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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 26, 2000
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CHARTER COMMUNICATIONS HOLDINGS, LLC
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CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORPORATION
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(Exact names of registrants as specified in their charters)
Delaware
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Delaware
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(State or Other Jurisdiction of Incorporation or Organization)
333-77499 43-1843179
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333-77499-01 43-1843177
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(Commission File Numbers) (Federal Employer
Identification Numbers)
12444 Powerscourt Drive - Suite 100
St. Louis, Missouri 63131
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(Address of Principal Executive Offices) (Zip Code)
(Registrants' telephone number, including area code) (314) 965-0555
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ITEM 5. OTHER ITEMS.
On May 26, 2000, Charter Communications Holdings, LLC and Charter
Communications Holdings Capital Corporation announced that they have extended
until June 1, 2000, their offer to exchange their 10.00% Senior Notes due 2009,
10.25% Senior Notes due 2010 and 11.75% Senior Discount Notes due 2010, which
are registered under the Securities Act of 1933, as amended, for any and all of
their outstanding 10.00% Senior Notes due 2009, 10.25% Senior Notes due 2010,
and 11.75% Senior Discount Notes due 2010, which were not registered under the
Securities Act.
A copy of the press release announcing the extension is being filed as
Exhibit 99.1 with this report.
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ITEM 7. EXHIBITS.
(c) Exhibits.
99.1 Press release dated May 25, 2000.*
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*filed herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Charter Communications Holdings, LLC has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS
HOLDINGS, LLC, a registrant
Dated May 26, 2000 By: /s/ KENT D. KALKWARF
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Name: Kent D. Kalkwarf
Title: Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
and Principal Accounting
Officer)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Charter Communications Holdings Capital Corporation has duly caused this report
to be signed on its behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS
HOLDINGS CAPITAL CORPORATION, a
registrant
Dated May 26, 2000 By: /s/ KENT D. KALKWARF
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Name: Kent D. Kalkwarf
Title: Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
and Principal Accounting
Officer)
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EXHIBIT 99.1
[CHARTER COMMUNICATIONS LOGO]
FOR IMMEDIATE RELEASE
CHARTER COMMUNICATIONS HOLDINGS, CHARTER COMMUNICATIONS CAPITAL CORPORATION
ANNOUNCES EXTENSION OF EXCHANGE OFFER TO JUNE 1, 2000
St. Louis, MO - May 25, 2000 - Charter Communications Holdings, LLC and Charter
Communications Holdings Capital Corporation (collectively, "Charter") today
announced that they are extending their offer (the "Exchange Offer") to exchange
their (i) 10.00% Senior Notes due 2009, (ii) 10.25% Senior Notes due 2010, and
(ii) 11.75% Senior Discount Notes due 2010 (collectively, the "New Notes"),
which are registered under the Securities Act of 1933, as amended (the
"Securities Act"), for any and all of their outstanding (i) 10.00% Senior Notes
due 2009, (ii) 10.25% Senior Notes due 2010, and (iii) 11.75% Senior Discount
Notes due 2010 (collectively, the "Old Notes"), which were not registered under
the Securities Act.
The Exchange Offer was scheduled to expire at 5:00 p.m., New York City time, on
May 25, 2000, unless extended. As of today, approximately (i) $674.2 million in
aggregate principal amount of 10.00% Senior Notes due 2009, (ii) $324.1 million
in aggregate principal amount of 10.25% Senior Notes due 2010, and (iii)
$530.4 million in aggregate principal amount at maturity of 11.75% Senior
Discount Notes due 2010 have been confirmed as tendered in exchange for a like
principal amount of New Notes.
The new expiration date for the Exchange Offer is 5:00 p.m., New York time, on
June 1, 2000.
-More-
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Charter add one-
The Old Notes have not been registered under the Securities Act and may not be
offered or sold except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and applicable
state securities laws. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy nor shall there be any sale of the Old
Notes or the New Notes in any state in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of any such state.
Charter is a leading owner and operator of cable television systems.
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For More Information Contact:
Anita Lamont
314/543-2215
