CHARTER COMMUNICATIONS OPERATING, LLC CHARTER COMMUNICATIONS OPERATING CAPITAL CORP. $500,000,000 SENIOR SECURED FLOATING RATE NOTES DUE 2024 UNDERWRITING AGREEMENT Dated August 9, 2018Underwriting Agreement • August 15th, 2018 • 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 Morgan Stanley & Co. LLC (the “Underwriter”) an aggregate of $500,000,000 principal amount of Senior Secured Floating Rate Notes due 2024 (the “Notes”). The Notes will be issued pursuant to an officers’ certificate and an authentication order, in each case, to be dated as of the Time of Delivery (as defined below) (collectively, the “Officers’ Certificate”) to be delivered in accordance with that certain Indenture dated as of July 23, 2015 (the “Base Indenture”) among the Issuers and The Bank of New York Mellon Trust Company, N.A., as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Collateral Agent”), as supplemented by the tenth suppleme
