Print Page  Close Window

SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
Entire Document
 
<PAGE>   207
 
Holdings indentures. Consequently, all references in the Charter Holdings
indentures and the Charter Holdings notes to the guarantor, the guarantee or the
promissory note, and all related matters, such as the pledges of any collateral,
became inapplicable.
 
     The Charter Holdings notes are general unsecured obligations of the
issuers. The 8.250% Charter Holdings notes mature on April 1, 2007 and as of
June 30, 1999, there was $600 million in total principal amount outstanding. The
8.625% Charter Holdings notes will mature on April 1, 2009 and as of June 30,
1999, there was $1.5 billion in total principal amount currently outstanding.
The 9.920% Charter Holdings discount notes mature on April 1, 2011 and as of
June 30, 1999, the total accreted value was $931.6 million. Net proceeds from
the sale of Charter Holdings discount notes were $905.6 million. Cash interest
on the 9.920% Charter Holdings notes will not accrue prior to April 1, 2004.
 
     The Charter Holdings notes are senior debts of the co-issuers. They rank
equally with the current and future unsecured and unsubordinated debt, including
trade payables, of Charter Holdings.
 
     The issuers will not have the right to redeem the 8.250% Charter Holdings
notes prior to their maturity date on April 1, 2007. However, before April 1,
2002, the issuers may redeem up to 35% of each of the 8.625% Charter Holdings
notes and the 9.920% Charter Holdings notes with the proceeds of certain
offerings of equity securities. In addition, on or after April 1, 2004, the
issuers may redeem some or all of the 8.625% Charter Holdings notes and the
9.920% Charter Holdings notes at any time.
 
     In the event of a specified change of control event, the issuers must offer
to repurchase any then-outstanding Charter Holdings notes at 101% of their
principal amount or accreted value, as applicable, plus accrued and unpaid
interest. The consummation of the offering will not trigger any change of
control provisions under the Charter Holdings notes.
 
   
     The indentures governing the Charter Holdings notes also contain certain
events of default, affirmative covenants and negative covenants. The events of
default for the Charter Holdings notes include a cross-default provision
triggered by the failure of Charter Holdings or specified subsidiaries to make
payment on debt with a total principal amount exceeding $100 million or the
acceleration of debt of this amount prior to its maturity date. Subject to
certain important exceptions, the indentures governing the Charter Holdings
notes, among other things, restrict the ability of the issuers and certain of
their subsidiaries to:
    
 
     - incur additional debt;
 
     - create specified liens;
 
     - pay dividends on stock or repurchase stock;
 
     - make investments;
 
     - sell all or substantially all of our assets or merge with or into other
       companies;
 
     - sell assets;
 
                                       204