Cox Communications launches $1.75 billion tender offer for 13 series

Chicago, May 18 – Cox Communications, Inc., a subsidiary of Cox Enterprises, Inc., launched cash tender offers to purchase 13 series of notes that are divided into two pools, according to a press release.

The company is offering to buy up to $1 billion of notes from the first pool which consists of four series.

The second pool has a maximum purchase amount of $750 million and contains nine series.

Cox is using the tender offers to manage its debt maturity profile, opportunistically prefund existing maturities and manage its overall cost of borrowing.

Pool 1

Cox is offering to purchase up to $1 billion of the following notes, listed by acceptance priority level:

• $1 billion outstanding of 2.95% notes due 2023 (Cusip: 224044CA3) with pricing to be based on the 0.125% U.S. Treasury due April 30, 2023 plus a fixed spread of 20 basis points;

• $1 billion outstanding of 2.5% notes due 2024 (Cusip: 224044CH8) with pricing to be based on the 0.25% U.S. Treasury due May 15, 2024 plus a fixed spread of 30 bps;

• $700 million outstanding of 3.85% notes due 2025 (Cusip: 224044CE5) with pricing to be based on the 0.75% U.S. Treasury due April 30, 2026 plus a fixed spread of 5 bps; and

• $150 million outstanding of 7.625% notes due 2025 (Cusip: 224044AG2) with pricing to be based on the 0.75% U.S. Treasury due April 30, 2026 plus a fixed spread of 15 bps.

Pool 2

The second pool of notes will be repurchased up to an aggregate principal amount of $750 million of notes, listed in acceptance priority level order:

• $321,926,000 outstanding of 8.375% notes due 2039 (Cusip: 224044BV8) with pricing to be based on the 1/875% U.S. Treasury due Feb. 15, 2041 plus a fixed spread of 110 bps, subject only in this series to a $400 million subcap;

$179,363,000 outstanding of 6.95% notes due 2038 (Cusip: 224044BT3) with pricing to be based on the 1/875% U.S. Treasury due Feb. 15, 2041 plus a fixed spread of 110 bps;

• $321,926,000 outstanding of 6.45% notes due 2036 (Cusip: 224044BR7) with pricing to be based on the 1.625% U.S. Treasury due May 15, 2031 plus a fixed spread of 155 bps;

• $600 million outstanding of 4.6% notes due 2047 (Cusip: 224044CK1) with pricing to be based on the 1.875% U.S. Treasury due Feb. 15, 2051 plus a fixed spread of 105 bps;

• $500 million outstanding of 4.7% notes due 2042 (Cusip: 224044BY2) with pricing to be based on the 1.875% U.S. Treasury due Feb. 15, 2041 plus a fixed spread of 110 bps;

• $500 million outstanding of 4.5% notes due 2043 (Cusip: 224044CC9) with pricing to be based on the 1.875% U.S. Treasury due Feb. 15, 2041 plus a fixed spread of 110 bps;

• $650 million outstanding of 4.8% notes due 2035 (Cusip: 224044CF2) with pricing to be based on the 1.625% U.S. Treasury due May 15, 2031 plus a fixed spread of 125 bps;

• $82,212,000 outstanding of 6.95% notes due 2028 (Cusip: 22404QAG3) with pricing to be based on the 1.625% U.S. Treasury due May 15, 2031 plus a fixed spread of 60 bps; and

• $191,612,000 outstanding of 6.8% notes due 2028 (Cusip: 224044AN7) with pricing to be based on the 1.625% U.S. Treasury due May 15, 2031 plus a fixed spread of 60 bps.

Details

The early tender deadline is 5 p.m. ET on June 1.

Pricing will take place at 10 a.m. ET on June 2. The consideration determined will include interest to the relevant settlement date and an early tender premium of $30 per $1,000 note for noteholders who tender by the early deadline.

Early settlement is planned for June 3.

The expiration deadline is 11:59 p.m. ET on June 15.

Final settlement is expected for June 17.

Tenders may be subject to proration.

The offer is subject to a new financing condition and the receipt of at least $1.5 billion.

J.P. Morgan Securities LLC (866 834-4666, 212 834-3424), RBC Capital Markets, LLC (877 381-2099, 212 618-7843) and Wells Fargo Securities, LLC (866 309-6316, 704 410-4756) will act as dealer managers.

D.F. King & Co., Inc is the information and tender agent for the offer (866 620-2536, 212 269-5550).

Cox is a broadband communications and entertainment company based in Atlanta.

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