Optimum amends Schedule TO, cites preliminary tender results

Rhea-AI Filing Summary

Optimum Communications, Inc. amends its Schedule TO to report that CSC Investments II LLC made an offer to purchase up to 120,000,000 shares of Class A Common Stock for cash, subject to a cap so that cash used to purchase accepted shares would not exceed $300 million. The Amendment states that on July 1, 2026 the company issued a press release announcing preliminary results for the offer, which expired at 5:00 p.m., New York City time, on June 30, 2026. The filing incorporates that press release as Exhibit (a)(5)(B) and otherwise leaves prior Schedule TO disclosures unchanged.

Insights

Tender Offer Specialist

Amendment confirms preliminary tender offer results and incorporation of a July 1 press release.

The Amendment amends Item 11 to add that a press release announcing preliminary results was issued on July 1, 2026, for an offer that expired on June 30, 2026. It explicitly incorporates the press release as Exhibit (a)(5)(B).

Key dependencies are the Offer to Purchase and Letter of Transmittal previously filed; the Amendment does not change offer mechanics such as the 120,000,000 share cap or the $300 million cash limit.

Corporate Finance Analyst

Filing is administrative: reports press release and confirms prior terms of the offer.

The Schedule TO continues to reflect an offer by CSC Investments II to buy up to 120,000,000 shares of Class A Common Stock with total cash purchases not to exceed $300 million. The Amendment's sole addition is the press release reporting preliminary results.

Operational or cash‑flow outcomes are not specified in the Amendment; subsequent filings or the referenced press release would provide exact acceptance counts and cash expended.

Key Figures

Shares offered: 120,000,000 shares Cash cap: $300 million Offer expiration: June 30, 2026 +1 more

4 metrics

Shares offered 120,000,000 shares maximum shares the Offer permitted CSC Investments II to purchase

Cash cap $300 million maximum cash to be used to purchase accepted shares

Offer expiration June 30, 2026 Offer expired at 5:00 p.m., New York City time

Press release date July 1, 2026 date company issued press release announcing preliminary results

Key Terms

Tender Offer, Schedule TO, Offer to Purchase, Letter of Transmittal

4 terms

Tender Offer regulatory

"offer by CSC Investments II to purchase for cash up to 120,000,000 shares"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

Schedule TO regulatory

"Amendment No. 2 amends and supplements the Tender Offer Statement on Schedule TO"

A phrase indicating that a company plans or intends to hold an event, publish information, or take an action at a specified future time, but that the timing is not guaranteed and may change. For investors it signals an expected milestone—like an earnings call, product launch, or filing—so think of it as a calendar note rather than a firm promise; timing shifts can affect trading, expectations, and planning.

Offer to Purchase financial

"the Offer to Purchase, dated June 1, 2026, filed as Exhibit (a)(1)(A)"

An offer to purchase is a formal proposal from one party to buy a specific amount of shares or assets from another party at a set price. It matters to investors because it signals interest in acquiring ownership and can influence the value or control of a company. Think of it as someone putting forward a clear, serious offer to buy something they find valuable.

Letter of Transmittal regulatory

"Letter of Transmittal filed as Exhibit (a)(1)(B)"

A letter of transmittal is a written form investors use when sending physical stock certificates or electronic ownership documents to a company or its agent to surrender shares, tender them in an offer, or claim payment or replacement securities. It acts like a packing slip that lists what is enclosed, gives instructions on how the transfer should be handled, and provides proof of the transaction—important for ensuring investors receive the correct payment or new securities without delay or dispute.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did OPTU's Amendment No. 2 to the Schedule TO report?

It reported that Optimum issued a press release on July 1, 2026 announcing preliminary results of CSC Investments II's tender offer, and incorporated that release as Exhibit (a)(5)(B). The Amendment otherwise leaves prior Schedule TO disclosures unchanged.

How many shares was CSC Investments II authorized to purchase in the offer?

The Offer permitted CSC Investments II to purchase up to 120,000,000 shares of Optimum Class A Common Stock, subject to the cash cap described in the Schedule TO. The Amendment reaffirms that cap in the existing disclosures.

What cash limit applied to the tender offer described in OPTU's filing?

The tender offer was limited so that cash used to purchase accepted shares would not exceed $300 million. That cash cap is restated in the Schedule TO language incorporated by this Amendment.

When did the tender offer expire and when was the press release issued?

The Offer expired at 5:00 p.m., New York City time, on June 30, 2026, and the company issued the press release announcing preliminary results on July 1, 2026, which is attached as Exhibit (a)(5)(B).

