Charter 2006 Annual Report Download - page 64

CHARTER COMMUNICATIONS, INC. 2006 FORM 10-K
outstanding CCH II notes, the outstanding CCH I notes, In the event that additional liens are granted by Charter
the outstanding CIH notes, the outstanding Charter Hold- Operating or its subsidiaries to secure obligations under the
ings notes and the outstanding Charter convertible senior Charter Operating credit facilities or the related obligations,
notes; second priority liens on the same assets will be granted to
secure the Charter Operating notes, which liens will be subject
(senior in right of payment to any future subordinated to the provisions of an intercreditor agreement (to which none
indebtedness of such guarantor; and of Charter Operating or its affiliates are parties). Notwithstand-
(effectively senior to the relevant subsidiary’s unsecured ing the foregoing sentence, no such second priority liens need
indebtedness, to the extent of the value of the collateral but be provided if the time such lien would otherwise be granted is
subject to the prior lien of the credit facilities. not during a guarantee and pledge availability period (when the
Leverage Condition is satisfied), but such second priority liens
The Charter Operating notes and related note guarantees will be required to be provided in accordance with the foregoing
are secured by a second-priority lien on all of Charter sentence on or prior to the fifth business day of the commence-
Operating’s and its subsidiaries’ assets that secure the obligations ment of the next succeeding guarantee and pledge availability
of Charter Operating or any subsidiary of Charter Operating period.
with respect to the Charter Operating credit facilities and the The Charter Operating notes are senior debt obligations of
related obligations. The collateral currently consists of the Charter Operating and Charter Communications Operating
capital stock of Charter Operating held by CCO Holdings, all of Capital Corp. To the extent of the value of the collateral (but
the intercompany obligations owing to CCO Holdings by subject to the prior lien of the credit facilities), they rank
Charter Operating or any subsidiary of Charter Operating, and effectively senior to all of Charter Operating’s future unsecured
substantially all of Charter Operating’s and the guarantors’ assets senior indebtedness.
(other than the assets of CCO Holdings) in which security
interests may be perfected under the Uniform Commercial Code
by filing a financing statement (including capital stock and
intercompany obligations), including, but not limited to:
(with certain exceptions, all capital stock (limited in the case
of capital stock of foreign subsidiaries, if any, to 66% of the
capital stock of first tier foreign Subsidiaries) held by
Charter Operating or any guarantor; and
(with certain exceptions, all intercompany obligations owing
to Charter Operating or any guarantor.
REDEMPTION PROVISIONS OF OUR HIGH YIELD NOTES
The various notes issued by our subsidiaries included in the table may be redeemed in accordance with the following table or are not
redeemable until maturity as indicated:
Note Series Redemption Dates Percentage of Principal
Charter Holdings:
8.250% senior notes due 2007 Not callable N/A
8.625% senior notes due 2009 April 1, 2006 — March 31, 2007 101.438%
Thereafter 100.000%
10.000% senior notes due 2009 Not callable N/A
10.750% senior discount notes due 2009 Not callable N/A
9.625% senor notes due 2009 Not callable N/A
10.250% senior notes due 2010 January 15, 2007 — January 14, 2008 101.708%
Thereafter 100.000%
11.750% senior discount notes due 2010 January 15, 2007 — January 14, 2008 101.958%
Thereafter 100.000%
11.125% senior notes due 2011 January 15, 2007 — January 14, 2008 103.708%
January 15, 2008 — January 14, 2009 101.854%
Thereafter 100.000%
13.500% senior discount notes due 2011 January 15, 2007 — January 14, 2008 104.500%
January 15, 2008 — January 14, 2009 102.250%
Thereafter 100.000%
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