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Charter Announces Pricing Terms For Debt Exchange Offers

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2 months ago

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STAMFORD, Conn., Aug. 6, 2026 /PRNewswire/ — Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, “Charter”) announced today the pricing terms for the previously announced private offer (the “Pool 1 Offer”) by its wholly-owned subsidiaries, Charter Communications Operating, LLC (“CCO”), Charter Communications Operating Capital Corp. (“CCO Capital” and, together with CCO, collectively, the “CCO Issuers” or the “Company”) and Time Warner Cable, LLC (the “TWC Issuer” and, together with CCO Issuers, the “Old Notes Issuers”), as applicable, to exchange seven series of notes issued by the CCO Issuers or the TWC Issuer, as applicable (collectively, the “Pool 1 Notes”), for a combination of cash consideration and a new series of Senior Secured Notes due 2038 (the “New 2038 Notes”) to be issued by the CCO Issuers in an aggregate principal amount not greater than $2,000,000,000 (the “New 2038 Notes Cap”), as described in the table below. For each $1,000 principal amount of Pool 1 Notes validly tendered and not validly withdrawn prior to 5:00 p.m., New York City time, on August 5, 2026 and accepted by the applicable Old Notes Issuers, the following table sets forth the yields, the total exchange consideration and the amount of cash component, as priced below:

Issuer(s)

Title of Security

Aggregate Principal Amount Outstanding

CUSIP No./ ISIN(1)

Acceptance Priority Level(2)

Sub-Cap(2)

Reference U.S. Treasury Security

Reference Yield(3)

Fixed Spread (Basis Points)

Exchange Offer Yield(4)

Early Exchange Premium(5)(6)

Total Exchange Consideration(6)

Cash
Component(7)

CCO Issuers

3.500% senior secured notes due 2042

$1,236,000,000

161175CE2 / US161175CE27

1

N/A

5.000% due May 15, 2046

5.186 %

+165 Bps

6.836 %

$50.00

$683.52

$95.00

3.500% senior secured notes due 2041

$1,479,000,000

161175BZ6 / US161175BZ64

2

N/A

4.375% due May 15, 2036

4.637 %

+215 Bps

6.787 %

$50.00

$695.94

$130.00

Time Warner Cable, LLC (“TWC Issuer” or “TWC”)

4.500% senior debentures due 2042

$1,250,000,000

88732JBD9 / US88732JBD90

3

$ 614,423,000

5.000% due May 15, 2046

5.186 %

+190 Bps

7.086 %

$50.00

$754.01

$305.00

CCO Issuers

5.375% senior secured notes due 2047

$2,265,000,000

161175BL7 / US161175BL78

161175BD5

US161175BD52

4

N/A

5.000% due May 15, 2046

5.186 %

+215 Bps

7.336 %

$50.00

$792.65

$120.00

2.300% senior secured notes due 2032

$1,000,000,000

161175BX1 / US161175BX17

5

N/A

4.125% due June 30, 2031

4.355 %

+110 Bps

5.455 %

$50.00

$852.51

$0.00

2.800% senior secured notes due 2031

$1,590,000,000

161175BU7 /  US161175BU77

6

N/A

4.125% due June 30, 2031

4.355 %

+110 Bps

5.455 %

$50.00

$892.49

$0.00

2.250% senior secured notes due 2029

$1,250,000,000

161175CD4 / US161175CD44

7

N/A

4.125% due July 15, 2029

4.270 %

+80 Bps

5.070 %

$50.00

$936.39

$0.00

____________________

(1)

No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed in the Offering Memorandum (as defined below). Such CUSIP and ISIN numbers are provided solely for the convenience of the holders of Pool 1 Notes.

(2)

Subject to the New 2038 Notes Cap and, solely with respect to the 4.500% senior debentures due 2042 issued by the TWC Issuer (the “4.500% Note”), the sub-cap with respect to the aggregate principal amount of such series set forth in this table (the “4.500% Notes Sub-Cap”) and proration, the principal amount of each series of Pool 1 Notes that is exchanged in the Pool 1 Offer will be determined in accordance with the applicable Acceptance Priority Level (in numerical priority order with 1 being the highest Acceptance Priority Level and 7 being the lowest) specified in this column.

(3)

Represents the yield to maturity based on the bid side price of the Reference U.S. Treasury Security specified on this table for each series of Old Notes, as calculated by the Joint Lead Dealer Managers at the Pricing Time (as defined below).

(4)

Represents the sum of (i) the Reference Yield set forth in this table and (ii) the applicable Fixed Spread specified for each series of Pool 1 Notes set forth in this table.

