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SEC Filings

424B3
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form 424B3 on 09/02/1999
Entire Document
 
<PAGE>   273
                                   CCA GROUP
 
             NOTES TO COMBINED FINANCIAL STATEMENTS -- (CONTINUED)
 
8.  NOTES PAYABLE:
 
     Notes payable consists of the following at December 31, 1997:
 

<TABLE>
<S>                                                        <C>
HC Crown Note............................................  $ 82,000
Accrued interest on HC Crown Note........................    36,919
Gaylord Seller Note......................................   165,688
Accrued interest on Gaylord Seller Note..................    63,595
                                                           --------
          Total..........................................  $348,202
                                                           ========
</TABLE>

 
     In connection with the Crown Transaction, the Company entered into an
$82,000 senior subordinated loan agreement with a subsidiary of Hallmark, HC
Crown Corp., and pursuant to such loan agreement issued a senior subordinated
note (the "HC Crown Note"). The HC Crown Note was an unsecured obligation. The
HC Crown Note was limited in aggregate principal amount to $82,000 and has a
stated maturity date of December 31, 1999 (the "Stated Maturity Date"). Interest
has been accrued at 13% per annum, compounded semiannually, payable upon
maturity. In October 1998, the Crown Note and accrued interest was paid in full.
 
     In connection with the Gaylord Transaction, CCT Holdings entered into a
$165,700 subordinated loan agreement with Gaylord (the "Gaylord Seller Note").
Interest expense has been accrued based on an average rate of interest over the
life of the Gaylord Seller Note, which approximated 15.4%.
 
     In connection with the Gaylord Transaction, CCT Holdings, CCE L.P. and
Gaylord entered into a contingent payment agreement (the "Contingent
Agreement"). The Contingent Agreement indicates CCE L.P. will pay Gaylord 15% of
any amount distributed to CCT Holdings in excess of the total of the Gaylord
Seller Note, Crown Seller Note and $450,000. In conjunction with the Paul G.
Allen acquisition of Charter and the Company, Gaylord was paid an additional
$132,000 pursuant to the Contingent Agreement and the Gaylord Seller Note was
paid in full.
 
9.  FAIR VALUE OF FINANCIAL INSTRUMENTS:
 
     A summary of debt and the related interest rate hedge agreements at
December 31, 1997, is as follows:
 

<TABLE>
<CAPTION>
                                                                  1997
                                                    --------------------------------
                                                    CARRYING    NOTIONAL      FAIR
                                                     VALUE       AMOUNT      VALUE
                                                    --------    --------     -----
<S>                                                 <C>         <C>         <C>
DEBT
Debt under credit agreements......................  $784,420    $     --    $784,420
HC Crown Note (including accrued interest)........   118,919          --     118,587
Gaylord Seller Note (including accrued
  interest).......................................   229,283          --     214,074
INTEREST RATE HEDGE AGREEMENTS
Swaps.............................................        --     405,000      (1,214)
Caps..............................................        --     120,000          --
Collars...........................................        --     190,000        (437)
</TABLE>

 
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