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SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
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SPECIFIED FORMER OWNERS OF RIFKIN ARE ENTITLED TO CAUSE US TO REDEEM THEIR
PREFERRED MEMBERSHIP UNITS OF CHARTER COMMUNICATIONS HOLDING COMPANY. IF WE DO
NOT HAVE SUFFICIENT CAPITAL TO FUND ANY OR ALL OF THESE REDEMPTIONS, THESE
RIFKIN SELLERS COULD INITIATE LEGAL PROCEEDINGS AGAINST US. THIS COULD IN TURN
LEAD TO DEFAULTS UNDER OUR OTHER OBLIGATIONS.
    
 
   
     The Rifkin sellers who hold preferred membership units of Charter
Communications Holding Company issued in connection with the Rifkin acquisition
have the right to cause Charter Communications Holding Company to redeem these
preferred membership units at any time prior to September 15, 2004. If Charter
Communications Holding Company becomes obligated to redeem all of these
preferred membership units under the terms of these securities, Charter
Communications Holding Company would be obligated to redeem these preferred
membership units for $133.3 million plus 8% accretion from September 14, 1999,
the date of the Rifkin acquisition, through the date of redemption. We cannot
guarantee that any or all of these holders of preferred membership units will
not exercise their redemption rights, or that we will have sufficient capital to
fund any or all of these redemptions. If we fail to satisfy any redemption
demand, we would be in breach of the terms of these securities and the relevant
holders could initiate legal proceedings against us, including under bankruptcy
and reorganization laws, for any damages they suffer as a result of our
non-performance. Any such action could trigger defaults under other obligations,
including our credit facilities and debt instruments.
    
 
   
SPECIFIED FORMER OWNERS OF RIFKIN AND SPECIFIED OWNERS OF FALCON, BRESNAN AND
HELICON WHO ACQUIRE EQUITY INTERESTS MAY BE ENTITLED TO CAUSE US TO REPURCHASE
THEIR EQUITY INTERESTS BECAUSE OF POSSIBLE VIOLATIONS OF SECTION 5 OF THE
SECURITIES ACT OF 1933. IF WE DO NOT HAVE SUFFICIENT CAPITAL TO FUND ANY OR ALL
OF THESE REPURCHASES, ANY OF THE OWNERS OF THESE EQUITY INTERESTS COULD INITIATE
LEGAL PROCEEDINGS AGAINST US. THIS COULD LEAD TO DEFAULTS UNDER OUR OTHER
OBLIGATIONS.
    
 
   
     The Rifkin sellers who received preferred membership units in connection
with the Rifkin acquisition, the Falcon and Bresnan sellers who acquire
membership units in the Falcon and Bresnan acquisitions and the Helicon sellers
acquiring shares of Class A common stock in our directed share program may have
rescission rights against Charter Communications, Inc. and Charter
Communications Holding Company arising out of possible violations of Section 5
of the Securities Act of 1933 in connection with the offers and sales of these
equity interests. If all of these equity holders successfully exercised their
possible rescission rights and Charter Communications, Inc. or Charter
Communications Holding Company became obligated to repurchase all of their
equity interests, the total repurchase obligations would be approximately $1.6
billion as follows:
    
 
   
     - up to a maximum of $133.3 million to repurchase all of the Rifkin
       sellers' equity interests;
    
 
   
     - up to a maximum of $425 million to repurchase all of the Falcon sellers'
       equity interests. This amount would increase to $550 million if the
       Falcon sellers exercise their right to receive up to an additional $125
       million of membership units in connection with the Falcon acquisition;
    
 
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