June 7, 2018
Altice N.V. and Altice USA Announce the Number of Shares of Altice USA Class A Common Stock and Class B Common Stock to be Distributed
June 7, 2018 — Altice N.V. (“Altice NV”, Euronext: ATC, ATCB) and Altice USA, Inc. (“Altice USA”, NYSE: ATUS) today announce the number of shares of Altice USA Class A common stock and Class B common stock to be distributed to Altice NV shareholders in connection with the separation of Altice USA from Altice NV (the “Separation”).
The number of shares of Altice USA Class A common stock and Altice USA Class B common stock to be distributed will be:
Altice USA Class A common stock 247,683,489(1)
Altice USA Class B common stock 247,683,443(1)
The Separation was previously announced by Altice NV on January 8, 2018. The Separation is to be effected by way of a special distribution in kind by Altice NV of its 67.2% interest in Altice USA to Altice NV shareholders out of Altice NV’s share premium reserve (the “Distribution”).(2) Each shareholder of Altice NV as of 18:00 CET on May 23, 2018, the Distribution record date, will be entitled to receive 0.4163 shares of Altice USA common stock for every share held by such shareholder in Altice NV’s capital on the Distribution record date. Altice NV will implement the Distribution on June 8, 2018. Following the Distribution, there will be 489,384,523 shares of Altice USA Class A common stock and 247,684,443 shares of Altice USA Class B common stock outstanding.
Between May 24, 2018 and June 4, 2018, each Altice NV shareholder was given the opportunity to elect the percentage of shares of Altice USA Class A common stock and shares of Altice USA Class B common stock such shareholder will receive in the Distribution, whereby the number of shares of Altice USA Class B common stock to be distributed was subject to a cap of 50% of the total shares of Altice USA common stock being distributed (the “Class B Cap”). Because the Class B Cap has been exceeded, the shares of Altice USA Class B common stock to be delivered to Altice NV’s shareholders of record who elected to receive them were subject to proration, and such shareholders will receive shares of Altice USA Class
(1) Fractional shares of Altice USA common stock will not be distributed in the Distribution. Fractional shares of Altice USA Class A common stock and Altice USA Class B common stock (after conversion into shares of Altice USA Class A common stock) will be aggregated into whole shares of Class A common stock, which will be sold in the open market at prevailing market prices. These numbers therefore reflect the conversion of 23 shares of Altice USA Class B common stock into Altice USA Class A common stock for purposes of selling them in the open market.
(2) The Distribution excludes shares indirectly owned by Altice NV through Neptune Holding US LP.