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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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     In May 1999, Charter Communications Holding Company was formed as a wholly
owned subsidiary of Charter Investment, Inc. All of Charter Investment, Inc.'s
interests in Charter Holdings were transferred to Charter Communications Holding
Company.
 
MARCUS COMPANIES
 
     In April 1998, Mr. Allen acquired approximately 99% of the non-voting
economic interests in Marcus Cable, and agreed to acquire the remaining
interests. The owner of the remaining partnership interests retained voting
control of Marcus Cable. In October 1998, Marcus Cable entered into a management
consulting agreement with Charter Investment, Inc., pursuant to which Charter
Investment, Inc. provided management and consulting services to Marcus Cable and
its subsidiaries which own the cable systems. This agreement placed the Marcus
cable systems under common management with the cable systems of the Charter
companies acquired by Mr. Allen in December 1998.
 
     In March 1999, all of Mr. Allen's interests in Marcus Cable were
transferred to Marcus Holdings, a then newly formed company. Later in March
1999, Mr. Allen acquired the remaining interests in Marcus Cable, including
voting control, which interests were transferred to Marcus Holdings. In April
1999, Mr. Allen merged Marcus Holdings into Charter Holdings, and the operating
subsidiaries of Marcus Holdings and all of the cable systems they owned came
under the ownership of Charter Holdings and, in turn, Charter Operating. For
financial reporting purposes, the merger of Marcus Holdings with and into
Charter Holdings was accounted for as an acquisition of Marcus Holdings
effective March 31, 1999, and accordingly, the results of operations of Marcus
Holdings have been included in the financial statements of Charter
Communications Holding Company since that date.
 
ACQUISITIONS
 
     In the second, third and fourth quarters of 1999, direct or indirect
subsidiaries of Charter Holdings acquired Renaissance, American Cable, Greater
Media systems, Helicon, Vista, a cable system of Cable Satellite, Rifkin and
InterMedia for a total purchase price of approximately $4.3 billion which
included assumed debt of $351 million. See "Business -- Acquisitions" and
"Description of Certain Indebtedness". These acquisitions were funded through
excess cash from the issuance by Charter Holdings of senior notes, borrowings
under our credit facilities, capital contributions to Charter Communications
Holding Company by Mr. Allen and the assumption of the outstanding Renaissance,
Helicon and Rifkin notes.
 
     As part of the transaction with InterMedia, we agreed to "swap" some of our
non-strategic cable systems located in Indiana, Montana, Utah and northern
Kentucky, representing 144,000 customers. The InterMedia systems serve
approximately 412,000 customers in Georgia, North Carolina, South Carolina and
Tennessee. We have transferred 114,000 customers to InterMedia in connection
with this swap. Approximately 30,000 customers are yet to be transferred pending
the necessary regulatory approvals. See "Business -- Acquisitions -- InterMedia
Systems".
 
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