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SEC Filings

S-1
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1 on 07/28/1999
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                              FANCH CABLE SYSTEMS
        (COMPRISED OF COMPONENTS OF TWFANCH-ONE CO. AND TWFANCH-TWO CO.)
 
             NOTES TO COMBINED FINANCIAL STATEMENTS -- (CONTINUED)
 
generated or used by the Combined Systems was transferred to/from the
Partnerships, as appropriate, through the intercompany accounts. The
intercompany account balances between the Partnerships and the Combined Systems
are not intended to be settled. Accordingly, the balances are excluded/included
in net assets and all the cash generated from operations, investing activities
and financing activities have been included in the Combined Systems' net
distributions from/to partners in the combined statements of cash flows. The
Partnerships maintain all external debt to fund and manage operations on a
centralized basis. Debt, unamortized loan costs and interest expense of the
Partnerships have not been allocated to the Combined Systems. As such debt,
unamortized loan costs, and related interest expense are not representative of
the debt that would be required or interest expense incurred if the Combined
Systems were a separate legal entity.
 
2.  ACQUISITIONS
 
     On June 12, 1998, the Combined Systems entered into an agreement to acquire
cable television systems, including plant, franchise license, and business
license serving communities in the state of Michigan. The purchase price was $42
million subject to purchase price adjustments. In connection with the agreement,
the Combined Systems was completed and the assets were transferred to the
Combined Systems on February 1, 1999.
 
     On July 8, 1998, the Combined Systems entered into an Asset Purchase
Agreement to acquire cable television systems, including plant, franchise
license and business license, serving communities in the states of Maryland,
Ohio and West Virginia. The purchase price was $248 million subject to purchase
price adjustments. The transaction was completed and the assets were transferred
to the Combined Systems on February 24, 1999.
 
     On January 15, 1999 the Combined Systems entered into an agreement to
acquire cable television systems, including plant, franchise license, and
business license serving communities in the state of Michigan from a related
party. The purchase price was $70 million, subject to purchase price
adjustments. The agreement was completed and the assets were transferred to the
Combined Systems on March 31, 1999. In connection with the agreement, the
Combined Systems received and addition $25 million in capital contributions
under a new TWFanch-two partnership agreement.
 
     Unaudited proforma operating results as though the acquisitions discussed
above had occurred on January 1, 1998, with adjustments to give effect to
amortization of franchises and certain other adjustments are as follows:
 

<TABLE>
<CAPTION>
                                                             THREE MONTHS ENDED
                                                                  MARCH 31
                                                         --------------------------
                                                            1999           1998
                                                         -----------    -----------
<S>                                                      <C>            <C>
Revenues...............................................  $51,899,312    $47,139,892
Income from operations.................................  $27,977,910    $25,343,049
Net income.............................................  $ 8,715,534    $ 7,690,438
</TABLE>

 
     The unaudited pro forma information has been presented for comparative
purposes and does not purport to be indicative of the results of operations had
these transactions been complete as of the assumed date or which may be obtained
in the future.
 
                                      F-463