CCO HOLDINGS, LLC CCO HOLDINGS CAPITAL CORP.Exchange and Registration Rights Agreement • June 2nd, 2021 • Cco Holdings LLC • Cable & other pay television services • New York
CCO Holdings, LLC, a Delaware limited liability company (the “Company”), and CCO Holdings Capital Corp., a Delaware corporation (together with the Company, the “Issuers”), propose, subject to the terms and conditions stated herein, to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $750,000,000 aggregate principal amount of their 4.500% Senior Notes due 2033 (the “Notes”) on June 2, 2021. In satisfaction of a condition to the obligations of the Purchasers under the Purchase Agreement, the Issuers agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
CHARTER COMMUNICATIONS OPERATING, LLC CHARTER COMMUNICATIONS OPERATING CAPITAL CORP. $1,400,000,000 3.900% Senior SECURED NOTES DUE 2052 $1,400,000,000 4.400% Senior SECURED NOTES DUE 2061 UNDERWRITING AGREEMENT Dated May 18, 2021Underwriting Agreement • June 2nd, 2021 • Cco Holdings LLC • Cable & other pay television services • New York
Charter Communications Operating, LLC, a Delaware limited liability company (the “Company”), and Charter Communications Operating Capital Corp., a Delaware corporation (“CCO Capital” and, together with the Company, the “Issuers”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”) (i) an aggregate of $1,400,000,000 principal amount of 3.900% Senior Secured Notes due 2052 (the “2052 Notes”) and (ii) an aggregate of $1,400,000,000 principal amount of 4.400% Senior Secured Notes due 2061 (the “2061 Notes” and, together with the 2052 Notes, the “Notes”). Deutsche Bank Securities Inc., Mizuho Securities USA LLC and Morgan Stanley & Co. LLC have agreed to act as representatives (the “Representatives”) on behalf of the several Underwriters. The (i) 2061 Notes will be issued pursuant to that certain Indenture dated as of July 23, 2015 (the “Base Indenture”) among the Issuers and The Bank of New York
CHARTER COMMUNICATIONS OPERATING, LLC and CHARTER COMMUNICATIONS OPERATING CAPITAL CORP., as Issuers, CCO HOLDINGS, LLC and THE SUBSIDIARY GUARANTORS PARTY HERETO, as Note Guarantors, and The Bank of New York Mellon TRUST COMPANY, N.A., as Trustee and...Twentieth Supplemental Indenture • June 2nd, 2021 • Cco Holdings LLC • Cable & other pay television services • New York
TWENTIETH SUPPLEMENTAL INDENTURE dated as of June 2, 2021 (the “Supplemental Indenture”) among Charter Communications Operating, LLC, a Delaware limited liability company (and any successor Person thereto, “CCO”), Charter Communications Operating Capital Corp., a Delaware corporation (“Capital Corp” and, together with CCO, the “Issuers”), CCO Holdings, LLC, a Delaware limited liability company (“CCO Holdings”), the subsidiary guarantors party hereto (together with CCO Holdings, the “Note Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as trustee (together with its successors in such capacity, the “Trustee”) and as collateral agent (together with its successors in such capacity, the “Collateral Agent”).