(5)

Per $1,000 principal amount of the Pool 1 Notes validly tendered prior to or at the Early Tender Date (as defined below) (and not validly withdrawn at or prior to the Withdrawal Deadline (as defined below)) and accepted for exchange, to be paid in the form of New 2038 Notes.

(6)

Per $1,000 principal amount of the Pool 1 Notes validly tendered prior to or at the Early Tender Date (and not validly withdrawn at or prior to the Withdrawal Deadline) and accepted for exchange, which will be divided into (i) a cash payment equal to the applicable Cash Component and (ii) a principal amount of New 2038 Notes equal to the Total Exchange Consideration minus such Cash Component. The Total Exchange Consideration is inclusive of the Early Exchange Premium.

(7)

Represents the portion of the Total Exchange Consideration for the Pool 1 Notes that will be payable in cash per $1,000 principal amount of Pool 1 Notes validly tendered and accepted for exchange.

Charter also announced today the pricing terms for the previously announced private offer (the “Pool 2 Offer” and, together with the Pool 1 Offer, the “Exchange Offers”) by the CCO Issuers to exchange five series of notes (collectively, the “Pool 2 Notes” and, together with the Pool 1 Notes, the “Old Notes” and each series of Old Notes, a “series of Old Notes”) for a combination of cash and a new series of Senior Secured Notes due 2041 (the “New 2041 Notes” and, together with the New 2038 Notes, the “New Notes” and each series of New Notes, a “series of New Notes”) to be issued by the CCO Issuers in an aggregate principal amount not greater than $2,000,000,000 (the “New 2041 Notes Cap”), as described in the table below. For each $1,000 principal amount of Pool 2 Notes validly tendered and not validly withdrawn prior to 5:00 p.m., New York City time, on August 5, 2026 and accepted by the CCO Issuers, the following table sets forth the yields, the total exchange consideration and the amount of cash component, as priced below:

Issuer(s)

Title of Security

Aggregate Principal Amount Outstanding

CUSIP No./ ISIN(1)

Acceptance Priority Level(2)

Sub-Cap(2)

Reference U.S. Treasury Security

Reference Yield(3)

Fixed Spread (Basis Points)

Exchange Offer Yield(4)

Early Exchange Premium(5)(6)

Total Exchange Consideration(6)

Cash
Component(7)

CCO Issuers

3.700% senior secured notes due 2051

$2,050,000,000

161175BV5 / US161175BV50

1

N/A

4.750% due February 15, 2056

5.187 %

+190 Bps

7.087 %

$50.00

$607.96

$0.00

3.900% senior secured notes due 2052

$2,400,000,000

161175CA0 / US161175CA05

2

N/A

4.750% due February 15, 2056

5.187 %

+195 Bps

7.137 %

$50.00

$620.63

$0.00

4.800% senior secured notes due 2050

$2,473,000,000

161175BT0 / US161175BT05

3

N/A

4.750% due February 15, 2056

5.187 %

+205 Bps

7.237 %

$50.00

$726.33

$117.50

5.125% senior secured notes due 2049

$1,244,000,000

161175BS2 / US161175BS22

4

N/A

5.000% due May 15, 2046

5.186 %

+220 Bps

7.386 %

$50.00

$752.01

$150.00

5.250% senior secured notes due 2053

$1,500,000,000

161175CK8 / US161175CK86

5

N/A

4.750% due February 15, 2056

5.187 %

+210 Bps

7.287 %

$50.00

$761.91

$190.00

____________________

(1)

No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed in the Offering Memorandum. Such CUSIP and ISIN numbers are provided solely for the convenience of the holders of Pool 2 Notes.

(2)

Subject to the New 2041 Notes Cap and proration, the principal amount of each series of Pool 2 Notes that is exchanged in the Pool 2 Offer will be determined in accordance with the applicable Acceptance Priority Level (in numerical priority order with 1 being the highest Acceptance Priority Level and 5 being the lowest) specified in this column.

(3)

Represents the yield to maturity based on the bid side price of the Reference U.S. Treasury Security specified on this table for each series of Old Notes, as calculated by the Joint Lead Dealer Managers at the Pricing Time.

(4)

Represents the sum of (i) the Reference Yield set forth in this table and (ii) the applicable Fixed Spread specified for each series of Pool 2 Notes set forth in this table.

(5)

Per $1,000 principal amount of the Pool 2 Notes validly tendered prior to or at the Early Tender Date (and not validly withdrawn at or prior to the Withdrawal Deadline) and accepted for exchange, to be paid in the form of New 2041 Notes.

