Charter 2004 Annual Report Download - page 57

CHARTER COMMUNICATIONS, INC. 2004 FORM 10-K
to 100% of the principal amount of March 1999 Charter notes. See ‘‘— Summary of Restrictive Covenants under Charter
Holdings notes redeemed, plus accrued and unpaid interest, if Holdings High-Yield Notes.’’
any, for redemption on or after April 1, 2007. January 2001 Charter Holdings Notes
In the event that a specified change of control event occurs, The January 2001 Charter Holdings notes were issued under
Charter Holdings and Charter Capital must offer to repurchase three separate indentures, each dated as of January 10, 2001,
any then outstanding March 1999 Charter Holdings notes at each among Charter Holdings and Charter Capital, as the
101% of their principal amount or accreted value, as applicable, issuers, and BNY Midwest Trust Company, as trustee. In March
plus accrued and unpaid interest, if any. 2001, Charter Holdings and Charter Capital exchanged these
The indentures governing the March 1999 Charter Hold- notes for new notes, with substantially similar terms, except that
ings notes contain restrictive covenants that limit certain the new notes are registered under the Securities Act.
transactions or activities by Charter Holdings and its restricted The January 2001 Charter Holdings notes are general
subsidiaries. See ‘‘— Summary of Restrictive Covenants under unsecured obligations of Charter Holdings and Charter Capital.
Charter Holdings High-Yield Notes.’’ Substantially all of Charter Cash interest on the January 2001 13.500% Charter Holdings
Holdings’ direct and indirect subsidiaries are currently restricted notes will not accrue prior to January 15, 2006.
subsidiaries. The January 2001 Charter Holdings notes are senior debt
January 2000 Charter Holdings Notes obligations of Charter Holdings and Charter Capital. They rank
The January 2000 Charter Holdings notes were issued under equally with all other current and future unsubordinated
three separate indentures, each dated as of January 12, 2000, obligations of Charter Holdings and Charter Capital. They are
among Charter Holdings and Charter Capital, as the issuers, and structurally subordinated to the obligations of Charter Holdings’
BNY Midwest Trust Company, as trustee. In June 2000, Charter subsidiaries, including the CCH II notes, the CCO Holdings
Holdings and Charter Capital exchanged these notes for new notes, the Renaissance notes, the CCV Holdings notes, the
notes with substantially similar terms, except that the new notes Charter Operating credit facilities and the Charter Operating
are registered under the Securities Act. notes.
The January 2000 Charter Holdings notes are general Charter Holdings and Charter Capital will not have the
unsecured obligations of Charter Holdings and Charter Capital. right to redeem the January 2001 10.750% Charter Holdings
Cash interest on the January 2000 11.75% Charter Holdings notes prior to their maturity date on October 1, 2009. On or
notes began to accrue on January 15, 2005. after January 15, 2006, Charter Holdings and Charter Capital
The January 2000 Charter Holdings notes are senior debt may redeem some or all of the January 2001 11.125% Charter
obligations of Charter Holdings and Charter Capital. They rank Holdings notes and the January 2001 13.500% Charter Holdings
equally with all other current and future unsubordinated notes at any time, in each case, at a premium. The optional
obligations of Charter Holdings and Charter Capital. They are redemption price declines to 100% of the principal amount of
structurally subordinated to the obligations of Charter Holdings’ the January 2001 Charter Holdings notes redeemed, plus
subsidiaries, including the CCH II notes, the CCO Holdings accrued and unpaid interest, if any, for redemption on or after
notes, the Renaissance notes, the CC V Holdings notes, the January 15, 2009.
Charter Operating credit facilities and the Charter Operating In the event that a specified change of control event occurs,
notes. Charter Holdings and Charter Capital must offer to repurchase
Charter Holdings and Charter Capital will not have the any then outstanding January 2001 Charter Holdings notes at
right to redeem the January 2000 10.00% Charter Holdings 101% of their total principal amount or accreted value, as
notes prior to their maturity on April 1, 2009. Charter Holdings applicable, plus accrued and unpaid interest, if any.
and Charter Capital may redeem some or all of the January The indentures governing the January 2001 Charter Hold-
2000 10.25% Charter Holdings notes and the January 2000 ings notes contain substantially identical events of default,
11.75% Charter Holdings notes at any time, in each case, at a affirmative covenants and negative covenants as those contained
premium. The optional redemption price declines to 100% of in the indentures governing the March 1999 and January 2000
the principal amount of the January 2000 Charter Holdings Charter Holdings notes. See ‘‘— Summary of Restrictive Cove-
notes redeemed, plus accrued and unpaid interest, if any, for nants under Charter Holdings High-Yield Notes.’’
redemption on or after January 15, 2008. May 2001 Charter Holdings Notes
In the event that a specified change of control event occurs, The May 2001 Charter Holdings notes were issued under three
Charter Holdings and Charter Capital must offer to repurchase separate indentures, each among Charter Holdings and Charter
any then outstanding January 2000 Charter Holdings notes at Capital, as the issuers, and BNY Midwest Trust Company, as
101% of their total principal amount or accreted value, as trustee. In September 2001, Charter Holdings and Charter
applicable, plus accrued and unpaid interest, if any. Capital exchanged substantially all of these notes for new notes
The indentures governing the January 2000 Charter Hold- with substantially similar terms, except that the new notes are
ings notes contain substantially identical events of default, registered under the Securities Act.
affirmative covenants and negative covenants as those contained The May 2001 Charter Holdings notes are general
in the indentures governing the March 1999 Charter Holdings unsecured obligations of Charter Holdings and Charter Capital.
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