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SEC Filings

424B3
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form 424B3 on 09/02/1999
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     - per customer revenues and operating cash flow and opportunities to
       increase these financial benchmarks;
 
     - proximity to our existing cable systems or the potential for developing
       new clusters of systems;
 
     - the technological state of such system; and
 
     - the level of competition within the local market.
 
     We believe that there are significant advantages in increasing the size and
scope of our operations, including:
 
     - improved economies of scale in management, marketing, customer service,
       billing and other administrative functions;
 
     - reduced costs for our cable plants and our infrastructure in general;
 
     - increased leverage for negotiating programming contracts; and
 
     - increased influence on the evolution of important new technologies
       affecting our business.
 
     See "Description of Certain Indebtedness" for a description of the material
debt that we have assumed or intend to assume in connection with our recent and
pending acquisitions.
 
     MERGER WITH MARCUS HOLDINGS.  On April 7, 1999, the holding company parent
of the Marcus companies, Marcus Holdings, merged into Charter Holdings, which
was the surviving entity of the merger. The subsidiaries of Marcus Holdings
became our subsidiaries. Paul G. Allen had entered into the agreement to
purchase the Marcus cable systems in April 1998. During the period of obtaining
the requisite regulatory approvals for the transaction, the Marcus systems came
under common management with us in October 1998 pursuant to the terms of a
management agreement. The Marcus systems continue to be under common operating
management with us.
 
  RECENTLY COMPLETED ACQUISITIONS
 
     RENAISSANCE. In April 1999, we purchased Renaissance for approximately $459
million, consisting of $348 million in cash and $111 million of debt to be
assumed. See "Description of Certain Indebtedness." As a result of our
acquisition of Renaissance, we recently completed a tender offer for this
publicly held debt due to the change of control. Holders of notes representing
30% of the outstanding principal amount of notes tendered their notes.
Renaissance owns cable systems located in Louisiana, Mississippi and Tennessee,
has approximately 131,000 customers and is being operated as part of our
Southern region. For the six months ended June 30, 1999, Renaissance had
revenues of approximately $30.8 million. For the year ended December 31, 1998,
Renaissance had revenues of approximately $41.5 million. At year end 1998,
approximately 31% of Renaissance's customers were served by systems with at
least 550 megahertz bandwidth capacity.
 
     AMERICAN CABLE. In May 1999, we purchased American Cable for approximately
$240 million. American Cable owns cable systems located in California serving
approximately 69,000 customers and is being operated as part of our Western
region. For the six months ended June 30, 1999, American Cable had revenues of
approximately $18.0 million. For the year ended December 31, 1998, American
Cable had revenues of approximately $15.7
 
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