(6)

Per $1,000 principal amount of the Pool 2 Notes validly tendered prior to or at the Early Tender Date (and not validly withdrawn at or prior to the Withdrawal Deadline) and accepted for exchange, which will be divided into (i) a cash payment equal to the applicable Cash Component and (ii) a principal amount of New 2041 Notes equal to the Total Exchange Consideration minus such Cash Component. The Total Exchange Consideration is inclusive of the Early Exchange Premium.

(7)

Represents the portion of the Total Exchange Consideration for the Pool 2 Notes that will be payable in cash per $1,000 principal amount of Pool 2 Notes validly tendered and accepted for exchange.

In addition, Eligible Holders (as defined below) whose Old Notes are validly tendered (not validly withdrawn) and accepted for exchange pursuant to the terms of the applicable Exchange Offers will receive in cash accrued and unpaid interest from the last applicable interest payment date to, but excluding, the date on which the exchange of such Old Notes is settled, less the amount of any pre-issuance interest on the New Notes exchanged therefor, and amounts due in lieu of fractional amounts of New Notes.

Based on the principal amount of Old Notes validly tendered and not validly withdrawn prior to 5:00 p.m., New York City time, on August 5, 2026 and in accordance with the terms of the Exchange Offers, the Old Notes Issuers expect to accept, on August 12, 2026, (i) all of the Pool 1 Notes at Acceptance Priority Levels 1 through 7 and (ii) all of the Pool 2 Notes at Acceptance Priority Levels 1 through 5.

The Exchange Offers described in this press release are being conducted upon the terms and subject to the conditions set forth in the offering memorandum, dated July 23, 2026 (as amended and/or supplemented from time to time, the “Offering Memorandum”).

Eligible Holders of Old Notes who validly tendered their Old Notes at or before 5:00 p.m., New York City time, on August 5, 2026 (the “Early Tender Date”), who did not validly withdraw their tenders and whose Old Notes are accepted for exchange, will receive an early exchange premium as set forth in the tables above (the “Early Exchange Premium”). The aggregate principal amount of 4.500% Notes tendered as of the Early Tender Date is equal to the 4.500% Notes Sub-Cap and as such no additional 4.500% Notes tendered after the Early Tender Date will be accepted.

The yield on the New 2038 Notes will be 7.087%, and the new issue price of the New 2038 Notes will be $1,000, which has been determined by reference to the bid-side yield on the 4.375% U.S. Treasury Notes due May 15, 2036, as of 10:00 a.m., New York City time, on August 6, 2026 (such date and time, the “Pricing Time”), which was 4.637%, plus 2.450%, rounded to the nearest 0.001%. The yield on the New 2041 Notes will be 7.337%, and the new issue price of the New 2041 Notes will be $1,000, which has been determined by reference to the bid-side yield on the 4.375% U.S. Treasury Notes due May 15, 2036, as of the Pricing Time, which was 4.637%, plus 2.700%, rounded to the nearest 0.001%.

The Exchange Offers will expire at 5:00 p.m., New York City time, on August 20, 2026, unless extended or earlier terminated by the Company (the “Expiration Date”). The withdrawal deadline for the Exchange Offers occurred at 5:00 p.m., New York City time, on August 5, 2026 (the “Withdrawal Deadline”). As a result, tenders of Old Notes submitted in the Exchange Offers after the Withdrawal Deadline will be irrevocable except in the limited circumstances where additional withdrawal rights are required by law (as determined by the Company).

The New Notes and related guarantees and the offering thereof have not been registered with the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”), or any state or foreign securities laws. The New Notes and related guarantees may not be offered or sold in the United States or to any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Exchange Offers are only being made, and the New Notes and related guarantees are only being offered and will only be issued to holders of Old Notes who are (1) reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act (“Rule 144A”) or (2) outside the United States to persons other than “U.S. persons” as defined in Rule 902 under the Securities Act in offshore transactions in compliance with Regulation S under the Securities Act (“Regulation S”) (such holders, the “Eligible Holders”). Only Eligible Holders who have properly completed and returned the eligibility certification, which is available from the information agent, are authorized to receive and review the Offering Memorandum and to participate in the Exchange Offers. Additionally, in order to participate in the Exchange Offers, Eligible Holders located in Canada are required to complete, sign and submit to the information agent a Canadian Eligibility Form (which is available from the information agent). There is no separate letter of transmittal in connection with the Offering Memorandum.

