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SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
Entire Document
 
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such approvals can be obtained. In the event that the necessary regulatory
approvals are not obtained by November 5, 1999, InterMedia may elect to receive
other properties from us mutually acceptable to InterMedia and us.
 
   
     If the necessary regulatory approvals cannot be obtained for the transfer
of the Indiana system by November 5, 1999 and we are unable to transfer to
InterMedia satisfactory replacement systems before April 1, 2000, we must pay
InterMedia $0.1 billion in cash. In addition, if we transfer cash or property
other than the retained Indiana system to InterMedia, in certain circumstances,
we must indemnify InterMedia and its affiliates 50% of all taxes and associated
costs incurred or arising out of any claim that InterMedia suffered tax losses
to which it would not have been subject if we had transferred the retained
Indiana system in October 1999.
    
 
     This transaction after giving effect to the transfer of the retained
Indiana system will result in a net increase of 268,000 customers concentrated
in our Southeast and Southern regions. Approximately 84% of these customers are
currently served by systems with at least 550 megahertz bandwidth capacity. For
the six months ended June 30, 1999, the InterMedia systems had revenues of
approximately $100.6 million. For the year ended December 31, 1998, the
InterMedia systems had revenues of approximately $176.1 million.
 
     OTHER ACQUISITIONS. One of Charter Holdings' subsidiaries acquired Vista
Broadband Communications, LLC in July 1999 and acquired a cable system of Cable
Satellite of South Miami, Inc. in August 1999. These cable systems are located
in Georgia and southern Florida and serve a total of approximately 37,000
customers. The total purchase price for these other acquisitions was
approximately $148 million in cash. For the six months ended June 30, 1999, the
systems acquired in connection with these other acquisitions had revenues of
approximately $9.2 million. For the year ended December 31, 1998, these systems
had revenues of approximately $15.8 million. Approximately 76% of the Vista and
South Miami systems' customers are currently served by 550 megahertz bandwidth
capacity.
 
PENDING ACQUISITIONS
 
     AVALON.   In May 1999, Charter Investment, Inc. and Charter Communications
Holding Company entered into an agreement to purchase directly and indirectly
all of the equity interests of Avalon Cable LLC from Avalon Cable Holdings LLC
and Avalon Investors, L.L.C. for approximately $399.5 million in cash and $445.5
million in assumed notes and bank debt. In connection with the consummation of
this acquisition, Charter Communications, Inc. has agreed to assume the
obligation to acquire the stock of Avalon Cable of Michigan Holdings, Inc. See
"Description of Capital Stock and Membership Units -- Membership Units". Avalon
Cable operates primarily in Michigan and New England and serves approximately
260,000 customers. For the six months ended June 30, 1999, Avalon Cable had
revenues of approximately $51.8 million. For the year ended December 31, 1998,
Avalon Cable had revenues of approximately $18.2 million. As of June 30, 1999,
there was $150.0 million, $118.1 million and $177.4 million accreted principal
outstanding under the Avalon 9 3/8% notes, the Avalon
 
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