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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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       other class of common stockholders, provided that any shares of capital
       stock so received may differ in a manner similar to the manner in which
       the shares of Class A common stock and Class B common stock differ; or
    
 
   
     - each class of common stockholders, to the extent they receive a different
       kind (other than as described above) or different amount of capital
       stock, securities, cash and/or other property than that received by any
       other class of common stockholders, will receive for each share of common
       stock they hold stock, securities, cash and/or other property having a
       value substantially equivalent to that received by such other class of
       common stockholders.
    
 
     Upon Charter Communications, Inc.'s liquidation, dissolution or winding up,
after payment in full of the amounts required to be paid to preferred
stockholders, if any, all common stockholders, regardless of class, are entitled
to share ratably in any assets and funds available for distribution to common
stockholders.
 
     No shares of any class of common stock are subject to redemption or have
preemptive rights to purchase additional shares of common stock.
 
PREFERRED STOCK
 
   
     Upon the closing of the offering, Charter Communications, Inc.'s board of
directors will be authorized, subject to the approval of the holders of the
Class B common stock, to issue from time to time up to an aggregate of 250
million shares of preferred stock in one or more series and to fix the numbers,
powers, designations, preferences, and any special rights of the shares of each
such series thereof, including:
    
 
     - dividend rights and rates;
 
     - conversion rights;
 
   
     - voting rights;
    
 
   
     - terms of redemption (including any sinking fund provisions) and
       redemption price or prices;
    
 
     - liquidation preferences; and
 
   
     - the number of shares constituting and the designation of such series.
    
 
     Upon the closing of the offering, there will be no shares of preferred
stock outstanding. Charter Communications, Inc. has no present plans to issue
any shares of preferred stock, other than possibly in connection with the
financing of the Bresnan acquisition.
 
OPTIONS
 
   
     As of October 15, 1999, options to purchase a total of 9,206,282 membership
units in Charter Communications Holding Company were outstanding pursuant to the
Charter Communications Holding Company 1999 option plan. Of these options,
65,000 have vested and 65,000 will vest on the date of the closing of this
offering. The remainder will not vest before April 2000. In addition, 7,044,127
options to purchase membership units
    
 
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