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SEC Filings

S-4/A
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4/A on 08/27/1999
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     VARIABLE INTEREST RATES.  A significant portion of our debt bears interest
at variable rates that are linked to short-term interest rates. If interest
rates rise, our costs relative to those obligations would also rise.
 
     RESTRICTIVE COVENANTS.  Our credit facilities contain a number of
significant covenants that, among other things, restrict the ability of our
subsidiaries to:
 
     - pay dividends;
 
     - pledge assets;
 
     - dispose of assets or merge;
 
     - incur additional debt;
 
     - issue equity;
 
     - repurchase or redeem equity interests and debt;
 
     - create liens; and
 
     - make certain investments or acquisitions.
 
     In addition, each of our credit facilities requires the particular borrower
to maintain cash specified financial ratios and meet financial tests. The
ability to comply with these provisions may be affected by events beyond our
control. The breach of any of these covenants will result in a default under the
applicable debt agreement or instrument, which could permit acceleration of the
debt. Any default under our credit facilities or our indentures may adversely
affect our growth, our financial condition and our results of operations.
 
     IMPORTANCE OF GROWTH STRATEGY AND RELATED RISKS.  We expect that a
substantial portion of any of our future growth will be achieved through
revenues from additional services and the acquisition of additional cable
systems. We cannot assure you that we will be able to offer new services
successfully to our customers or that those new services will generate revenues.
In addition, the acquisition of additional cable systems may not have a positive
net impact on our operating results. Acquisitions involve a number of special
risks, including diversion of management's attention, failure to retain key
acquired personnel, risks associated with unanticipated events or liabilities
and difficulties in assimilation of the operations of the acquired companies,
some or all of which could have a material adverse effect on our business,
results of operations and financial condition. If we are unable to grow our cash
flow sufficiently, we may be unable to fulfill our obligations or obtain
alternative financing.
 
     MANAGEMENT OF GROWTH.  As a result of the acquisition of us by Paul G.
Allen, our merger with Marcus Holdings and our recent and pending acquisitions,
we have experienced and will continue to experience rapid growth that has placed
and is expected to continue to place a significant strain on our management,
operations and other resources. Our future success will depend in part on our
ability to successfully integrate the operations acquired and to be acquired and
to attract and retain qualified personnel. Historically, acquired entities have
had minimal employee benefit related cost and all benefit plans have been
terminated with acquired employees transferring to our 401(k) plan. No
significant severance cost is expected in conjunction with the recent and
pending acquisitions. The failure to retain or obtain needed personnel or to
implement management, operating or financial systems necessary to successfully
integrate acquired operations or otherwise manage growth when and as needed
could have a material adverse effect on our business, results of operations and
financial condition.
 
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