CERTAIN TRENDS AND UNCERTAINTIES
The following discussion highlights a number of trends and uncertainties,
in addition to those discussed elsewhere in this prospectus, including in "Risk
Factors" and "Business", that could materially impact our business, results of
operations and financial condition.
SUBSTANTIAL LEVERAGE. As of June 30, 1999, pro forma for our pending
acquisitions and acquisitions completed since that date, our total debt was
approximately $13.1 billion and our total stockholders' equity was approximately
$2.8 billion. We anticipate incurring substantial additional debt in the future
to fund the expansion, maintenance and the upgrade of our systems.
Our ability to make payments on our debt and to fund our planned capital
expenditures for upgrading our cable systems, our pending acquisitions and our
ongoing operations will depend on our ability to generate cash and secure
financing in the future. This, to a certain extent, is subject to general
economic, financial, competitive, legislative, regulatory and other factors that
are beyond our control. There can be no assurance that our business will
generate sufficient cash flow from operations, or that future borrowings will be
available to us under our existing credit facilities, new facilities or from
other sources of financing in an amount sufficient to enable us to repay our
debt, to grow our business or to fund our other liquidity and capital needs.
VARIABLE INTEREST RATES. A significant portion of our debt bears interest
at variable rates that are linked to short-term interest rates. In addition, a
significant portion of our assumed debt or debt we expect to arrange in
connection with our pending acquisitions will bear interest at variable rates.
If interest rates rise, our costs relative to those obligations will also rise.
See later discussion on "Interest Rate Risk".
RESTRICTIVE COVENANTS. Our debt and credit facilities contain and the
facilities that we expect to enter into and debt that we expect to assume in
connection with the pending acquisitions will contain a number of significant
covenants that, among other things, restrict the ability of our subsidiaries to:
- pay dividends;
- pledge assets;
- dispose of assets or merge;
- incur additional debt;
- issue equity;
- repurchase or redeem equity interests and debt;
- create liens; and
- make certain investments or acquisitions.
In addition, each of the credit facilities requires the particular borrower
to maintain specified financial ratios and meet financial tests. The ability to
comply with these provisions may be affected by events beyond our control. The
breach of any of these