false0001702780 0001702780 2019-12-07 2019-12-07
 
 
 
 
 
 
 
 
 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
December 10, 2019 (December 7, 2019)
 
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Altice USA, Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
(State of Incorporation)
 
001-38126
 
38-3980194
(Commission File Number)
 
(IRS Employer Identification Number)
 
1 Court Square West
 
 
Long Island City,
New York
 
11101
(Address of principal executive offices)
 
(Zip Code)

(516) 803-2300
(Registrant’s telephone number, including area code)
  
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company     
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   





Title of each class
Trading Symbol
Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share
ATUS
New York Stock Exchange
 
 
 
 
 
 
 
 
 
 







Item 3.02    Unregistered Sales of Equity Securities.
On December 7, 2019, Altice USA, Inc. (the “Company”) entered into an agreement with CVC 3 B.V. (“CVC 3”), whereby CVC 3 assigned all of its interest (the “Partnership Interest”) in Neptune Holding US Limited Partnership (the “Partnership”) to the Company in exchange for the transfer by the Company to CVC 3 of 6,290,292 shares of Class A common stock of the Company.  At the time of the assignment, the Partnership Interest represented 6,290,292 shares of Class A common stock of the Company held by the Partnership. The exchange transaction is exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
ALTICE USA, INC.
 
 
 
 
Dated: December 10, 2019
By:
/s/ Michael E. Olsen
 
 
Michael E. Olsen
 
 
EVP, General Counsel and Secretary