Charter 2010 Annual Report Download - page 103

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F- F-PB
CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2010, 2009, AND 2008
(dollars in millions, except share or per share data or where indicated)
CCO Holdings Credit Facility
In March 2007, CCO Holdings entered into a credit agreement
(the “CCO Holdings credit facility”) which consists of a $350
million term loan facility. e facility matures in September 2014.
Borrowings under the CCO Holdings credit facility bear interest at a
variable interest rate based on either LIBOR (0.26% as of December
31, 2010) or a base rate plus, in either case, an applicable margin.
e applicable margin for LIBOR term loans is 2.50% above LIBOR.
If an event of default were to occur, CCO Holdings would not be able
to elect LIBOR and would have to pay interest at the base rate plus
the applicable margin. e CCO Holdings credit facility is secured
by the equity interests of Charter Operating, and all proceeds thereof.
Charter Operating Credit Facilities
e Charter Operating credit facilities have an outstanding principal
amount of $6.0 billion at December 31, 2010 as follows:
A term B-1 loan with a remaining principal amount of
approximately $2.4 billion, which is repayable in equal quarterly
installments and aggregating $25 million in each loan year, with
the remaining balance due at final maturity on March 6, 2014;
A term B-2 loan with a remaining principal amount of
approximately $307 million, which is repayable in equal
quarterly installments and aggregating $3 million in each loan
year, with the remaining balance due at final maturity on March
6, 2014;
A term C loan with a remaining principal amount of
approximately $3.0 billion, which is repayable in equal quarterly
installments and aggregating $30 million in each loan year, with
the remaining balance due at final maturity on September 6,
2016;
A non-revolving loan with a remaining principal amount of
approximately $199 million repayable in full on March 6, 2013;
and
A revolving loan with an outstanding balance of $80 million at
December 31, 2010 and allowing for borrowings of up to $1.3
billion.
e revolving loan matures on March 6, 2015. However, if on
December 1, 2013, Charter Operating has scheduled maturities in
excess of $1.0 billion between January 1, 2014 and April 30, 2014,
the revolving loan will mature on December 1, 2013 unless lenders
holding more than 50% of the revolving loan consent to the maturity
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being March 6, 2015. As of January 31, 2011, Charter Operating
had maturities of $1.3 billion between January 1, 2014 and April 30,
2014. e revolving credit facility amount may be increased, but it
may not exceed $1.75 billion in aggregate revolving commitments
including the amount outstanding under the non-revolving loan.
Amounts outstanding under the Charter Operating credit facilities
bear interest, at Charter Operating’s election, at a base rate or LIBOR
(0.27% as of December 31, 2010 (0.31% for term C) and 0.26%
as of December 31, 2009), as defined, plus a margin. e applicable
LIBOR margin for the non-revolving loans and the term B-1 loans is
currently 2.00%. e LIBOR term B-2 loan bears interest at LIBOR
plus 5.0%, with a LIBOR floor of 3.5%, or at Charter Operating’s
election, a base rate plus a margin of 4.00%. Charter Operating
has currently elected to pay based on the base rate. e applicable
margin for the term C loans is currently 3.25% in the case of LIBOR
loans, provided that if certain other term loans are borrowed or
certain extended loans are established, then the term C loans shall
automatically increase to the extent necessary to cause the yield for
the term C loans to be 25 basis points less than the yield for the other
certain term loans. Charter Operating pays interest equal to LIBOR
plus 3.0% on amounts borrowed under the revolving credit facility
and pays a revolving commitment fee of .5% per annum on the daily
average available amount of the revolving commitment, payable
quarterly.
e Charter Operating credit facilities also allow the Company to
enter into incremental term loans in the future with an aggregate,
together with all other then outstanding first lien indebtedness,
including any first lien notes, of no more than $7.5 billion (less any
principal payments of term loan indebtedness and first lien notes
as a result of any sale of assets), with amortization as set forth in
the notices establishing such term loans, but with no amortization
greater than 1% per year prior to the final maturity of the existing
term loans. Although the Charter Operating credit facilities allow
for the incurrence of a certain amount of incremental term loans, no
assurance can be given that the Company could obtain additional
incremental term loans in the future if Charter Operating sought to
do so or what amount of incremental term loans would be allowable at
any given time under the terms of the Charter Operating credit facilities.
e obligations of Charter Operating under the Charter Operating
credit facilities (the “Obligations”) are guaranteed by Charter
Operating’s immediate parent company, CCO Holdings, and