Charter 2003 Annual Report Download - page 126

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CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2003, 2002 and 2001
(dollars in millions, except where indicated)
owing to Charter Communications VII by Falcon Cable Communications and its guarantor subsidiaries, but
are not secured by the other assets of Charter Communications VII.
The Falcon credit facilities provide for two term facilities, one with a principal amount of $190 million
that matures June 2007 (Term B), and the other with the principal amount of $285 million that matures
December 2007 (Term C). The Falcon credit facilities also provide for a reducing revolving facility of up to
approximately $60 million (maturing in December 2006), a reducing supplemental facility of up to
approximately $105 million (maturing in December 2007) and a second reducing revolving facility of up to
$670 million (maturing in June 2007). Supplemental credit facilities in the amount of up to $486 million may
also be available from lenders within or outside the lending group that agree to provide it. Amounts under the
Falcon Cable credit facilities bear interest at the Eurodollar rate or the base rate, each as deÑned, plus a
margin of up to 2.25% for Eurodollar loans (2.40% to 3.42% as of December 31, 2003 and 2.69% to 4.07% as of
December 31, 2002) and up to 1.25% for base rate loans. A quarterly commitment fee of between 0.25% and
0.375% per year is payable on the unborrowed balance of the revolving facilities.
As of December 31, 2003, outstanding borrowings were $856 million and unused total potential
availability was $454 million, although Ñnancial covenants limited the availability under these facilities to
$366 million as of December 31, 2003.
CC VIII Operating Credit Facilities. The obligations under the CC VIII Operating credit facilities are
guaranteed by the parent company of CC VIII Operating, CC VIII Holdings, LLC, and by the subsidiaries of
CC VIII Operating other than immaterial subsidiaries. The obligations under the CC VIII Operating credit
facilities are secured by pledges of all equity interests owned by CC VIII Operating and its guarantor
subsidiaries in other persons, and by intercompany obligations owing to CC VIII Operating and/or its
guarantor subsidiaries by their aÇliates, but are not secured by other assets of CC VIII Operating or its
subsidiaries. The obligations under the CC VIII Operating credit facilities are also secured by pledges of
equity interests owned by CC VIII Holdings in other persons, and by intercompany obligations owing to CC
VIII Holdings by its aÇliates, but are not secured by the other assets of CC VIII Holdings.
The CC VIII Operating credit facilities provide for borrowings of up $1.4 billion as of December 31,
2003. The CC VIII Operating credit facilities provide for two term facilities, a Term A facility with a reduced
current total principal amount of $375 million, that continues reducing quarterly until it reaches maturity in
June 2007, and a Term B facility with a principal amount of $490 million, that continues reducing quarterly
until it reaches maturity in February 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 CC VIII Operating credit facilities also provide for two reducing revolving credit facilities, in
the total amount of $542 million, which reduce quarterly beginning in June 2002 and September 2005,
respectively, with maturity dates in June 2007. Supplemental facilities in the amount of approximately
$300 million may be available from lenders within or outside the lending group that agree to provide it.
Amounts under the CC VIII Operating credit facilities bear interest at the Eurodollar rate or the base rate,
each as deÑned, plus a margin of up to 2.50% for Eurodollar loans (2.15% to 3.66% as of December 31, 2003
and 2.89% to 4.54% as of December 31, 2002) and up to 1.50% for base rate loans. A quarterly commitment
fee of 0.25% is payable on the unborrowed balance of the revolving credit facilities.
As of December 31, 2003, outstanding borrowings were $1.0 billion, and unused total potential
availability was $363 million although Ñnancial covenants limited the availability under these facilities to
$130 million.
Credit Facility Restrictive Covenants. Each of the credit facilities of the Company's subsidiaries contain
representations and warranties, aÇrmative and negative covenants similar to those described above with
F-28