0001387131-21-003095.txt : 20210302 0001387131-21-003095.hdr.sgml : 20210302 20210302172405 ACCESSION NUMBER: 0001387131-21-003095 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210226 FILED AS OF DATE: 20210302 DATE AS OF CHANGE: 20210302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEWHOUSE BROADCASTING CORP CENTRAL INDEX KEY: 0000914545 STATE OF INCORPORATION: NY FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 21705287 BUSINESS ADDRESS: STREET 1: 5015 CAMPUSWOOD DRIVE CITY: SYRACUSE STATE: NY ZIP: 13057 BUSINESS PHONE: 212-692-4400 MAIL ADDRESS: STREET 1: C/O SABIN BERMANT & GOULD STREET 2: 350 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ADVANCE PUBLICATIONS, INC CENTRAL INDEX KEY: 0000914546 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 21705286 BUSINESS ADDRESS: STREET 1: 950 FINGERBOARD ROAD CITY: STATEN ISLAND STATE: NY ZIP: 10305 BUSINESS PHONE: 7189811234 MAIL ADDRESS: STREET 1: 950 FINGERBOARD ROAD CITY: STATEN ISLAND STATE: NY ZIP: 10305 FORMER NAME: FORMER CONFORMED NAME: ADVANCE PUBLICATIONS INC DATE OF NAME CHANGE: 19931108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEWHOUSE FAMILY HOLDINGS, L.P. CENTRAL INDEX KEY: 0001455383 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 21705285 BUSINESS ADDRESS: STREET 1: FOUR TIMES SQUARE CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-381-7000 MAIL ADDRESS: STREET 1: FOUR TIMES SQUARE CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ADVANCE/NEWHOUSE PARTNERSHIP CENTRAL INDEX KEY: 0001106770 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 21705289 BUSINESS ADDRESS: STREET 1: 5015 CAMPUSWOOD DR. CITY: EAST SYRACUSE STATE: NY ZIP: 13057 BUSINESS PHONE: 3154637675 MAIL ADDRESS: STREET 1: 5015 CAMPUSWOOD DR. CITY: EAST SYRACUSE STATE: NY ZIP: 13057 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ADVANCE LONG-TERM MANAGEMENT TRUST CENTRAL INDEX KEY: 0001455381 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 21705288 BUSINESS ADDRESS: STREET 1: FOUR TIMES SQUARE CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-381-7000 MAIL ADDRESS: STREET 1: FOUR TIMES SQUARE CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHARTER COMMUNICATIONS, INC. /MO/ CENTRAL INDEX KEY: 0001091667 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 841496755 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 400 ATLANTIC STREET CITY: STAMFORD STATE: CT ZIP: 06901 BUSINESS PHONE: 203-905-7800 MAIL ADDRESS: STREET 1: 400 ATLANTIC STREET CITY: STAMFORD STATE: CT ZIP: 06901 FORMER COMPANY: FORMER CONFORMED NAME: CHARTER COMMUNICATIONS INC /MO/ DATE OF NAME CHANGE: 19990723 4 1 ownership.xml X0306 4 2021-02-26 0 0001091667 CHARTER COMMUNICATIONS, INC. /MO/ CHTR 0001106770 ADVANCE/NEWHOUSE PARTNERSHIP 6350 COURT STREET EAST SYRACUSE NY 13057-1211 1 0 1 0 0001455381 ADVANCE LONG-TERM MANAGEMENT TRUST C/O ROBINSON MILLER LLC ONE NEWARK CENTER, 19TH FLOOR NEWARK NJ 07102 0 0 1 0 0000914545 NEWHOUSE BROADCASTING CORP 6350 COURT STREET EAST SYRACUSE NY 13057-1211 0 0 1 0 0000914546 ADVANCE PUBLICATIONS, INC 950 FINGERBOARD ROAD STATEN ISLAND NY 10305 0 0 1 0 0001455383 NEWHOUSE FAMILY HOLDINGS, L.P. ONE WORLD TRADE CENTER NEW YORK NY 10007 0 0 1 0 Call option (obligation to sell) 371.5202 2021-02-26 4 P 1 554118 D Common Stock 554118 945882 D Call option (obligation to sell) 371.5202 2021-02-26 4 P 1 554141 D Common Stock 554141 945859 D Put option (right to sell) 247.486 2021-02-26 4 S 1 554118 D Common Stock 554118 945882 D Put option (right to sell) 247.486 2021-02-26 4 S 1 554141 D Common Stock 554141 945859 D On August 6, 2018, Advance/Newhouse Partnership ("A/N") established a credit facility backed by an equity collar transaction and an aggregate of 6,000,000 Class B Common Units of Charter Communications Holdings, LLC ("Units") to provide financial flexibility to support its ongoing estate planning and its investment program and for other general corporate purposes. A/N entered into Share Collar Transactions (the "Transactions") with unaffiliated banks, pursuant to which A/N wrote European call options and purchased European put options over an aggregate of 6,000,000 shares of Class A common stock (the "Common Stock") of Charter Communications, Inc. (the "Issuer"). Under the agreement, the Transactions may be settled in cash unless A/N elects physical settlement, in which case it expects to exchange Units for Class A Common Stock sufficient to satisfy its obligations under the Transactions. On February 26, 2021, A/N early terminated a portion of the Transactions, with expiration dates running from August 16, 2021 to August 31, 2021, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 554,118 shares of Class A Common Stock, and, in connection with this termination, 554,118 Units were released from the related pledge. Pursuant to this termination, A/N paid $130,695,746.22 in cash to the unaffiliated bank counterparty. Also on February 26, 2021, A/N early terminated an additional portion of the Transactions, with expiration dates running from August 16, 2021 to August 31, 2021, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 554,141 shares of Class A Common Stock, and, in connection with this termination, 554,141 Units were released from the related pledge. Pursuant to this termination, A/N paid $130,689,832.55 in cash to the unaffiliated bank counterparty. Each of Newhouse Broadcasting Corporation, Advance Publications, Inc., Newhouse Family Holdings, L.P. and Advance Long-Term Management Trust may be deemed to beneficially own the call options and put options held by A/N and reported in Table II due to their control of A/N. Advance/Newhouse Partnership, /s/ Oren Klein, Chief Financial Officer 2021-03-02 Newhouse Broadcasting Corporation, /s/ Oren Klein, Chief Financial Officer 2021-03-02 Advance Publications, Inc., /s/ Oren Klein, Chief Financial Officer 2021-03-02 Newhouse Family Holdings, L.P., Advance Long Term Management Trust, as General Partner, /s/ Michael A. Newhouse, Trustee 2021-03-02 Advance Long-Term Management Trust, /s/ Michael A. Newhouse, Trustee 2021-03-02