Transmittal dated July 24, 2017 (as amended by Cox's press release dated August 7, 2017 announcing certain amendments thereto, the "Waterfall Letter of Transmittal").

Cox Communications Logo (PRNewsfoto/Cox Communications)

The Any and All Offers

The Any and All Offers expired at 11:59 p.m., New York City time, on August 18, 2017 (the "Any and All Expiration Date"). The aggregate principal amount of each series of Any and All Notes validly tendered and not validly withdrawn in the Any and All Offers after 5:00 p.m., New York City time, on August 4, 2017 (the "Any and All Early Tender Deadline") and at or prior to the Any and All Expiration Date, as reported by the Tender Agent and Information Agent, is set forth in the column entitled "Aggregate Principal Amount Tendered After Early Tender Deadline" in the table below. On August 8, 2017, Cox accepted for purchase the Any and All Notes validly tendered and not validly withdrawn in the Any and All Offers at or prior to the Any and All Early Tender Deadline. On August 21, 2017, Cox accepted for purchase the Any and All Notes validly tendered and not validly withdrawn after the Any and All Early Tender Deadline and at or prior to the Any and All Expiration Date.

Any and All Notes

CUSIP
Number

Aggregate

Principal
Amount
Outstanding

Aggregate

Principal

Amount

Tendered

After Early

Tender

Deadline

Total

Aggregate

Principal

Amount

Tendered

6.850% Notes due 2018

22404QAF5

$100,000,000

$11,000

$35,571,000

6.250% Notes due 2018

224044BS5,
U22018AG7

$750,000,000

-

$314,460,000

9.375% Notes due 2019

224044BU0,
U22018AL6

$600,000,000

$3,500,000

$73,309,000

 

Cox has issued notices to redeem all of the Any and All Notes that remain outstanding pursuant to the "make-whole" redemption provisions of the applicable indenture relating to such Any and All Notes.

The Waterfall Offers

The Waterfall Offers expired at 11:59 p.m., New York City time, on August 18, 2017 (the "Waterfall Expiration Date"). No additional Waterfall Notes were validly tendered in the Waterfall Offers after 5:00 p.m., New York City time, on August 4, 2017 (the "Waterfall Early Tender Deadline").

General

J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC acted as Dealer Managers (collectively, the "Dealer Managers") and D.F. King & Co., Inc. acted as the Tender Agent and Information Agent for the Offers.  Requests for documents may be directed to D.F. King & Co., Inc. at (866) 620-2536 (toll free) or (212) 269-5550 (banks and brokers). Questions regarding the Offers may be directed to J.P. Morgan Securities LLC at (866) 834-4666 (toll free) or (212) 834-3424 (collect), RBC Capital Markets, LLC at (877) 381-2099 (toll free) or (212) 618-7822 (collect) and Wells Fargo Securities, LLC at (866) 309-6316 (toll free) or (704) 410-4760 (collect). Copies of the Any and All Offer to Purchase, the Any and All Letter of Transmittal, the Waterfall Offer to Purchase and the Waterfall Letter of Transmittal, along with any amendments and supplements thereto, may be obtained for free at www.dfking.com.

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities. The Any and All Offers were only made pursuant to the terms of the Any and All Offer to Purchase and the Any and All Letter of Transmittal and the Waterfall Offers were only made pursuant to the terms of the Waterfall Offer to Purchase and the Waterfall Letter of Transmittal. The Offers were not made in any state or jurisdiction in which such Offers would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. None of Cox, the Dealer Managers or the Tender Agent and Information Agent made any recommendation as to whether or not Holders should tender their Any and All Notes or Waterfall Notes in connection with the Any and All Offers or the Waterfall Offers, respectively.

About Cox

Cox is a broadband communications and entertainment company, providing advanced digital video, Internet, telephone and home security and automation services over its own nationwide IP network. The third-largest U.S. cable company, Cox serves approximately 6 million residences and businesses. Cox Business is a facilities-based provider of voice, video and data solutions for commercial customers, and Cox Media is a full-service provider of national and local cable spot and digital media advertising. Cox is known for its pioneering efforts in broadband, voice and commercial services, industry-leading customer care and its outstanding workplaces. For nine years, Cox has been recognized as the top operator for women by Women in Cable Telecommunications; Cox has ranked among DiversityInc's Top 50 Companies for Diversity 12 times. More information about Cox is available at www.cox.com and www.coxmedia.com.

Special Note Regarding Forward-Looking Statements

This press release contains forward-looking statements, including, without limitation, statements concerning the Offers and Cox's possible or assumed future results of operations. A number of factors could affect Cox's future results and could cause those results to differ materially from those expressed in such forward-looking statements.

Any forward-looking statements made in this press release speak only as of the date on which they are made. Cox is under no obligation to, and expressly disclaims any obligation to, update or alter any forward-looking statements, whether as a result of new information, subsequent events or otherwise.

SOURCE Cox Communications, Inc.

For further information: Todd Smith, 404-269-3124, tsmith@cox.com

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