0001387131-22-002656.txt : 20220301
0001387131-22-002656.hdr.sgml : 20220301
20220301161835
ACCESSION NUMBER: 0001387131-22-002656
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220225
FILED AS OF DATE: 20220301
DATE AS OF CHANGE: 20220301
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: 22698296
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: 22698295
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: 22698294
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: 22698298
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: 22698297
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
OWNERSHIP DOCUMENT
X0306
4
2022-02-25
0
0001091667
CHARTER COMMUNICATIONS, INC. /MO/
CHTR
0001106770
ADVANCE/NEWHOUSE PARTNERSHIP
6350 COURT STREET
EAST SYRACUSE
NY
13057
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
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)
475.2027
2022-02-25
4
P
1
775992
D
Common Stock
775992
288689
D
Call option (obligation to sell)
475.2027
2022-02-25
4
P
1
581994
D
Common Stock
581994
216518
D
Call option (obligation to sell)
475.2027
2022-02-25
4
P
1
193998
D
Common Stock
193998
72172
D
Put option (right to sell)
327.7260
2022-02-25
4
S
1
775992
D
Common Stock
775992
288689
D
Put option (right to sell)
327.7260
2022-02-25
4
S
1
581994
D
Common Stock
581994
216518
D
Put option (right to sell)
327.7260
2022-02-25
4
S
1
193998
D
Common Stock
193998
72172
D
On July 30, 2019, Advance/Newhouse Partnership ("A/N") established a credit facility backed by an equity collar transaction and an aggregate of 3,950,000 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 3,950,000 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 25, 2022, A/N early terminated a portion of the Transactions, with expiration dates running from August 15, 2022 to September 6, 2022, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 775,992 shares of Class A Common Stock, and, in connection with this termination, 775,992 Units were released from the related pledge. Pursuant to this termination, A/N paid $97,751,141.94 in cash to the unaffiliated bank counterparty.
Also on February 25, 2022, A/N early terminated an additional portion of the Transactions, with expiration dates running from August 15, 2022 to September 6, 2022, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 581,994 shares of Class A Common Stock, and, in connection with this termination, 581,994 Units were released from the related pledge. Pursuant to this termination, A/N paid $73,268,679.65 in cash to the unaffiliated bank counterparty.
Also on February 25, 2022, A/N early terminated an additional portion of the Transactions, with expiration dates running from August 15, 2022 to September 6, 2022, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 193,998 shares of Class A Common Stock, and, in connection with this termination, 193,998 Units were released from the related pledge. Pursuant to this termination, A/N paid $24,422,893.22 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, By: /s/ Oren Klein, Chief Financial Officer
2022-03-01
Newhouse Broadcasting Corporation, By: /s/ Oren Klein, Chief Financial Officer
2022-03-01
Advance Publications, Inc., By: /s/ Oren Klein, Chief Financial Officer
2022-03-01
Newhouse Family Holdings, L.P., By: Advance Long-Term Management Trust, as General Partner By: /s/ Michael A. Newhouse, Trustee
2022-03-01
Advance Long-Term Management Trust, By: /s/ Michael A. Newhouse, Trustee
2022-03-01