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SEC Filings

424B3
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form 424B3 on 09/02/1999
Entire Document
 
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    definitive written agreement exists for the disposition on these systems.
    The fair value of the systems to be transferred is $420 million. No material
    gain or loss is anticipated on the disposition as these systems were
    recently acquired and recorded at fair value at that time. It is anticipated
    that this transfer will close during the third or fourth quarter of 1999.
 
(d) Reflects a reclassification of expenses representing corporate expenses that
    would have occurred at Charter Investment.
 
(e) Represents additional amortization of franchises as a result of our recent
    and pending acquisitions. A large portion of the purchase price was
    allocated to franchises ($3.6 billion) that are amortized over 15 years. The
    adjustment to depreciation and amortization expense consists of the
    following (dollars in millions):
 

<TABLE>
<CAPTION>
                                                                  WEIGHTED AVERAGE
                                                        FAIR        USEFUL LIFE      DEPRECIATION/
                                                       VALUE         (IN YEARS)      AMORTIZATION
                                                     ----------   ----------------   -------------
<S>                                                  <C>          <C>                <C>
Franchises.........................................   $3,576.0           15              238.4
Cable distribution systems.........................      628.6            8               78.4
Land, building and improvements....................       19.6           10                1.9
Vehicles and equipment.............................       32.4            3                9.3
                                                                                        ------
     Total depreciation and amortization...........                                      328.0
     Less-historical depreciation and                                                   (192.9)
       amortization................................
                                                                                        ------
       Adjustment..................................                                     $135.1
                                                                                        ======
</TABLE>

 
(f)  Reflects additional interest expense on borrowings which will be used to
     finance the acquisitions as follows (dollars in millions):
 

<TABLE>
<S>                                                           <C>
$1.0 billion of credit facilities at composite current rate
  of 7.4% drawn down in March 1999, included in Charter
  Holdings' historical cash.................................   $74.0
$1.8 billion of credit facilities at composite current rate
  of 7.4%...................................................   132.0
$83 million 10% senior discount notes -- Renaissance........     8.0
                                                              ------
  Total pro forma interest expenses.........................   214.0
  Less-historical interest expense from acquired
     companies..............................................  (120.4)
                                                              ------
     Adjustment.............................................   $93.6
                                                              ======
</TABLE>

 
    The Rifkin sellers may take up to $250 million in equity instead of cash.
    This would reduce interest expense by up to $18.5 million. Additionally, we
    have assumed that the Rifkin notes will be tendered. Should we be unable to
    tender all or a portion of the Rifkin notes, interest expense will increase
    by up to $4.7 million.
 
(g) Represents the elimination of gain (loss) on the sale of cable television
    systems whose results of operations have been eliminated in (c) above.
 
(h) Reflects the elimination of income tax expense as a result of being acquired
    by a limited liability company.
 
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