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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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membership units than if the special tax allocation provisions had not been
adopted. These tax payments could reduce our reported net income for the
relevant period.
    
 
   
     However, we do not anticipate that the special tax allocations will result
in Charter Communications, Inc. having to pay taxes in an amount that is
materially different on a present value basis than the taxes that would be
payable had the special tax allocation provisions not been adopted, although
there is no assurance that a material difference will not result.
    
 
   
     IMPACT OF MERGER AND OTHER NON-TAXABLE TRANSACTIONS; MR. ALLEN'S
REIMBURSEMENT OBLIGATIONS.   Mr. Allen, through Vulcan Cable III Inc. and
Charter Investment, Inc., has the right to transfer his Charter Communications
Holding Company membership units in a non-taxable transaction, including a
merger, to Charter Communications, Inc. for common stock. Such a transaction may
occur prior to the date that the special profit allocation provisions have had
the effect of fully restoring Mr. Allen's rights to receive distributions upon a
liquidation of Charter Communications Holding Company. In this case, the
following will apply.
    
 
   
     Vulcan Cable III Inc. or Charter Investment, Inc. may elect to cause
Charter Communications Holding Company to make additional special allocations in
order to restore Mr. Allen's rights to receive distributions upon a liquidation
of Charter Communications Holding Company. If this election is not made, or if
an election is made but these additional special allocations are insufficient to
restore these rights to Mr. Allen, Mr. Allen, Vulcan Cable III Inc. or Charter
Investment, Inc., whichever receives the Class B common stock, will agree to
make specified payments to Charter Communications, Inc. in respect of the common
stock received. The payments will equal the amount that Charter Communications,
Inc. actually pays in income taxes solely as a result of the allocation to it of
tax profits because of the losses previously allocated to membership units
transferred to it. Any of these payments would be made at the time Charter
Communications, Inc. actually pays these income taxes.
    
 
   
     BRESNAN SPECIAL ALLOCATION PROVISIONS.   Charter Communications Holding
Company's limited liability company agreement will contain provisions for
special allocations of tax losses and tax profits between the Bresnan sellers
receiving membership units on the one hand and Mr. Allen, through Vulcan Cable
III Inc. and Charter Investment, Inc., on the other. Because of these
provisions, Charter Communications, Inc. could under some circumstances be
required to pay higher taxes in years following an exchange by the Bresnan
sellers of membership units for shares of Class A common stock. However, we do
not anticipate that any such exchange for Class A common stock will result in
our having to pay taxes in an amount that is materially different on a present
value basis than the taxes that would have been payable had the special
allocations not been adopted, although there is no assurance that a material
difference will not result.
    
 
   
     The effect of the special loss allocations discussed above is expected to
be that Mr. Allen and some of the sellers in the Bresnan transaction will
receive tax savings while at the same time reducing their rights to receive
distributions upon a liquidation of Charter Communications Holding Company. If
and when special profit allocations occur,
    
 
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