ITEM 8.01 - OTHER EVENTS
On November 28, 2012, Cincinnati Bell Inc. issued a press release announcing the
final results of its previously announced cash tender offers for its 8.375%
Senior Notes due 2020 (CUSIP No. 171871AN6) (the "2020 Notes") and its 8.25%
Senior Notes due 2017 (CUSIP No. 171871AL0) (the "2017 Notes" and, together with
the 2020 Notes, the "Notes"), subject to a maximum aggregate purchase price of
$100,000,000 (the "Maximum Purchase Price"). The tender offers expired at 11:59
p.m., New York City time on November 27, 2012, at which time approximately
$478.6 million aggregate principal amount and $382.7 million aggregate principal
amount of the 2020 Notes and the 2017 Notes, respectively, had been validly
tendered and not validly withdrawn.
Acceptance of Notes for purchase in the tender offers is subject to the Maximum
Purchase Price, acceptance priorities and proration, all as described in the
Offer to Purchase and related Letter of Transmittal. The 2020 Notes have a
higher purchase priority than the 2017 Notes and on any payment date Cincinnati
Bell will accept for purchase all validly tendered and not subsequently validly
withdrawn 2020 Notes, subject to the Maximum Purchase Price, prior to accepting
any 2017 Notes for purchase. As a result, Cincinnati Bell did not accept for
purchase any 2017 Notes or any Notes tendered after 5:00 p.m., New York City
time on November 9, 2012 (the "Early Tender Date").
Holders who validly tendered their 2020 Notes on or before the Early Tender Date
and whose 2020 Notes were accepted for purchase received total consideration of
$1,097.50 per $1,000 principal amount of 2020 Notes, including an early tender
premium of $30.00 per $1,000 principal amount of 2020 Notes, subject to the
terms and conditions set forth in the Offer to Purchase and related Letter of
Transmittal. A copy of the press release is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
This report does not constitute a notice of redemption under the optional
redemption provisions of either of the indentures governing the 2017 Notes or
the 2020 Notes, nor does it constitute an offer to sell, or a solicitation of an
offer to buy, any security. No offer, solicitation, or sale will be made in any
jurisdiction in which such an offer, solicitation, or sale would be unlawful.