Charter 2013 Annual Report Download - page 100

CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2013, 2012 AND 2011
(dollars in millions, except share or per share data or where indicated)
F- 18
Company recorded a loss on extinguishment of debt of approximately $65 million for the year ended December 31, 2013 related
to these transactions.
The CCO Holdings notes are guaranteed by Charter. They are senior debt obligations of CCO Holdings and CCO Holdings Capital
Corp. and rank equally with all other current and future unsecured, unsubordinated obligations of CCO Holdings and CCO Holdings
Capital Corp. The CCO Holdings notes are structurally subordinated to all obligations of subsidiaries of CCO Holdings, including
the Charter Operating credit facilities.
CCO Holdings may redeem some or all of the CCO Holdings notes at any time at a premium. The optional redemption price
declines to 100% of the respective series’ principal amount, plus accrued and unpaid interest, if any, on or after varying dates in
2016 through 2021.
In addition, at any time prior to varying dates in 2014 through 2016, CCO Holdings may redeem up to 35% of the aggregate
principal amount of the notes at a redemption price at a premium plus accrued and unpaid interest to the redemption date, with
the net cash proceeds of one or more equity offerings (as defined in the indenture); provided that certain conditions are met.
In the event of specified change of control events, CCO Holdings must offer to purchase the outstanding CCO Holdings notes
from the holders at a purchase price equal to 101% of the total principal amount of the notes, plus any accrued and unpaid interest.
Charter Operating Notes
In August 2011, Charter Operating repurchased, in private transactions, a total of $193 million principal amount of Charter Operating
8.000% senior second-lien notes due 2012 for approximately $199 million cash. The transactions resulted in a loss on
extinguishment of debt of approximately $4 million for the year ended December 31, 2011.
In March 2012, Charter Operating redeemed the remaining $18 million of 10.875% senior notes due 2014 pursuant to a notice of
redemption.
CCH II Notes
In October 2012, the Company redeemed $678 million aggregate principal amount of the CCH II 13.500% senior notes due 2016
at 108.522% of the principal amount. In November 2012, the Company redeemed the remaining $468 million aggregate principal
amount of CCH II 13.500% senior notes due 2016 at 106.750% of the principal amount. The transactions resulted in a gain on
extinguishment of debt of approximately $52 million for the year ended December 31, 2012.
High-Yield Restrictive Covenants; Limitation on Indebtedness.
The indentures governing the CCO Holdings notes contain certain covenants that restrict the ability of CCO Holdings, CCO
Holdings Capital Corp. and all of their restricted subsidiaries to:
• incur additional debt;
• pay dividends on equity or repurchase equity;
• make investments;
• sell all or substantially all of their assets or merge with or into other companies;
• sell assets;
• enter into sale-leasebacks;
• in the case of restricted subsidiaries, create or permit to exist dividend or payment restrictions with respect to CCO
Holdings, guarantee their parent companies debt, or issue specified equity interests;
• engage in certain transactions with affiliates; and
• grant liens.
CCO Holdings Credit Facility
CCO Holdings' credit agreement consists of a $350 million term loan facility (the “CCO Holdings credit facility”). The facility
matures in September 2014. Borrowings under the CCO Holdings credit facility bear interest at a variable interest rate based on