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SEC Filings

S-4
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4 on 04/30/1999
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potential acquisition candidates whose systems would further complement our
regional operating clusters. We expect to finance these acquisitions with
additional borrowings under the Credit Facilities and additional equity.
 
OVERVIEW
 
     We generate substantially all of our revenues from monthly customer fees
for basic tier, expanded basic tier, premium, pay-per-view programming and other
cable television services (such as the rental of converters and remote control
devices and installation charges). We have generated increases in revenues in
each of the past three fiscal years, primarily through internal customer growth
and acquisitions including the Sonic Acquisition.
 
     Pursuant to a series of management agreements with its operating
subsidiaries, CCI provides its subsidiaries with management and consulting
services. In exchange for these services, CCI receives management fees from 3.0%
to 5.0% of gross revenues of all of the systems owned by the subsidiaries, plus
certain expenses. The Credit Facilities limit management fees to 3.5% of gross
revenues. See "Certain Relationships and Related Transactions."
 
     The following discusses concerns the financial condition and results of
operations for (i) CCP for the period from January 1, 1998 through December 23,
1998, and for the years ended December 31, 1997 and 1996 and (ii) for Charter
Holdings for the period from December 24, 1998 through December 31, 1998, which
results are comprised of CCP, the CCA Group, CharterComm Holdings and Marcus.
 
RESULTS OF OPERATIONS
 

<TABLE>
<CAPTION>
                                              YEAR ENDED
                                             DECEMBER 31,
                                           -----------------   1/1/98 TO   12/24/98 TO
                                            1996      1997     12/23/98     12/31/98
                                           -------   -------   ---------   -----------
                                                     (DOLLARS IN THOUSANDS)
<S>                                        <C>       <C>       <C>         <C>
STATEMENT OF OPERATIONS:
Revenues.................................  $14,881   $18,867   $ 49,731      $23,450
                                           -------   -------   --------      -------
Operating expenses:
  Operating, general and
     administrative......................    8,123    11,767     25,952       12,679
  Depreciation and amortization..........    4,593     6,103     16,864       13,811
  Management fees/corporate expense
     charges.............................      446       566      6,176          766
                                           -------   -------   --------      -------
     Total operating expenses............   13,162    18,436     48,992       27,256
                                           -------   -------   --------      -------
Income (loss) from operations............    1,719       431        739       (3,806)
Interest expense.........................   (4,415)   (5,120)   (17,277)      (5,051)
Interest income..........................       20        41         44          133
Other income (expense)...................      (47)       25       (728)          --
                                           -------   -------   --------      -------
Net loss.................................  $(2,723)  $(4,623)  $(17,222)     $(8,724)
                                           =======   =======   ========      =======
</TABLE>

 
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