Charter 2010 Annual Report Download - page 70
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Please find page 70 of the 2010 Charter annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.-
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senior in right of payment to any future subordinated
indebtedness of such guarantor; and
effectively senior to the relevant subsidiary’s unsecured
indebtedness, to the extent of the value of the collateral but
subject to the prior lien of the credit facilities.
e Charter Operating notes and related note guarantees are secured
by a second-priority lien on all of Charter Operating’s and its
subsidiaries’ assets that secure the obligations of Charter Operating
or any subsidiary of Charter Operating with respect to the Charter
Operating credit facilities and the related obligations. e collateral
currently consists of the capital stock of Charter Operating held
by CCO Holdings, all of the intercompany obligations owing to
CCO Holdings by Charter Operating or any subsidiary of Charter
Operating, and substantially all of Charter Operating’s and the
guarantors’ assets (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.
In the event that additional liens are granted by Charter Operating
or its subsidiaries to secure obligations under the Charter Operating
credit facilities or the related obligations, second priority liens on
the same assets will be granted to secure the Charter Operating
notes, which liens will be subject to the provisions of an intercreditor
agreement (to which none of Charter Operating or its affiliates are
parties). Notwithstanding the foregoing sentence, no such second
priority liens need be provided if the time such lien would otherwise
be granted is not during a guarantee and pledge availability period
(when the Leverage Condition is satisfied), but such second priority
liens will be required to be provided in accordance with the foregoing
sentence on or prior to the fifth business day of the commencement
of the next succeeding guarantee and pledge availability period.
e Charter Operating notes are senior debt obligations of Charter
Operating and Charter Communications Operating Capital Corp.
•
•
•
•
To the extent of the value of the collateral (but subject to the prior
lien of the credit facilities), they rank effectively senior to all of
Charter Operating’s future unsecured senior indebtedness.