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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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                            INTERMEDIA CABLE SYSTEMS
              (COMPRISED OF COMPONENTS OF INTERMEDIA PARTNERS AND
                     INTERMEDIA CAPITAL PARTNERS IV, L.P.)
 
         NOTES TO CONDENSED COMBINED FINANCIAL STATEMENTS -- CONTINUED
                             (DOLLARS IN THOUSANDS)
                                  (UNAUDITED)
 
the Marion, North Carolina and western Tennessee systems throughout 1998 and
1999. For purposes of carving out and excluding the results of operations and
financial position of the Excluded Systems from the condensed combined financial
statements, management has estimated the revenues, expenses, assets and
liabilities associated with each Excluded System based on the ratio of each
Excluded System's basic subscribers to the total basic subscribers served by the
Marion, North Carolina and western Tennessee systems, respectively. Management
believes the basis used for these allocations is reasonable. The Systems'
results of operations are not necessarily indicative of future operating results
or the results that would have occurred if the Systems were a separate legal
entity.
 
     Management and consulting fees represent an allocation of management fees
charged to IP-I and ICP-IV by InterMedia Capital Management, a California
limited partnership ("ICM") and InterMedia Management, Inc. ("IMI"),
respectively. ICM is a limited partner of IP-I. IMI is the managing member of
each of the general partners of IP-I and ICP-IV. These fees are charged at a
fixed amount per annum pursuant to a management agreement and have been
allocated to the Systems based upon the allocated contributed capital of the
individual systems as compared to the total contributed capital of InterMedia's
subsidiaries.
 
     As more fully described in Note 4 -- "Related Party Transactions," certain
administrative services are also provided by IMI and are charged to all
affiliates based on relative basic subscriber percentages.
 
CASH AND INTERCOMPANY ACCOUNTS
 
     Under InterMedia's centralized cash management system, cash requirements of
its individual operating units were generally provided directly by InterMedia
and the cash generated or used by the Systems is transferred to/from InterMedia,
as appropriate, through intercompany accounts. The intercompany account balances
between InterMedia and the individual operating units, except RMG's intercompany
note payable to InterMedia Partners IV, L.P. ("IP-IV"), as described in
Note 3 -- "Note Payable to InterMedia Partners IV, L.P.," are not intended to be
settled. Accordingly, the balances, other than RMG's note payable to IP-IV, are
included in equity and all net cash generated from operations, investing
activities and financing activities have been included in the Systems' net
(distributions) contributions to/from parent in the combined statements of cash
flows.
 
     IP-I and ICP-IV or its subsidiaries maintain all external debt to fund and
manage InterMedia's operations on a centralized basis. The condensed combined
financial statements present only the debt and related interest expense of RMG,
which is to be assumed and repaid by Charter pursuant to the Charter
Transactions. See Note 3 -- "Note Payable to InterMedia Partners IV, L.P." Debt,
unamortized debt issue costs and interest expense related to the financing of
the cable systems not owned by RMG have not been allocated to the InterMedia
Cable Systems. As such, the level of debt, unamortized debt issue costs and
related interest expense presented in the condensed combined financial
statements are not representative of the debt that would be required or interest
expense incurred if the InterMedia Cable Systems were a separate legal entity.
 
                                      F-273