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): April 14, 2008
Charter Communications, Inc.
(Exact name of registrant as
specified in its charter)
Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
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000-27927
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43-1857213
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(Commission File
Number)
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(I.R.S. Employer
Identification Number)
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12405 Powerscourt Drive
St. Louis, Missouri
63131
(Address of principal executive
offices including zip code)
(314) 965-0555
(Registrant's telephone number,
including area code)
Not
Applicable
(Former name or former address, if
changed since last report)
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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE;
TRANSFER OF LISTING.
On April
14, 2008, Charter Communications, Inc. (the “Company”) received a letter
from The NASDAQ Stock Market LLC (“NASDAQ”) advising that, for the previous 30
consecutive business days, the bid price of the Company’s Class A common stock
(the “Common Stock”) had closed below the minimum $1.00 per share requirement
for continued inclusion on the NASDAQ Global Select Market pursuant to NASDAQ
Marketplace Rule 4450(a)(5). This notification has no effect on the listing
of the Common Stock at this time. On April 18, 2008, the Company
issued the press release, filed with this Current Report as Exhibit 99.1,
announcing that it had received such letter from NASDAQ.
NASDAQ
stated in its letter that, in accordance with NASDAQ Marketplace
Rule 4450(e)(2), the Company will be provided 180 calendar days, or until
October 13, 2008, to regain compliance with the minimum bid price requirement.
The NASDAQ letter also states that if at any time before October 13, 2008, the
bid price of the Common Stock closes at $1.00 per share or more for a minimum of
10 consecutive business days, the NASDAQ staff will provide the Company with
written notification that it has again achieved compliance with the minimum bid
price requirement.
The
Company intends to monitor the bid price of the Common Stock and consider
available options if the Common Stock does not trade at a level likely to result
in the Company regaining compliance with NASDAQ’s minimum bid price
requirement by October 13, 2008.
If the
Company does not regain compliance with the minimum bid price requirement by
October 13, 2008, the Company may appeal the delisting determination to a NASDAQ
Listings Qualifications Panel pursuant to applicable NASDAQ rules.
Alternatively, NASDAQ Marketplace Rule 4450(i) may permit the Company
to transfer the Common Stock to the NASDAQ Capital Market if the Common Stock
satisfies all criteria, other than compliance with the minimum bid price
requirement, for initial inclusion on such market. In the event of such a
transfer, the NASDAQ Marketplace Rules provide that the Company will be
afforded an additional 180 calendar days to comply with the minimum bid price
requirement while listed on the NASDAQ Capital Market.
ITEM 9.01. FINANCIAL STATEMENTS AND
EXHIBITS.
The
following exhibits are filed pursuant to Item 3.01:
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Exhibit
Number
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Description
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| 99.1 |
Press
Release dated April 18, 2008. *
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* filed
herewith
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Charter
Communications, Inc. has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS, INC.
Registrant
Dated: April
18, 2008
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By:/s/ Grier C.
Raclin
Name:
Grier C. Raclin
Title:
Executive Vice
President, General Counsel and Corporate
Secretary
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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| 99.1 |
Press
Release dated April 18, 2008. *
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* filed
herewith