Holders are advised to check with any bank, securities broker or other intermediary through which they hold Old Notes as to when such intermediary needs to receive instructions from a holder in order for that holder to be able to participate in, or (in the circumstances in which revocation is permitted) revoke their instruction to participate in the Exchange Offers before the deadlines specified herein and in the Offering Memorandum, eligibility certification and Canadian Eligibility Form. The deadlines set by each clearing system for the submission and withdrawal of exchange instructions will also be earlier than the relevant deadlines specified herein and in the Offering Memorandum, eligibility certification and Canadian Eligibility Form.

This press release is not an offer to sell or a solicitation of an offer to buy any of the securities described herein. The Exchange Offers are being made solely by the Offering Memorandum and only to such persons and in such jurisdictions as is permitted under applicable law.

Barclays Capital Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC are serving as the joint lead dealer managers for the Exchange Offers, and BofA Securities, Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are serving as the co-dealer managers for the Exchange Offers. Questions regarding the Exchange Offers may be directed to Barclays Capital Inc., Liability Management Group at (800) 438-3242 (toll free) or (212) 528-7581 (collect), Citigroup Global Markets Inc., Liability Management Group at (800) 558-3745  (toll free) or (212) 723-6106  (collect) or Morgan Stanley & Co. LLC, Liability Management Group at (800) 624-1808 (toll free) or (212) 761-1057 (collect).

D.F. King & Co., Inc. will act as the exchange agent and information agent for the Exchange Offers. Documents relating to the Exchange Offers will only be distributed to holders of Old Notes who certify that they are Eligible Holders. Questions or requests for assistance related to the Exchange Offers or for additional copies of the Offering Memorandum, eligibility certification or Canadian beneficial holder form may be directed to D.F. King & Co., Inc. at (888) 644-5854 (toll-free) or (646) 981-1289 (banks and brokers) or by email at charter@dfking.com. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers. The Offering Memorandum, eligibility certification and Canadian beneficial holder form can be accessed at the following link: www.dfking.com/charter.

About Charter

Charter Communications, Inc. (NASDAQ: CHTR) is a leading broadband connectivity company with services available to nearly 59 million homes and small to large businesses across 41 states through its Spectrum brand. Founded in 1993, Charter has evolved from providing cable TV to streaming, and from high-speed Internet to a converged broadband, WiFi and mobile experience. Over the Spectrum Fiber Broadband Network and supported by our 100% U.S.-based employees, the company offers Seamless Connectivity and Entertainment with Spectrum Internet®, Mobile, TV and Voice products.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, the Exchange Offers. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under “Risk Factors” from time to time in Charter’s filings with the SEC. Many of the forward-looking statements contained in this press release may be identified by the use of forward-looking words such as “believe,” “future,” “expect,” “anticipate,” “should,” “planned,” “will,” “may,” “intend,” “estimated,” “aim,” “on track,” “target,” “opportunity,” “tentative,” “positioning,” “designed,” “create,” “predict,” “project,” “initiatives,” “seek,” “would,” “could,” “continue,” “ongoing,” “upside,” “increases,” “grow,” “focused on” and “potential,” among others.

All forward-looking statements attributable to the Company or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. The Company is under no duty or obligation to update any of the forward-looking statements after the date of this press release. 

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SOURCE Charter Communications, Inc.

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Lightera Announces Major Capital Investment to Expand Submarine Optical Fiber Manufacturing

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52 minutes ago

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September 21, 2026

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COPENHAGEN, Denmark, Sept. 21, 2026 /PRNewswire/ — Lightera today announced a major capital investment to expand its submarine optical fiber manufacturing operations in Denmark and the United States, reinforcing its commitment to meeting the rapidly growing global demand for submarine communications infrastructure. The expansion will nearly triple manufacturing capacity by 2029, ensuring reliable supply for existing customer commitments and future submarine cable programs.

The investment reflects continued strength in the submarine optical fiber market, driven by accelerating investment in artificial intelligence infrastructure, hyperscale data centers, cloud computing, and global network expansion. Lightera’s direct relationships with submarine cable manufacturers and hyperscale companies provide early visibility into future demand and technology trends, as optical fiber is typically purchased approximately one year before cable deployment.

“As demand for global bandwidth continues to accelerate, the industry will require both greater manufacturing capacity and next-generation optical technologies,” said Holly Hulse, Chief Executive Officer of Lightera. “This major expansion reflects our confidence in the long-term future of submarine communications and enables us to deliver both. It is part of a broader series of strategic investments Lightera is making across our global manufacturing footprint to expand capacity, advance next-generation technologies and support long-term customer demand. By expanding capacity today while preparing for multicore fiber, we are ensuring Lightera remains the partner of choice for customers building the next generation of global communications infrastructure.”

