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SEC Filings

10-Q
RENAISSANCE MEDIA GROUP LLC filed this Form 10-Q on 05/17/1999
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                           RENAISSANCE MEDIA GROUP LLC

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 1999
                  (DOLLARS IN THOUSANDS EXCEPT WHERE INDICATED)
                                   (UNAUDITED)


1.        ORGANIZATION

          Renaissance Media Group LLC ("Group") was formed on March 13, 1998 by
Renaissance Media Holdings LLC ("Holdings"). Holdings formed Renaissance Media
Capital Corporation on March 12, 1998. On March 20, 1998, Holdings contributed
to Group its membership interests in two wholly owned subsidiaries; Renaissance
Media (Louisiana) LLC ("Louisiana") and Renaissance Media (Tennessee) LLC
("Tennessee"), both of which were formed on January 7, 1998. Louisiana and
Tennessee acquired a 76% interest and 24% interest, respectively, in Renaissance
Media LLC ("Media") from Morgan Stanley Capital Partners III, Inc. ("MSCP III")
on February 13, 1998 for a nominal amount. As a result, Media became a
subsidiary of Holdings. The transfer was accounted for as a reorganization of
entities under common control similar to a pooling of interests since an entity
affiliated with MSCP III had a controlling interest in Holdings. Group and its
aforementioned subsidiaries are collectively referred to as the "Company"
herein. On April 9, 1998, the Company acquired (the "Acquisition") six cable
television systems (the "TWI Systems") from TWI Cable, Inc. ("TWI Cable") a
subsidiary of Time Warner Inc. ("Time Warner"). Prior to this Acquisition, the
Company had no operations other than start-up related activities. For further
information, refer to the Company's Annual Report on Form 10-K for the year
ended December 31, 1998 for additional disclosures and information regarding the
formation of the Company.

2.        BASIS OF PRESENTATION

          The accompanying financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles. The interim financial statements
are unaudited but include all adjustments, which are of normal recurring nature
that the Company considers necessary for a fair presentation of the financial
position and the results of operations and cash flows for such period. Operating
results of interim periods are not necessarily indicative of results for a full
year.

3.        SALE OF THE COMPANY

          On February 23, 1999, Holdings, Charter Communications, Inc.
("Charter") and Charter Communications, LLC ("Buyer") executed a purchase
agreement (the "Charter Purchase Agreement"), providing for Holdings to sell and
Buyer to purchase, all the outstanding limited liability company membership
interests in Group held by Holdings (the "Charter Transaction") subject to
certain covenants and restrictions pending closing and satisfaction of certain
conditions prior to closing. On April 30, 1999, the Charter Transaction was
consummated. In connection therewith all amounts outstanding, including accrued
interest and fees, under the Credit Agreement, (as defined herein, see Note 5),
were paid in full and the Credit Agreement was terminated on April 30, 1999.









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