CHARTER COMMUNICATIONS, INC. /MO/ 8-K

What Happened
Charter Communications’ subsidiaries CCO Holdings, LLC and CCO Holdings Capital Corp. (the CCOH Issuers) announced on Jan 13, 2026 that they issued $1.75 billion of 7.000% senior notes due 2033 and $1.25 billion of 7.375% senior notes due 2036 (total $3.0 billion). The notes were sold to qualified institutional buyers under Rule 144A and to non-U.S. investors under Regulation S. The notes are general unsecured obligations of the CCOH Issuers and are not guaranteed.

Key Details

• Principal amounts and coupons: $1.75B of 7.000% notes due Feb 1, 2033; $1.25B of 7.375% notes due Feb 1, 2036. Interest payable Feb 1 and Aug 1, beginning Aug 1, 2026.
• Redemption features: issuer may redeem 2033 notes before Feb 1, 2029 at 100% plus a make-whole (then fixed schedule thereafter); 2036 notes may be redeemed before Feb 1, 2031 at 100% plus a make-whole. Up to 40% of each series may be redeemed prior to Feb 1, 2029 with certain equity offering proceeds at 107.000% (2033) and 107.375% (2036).
• Other protections/terms: change-of-control repurchase right at 101% of principal; customary events of default and acceleration (holders of ≥30% may accelerate). Notes are unsecured and not guaranteed.
• Registration rights: CCOH agreed to file an exchange registration to register an offer to exchange for registered notes and to complete the exchange no later than 450 days after closing; registration defaults carry incremental penalty interest starting at 0.25% p.a.

Why It Matters
This transaction increases the CCOH Issuers’ outstanding unsecured debt by $3.0 billion and creates a direct financial obligation for Charter’s subsidiaries. The relatively high coupons (7.00% and 7.375%) mean significant ongoing interest expense for these instruments. Redemption and change-of-control terms give the issuer flexibility to refinance or repurchase the notes under specified conditions. Registration rights may convert the privately placed notes into registered securities within about 15 months, which affects liquidity for investors in the notes. The filing (Form 8‑K filed Jan 14, 2026) also furnished a press release announcing the closing.