The expansion also positions Lightera for the commercialization of multicore fiber (MCF), with initial submarine deployments expected in the 2029–2030 timeframe. This next-generation technology will significantly increase transmission capacity to support future global connectivity.

Lightera’s facilities in Brøndby, Denmark, and Norcross, Georgia, United States, serve as the company’s global manufacturing centers for submarine optical fiber, supplying high-performance optical fiber for some of the world’s most demanding undersea communications networks.

About Lightera

Lightera is a global leader in optical fiber and connectivity solutions. Built on a legacy of expertise in optical science, we provide high-performance solutions that enable faster, more reliable, and sustainable connections for businesses, communities, and industries worldwide.

With operational headquarters in Norcross, Georgia, U.S.A., Lightera serves customers across telecommunications, enterprise, industrial, generative AI, data centers, 5G/6G, utilities, medical, aerospace, defense, and sensing markets.

Lightera is part of Furukawa Electric Group, a pioneer in advancing the next generation of infrastructure through integrated solutions in connectivity, information, energy, and mobility, to create a safe, peaceful, and sustainable world.

Please visit www.Lightera.com

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SOURCE Lightera, LLC

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Paramount Skydance Corporation Announces Extension of Expiration Dates of Previously Announced Exchange Offers and Tender Offers

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52 minutes ago

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September 21, 2026

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LOS ANGELES and NEW YORK, Sept. 21, 2026 /PRNewswire/ — Paramount Skydance Corporation (NASDAQ: PSKY) (“Paramount”) today announced the extension of the Expiration Dates in connection with the previously announced (i) offers to purchase (the “Tender Offers” and each, a “Tender Offer”) for cash, upon the terms and subject to the conditions set forth in the related offer to purchase (the “Offer to Purchase”), any and all of the identified notes in each series of the Existing Tender Offer Notes (defined by reference to the table set forth below) issued by Discovery Global Holdings, Inc. (formerly WarnerMedia Holdings, Inc.) (the “DGH Issuer”) and Discovery Communications, LLC (the “DCL Issuer” and together with the DGH Issuer, each a “WBD Issuer” and collectively the “WBD Issuers”), as applicable, and (ii) offers to exchange (the “Exchange Offers” and each, an “Exchange Offer” and, together with the Tender Offers, the “Offers” and each, an “Offer”), upon the terms and subject to the conditions set forth in the related exchange offer memorandum (the “Offering Memorandum”), any and all of the identified notes in each series of the Existing Exchange Offer Notes (defined by reference to the table set forth below) (together with the Existing Tender Offer Notes, the “Offer Notes”) issued by the applicable WBD Issuer for notes to be newly issued by Paramount.

The Expiration Dates for the Tender Offers and Exchange Offers (as defined in each of the Offer to Purchase and Offering Memorandum, respectively) have been extended to 5:00 p.m., New York City time, on October 2, 2026, unless further extended. The Settlement Dates for the Tender Offers and Exchange Offers (as defined in each of the Offer to Purchase and Offering Memorandum, respectively) will occur promptly after the Expiration Date and are currently anticipated to occur in the third quarter of 2026. Paramount anticipates extending the Expiration Date for such Tender Offers and Exchange Offers until such time that would result in the Settlement Dates occurring on or promptly following the closing date of the proposed acquisition (the “Acquisition”) by Paramount of Warner Bros. Discovery, Inc. (“WBD”). Tenders of the Offer Notes in the Offers may be withdrawn at any time prior to the Expiration Date. The aforementioned extensions further extend the Expiration Dates previously extended by Paramount on June 12, 2026, June 26, 2026, July 13, 2026, July 17, 2026, July 24, 2026, July 31, 2026, August 7, 2026, August 17, 2026, August 24, 2026, August 31, 2026, September 8, 2026, and September 14, 2026.

As of 5:00 p.m., New York City time, on September 18, 2026, approximately 66.87% and 75.12% of the aggregate principal amount of the Existing Tender Offer Notes and Existing Exchange Offer Notes, respectively, have been validly tendered in the applicable Offers. As Paramount previously announced that it anticipates extending the Offers to align with the closing date of the Acquisition, Paramount does not view these figures to be representative of the final results of the applicable Offers.

Information about each series of Offer Notes eligible to participate in the Offers is summarized below.

