Charter 2003 Annual Report Download - page 70

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Charter Holdings and Charter Capital will not have the right to redeem the January 2000 10.00% Charter
Holdings notes prior to their maturity date on April 1, 2009. On or after January 15, 2005, Charter Holdings
and Charter Capital may redeem some or all of the January 2000 10.25% Charter Holdings notes and the
January 2000 11.75% Charter Holdings notes at any time, in each case, at a premium. The optional
redemption price declines to 100% of the principal amount of the January 2000 Charter Holdings notes
redeemed, plus accrued and unpaid interest, if any, for redemption on or after January 15, 2008.
In the event that a speciÑed change of control event occurs, Charter Holdings and Charter Capital must
oÅer to repurchase any then outstanding January 2000 Charter Holdings notes at 101% of their total principal
amount or accreted value, as applicable, plus accrued and unpaid interest, if any.
The indentures governing the January 2000 Charter Holdings notes contain substantially identical events
of default, aÇrmative covenants and negative covenants as those contained in the indentures governing the
March 1999 Charter Holdings notes. See ""Ì Summary of Restrictive Covenants under Charter Holdings
High-Yield Note Indentures.''
January 2001 Charter Holdings Notes
The January 2001 Charter Holdings notes were issued under three separate indentures, each dated as of
January 10, 2001, each among Charter Holdings and Charter Capital, as the issuers, and BNY Midwest Trust
Company, as trustee. In March 2001, Charter Holdings and Charter Capital exchanged these notes for new
January 2001 Charter Holdings notes, with substantially similar terms, except that the new January 2001
Charter Holdings notes are registered under the Securities Act and, therefore, do not bear legends restricting
their transfer, and are not subject to further registration or special interest obligations.
The January 2001 Charter Holdings notes are general unsecured obligations of Charter Holdings and
Charter Capital. Cash interest on the January 2001 13.500% Charter Holdings notes will not accrue prior to
January 15, 2006.
The January 2001 Charter Holdings notes are senior debts of Charter Holdings and Charter Capital.
They rank equally with all other current and future unsubordinated obligations of Charter Holdings and
Charter Capital, including the March 1999, January 2000, May 2001 and January 2002 Charter Holdings
notes. They are structurally subordinated to the obligations of Charter Holdings' subsidiaries, including the
CCH II notes, the CCO Holdings notes, and the credit facilities.
Charter Holdings and Charter Capital will not have the right to redeem the January 2001 10.750%
Charter Holdings notes prior to their maturity date on October 1, 2009. On or after January 15, 2006, Charter
Holdings and Charter Capital may redeem some or all of the January 2001 11.125% Charter Holdings notes
and the January 2001 13.500% Charter Holdings notes at any time, in each case, at a premium. The optional
redemption price declines to 100% of the principal amount of the January 2001 Charter Holdings notes
redeemed, plus accrued and unpaid interest, if any, for redemption on or after January 15, 2009.
In the event that a speciÑed change of control event occurs, Charter Holdings and Charter Capital must
oÅer to repurchase any then outstanding January 2001 Charter Holdings notes at 101% of their total principal
amount or accreted value, as applicable, plus accrued and unpaid interest, if any.
The indentures governing the January 2001 Charter Holdings notes contain substantially identical events
of default, aÇrmative covenants and negative covenants as those contained in the indentures governing the
March 1999 and January 2000 Charter Holdings notes. See ""Ì Summary of Restrictive Covenants under
Charter Holdings High-Yield Note Indentures.''
May 2001 Charter Holdings Notes
The May 2001 Charter Holdings notes were issued under three separate indentures, each among Charter
Holdings and Charter Capital, as the issuers, and BNY Midwest Trust Company, as trustee. In September
2001, Charter Holdings and Charter Capital exchanged substantially all of these notes for new May 2001
Charter Holdings notes, with substantially similar terms, except that the new May 2001 Charter Holdings
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