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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form 10-K405 on 03/31/1999
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Item 1--Business
Organization and Ownership Structure
   Renaissance Media (Louisiana) LLC ("Renaissance Louisiana") and Renaissance
Media (Tennessee) LLC ("Renaissance Tennessee") were formed by Renaissance
Media Holdings ("Holdings") on January 7, 1998. Renaissance Media Group LLC
("Group", and, collectively, with Renaissance Louisiana, Renaissance
Tennessee, Renaissance Capital (as herein defined) and Renaissance Media (as
herein defined, the "Company") and Renaissance Media Capital Corporation
("Renaissance Capital") were formed by Holdings on March 13, 1998 and March
12, 1998, respectively. On February 13, 1998, Renaissance Louisiana and
Renaissance Tennessee acquired their respective equity interests in
Renaissance Media LLC ("Renaissance Media") from the general partner of the
general partner of each of Morgan Stanley Capital Partners III, L.P.
("MSCPIII"), Morgan Stanley Capital Investors, L.P. ("MSC"), MSCPIII 892
Investors, L.P. ("MSCP Investors" and, collectively, with its affiliates,
MSCPIII, MSCI and their respective affiliates, the "Morgan Stanley Entities").
Holdings is owned by the Morgan Stanley Entities, TWI Cable, Inc. and its
cable related affiliates ("Time Warner") and six former senior managers
("Management Investors") of Cablevision Industries Corporation ("CVI").
   The Company was formed to acquire, operate and develop medium-sized cable
television systems. The Company acquired six cable television systems from
Time Warner on April 9, 1998 (the "Systems"). The Systems are clustered in
southern Louisiana and western Mississippi (the "Louisiana Systems") and
western Tennessee (the "Tennessee System") and, as of December 31, 1998,
passed approximately 185,620 homes and served approximately 129,164
subscribers. Group and Renaissance Capital have no material assets other than
Group's investment in Renaissance Louisiana and Renaissance Tennessee and do
not, and will not, conduct any operations.
   The Company is a wholly owned subsidiary of Holdings.
   The Company's strategy has been to increase its revenues and EBITDA by
acquiring, operating and developing cable television systems and capitalizing
on the expertise of management, as well as the Company's relationship with the
Management Investors and Time Warner.
   Subject to the Charter transaction, (as herein defined), the Company
intends to increase its subscriber base and operating cash flow by improving
and upgrading its technical plant and expanding its service offerings. The
Company believes that by clustering systems it is able to realize economies of
scale, such as reduced payroll, reduced billing and technical costs per
subscriber, reduced advertising sales costs, increased local advertising
sales, more efficient roll-out and utilization of new technologies and
consolidation of its customer service functions. Subject to the Charter
transaction the Company plans to improve and upgrade its technical plant,
which should allow it to provide a wide array of new services and service
tiers, as well as integrate new interactive features into advanced analog and
digital set-top consumer equipment. Subject to the Charter transaction the
Company also plans to develop and provide new cable and broadband services and
develop ancillary businesses including digital video and high-speed Internet
access services.
   The Company's principal executive offices are located at One Cablevision
Center, Suite 100, Ferndale, New York 12734 and the telephone number is (914)
Time Warner Asset Purchase Agreement
   Holdings was formed on November 5, 1997 and entered into an Asset Purchase
Agreement dated November 14, 1997 (the "Time Warner Asset Purchase Agreement")
with Time Warner to acquire the Systems (the "Acquisition"). The Time Warner
Asset Purchase Agreement was assigned by Holdings to Renaissance Media,