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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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certain of Mr. Allen's or Charter Investment's sales. Collectively, the Bresnan
sellers will have "piggyback" registration rights and, beginning 180 days after
this offering, up to four "demand" registration rights with respect to our Class
A common stock issued in exchange for the membership units in Charter Holdco.
The demand registration rights must be exercised with respect to tranches of our
Class A common stock worth at least $40 million at the time of notice of demand
or at least $60 million at the initial public offering price. The registration
rights terminate with respect to any shares of our Class A common stock that:
 
     - are covered by an effective registration statement under the Securities
       Act of 1933;
 
     - have been validly sold and are not restricted securities with respect to
       the transferee under the securities laws;
 
     - may be validly sold under Rule 144 under the Securities Act of 1933 and
       without restriction by the volume limitations thereunder; or
 
     - are no longer outstanding.
 
     TCI Bresnan LLC will have the right to put to Charter Holdco its membership
units or shares of Class A common stock issued in exchange for its membership
units. After 2002 and through 2010, TCI Bresnan may exercise this right once a
year during the 90-day period following each anniversary of the Bresnan closing
and no more than twice in total.
 
     The cable television systems to be acquired in this acquisition are located
in Michigan, Minnesota, Wisconsin and Nebraska and serve approximately 656,000
customers. For the three months ended March 31, 1999, the Bresnan cable systems
we are buying had revenues of approximately $67.3 million, EBITDA of
approximately $26.3 million and cash flows from operating activities of
approximately $10.9 million. For the year ended December 31, 1998, these systems
had revenues of approximately $262.0 million, EBITDA of approximately $138.0
million and cash flows from operating activities of approximately $102.4
million. As of March 31, 1999, there was $445 million and $501.6 million total
principal and interest outstanding under the Bresnan notes and credit
facilities. At year-end 1998, approximately 61% of these systems' customers were
served by systems with at least 550 megahertz bandwidth capacity. Following
regulatory approvals, we anticipate that this transaction will close during the
first quarter of 2000.
 
     OTHER ACQUISITIONS. In addition to the acquisitions described above,
Charter Investment and Charter Communications, LLC have entered into definitive
agreements for such subsidiary to purchase Vista Broadband Communications, LLC
and certain cable assets of Cable Satellite of South Miami, Inc. These cable
systems are located in Georgia and southern Florida and serve a total of
approximately 36,000 customers. The total purchase price for these other
acquisitions is approximately $148 million. For the three months ended March 31,
1999, these systems to be acquired had revenues of approximately $3.4 million,
EBITDA of approximately $1.8 million and cash flows from operating activities of
approximately $1.5 million. For the year ended December 31, 1998, the cable
systems to be acquired in connection with these other acquisitions had revenues
of $9.3 million, EBITDA of approximately $4.7 million and cash flows from
operating activities of approximately $4.1 million.
 
     MARCUS MERGER.  On April 7, 1999, the holding company parent of the Marcus
companies merged into one of our subsidiaries, which was the surviving entity of
the merger. The subsidiaries of the Marcus holding company thereby became our
subsidiaries. Mr. Allen and a corporation he controlled, had entered into the
agreement to purchase the Marcus cable systems in April 1998. In October 1998
and pending the Marcus merger, the Marcus cable systems came under common
operating management with us.
 
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