DEFA14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
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EXCHANGE ACT OF 1934 (AMENDMENT NO.
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Soliciting Material Pursuant to
Section 240.14a-11(c) or Section 240.14a-2. |
Charter Communications
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Charter)
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NEWS |
FOR RELEASE: 7:30 AM CT, Tuesday, August 9, 2005
CHARTER NAMES NEIL SMIT AS PRESIDENT AND CEO
Former AOL Access Business President Brings Extensive Experience
In Customer Service, Sales, Marketing and Operations
St. Louis, MO - Charter Communications, Inc. (Nasdaq: CHTR) (along with its subsidiaries, the
Company or Charter) today announced that its Board of Directors has unanimously elected Neil
Smit to the position of President and Chief Executive Officer, effective August 22, 2005. Mr. Smit
will also serve as a member of Charters Board of Directors. He succeeds Robert P. May, a Charter
Board Member who has served as Charters Interim President and Chief Executive Officer since
January 2005. Mr. May will remain a member of Charters Board of Directors and a member of its
Strategic Planning Committee.
Mr. Smit brings significant operational experience to Charter, having most recently served as the
President of Time Warners America Online Access Business, overseeing Internet access services
including AOL, CompuServe, and Netscape ISP. As President, he was responsible for all aspects of
the $5 billion revenue, 21 million-member ISP business, including member acquisitions, retention,
brand marketing, product definition, customer service, business development and finance. He
oversaw the work of more than 11,000 people.
Neil is a proven, talented executive with the right combination of operational, marketing and
customer service skills to lead Charter to the next level, said Paul G. Allen, Chairman of
Charters Board of Directors. He brings a wealth of practical know-how built over an impressive
20-year career working with multi-service providers and leading consumer brands. He also has a real
vision of the opportunities and challenges in todays rapidly converging entertainment and
communications industries that will benefit Charter. Were delighted hes part of our team and
look forward to him continuing to implement our comprehensive operations improvement program to
better position Charter for growth.
I am excited to be joining Charter and I look forward to being part of Charters management team
as we continue the positive momentum begun over the past year to stimulate growth and deliver value
to our customers and shareholders, Mr. Smit said. Charter has the workforce, the network, and
the products and services in place to become a formidable player in the provision of bundled video,
data and telecommunications services, where technological advances and quality customer care
provide real growth opportunities.
Mr. Smit, 46, has an extensive background in customer service, sales and operations. At AOL, he
was also Executive Vice President, Member Development, where he oversaw retention marketing,
customer service, new revenue and renewal/payment marketing. He also served as Executive Vice
President, Member Services, AOLs largest operational role, and oversaw its global service-center
staff of 10,000 that handle issues such as registration, retention, billing,
upsell and technical assistance. Prior to that, Mr. Smit had been Senior Vice President of AOLs
product and programming team, where he managed programming, promotion, and market development for
AOL categories including autos, computing, consumer electronics, consumer packaged goods, local,
and small business. He also has served as Chief Operating Officer of AOL Local, managing all
aspects of programming and technology for the group and as Chief Operating Officer of MapQuest
managing its three business areas.
Before joining AOL in 2000, Mr. Smit spent 10 years in the consumer packaged-goods industry.
He was a regional president with Nabisco where he was responsible for 75 leading brands and a staff
of 4,000. He also held management positions with Pillsbury.
Mr. Smit has a bachelor of science degree from Duke University, and a masters degree with focus in
international business from Tufts Universitys Fletcher School of Law and Diplomacy in Medford, MA.
He served in the United States Navy as a Navy SEAL, achieving the rank of Lieutenant Commander.
Commenting on Mr. May, Mr. Allen said, As we welcome Neil to Charter, the Board extends our
sincere thanks to Bob May, whose leadership has been vital to Charter over these past eight months
while we conducted this extensive CEO search. Bob has earned many times over the respect of both
our Board and our employees, and we look forward to his continued service to our Company as a Board
Member.
It has been a great privilege to serve Charter as Interim President and CEO, and to work with the
16,000 finest employees in the industry, Mr. May said. I am very proud that our focus on
disciplined operational improvement and execution is gaining traction, resulting in positive
financial results for two consecutive quarters this year. I look forward to helping Neil during
the transition and to returning to my work as an active member of the Board of Directors.
About Charter Communications
Charter Communications, Inc., a broadband communications company, provides a full range of advanced
broadband services to the home, including cable television on an advanced digital video programming
platform via Charter Digital, Charter High-Speed Internet service and Charter
Telephone. Charter Business provides scalable, tailored and cost-effective broadband
communications solutions to organizations of all sizes through business-to-business Internet, data
networking, video and music services. Advertising sales and production services are sold under the
Charter Media® brand. More information about Charter can be found at www.charter.com.
# # #
Contacts:
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Press:
David Andersen
314/543-2213
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Analysts:
Mary Jo Moehle
314/543-2397
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Cautionary Statement Regarding Forward-Looking Statements:
This release includes forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities
Exchange Act of 1934, as amended (the Exchange Act), regarding, among other things, our plans,
strategies and prospects, both business and financial. Although we believe that our plans,
intentions and expectations 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. Many of the forward-looking statements contained in this release may be identified by
the use of forward-looking words such as believe, expect, anticipate, should, planned,
will, may, intend, estimated and potential, among others. Important factors that could
cause actual results to differ materially from the forward-looking statements we make in this
release are set forth in reports or documents that we file from time to time with the SEC, and
include, but are not limited to:
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the availability of funds to meet interest payment obligations under our debt and to
fund our operations and necessary capital expenditures, either through cash flows from
operating activities, further borrowings or other sources; |
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our ability to sustain and grow revenues and cash flows from operating activities by
offering video, high-speed Internet, telephone and other services and to maintain a stable
customer base, particularly in the face of increasingly aggressive competition from other
service providers; |
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our ability to comply with all covenants in our indentures and credit facilities, any
violation of which would result in a violation of the applicable facility or indenture and
could trigger a default of other obligations under cross-default provisions; |
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our ability to repay or refinance debt as it becomes due; |
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our ability to obtain programming at reasonable prices or to pass cost increases on to our customers; |
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general business conditions, economic uncertainty or slowdown; and |
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the effects of governmental regulation, including but not limited to local franchise
taxing authorities, on our business. |
All forward-looking statements attributable to us or any person acting on our behalf are expressly
qualified in their entirety by this cautionary statement. We are under no duty or obligation to
update any of the forward-looking statements after the date of this release.