Charter 2005 Annual Report Download - page 142

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES 2005 FORM 10-K
Notes to Consolidated Financial Statements (continued)
On or after September 15, 2008, the issuers of the CCH II CCO Holdings Senior Floating Rate Notes. In December 2004, CCO
notes may redeem all or a part of the notes at a redemption Holdings and CCO Holdings Capital Corp. jointly issued
price that declines ratably from the initial redemption price of $550 million total principal amount of senior floating rate notes
105.125% to a redemption price on or after September 15, 2009 due 2010. The CCO Holdings notes are general unsecured
of 100.0% of the principal amount of the CCH II notes obligations of CCO Holdings and CCO Holdings Capital Corp.
redeemed, plus, in each case, any accrued and unpaid interest. They rank equally with all other current or future
In the event of specified change of control events, CCH II unsubordinated obligations of CCO Holdings and CCO Hold-
must offer to purchase the outstanding CCH II notes from the ings Capital Corp. The CCO Holdings notes are structurally
holders at a purchase price equal to 101% of the total principal subordinated to all obligations of CCO Holdings’ subsidiaries,
amount of the notes, plus any accrued and unpaid interest. including the Renaissance notes, the Charter Operating notes
The indenture governing the CCH II notes contains and the Charter Operating credit facilities.
restrictive covenants that limit certain transactions or activities Interest on the CCO Holdings senior floating rate notes
by CCH II and its restricted subsidiaries. Substantially all of accrues at the LIBOR rate (4.53% and 2.56% as of December 31,
CCH II’s direct and indirect subsidiaries are currently restricted 2005 and 2004, respectively) plus 4.125% annually, from the date
subsidiaries. interest was most recently paid. Interest is reset and payable
quarterly in arrears on each March 15, June 15, September 15
CCO Holdings 83
/4% Senior Notes. In November 2003 and August and December 15.
2005, CCO Holdings and CCO Holdings Capital Corp. jointly At any time prior to December 15, 2006, the issuers of the
issued $500 million and $300 million, respectively, total principal senior floating rate notes may redeem up to 35% of the notes in
amount of 83
/4% senior notes due 2013. The CCO Holdings an amount not to exceed the amount of proceeds of one or
notes are general unsecured obligations of CCO Holdings and more public equity offerings at a redemption price equal to
CCO Holdings Capital Corp. They rank equally with all other 100% of the principal amount, plus a premium equal to the
current or future unsubordinated obligations of CCO Holdings interest rate per annum applicable to the notes on the date
and CCO Holdings Capital Corp. The CCO Holdings notes are notice of redemption is given, plus accrued and unpaid interest,
structurally subordinated to all obligations of CCO Holdings’ if any, to the redemption date, provided that at least 65% of the
subsidiaries, including the Renaissance notes, the Charter Oper- original aggregate principal amount of the notes issued remains
ating notes and the Charter Operating credit facilities. As of outstanding after the redemption.
December 31, 2005, there was $800 million in total principal The issuers of the senior floating rate notes may redeem
amount outstanding and $794 million in accreted value the notes in whole or in part at the issuers’ option from
outstanding. December 15, 2006 until December 14, 2007 for 102% of the
Interest on the CCO Holdings senior notes accrues at principal amount, from December 15, 2007 until December 14,
83
/4% per year and is payable semi-annually in arrears on each 2008 for 101% of the principal amount and from and after
May 15 and November 15. December 15, 2008, at par, in each case, plus accrued and
At any time prior to November 15, 2006, the issuers of the unpaid interest.
CCO Holdings senior notes may redeem up to 35% of the total The indentures governing the CCO Holdings senior notes
principal amount of the CCO Holdings senior notes to the contain restrictive covenants that limit certain transactions or
extent of public equity proceeds they have received on a pro activities by CCO Holdings and its restricted subsidiaries.
rata basis at a redemption price equal to 108.75% of the Substantially all of CCO Holdings’ direct and indirect subsidiar-
principal amount of CCO Holdings senior notes redeemed, plus ies are currently restricted subsidiaries.
any accrued and unpaid interest. In the event of specified change of control events, CCO
On or after November 15, 2008, the issuers of the CCO Holdings must offer to purchase the outstanding CCO Holdings
Holdings senior notes may redeem all or a part of the notes at a senior notes from the holders at a purchase price equal to 101%
redemption price that declines ratably from the initial redemp- of the total principal amount of the notes, plus any accrued and
tion price of 104.375% to a redemption price on or after unpaid interest.
November 15, 2011 of 100.0% of the principal amount of the Charter Operating Notes. On April 27, 2004, Charter Operating and
CCO Holdings senior notes redeemed, plus, in each case, any Charter Communications Operating Capital Corp. jointly issued
accrued and unpaid interest. $1.1 billion of 8% senior second-lien notes due 2012 and
In the event of specified change of control events, CCO $400 million of 83
/8% senior second-lien notes due 2014, for total
Holdings must offer to purchase the outstanding CCO Holdings gross proceeds of $1.5 billion. In March and June 2005, Charter
senior notes from the holders at a purchase price equal to 101% Operating consummated exchange transactions with a small
of the total principal amount of the notes, plus any accrued and number of institutional holders of Charter Holdings 8.25% senior
unpaid interest. notes due 2007 pursuant to which Charter Operating issued, in
private placement transactions, approximately $333 million
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