Does Amendment No. 2 change the Offer's terms or mechanics?

No. The Amendment states it solely amends Item 11 to add the press release and explicitly says the information in the Schedule TO, Offer to Purchase, and Letter of Transmittal remains unchanged.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/01/2026 - 08:40 AM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________

SCHEDULE TO

(Amendment No. 2)

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

__________________________

Optimum Communications, Inc.

(Name of Subject Company)

Optimum Communications, Inc.

CSC Investments II LLC

(Name of Filing Persons — Offeror)

__________________________

Class A Common Stock, $0.01 par value

(Title of Class of Securities)

02156K103

(CUSIP Number of Class of Securities)

Michael E. Olsen

General Counsel

Optimum Communications, Inc.

1 Court Square West

Long Island City, New York 11101

(516) 803-2300

(Name, address and telephone number of person authorized to receive notices and communications on behalf of filing person)

__________________________

Copies to:

Andrew J. Ericksen Laura Katherine Mann White & Case LLP 609 Main Street, Suite 2900 Houston, Texas 77002 (713) 496-9688 Jonathan Michels White & Case LLP 1221 Avenue of the Americas New York, New York 10020 Tel: (212) 819-8200

__________________________

☐ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

☐		third-party tender offer subject to Rule 14d-1.
☒		issuer tender offer subject to Rule 13e-4.
☐		going-private transaction subject to Rule 13e-3.
☐		amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer: ☐

If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon:

☐		Rule 13e-4(i) (Cross-Border Issuer Tender Offer)
☐		Rule 14d-1(d) (Cross-Border Third Party Tender Offer)

AMENDMENT NO. 2 TO SCHEDULE TO

This Amendment No. 2 (this “Amendment No. 2”) amends and supplements the Tender Offer Statement on Schedule TO originally filed with the Securities and Exchange Commission (the “Commission”) by Optimum Communications, Inc., a Delaware corporation (“Optimum” or the “Company”) and CSC Investments II LLC, a Delaware limited liability company (“CSC Investments II”) and a wholly owned subsidiary of Optimum, on June 1, 2026, as amended and supplemented by Amendment No. 1 to the Tender Offer Statement filed with the Commission on June 22, 2026 (the “Schedule TO”), relating to the offer by CSC Investments II to purchase for cash up to 120,000,000 shares of Optimum’s Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), in an amount such that the amount of cash used to purchase such Class A Common Stock accepted for purchase by CSC Investments II shall not exceed $300 million. The offer by CSC Investments II was made upon the terms and subject to the conditions described in the Offer to Purchase, dated June 1, 2026, a copy of which was filed as Exhibit (a)(1)(A) to the Schedule TO (together with such amendments or supplements thereto, the “Offer to Purchase”), and in the related Letter of Transmittal (the “Letter of Transmittal,” and together with the Offer to Purchase, as they may be amended or supplemented from time to time, the “Offer”), a copy of which was filed as Exhibit (a)(1)(B) to the Schedule TO.

The purpose of this Amendment No. 2 is solely to amend and supplement the Schedule TO to indicate that on July 1, 2026, the Company issued a press release announcing the preliminary results of the Offer. Only those items that are amended or supplemented are reported in this Amendment No. 2. Except as specifically provided herein, the information contained in the Schedule TO, the Offer to Purchase and the Letter of Transmittal remains unchanged and this Amendment No. 2 does not modify any of the information previously reported on the Schedule TO. This Amendment No. 2 should be read together with the Schedule TO and all exhibits attached thereto, including the Offer to Purchase and the Letter of Transmittal, as each may be amended or supplemented from time to time.

Item 11. Additional Information.

Item 11 of the Schedule TO is hereby amended and supplemented by adding the following:

On July 1, 2026, the Company issued a press release announcing the preliminary results of the Offer, which expired at 5:00 p.m., New York City time, on June 30, 2026. A copy of the press release is filed as Exhibit (a)(5)(B) and is incorporated by reference herein.

Item 12. Exhibits.

Item 12 of the Schedule TO is hereby amended and supplemented by adding the following exhibit:

Exhibit Number		Description
(a)(5)(B)		Press release issued by Optimum Communications, Inc., dated July 1, 2026.

1

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: July 1, 2026

		OPTIMUM COMMUNICATIONS, INC.
		By:		/s/ Marc Sirota
				Name:		Marc Sirota
				Title:		Chief Financial Officer

		CSC INVESTMENTS II LLC
		By:		/s/ Marc Sirota
				Name:		Marc Sirota
				Title:		Chief Financial Officer

2