Charter 2002 Annual Report Download - page 46

pledges by Charter Holdings of all equity interests it holds in other persons, and intercompany obligations
owing to it by its aÇliates, but are not secured by the other assets of Charter Holdings.
The Charter Operating credit facilities provide for borrowings of up to $5.2 billion and provide for four
term facilities: two Term A facilities with an aggregate principal amount of $1.11 billion that mature in
September 2007, each with diÅerent amortization schedules, one beginning in June 2002 and one beginning in
September 2005; and two Term B facilities with an aggregate principal amount of $2.73 billion, of which
$1.84 billion matures in March 2008 and $893 million matures in September 2008. The amortization of the
principal amount of the Term B term loan facilities is substantially ""back-ended,'' with more than 90% of the
principal balance due in the year of maturity. The Charter Operating credit facilities also provide for two
revolving credit facilities, in an aggregate amount of $1.34 billion, which will reduce annually beginning in
March 2004 and September 2005, with a maturity date in September 2007. Supplemental credit facilities in
the amount of up to $100 million may be available from lenders within or outside the lending group that agree
to provide it. Amounts under the Charter Operating credit facilities bear interest at the base rate or the
Eurodollar rate, as deÑned, plus a margin of up to 2.75% for Eurodollar loans (4.58% to 3.13% as of
December 31, 2002) and 1.75% for base rate loans. A quarterly commitment fee of between 0.25% and 0.375%
per annum is payable on the unborrowed balance of the revolving credit facilities.
As of December 31, 2002, outstanding borrowings under the Charter Operating credit facilities were
approximately $4.5 billion and the unused total potential availability was $633 million, although our Ñnancial
covenants would have limited our availability to $318 million as of December 31, 2002. In January 2002, we
repaid $465 million under the revolving portion of the Charter Operating credit facilities with proceeds from
the issuance of the January 2002 Charter Holdings notes.
CC VI Operating Credit Facilities. The obligations under the CC VI Operating credit facilities are
guaranteed by CC VI Operating's parent, CC VI Holdings, LLC, and by the subsidiaries of CC VI Operating.
The obligations under the CC VI Operating credit facilities are secured by pledges of all equity interests
owned by CC VI Operating and its subsidiaries in other persons, and by intercompany obligations owing
CC VI Operating and/or its subsidiaries by their aÇliates, but are not secured by other assets of CC VI
Operating or its subsidiaries. The obligations under the CC VI Operating credit facilities are also secured by
pledges by CC VI Holdings of all equity interests it holds in other persons, and intercompany obligations
owing to it by its aÇliates, but are not secured by the other assets of CC VI Holdings.
The CC VI Operating credit facilities provide for two term facilities, one with a principal amount of
$450 million that matures May 2008 (Term A), and the other with a principal amount of $400 million that
matures November 2008 (Term B). The CC VI Operating credit facilities also provide for a $350 million
reducing revolving credit facility with a maturity date in May 2008. Supplemental credit facilities in the
amount of $300 million may be available until December 31, 2004 from lenders within or outside the lending
group that agree to provide it. Amounts under the CC VI Operating credit facilities bear interest at the base
rate or the Eurodollar rate, as deÑned, plus a margin of up to 3% for Eurodollar loans (4.31% to 2.62% as of
December 31, 2002) and 2.0% for base rate loans. A quarterly commitment fee of between 0.250% and 0.375%
per annum is payable on the unborrowed balance of the Term A facility and the revolving facility.
As of December 31, 2002, outstanding borrowings under the CC VI Operating credit facilities were
$926 million and unused availability was $274 million, although our Ñnancial covenants would have limited
our availability to $127 million as of December 31, 2002. We repaid $76 million under the CC VI Operating
revolving credit facilities with proceeds from the issuance of the January 2002 Charter Holdings notes.
Falcon Facilities. The obligations under the Falcon credit facilities are guaranteed by the direct parent
of Falcon Cable Communications, Charter Communications VII, LLC, and by the subsidiaries of Falcon
Cable Communications. The obligations under the Falcon credit facilities are secured by pledges of all of the
equity interests of Falcon Cable Communications and its subsidiaries, and by intercompany obligations owing
to Falcon Cable Communications and/or its subsidiaries by their subsidiaries, but are not secured by other
assets of Falcon Cable Communications or its subsidiaries. The obligations under the Falcon credit facilities
are also secured by pledges of intercompany obligations and the equity interests of Charter Communica-
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