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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 15, 2001
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CHARTER COMMUNICATIONS HOLDINGS, LLC
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CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORPORATION
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(Exact name 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 Number (Federal Employer
Identification Number)
12444 Powerscourt Drive - Suite 400
St. Louis, Missouri 63131
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(Address of Principal Executive Offices) (Zip Code)
(Registrant's telephone number, including area code) (314) 965-0555
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ITEM 5. OTHER ITEMS.
On March 15, 2001, Charter Communications Holdings, LLC and Charter
Communications Holdings Capital Corporation announced that they have extended
until March 19, 2001, their offer to exchange their outstanding $900 million of
10.75% Senior Notes due 2009, $500 million of 11.125% Senior Notes due 2011
and, $350.6 million of 13.5% Senior Discount Notes due 2011 with a principal at
maturity of $675 million (collectively, the "Old Notes") for $900 million of
10.75% Senior Notes due 2009, $500 million of 11.125% Senior Notes due 2011
and, $350.6 million of 13.5% Senior Discount Notes due 2011 with a principal at
maturity of $675 million (collectively, the "New Notes"). The exchange offer
was scheduled to expire on March 15, 2001, 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 10, 2001.
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.
99.1 Press release dated March 15, 2001.*
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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 March 15, 2001 By: /s/ KENT D. KALKWARF
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Name: Kent D. Kalkwarf
Title: Executive 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 March 15, 2001 By: /s/ KENT D. KALKWARF
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Name: Kent D. Kalkwarf
Title: Executive Vice President and
Chief Financial Officer
(Principal Financial Officer
and Principal Accounting
Officer)
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EXHIBIT INDEX
99.1 Press release dated March 15, 2001.