Charter 2002 Annual Report Download - page 96

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2002, 2001 and 2000
(dollars in millions, except where indicated)
Renaissance Notes. In connection with the acquisition of Renaissance in April 1999, the Company
assumed $163 million principal amount at maturity of 10.000% senior discount notes due 2008 of which
$49 million was repurchased in May 1999. The Renaissance notes do not require the payment of interest until
April 15, 2003. From and after April 15, 2003, the Renaissance notes bear interest, payable semi-annually in
cash, on April 15 and October 15, commencing on October 15, 2003. The Renaissance notes are due on
April 15, 2008.
CC V Holdings Notes. Charter Holdco acquired CC V Holdings in November 1999 and assumed CC V
Holdings' outstanding 11.875% senior discount notes due 2008 with an accreted value of $123 million and
$150 million in principal amount of 9.375% senior subordinated notes due 2008. After December 1, 2003, cash
interest on the CC V Holdings 11.875% notes will be payable semi-annually on June 1 and December 1 of
each year, commencing June 1, 2004. In addition, a principal payment of $66 million is due on December 1,
2003.
In January 2000, through change of control oÅers and purchases in the open market, the Company
repurchased all of the $150 million aggregate principal amount of the CC V Holdings 9.375% notes.
Contemporaneously, the Company completed change of control oÅers in which it repurchased $16 million
aggregate principal amount at maturity of the 11.875% senior discount notes.
High Yield Restrictive Covenants; Limitation on Indebtedness. The indentures governing the public
notes of the Company's subsidiaries contain certain covenants that restrict the ability of Charter Holdings,
Charter Capital, the CCV notes issuers, Renaissance Media Group, and all of their restricted subsidiaries to:
‚ incur additional debt;
‚ pay dividends on equity or repurchase equity;
‚ grant liens;
‚ make investments;
‚ sell all or substantially all of their assets or merge with or into other companies;
‚ sell assets;
‚ enter into sale-leasebacks;
‚ in the case of restricted subsidiaries, create or permit to exist dividend or payment restrictions with
respect to the bond issuers, guarantee their parent companies debt, or issue speciÑed equity interests;
and
‚ engage in certain transactions with aÇliates.
Charter Operating Credit Facilities. 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 matures 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 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. At the option of the lenders, supplemental credit facilities in the amount of
$100 million may be available. 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
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