Time Warner Cable to issue debt to pay dividend to parent

Time Warner Cable Inc. (NYSE: TWC) has filed a shelf registration with the Securities and Exchange Commission and has commenced an underwritten public offering of debt securities with maturities ranging from 5 to 30 years. Unfortunately, the size was not listed in the S-3 filing this morning.

The net proceeds from the issuance of the debt securities are expected to be used to finance a one-time dividend to stockholders of Time Warner Cable to be paid just prior to the previously announced spin-off of Time Warner Cable from its parent company Time Warner Inc. (NYSE: TWX).

What is interesting is that this leaves an out in case market conditions or other conditions would keep that spin-off from happening. If the separation is not consummated and the special dividend is not paid, Time Warner Cable says it will use the proceeds for general corporate purposes. Those general purposes are the traditional terminology that is cookie cutter vernacular: additions to working capital, capital expenditures, repayment of debt, the financing of possible acquisitions and investments or stock repurchases.

Time Warner Cable Inc. is the issuer and these debt instruments that are to be guaranteed by its subsidiaries TW NY Cable Holding Inc. and Time Warner Entertainment Company, L.P.

While the size was not listed, this is likely going to be a very large underwriting if you see how many underwriters there are for a mere debt offering. Banc of America Securities, BNP Paribas Securities, Greenwich Capital Markets, Morgan Stanley, and Wachovia Capital Markets, LLC are the listed underwriters for this debt offering.