Type of Offer

Offer Notes to be Tendered
or Exchanged, as
Applicable

Issuer of Offer Notes

CUSIP No. / Common Code
/ ISIN Eligible to
Participate in the Offers (1)

Aggregate Principal
Amount of Offer Notes
Eligible to Participate in the
Offers (2)

Tender Offer

3.950% Senior Notes due 2028

DCL Issuer

25470D CP2

US25470DCP24

$1,234,458,000

Exchange Offer

4.125% Senior Notes due 2029

DCL Issuer

25470D CQ0

US25470DCQ07

$655,825,000

Exchange Offer

3.625% Senior Notes due 2030

DCL Issuer

25470D CR8

US25470DCR89

$914,183,000

Exchange Offer

5.000% Senior Notes due 2037

DCL Issuer

25470D CS6

US25470DCS62

$453,281,000

Exchange Offer

6.350% Senior Notes due 2040

DCL Issuer

25470D CT4

US25470DCT46

$438,102,000

Exchange Offer

4.950% Senior Notes due 2042

DCL Issuer

25470D CU1

US25470DCU19

$130,366,000

Exchange Offer

4.875% Senior Notes due 2043

DCL Issuer

25470D V91
CV9US25470DC

$141,584,000

Exchange Offer

5.200% Senior Notes due 2047

DCL Issuer

25470D W74
CW7US25470DC

$3,161,000

Exchange Offer

5.300% Senior Notes due 2049

DCL Issuer

25470D X57
CX5US25470DC

$247,860,000

Tender Offer

3.755% Senior Notes due 2027

DGH Issuer

254948 AH5

US254948AH58

254948 AN2

US254948AN27

U25483 AA3

USU25483AA38

$1,189,336,000

Exchange Offer

4.054% Senior Notes due 2029

DGH Issuer

254948 AJ1

US254948AJ15

254948 AP7

US254948AP74

U25483 AB1

USU25483AB11

$1,353,828,000

Exchange Offer

4.279% Senior Notes due 2032

DGH Issuer

254948 AK8

US254948AK87

254948 AQ5

US254948AQ57

$2,691,764,000

Exchange Offer

5.050% Senior Notes due 2042

DGH Issuer

254948 AL6

US254948AL60

254948 AR3

US254948AR31

U25483 AD7

USU25483AD76

$4,104,687,000

Exchange Offer

5.141% Senior Notes due 2052

DGH Issuer

254948 AM4

US254948AM44

254948 AS1

US254948AS14

$949,883,000

Exchange Offer

4.302% Senior Notes due 2030

DGH Issuer

XS3393993285

339399328

€234,382,000

Exchange Offer

4.693% Senior Notes due 2033

DGH Issuer

XS3393994507

339399450

€316,641,000

__________

(1)

No representation is made as to the correctness or accuracy of the identifiers listed in this press release or printed on the Offer Notes. Such identifiers are provided solely for the convenience of the holders.

(2)

Represents the aggregate principal amount of Offer Notes outstanding that are eligible to participate in the Offers.

The Exchange Offers are being made pursuant to an exemption from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations of the Securities and Exchange Commission (the “SEC”) promulgated thereunder, and are also not being registered under any state or foreign securities laws. Any securities offered pursuant to the Exchange Offers may not be offered or sold in the United States or to any U.S. persons (as defined below) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Exchange Offers will only be made, and the securities offered pursuant to the Exchange Offers are only being offered and issued, to holders of applicable Existing Exchange Offer Notes who are (a) reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act or (b) not “U.S. persons,” as defined in Rule 902 of Regulation S under the Securities Act (such holders, “Eligible Holders”), and only Eligible Holders who have completed and returned the eligibility certification are authorized to receive or review the Offering Memorandum or to participate in the Exchange Offers. The eligibility certification is available electronically at: https://gbsc-usa.com/eligibility/paramount.

General

Each Offer is a separate offer, and each may be individually consummated, amended, extended, terminated, or withdrawn, subject to certain conditions and applicable law, at any time in Paramount’s sole discretion, and without also consummating, amending, extending, terminating, or withdrawing any other Offer with respect to any other series of Offer Notes. Paramount may terminate an Offer if any of the conditions of such Offer described in the Offer to Purchase or Offering Memorandum, as applicable, are not satisfied or waived by the applicable Expiration Date, subject to applicable law. In addition, Paramount may waive the conditions to an Offer without extending such Offer in accordance with applicable law.

