CSC Holdings, LLC (the “Company”), a subsidiary of Cablevision Systems Corporation (NYSE: CVC), announced today that as of 5:00 p.m., New York City time on September 26, 2012 (the “Early Tender Date”), the principal amounts listed in the table below of its 8.50% Senior Notes due June 15, 2015 (the “2015 Notes”) and its 8.50% Senior Notes due April 15, 2014 (the “2014 Notes” and, together with the 2015 Notes, the “Senior Notes”) had been tendered in connection with its previously announced cash tender offers for up to a maximum aggregate purchase price of $600 million (the “Maximum Notes Purchase Price”) of outstanding Senior Notes.
|CUSIPNumber||Title of Security||AcceptancePriorityLevel||AggregatePrincipal AmountOutstanding Prior toEarly Tender Date||PrincipalAmountTendered|
|126307 AB3||8.50% Senior Notes dueJune 15, 2015||1||$120,543,000||$29,000,000|
|126307 AA5||8.50% Senior Notes dueApril 15, 2014||2||$575,633,000||$370,696,000|
Holders who validly tendered their 2015 Notes on or before the Early Tender Date and whose 2015 Notes are accepted for purchase will receive total consideration of $1,046.25 per $1,000 principal amount of 2015 Notes, including an early tender premium of $30.00 per $1,000 principal amount of 2015 Notes (the “2015 Notes Early Tender Premium”), subject to the terms and conditions set forth in the Offer to Purchase and related Letter of Transmittal.Holders who validly tendered their 2014 Notes on or before the Early Tender Date and whose 2014 Notes are accepted for purchase will receive total consideration of $1,113.00 per $1,000 principal amount of 2014 Notes, including an early tender premium of $30.00 per $1,000 principal amount of 2014 Notes (the “2014 Notes Early Tender Premium”), subject to the terms and conditions set forth in the Offer to Purchase and related Letter of Transmittal. Acceptance of Senior Notes for purchase in the tender offers is subject to the Maximum Notes Purchase Price, acceptance priorities and proration, all as described in the Offer to Purchase. All Senior Notes that are tendered for purchase prior to the Early Tender Date will have priority over any Senior Notes that are tendered for purchase after the Early Tender Date. Accordingly, if the aggregate purchase price for Senior Notes tendered for purchase prior to the Early Tender Date equals or exceeds the Maximum Notes Purchase Price, no Senior Notes tendered for purchase after the Early Tender Date will be accepted for purchase (even if they are Acceptance Priority Level 1). Holders of Senior Notes may still tender their Senior Notes on or before 11:59 p.m. New York City time, on October 11, 2012, unless extended or earlier terminated (such time and date, as the same may be extended, the “Expiration Date”). Holders who validly tender their 2015 Notes after the Early Tender Date but on or before the Expiration Date and whose 2015 Notes are accepted for purchase will not receive the 2015 Notes Early Tender Premium and will receive total consideration of $1,016.25 per $1,000 principal amount of 2015 Notes. Holders who validly tender their 2014 Notes after the Early Tender Date but on or before the Expiration Date and whose 2014 Notes are accepted for purchase will not receive the 2014 Notes Early Tender Premium and will receive total consideration of $1,083.00 per $1,000 principal amount of 2014 Notes.
Payments of the applicable consideration for the Senior Notes validly tendered and not validly withdrawn on or prior to the Expiration Date and accepted for purchase will be made promptly after the Expiration Date. In addition to such consideration, the Company will pay in cash accrued and unpaid interest on all validly tendered Senior Notes accepted for purchase up to, but not including, the payment date. The tender offers are not conditioned upon any minimum number of Senior Notes being tendered. However, completion of the tender offers are subject to certain conditions as are more fully described in the Offer to Purchase.BofA Merrill Lynch, J.P. Morgan Securities LLC, Barclays Capital Inc. and BNP Paribas Securities Corp. are acting as Dealer Managers for the tender offers. The Information Agent for the tender offers is MacKenzie Partners Inc. Holders with questions regarding the tender offers should contact BofA Merrill Lynch at (888) 292-0070 (toll-free) and (646) 855-3401 (collect), J.P. Morgan Securities LLC at (800) 245-8812 (toll-free) and (212) 270-1200 (collect), Barclays Capital Inc. at (800) 438-3242 (toll-free) and (212) 528-7581 (collect), or BNP Paribas Securities Corp. at (888) 210-4538 (toll-free) and (212) 841-3059 (collect). Requests for copies of the Offer to Purchase or related Letter of Transmittal should be directed to the Information Agent, MacKenzie Partners Inc., at (800) 322-2885 (toll-free) or (212) 929-5500 (collect).None of the Company, the Dealer Managers or the Information Agent is making any recommendations to holders of Senior Notes as to whether to tender or refrain from tendering their Senior Notes in the tender offers. Holders of Senior Notes must decide how many Senior Notes they will tender, if any. Cablevision Systems Corporation is one of the nation's leading media and telecommunications companies. In addition to delivering its Optimum-branded cable, Internet, and voice offerings throughout the New York area, the Company owns and operates cable systems serving homes in four Western states. Cablevision’s local media properties include News 12 Networks, MSG Varsity and Newsday Media Group. Cablevision also owns and operates Clearview Cinemas. Additional information about Cablevision is available on the Web at www.cablevision.com. This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industries in which it operates and the factors described in the Company's filings with the Securities and Exchange Commission, including the sections entitled “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update the forward-looking statements contained herein. The Company’s obligation to accept any securities tendered and to pay the consideration for them is set forth solely in the Offer to Purchase and related Letter of Transmittal. This press release is not an offer to purchase or a solicitation of an acceptance of the tender offers. The Company may extend or, subject to certain conditions, terminate the tender offers at any time and in its sole discretion.