RENAISSANCE MEDIA GROUP LLC AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1999
(DOLLARS IN THOUSANDS EXCEPT WHERE INDICATED)
Renaissance Media Group LLC ("Group") was formed on March 13, 1998, by
Renaissance Media Holdings LLC ("Holdings"). 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"). 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 subsidiaries are collectively
referred to as the "Company" herein. On April 9, 1998, the Company acquired (the
"TWI 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
On February 23, 1999, Holdings, Charter Communications, Inc., (now
known as Charter Investment, Inc. and referred to herein as "Charter") and
Charter Communications, LLC ("CC LLC") executed a purchase agreement (the
"Charter Purchase Agreement"), providing for Holdings to sell and CC LLC 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 for a
purchase price of $459 million, consisting of $348 million in cash and $111
million in carrying value of debt assumed.
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 periods.
Operating results of interim periods are not necessarily indicative of results
for a full year.
Additional disclosures and information are included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1998.