The Offers are being made solely by Paramount and are not being made by WBD or the WBD Issuers. None of Paramount, WBD, the WBD Issuers, the Dealer Managers, the Exchange Agent (as defined below), the Information Agent (as defined below), the trustees under each of the indentures governing the Offer Notes, the trustee or collateral agent under the indenture that will govern the notes to be issued in the Exchange Offers, or any affiliate of any of them makes any recommendation as to whether any holder of Offer Notes should tender or refrain from tendering all or any portion of the principal amount of such holder’s Offer Notes for cash or notes to be issued in the Exchange Offers. No one has been authorized by any of them to make such a recommendation. Holders must make their own decision whether to tender Offer Notes in any Offer and, if so, the amount of Offer Notes to tender.

Only Eligible Holders may receive a copy of the Offering Memorandum and participate in the Exchange Offers. Paramount has engaged Global Bondholder Services Corporation to act as the exchange agent (in such capacity, the “Exchange Agent”) and information agent (in such capacity, the “Information Agent”) for the Offers. Questions concerning the Offers, or requests for additional copies of the Offer to Purchase or Offering Memorandum or other related documents, may be directed to Corporate Actions by telephone at (855) 654-2014 (U.S. toll-free) or (212) 430-3774 (banks and brokers) or by email at contact@gbsc-usa.com. Holders should also consult their broker, dealer, commercial bank, trust company or other institution for assistance concerning the Offers. The Exchange Offer documents and the Tender Offer documents can be accessed at the following link: https://gbsc-usa.com/paramount.

Paramount has engaged BofA Securities and Citigroup as dealer managers (in such capacity, the “Dealer Managers”) for the Offers. Holders with questions regarding the Offers should contact BofA Securities, Inc. at +1 (888) 292-0070 (toll-free) or +1 (980) 388-3646 (collect) or debt_advisory@bofa.com or Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll-free) or +1 (212) 723-6106 or ny.liabilitymanagement@citi.com. Latham & Watkins LLP is serving as legal counsel to Paramount and Cahill Gordon & Reindel LLP is serving as legal counsel to the Dealer Managers.

This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security, and does not constitute an offer, solicitation, or sale of any security in any jurisdiction in which such offer, solicitation, or sale would be unlawful.

About Paramount, a Skydance Corporation

Paramount, a Skydance Corporation is a next-generation global media and entertainment company, comprised of three business segments: Studios, Direct-to-Consumer, and TV Media. PSKY’s portfolio unites legendary brands, including Paramount Pictures, Paramount Television, CBS, CBS News, CBS Sports, Nickelodeon, MTV, BET, Comedy Central, Showtime, Paramount+, Pluto TV, and Skydance Animation, Film, Television, Interactive/Games, and Paramount Sports Entertainment.

PSKY-IR

Cautionary Note Concerning Forward-Looking Statements

This communication contains “forward-looking statements” regarding the Acquisition and the other transactions referred to herein. The reader is cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations and projections of Paramount. Risks and uncertainties include, but are not limited to: the risk that the closing conditions for the Acquisition will not be satisfied, including the risk that clearances under applicable antitrust or regulatory laws will not be obtained or will be obtained subject to conditions that are not anticipated; the possibility that the transactions described herein will not be completed in the expected timeframe or at all; the occurrence of any event, change or other circumstances that could give rise to the termination of the Acquisition; potential adverse effects to the businesses of Paramount or WBD during the pendency of the Acquisition, such as employee departures or distraction of management from business operations; negative effects of the announcement or the consummation of the Acquisition on the market price of WBD or Paramount stock; the risk of stockholder litigation relating to the Acquisition, including resulting expense or delay; the potential that the expected benefits and opportunities of the Acquisition, if completed, may not be realized or may take longer to realize than expected; risks related to the streaming business of the post-Acquisition combined business (the “Combined Company”); the adverse impact on the Combined Company’s advertising revenues as a result of changes in consumer behavior, advertising market conditions, and deficiencies in audience measurement; risks related to operating in highly competitive and dynamic industries; the unpredictable nature of consumer behavior, as well as evolving technologies and distribution models; risks related to the Combined Company’s decision to invest in new businesses, products, services, and technologies, and the evolution of the Combined Company’s business strategy; the potential for loss of carriage or other reduction in, or the impact of negotiations for, the distribution of the Combined Company’s content; damage to the Combined Company’s reputation or brands; losses due to asset impairment charges for goodwill, content and long-lived assets, including finite-lived intangible assets; liabilities related to discontinued operations and former businesses; increasing scrutiny of, and evolving expectations for, sustainability initiatives; evolving business continuity, cybersecurity, privacy and data protection and similar risks; challenges in protecting and maintaining the Combined Company’s intellectual property rights; domestic and global political, economic and regulatory factors affecting the Combined Company’s business generally or the Acquisition; the inability to hire or retain key employees or secure creative talent; disruptions to the Combined Company’s operations as a result of labor disputes; risks and costs associated with the integration of, and Paramount’s ability to integrate, the businesses of Paramount Global, Skydance Media, LLC, and WBD successfully and to achieve anticipated synergies, including in the amounts or on the timelines anticipated to realize such synergies; litigation related to the Acquisition and other matters or transactions; risks associated with the Combined Company’s holding company structure, including its dependence on distributions from its subsidiaries to meet tax obligations and other cash requirements; risks related to our indebtedness, including our substantial outstanding debt obligations, our ability to incur substantially more debt and our ability to meet the financial and other covenants contained in the agreements governing the indebtedness of Paramount, WBD, or the Combined Company. A further list and description of these risks, uncertainties and other factors and the general risks associated with the respective businesses of Paramount and WBD can be found in Paramount’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 25, 2026, including in the sections captioned “Cautionary Note Concerning Forward-Looking Statements” and “Item 1A. Risk Factors,” Paramount’s most recently filed Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 4, 2026, including in the sections captioned “Cautionary Note Concerning Forward-Looking Statements” and “Item 1A. Risk Factors,” and Paramount’s subsequent filings with the SEC, and in WBD’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 27, 2026, including in the section captioned “Item 1A. Risk Factors,” WBD’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 6, 2026, and WBD’s subsequent filings with the SEC. Neither Paramount nor WBD undertakes to update any forward-looking statement as a result of new information or future events or developments, except as required by law.

