Charter 2005 Annual Report Download - page 14

CHARTER COMMUNICATIONS, INC. 2005 FORM 10-K
Public common stock
and other equity
93% common equity
interest, 10% voting
interest
56% common equity interest
and minor senior securities (3)
7% common equity
interest, 90%
voting interest
44% common equity interest
(exchangeable for Charter
common stock) (2)(3)
49% million subordinated
accreting note (4)
Paul G. Allen and
his controlled entities
Charter Communications, Inc.
("Charter")
(issuer of common stock and
$863 million accreted value of convertible senior notes) (1)
Charter Communications, Inc.
Holding Company, LLC
("Charter Holdco")
Charter Communications, Holdings, LLC
("Charter Holdings")
(co-issuer of $1.2 billion of senior notes and $555
million accreted value of senior discount notes)
Charter Communications Operating, LLC
("Charter Operating")
(obligor under $6.5 billion credit facilities -
$5.3 billion outstanding)
(co-issuer of $1.8 billion senior second lien notes)
CCH I Holdings, LLC
("CIH")
(co-issuer of $450 million of senior notes and $2.0 billion
accreted value of senior discount notes)
CCHI, LLC
("CCH I")
(co-issuer of $3.7 billion accreted value senior secured notes)
CCH II, LLC
("CCH II")
(co-issuer of $2.0 billion senior notes)
CCO Holdings, LLC
("CCO Holdings")
(co-issuer of $1.3 billion accreted value senior notes)
CCHC, LLC
("CCHC")
Charter Operating Subsidiaries
(including Renaissance notes issuers)
($115 million accreted value of senior
discount notes)
CCO NR
Holdings, LLC
CC VII companies CC VI companies
100% 100%
100% Class B units
100% common equity
70%
Preferred Equity in
CC VIII, LLC (4)
30%
Preferred Equity in
CC VIII, LLC (4)
CC V Holdings, LLC
CC VIII, LLC
("CC VIII")
(1) Charter acts as the sole manager of Charter Holdco and its direct and indirect limited liability company subsidiaries. Charter’s certificate of incorporation requires that its
principal assets be securities of Charter Holdco, the terms of which mirror the terms of securities issued by Charter. See ‘‘Charter Communications, Inc.’’ below.
(2) These membership units are held by Charter Investment, Inc. (‘‘CII’’) and Vulcan Cable III Inc., each of which is 100% owned by Paul G. Allen, our chairman and
controlling shareholder. They are exchangeable at any time on a one-for-one basis for shares of Charter Class A common stock.
(3) The percentages shown in this table reflect the issuance of the 116.9 million shares of Class A common stock issued in 2005 and February 2006 and the corresponding
issuance of an equal number of mirror membership units by Charter Holdco to Charter. However, for accounting purposes, Charter’s common equity interest in Charter
Holdco is 48%, and Paul G. Allen’s ownership of Charter Holdco is 52%. These percentages exclude the 116.9 million mirror membership units issued to Charter due to
the required return of the issued mirror units upon return of the shares offered pursuant to the share lending agreement. See Note 14 to the accompanying consolidated
financial statements contained in ‘‘Item 8. Financial Statements and Supplementary Data.’’
(4) Represents preferred membership interests in CC VIII, a subsidiary of CC V Holdings, LLC, and an exchangeable accreting note issued by CCHC related to the
settlement of the CC VIII dispute. See ‘‘Item 13. Certain Relationships and Related Transactions — Transactions Arising Out of Our Organizational Structure and
Mr. Allen’s Investment in Charter Communications, Inc. and Its Subsidiaries — Equity Put Rights — CC VIII.’’
Charter Communications, Inc. Certain provisions of Charter’s outstanding equity and debt structure. As a result of these
certificate of incorporation and Charter Holdco’s limited liability coordinating provisions, whenever Charter issues equity or debt,
company agreement effectively require that Charter’s investment Charter transfers the proceeds from such issuance to Charter
in Charter Holdco replicate, on a ‘‘mirror’’ basis, Charter’s Holdco, and Charter Holdco issues a ‘‘mirror’’ security to
4