Press Release Source: Cablevision Systems Corporation
Rainbow National Services LLC Announces Proposed Offering of $800 Million
Monday August 2, 7:55 pm ET
BETHPAGE, N.Y.--(BUSINESS WIRE)--Aug. 2, 2004--Rainbow National Services LLC (RNS), a subsidiary of Cablevision Systems Corporation (NYSE: CVC - News), today announced an offering of $800 million principal amount of notes, including $250 million of senior notes due 2012 and $550 million of senior subordinated notes due 2014. RNS expects to use the proceeds of the notes offering, together with borrowings under a new $950 million senior secured credit facility, to make a distribution to its parent company, Rainbow Media Enterprises, Inc. Rainbow Media Enterprises will distribute approximately $725 million of the proceeds to Rainbow Media Holdings to repay all existing borrowings under its $821 million credit facility, which are guaranteed by subsidiaries of RNS. Rainbow Media Enterprises will use the remaining proceeds to invest in its subsidiaries, including primarily Rainbow DBS.
The notes are only being sold in a Rule 144A private offering to qualified institutional investors and in a Regulation S offering to certain non-U.S. persons in transactions outside the United States. The notes will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States except pursuant to an effective registration statement under the Securities Act or in accordance with an applicable exemption from registration requirements of the Securities Act.
THIS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF ANY OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE.
Rainbow National Services LLC is a wholly owned subsidiary of Cablevision that was organized as the financing vehicle for these transactions. RNS will own the three nationally distributed 24-hour entertainment programming networks: AMC; WE: Women's Entertainment; and IFC (The Independent Film Channel).
This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 199, including statements regarding the application of the proceeds of the offering of the notes. 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 industry 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.
Rainbow National Services LLC Announces Proposed Offering of $800 Million
Monday August 2, 7:55 pm ET
BETHPAGE, N.Y.--(BUSINESS WIRE)--Aug. 2, 2004--Rainbow National Services LLC (RNS), a subsidiary of Cablevision Systems Corporation (NYSE: CVC - News), today announced an offering of $800 million principal amount of notes, including $250 million of senior notes due 2012 and $550 million of senior subordinated notes due 2014. RNS expects to use the proceeds of the notes offering, together with borrowings under a new $950 million senior secured credit facility, to make a distribution to its parent company, Rainbow Media Enterprises, Inc. Rainbow Media Enterprises will distribute approximately $725 million of the proceeds to Rainbow Media Holdings to repay all existing borrowings under its $821 million credit facility, which are guaranteed by subsidiaries of RNS. Rainbow Media Enterprises will use the remaining proceeds to invest in its subsidiaries, including primarily Rainbow DBS.
The notes are only being sold in a Rule 144A private offering to qualified institutional investors and in a Regulation S offering to certain non-U.S. persons in transactions outside the United States. The notes will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States except pursuant to an effective registration statement under the Securities Act or in accordance with an applicable exemption from registration requirements of the Securities Act.
THIS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF ANY OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE.
Rainbow National Services LLC is a wholly owned subsidiary of Cablevision that was organized as the financing vehicle for these transactions. RNS will own the three nationally distributed 24-hour entertainment programming networks: AMC; WE: Women's Entertainment; and IFC (The Independent Film Channel).
This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 199, including statements regarding the application of the proceeds of the offering of the notes. 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 industry 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.
