SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 20, 2002
CHARTER COMMUNICATIONS HOLDINGS, LLC
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE
DELAWARE
(State or Other Jurisdiction of Incorporation or Organization)
333-77499 43-1843179
333-77499-01 43-1843177
(Commission File Number) (Federal Employer Identification Number)
12405 POWERSCOURT DRIVE
ST. LOUIS, MISSOURI 63131
(Address of Principal Executive Offices) (Zip Code)
(Registrant's telephone number, including area code) (314) 965-0555
ITEM 5. OTHER ITEMS.
On June 20, 2002, Charter Communications Holdings, LLC and Charter
Communications Holdings Capital Corporation announced that they have extended
until June 25, 2002, their offer to exchange their outstanding $350 million of
9.625% Senior Notes due 2009, $300 million of 10.000% Senior Notes due 2011 and
approximately $263 million of 12.125% Senior Discount Notes due 2012 with a
principal at maturity of $450 million (collectively, the "Old Notes") for $350
million of 9.625% Senior Notes due 2009, $300 million of 10.000% Senior Notes
due 2011 and approximately $263 million of 12.125% Senior Discount Notes due
2012 with a principal at maturity of $450 million (collectively, the "New
Notes"). The exchange offer was scheduled to expire on June 20, 2002, unless
extended.
The New Notes have been registered under the Securities Act of 1933, as
amended (the "Securities Act"). The Old Notes, which were not registered under
the Securities Act, were sold to qualified institutional buyers in reliance on
Rule 144A of the Securities Act on January 14, 2002.
A copy of the press release announcing the extension is being filed as
Exhibit 99.1 with this report.
ITEM 7. EXHIBITS.
99.1 Press release dated June 20, 2002. *
* filed herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Charter Communications Holdings, LLC has duly caused this Current Report to be
signed on its behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS HOLDINGS, LLC,
Registrant
Dated: June 21, 2002 By: /s/ Kent D. Kalkwarf
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Name: Kent D. Kalkwarf
Title: Executive Vice President and Chief
Financial Officer (Principal Financial
Officer)
By: /s/ Paul E. Martin
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Name: Paul E. Martin
Title: Senior Vice President and Corporate
Controller (Principal Accounting Officer)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Charter Communications Holdings Capital Corporation has duly caused this Current
Report to be signed on its behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORPORATION,
Registrant
Dated: June 21, 2002 By: /s/ Kent D. Kalkwarf
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Name: Kent D. Kalkwarf
Title: Executive Vice President and Chief
Financial Officer (Principal Financial Officer)
By: /s/ Paul E. Martin
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Name: Paul E. Martin
Title: Senior Vice President and Corporate
Controller (Principal Accounting Officer)
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press release dated June 20, 2002.