Print Page  Close Window

SEC Filings

8-K
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form 8-K on 01/05/2000
Entire Document
 


<PAGE>   1

                                    FORM 8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                              --------------------


                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15 (d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



       Date of report (Date of earliest event reported): December 27, 1999




                          CHARTER COMMUNICATIONS, INC.
                          ----------------------------
             (Exact name of registrant as specified in its charter)


                                    Delaware
                                    --------
         (State or Other Jurisdiction of Incorporation or Organization)



          000-27927                                  43-1857213
          ---------                                  ----------
   Commission File Number                         (Federal Employer
                                                Identification Number)


12444 Powerscourt Drive - Suite 400
St. Louis, Missouri                                       63131
---------------------------------------                   -----
(Address of Principal Executive Offices)                  (Zip Code)

(Registrant's telephone number, including area code)      (314) 965-0555








<PAGE>   2



ITEM 5 OTHER ITEMS

     Charter Communications Holdings, LLC and Charter Communications Holdings
Capital Corporation, both beneficially owned subsidiaries of Charter
Communications, Inc. (collectively, the "Issuers"), announced plans to raise
$900 million in a private placement of high yield bonds to repay notes that will
be put to the Issuers' subsidiaries in pending change of control offers and for
working capital purposes.

     The Issuers plan to sell senior notes due 2008 and 2010 and senior discount
notes due 2012 in early January.

     A copy of the press release announcing the contemplated financing is being
filed as Exhibit 99.1 with this report.





<PAGE>   3



ITEM 7 EXHIBITS

     (a)  Exhibits.

          99.1      Press release dated December 27, 1999.*

----------------
*filed herewith



<PAGE>   4





                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
Charter Communications, Inc. has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.




                                        CHARTER COMMUNICATIONS, INC.,
                                        registrant




Dated January 3, 2000                   By:  /s/ KENT D. KALKWARF
                                             --------------------
                                             Name:   Kent D. Kalkwarf
                                             Title:  Senior Vice
                                                     President and Chief
                                                     Financial Officer
                                                     (Principal Financial
                                                     Officer and
                                                     Principal Accounting
                                                     Officer)









<PAGE>   1

     

                                                                       
                                                                    EXHIBIT 99.1

[CHARTER COMMUNICATIONS LOGO]


FOR IMMEDIATE RELEASE


PRIVATE DEBT OFFERING PLANNED BY CHARTER COMMUNICATIONS HOLDINGS, LLC AND
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORPORATION

St. Louis, MO, December 27 - Charter Communications Holdings, LLC and Charter
Communications Capital Corporation today announced that they intend to privately
offer Senior Notes due 2008, Senior Notes due 2010 and Senior Discount Notes due
2012 to raise total proceeds of approximately $900,000,000. The issuers plan to
offer the notes to qualified institutional buyers in reliance on Rule 144A. The
net proceeds of the offering will be used to repay notes that will be put to the
issuers' subsidiaries in pending change of control offers and for working
capital purposes.

Charter is the fourth largest operator of cable television systems in the United
States, after giving effect to a pending acquisition and the planned transfer to
it of cable assets from its parent company.

The notes have not been registered under the Securities Act of 1933, as amended
(the "Securities Act"), and, unless so registered, may not be offered or sold in
the United States except pursuant to an exemption from, or in a transaction not
subject
 to, the registration requirements of the Securities Act and applicable
state securities laws. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy nor shall there be any sale of the notes
in any state in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such state.

                                       ###