View original content:https://www.prnewswire.com/news-releases/paramount-skydance-corporation-announces-extension-of-expiration-dates-of-previously-announced-exchange-offers-and-tender-offers-302885233.html

SOURCE Paramount Skydance Corporation

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Technology

Cosign Launches in Phoenix as Record Vacancy Collides With Outdated Approval Standards

Published

53 minutes ago

on

September 21, 2026

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Guarantor Platform Helps Properties Approve Qualified Renters as Concessions Climb and Rents Fall

PHOENIX, Sept. 21, 2026 /PRNewswire/ — Cosign, a third-party guarantor platform and cosigner alternative designed to expand renter access while protecting property owners, has launched in the Phoenix-Mesa-Chandler MSA as the Valley works through some of the highest apartment vacancy in the country.

According to CoStar, apartment vacancy across Maricopa County and the broader Phoenix-Mesa-Chandler MSA sits at 10.8%, still near the highest level since the Great Recession despite improving from a peak of 12.6%. The metro ranks among the nation’s top 10 highest-vacancy markets, alongside fellow Sun Belt builders like Austin, Charlotte and San Antonio. Asking rents fell 1.2% over the past year, and operators are leaning harder on concessions, with 10 or more weeks of free rent now common at newly built communities.

At Zendoor, a Phoenix-based multifamily property management company, the team has adopted Cosign to help streamline apartment approval for renters who can afford the rent but get screened out by rigid legacy criteria.

“At Zendoor, we’re seeing that many renters who may not meet traditional screening criteria can still be responsible, qualified residents,” said Jessa Mae, the resident support team lead at Zendoor. “Having flexible solutions that give these applicants another path to approval can help property managers reduce unnecessary denials while making it easier to fill homes across the Phoenix market.”

Founded by real estate owners and operators, Cosign uses a data-driven underwriting model that evaluates payment behavior and recency rather than relying solely on credit scores. The platform is designed to help owners fill units faster without lowering standards, a case that matters most in markets like Phoenix where every leased unit counts against a deep supply overhang.

“Phoenix is a market where owners can’t afford to lose a qualified renter over a technicality,” said Zach Schofel, co-founder and CEO of Cosign. “When vacancy is this high, the properties that win are the ones saying yes to renters who can actually pay, and that’s exactly what we help them do.”

For more information, visit www.rentwithcosign.com and follow on social media @rentwithcosign.

About Cosign
Cosign is a real estate technology company and lease guarantor service that bridges the gap between qualified renters and landlords. Founded by real estate professionals, Cosign’s mission is to expand housing access through data-driven underwriting that considers payment behavior, not just credit scores. Active in more than 600,000 units across 3,000+ communities nationwide, Cosign is helping modern operators approve more qualified renters in both tight and oversupplied markets. For more information, visit www.rentwithcosign.com.

View original content to download multimedia:https://www.prnewswire.com/news-releases/cosign-launches-in-phoenix-as-record-vacancy-collides-with-outdated-approval-standards-302885127.html

SOURCE Cosign

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