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SEC Filings

CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
Entire Document
<PAGE>   9

                Year                                   Amount
                ----                                   ------
<S>                                                    <C> 
                  4                                      1.0%
                  5                                      1.0%
                  6                                      1.0%
                  7                                      1.0%
                  8                                      1.0%
                  9                                     95.0%

                                    In addition to the foregoing, the Credit
                                    Documentation (as defined below) will
                                    provide for additional term loans and/or
                                    revolving loan facilities, at the election
                                    of Borrowers (collectively, the "Incremental
                                    Facility"), in an aggregate principal amount
                                    of up to $75,000,000 (the loans thereunder
                                    are the "Incremental Loans"). The
                                    Incremental Facility shall not initially be
                                    effective but may be activated, in whole or
                                    in part, subject to certain limits, at any
                                    time prior to December 31, 2003 at the
                                    request of the Borrowers with consent
                                    required only from those Lenders (including
                                    new Lenders that are reasonably acceptable
                                    to the Administrative Agent and the
                                    Borrowers) that agree, in their sole
                                    discretion, to participate in such
                                    Incremental Facility. In the event that the
                                    Term B Loans are optionally prepaid or the
                                    Revolving Facility (as defined below) is
                                    optionally permanently reduced, up to
                                    $37,500,000 of the amount so prepaid or
                                    reduced may be applied to increase the
                                    $75,000,000 of incremental capacity
                                    described above. The Incremental Facility
                                    will be governed by the covenants,
                                    conditions to borrowing, interest periods,
                                    representations and warranties and events of
                                    default contained in the Credit
                                    Documentation; provided, however, that the
                                    weighted average life and final maturity
                                    shall not be less than that of the Revolving

Availability:                       The Term B Loans shall be made in a single
                                    drawing on the Closing Date (as defined
                                    below). If the Borrowers have not refinanced
                                    (with subordination terms satisfactory to
                                    the Lead Arranger) by March 31, 2008 their
                                    currently outstanding 9.375% Senior
                                    Subordinated Notes due December 1, 2008 (the
                                    "Senior Subordinated Notes") or Holdings'
                                    11.875% Senior Discount Notes due December
                                    1, 2008 (the "Senior Discount Notes"), the
                                    Term B Loan maturity will be accelerated to
                                    June 30, 2008.

Maturity:                           9 years from the Closing Date (subject to
                                    acceleration as described under the heading
                                    "Availability" above).

Purpose:                            The proceeds of the Term B Loans shall be
                                    used in connection with the Acquisition (as
                                    defined below) and for general purposes.

     2.  Revolving Facility

Amount and Tenor:                   8-1/2 year reducing revolving loan facility
                                    (the "Revolving Facility"; the commitments
                                    thereunder are the "Revolving Commitments";
                                    the Revolving Facility, the Term B
                                    Facilities and the Incremental Facility, if
                                    any, collectively, are the "Credit
                                    Facilities") in the amount of $175,000,000
                                    (the loans thereunder, together with (unless
                                    the context otherwise requires) the
                                    Swingline Loans referred to below, being the
                                    "Revolving Loans"). The Revolving
                                    Commitments shall be permanently reduced in
                                    quarterly installments in the aggregate
                                    amounts for each year