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SEC Filings

S-4/A
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4/A on 08/27/1999
Entire Document
 
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During any period of time that
 
     (a) either the 8.250% notes, the 8.625% notes or the 9.920% notes have
         Investment Grade Ratings from both Rating Agencies, and
 
     (b) no Default or Event of Default has occurred and is continuing under the
         applicable indenture,
 
Charter Holdings and its Restricted Subsidiaries will not be subject to the
provisions of the indenture described under
 
         - "-- Incurrence of Indebtedness and Issuance of preferred stock,"
 
         - "-- Restricted Payments,"
 
         - "-- Asset Sales,"
 
         - "-- Sale and Leaseback Transactions,"
 
         - "-- Dividend and Other Payment Restrictions Affecting Subsidiaries,"
 
         - "-- Transactions with Affiliates,"
 
         - "-- Investments" and
 
         - clause (4) of the first paragraph of "-- Merger, Consolidation and
           Sale of Assets".
 
     If Charter Holdings and its Restricted Subsidiaries are not subject to
these covenants for any period of time and, subsequently, one or both of the
Rating Agencies withdraws its ratings or downgrades the ratings assigned to the
applicable notes below the required Investment Grade Ratings or a Default or
Event of Default occurs and is continuing, then Charter Holdings and its
Restricted Subsidiaries will be subject again to these covenants. Compliance
with the covenant with respect to Restricted Payments made after the time of
such withdrawal, downgrade, Default or Event of Default will be calculated as if
such covenant had been in effect during the entire period of time from the issue
date.
 
     The new notes will not have Investment Grade Ratings from the Rating
Agencies upon issuance. Consequently, the covenants listed above remain
applicable to Charter Holdings and its Restricted Subsidiaries.
 
RESTRICTED PAYMENTS
 
     Charter Holdings will not, and will not permit any of its Restricted
Subsidiaries to, directly or indirectly:
 
          (1) declare or pay any dividend or make any other payment or
     distribution on account of Charter Holdings' or any of its Restricted
     Subsidiaries' Equity Interests, including, without limitation, any payment
     in connection with any merger or consolidation involving Charter Holdings
     or any of its Restricted Subsidiaries, or to the direct or indirect holders
     of Charter Holdings' or any of its Restricted Subsidiaries' Equity
     Interests in their capacity as such, other than dividends or distributions
     payable in Equity Interests, other than Disqualified Stock, of Charter
     Holdings or, in the case of Charter Holdings and its Restricted
     Subsidiaries, to Charter Holdings or a Restricted Subsidiary of Charter
     Holdings;
 
          (2) purchase, redeem or otherwise acquire or retire for value,
     including, without limitation, in connection with any merger or
     consolidation involving Charter Holdings, any Equity Interests of Charter
     Holdings or any direct or indirect parent of Charter
 
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