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SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/04/1999
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     Among other restrictions, the indentures governing the Falcon debentures
contain certain limitations on the issuers' and their specified subsidiaries'
ability to:
 
     - incur additional debt;
 
     - make restricted payments;
 
     - create certain liens;
 
     - sell all or substantially all of their assets or merge with or into other
       companies;
 
     - invest in unrestricted subsidiaries and affiliates;
 
     - pay dividends or make any other distributions on any capital stock; and
 
     - guarantee any debt which is equal or subordinate in right of payment to
       the Falcon debentures.
 
     The events of default for the Falcon debentures include a cross-default
provision triggered by the acceleration of the maturity, or nonpayment of debt,
by Falcon Holding Group, L.P. or any specified subsidiary in excess of $25
million.
 
     As of June 30, 1999, there was $375.0 million total principal amount
outstanding on the Falcon senior debentures, and the accreted value of the
senior discount debentures was $308.7 million.
 
     THE FALCON SUBORDINATED NOTES.   On October 21, 1991, Falcon Telecable,
L.P., a subsidiary of Falcon Holding Group, L.P. issued $15.0 million aggregate
principal amount of 11.56% subordinated notes due 2001. Interest is payable
semi-annually on March 31 and September 30 of each year.
 
     The Falcon subordinated notes are redeemable at the issuer's option, in
whole or in part, at any time in whole or part on or after June 30, 1993, at
100% of their principal amount, plus accrued interest to the date of redemption
and a make-whole premium.
 
     Among other restrictions, the note purchase agreement governing the Falcon
subordinated notes limits the activities of the issuer and its subsidiaries to:
 
     - incur additional debt;
 
     - pay dividends or make other restricted payments;
 
     - enter into transactions with affiliates;
 
     - create liens;
 
     - incur additional debt; and
 
     - sell assets or subsidiary stock.
 
In addition, the terms of the note purchase agreement prohibits the issuer from
being acquired by an unaffiliated entity. The events of default for the Falcon
subordinated notes include a cross-default provision that is triggered by the
failure to pay the principal of debt of Falcon Telecable or specified
subsidiaries in a total principal amount in excess of $1 million, or any event
which results in acceleration of the maturity of this debt.
 
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