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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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  Cable television systems offer their customers programming that includes the
local network, independent and educational broadcast television stations, a
limited number of broadcast television signals from distant cities, numerous
satellite-delivered, non-broadcast channels and in some systems local
information and public, educational and governmental access channels.
Depending upon each system's channel capacity and viewer interests, the
Company offers tiers of cable television programming: a basic programming tier
(consisting generally of network, independent and public television signals
available over-the-air), an "expanded basic" programming tier (consisting
generally of satellite-delivered programming services with broad based
viewership appealing to a wide variety of subscriber tastes), one or more
specialty tiers (consisting of satellite-delivered programming, services
tailored to particular niche subscriber groups such as the Sci-Fi Channel,
Home & Garden, The Cartoon Network, American Movie Classics, ESPN2 and
regional sports programming) and per channel and pay-per-view premium services
purchased from content suppliers such as HBO, Cinemax and The Disney Channel.
  In connection with the Acquisition, the Company has retained Time Warner
under an exclusive arrangement to manage all of the Company's programming,
except local programming, at rates which the Company believes will be
favorable. Time Warner will have various contracts and arrangements to obtain
basic, satellite and premium programming for the Systems from program
suppliers, including, in limited circumstances, some broadcast stations, with
compensation generally based on a fixed fee per customer or a percentage of
the gross receipts for the particular service. Some program suppliers provide
volume discount pricing structures and/or offer marketing support. Through
Time Warner, the Company plans to have long-term programming contracts for the
supply of a substantial amount of its programming. Such contracts generally
will be for fixed periods of time ranging from one to five years and will be
subject to negotiated renewal. The loss of contracts with certain programming
suppliers could have a material adverse effect on the Company, its financial
condition, prospects and debt service ability. In the event that the Company's
arrangement with Time Warner is terminated, the Company expects it will be
able to obtain other programming arrangements, although such arrangements may
be at higher rates. This arrangement with Time Warner lasts only as long as
Time Warner retains an equity interest in Holdings and Holdings holds all or
substantially all of the Systems.
  Cable programming costs are expected to continue to increase due to
additional programming being provided to customers, inflationary increases and
other factors. In 1996 and 1997, programming costs as a percentage of the
System's revenues were approximately 20.1% and 20.5%, respectively and 20.0%
and 21.0% for the three months ended March 31, 1997 and 1998, respectively.
However, following the Acquisition, the Systems will lose certain programming
discounts that were realized as a result of being part of a large MSO. See
"Pro Forma Financial Data" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations."
  Monthly customer rates for services offered by the Systems vary from market
to market, primarily according to the amount of program offerings and costs of
operations. As of January 1, 1998, the monthly basic service rates for
residential customers for the Systems ranged from $5.20 to $11.00, per-channel
premium service rates ranged from $7.95 to $11.95 and tier service rates
ranged from $16.80 to $21.94. As of December 31, 1997, the weighted average
price for the System's monthly full basic service rate was approximately
$7.69. During January 1998, the Systems increased their subscription rates
from $7.69 to $7.88, on a weighted average basis (excluding bulk subscribers)
for basic service, and from $17.33 to $20.28, on a weighted average basis, for
CPST. See "Management's Discussion and Analysis of Financial Condition and
Results of Operations--Recent Developments."
  The Company emphasizes the importance of excellent customer service, which
it believes is critical to the successful operation of its business. The
Company intends to implement business approaches which permit it to provide
high-quality locally focused service to each community served. The Company
believes that a system-by-system, decentralized approach to operations is
required as each area served has distinct characteristics such as