Charter 2015 Annual Report Download - page 83

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68
Prior to the par call date as defined below, CCO Safari II may redeem some or all of the respective note at 100% of the principal
amount of such note plus an applicable premium as defined in the indenture.
Note Series Par Call Date
CCO Safari II, LLC:
3.579% senior notes due 2020 June 23, 2020
4.464% senior notes due 2022 May 23, 2022
4.908% senior notes due 2025 April 23, 2025
6.384% senior notes due 2035 April 23, 2035
6.484% senior notes due 2045 April 23, 2045
6.834% senior notes due 2055 April 23, 2055
Summary of Restrictive Covenants of Our Note Indentures
The following description is a summary of certain restrictions of our note indentures. The summary does not restate the terms of
the note indentures in their entirety, nor does it describe all restrictions. The agreements and instruments governing each of the
notes issued are complicated and you should consult such agreements and instruments for more detailed information regarding
the notes issued.
The CCOH Safari notes were issued pursuant to a base indenture and a first supplemental indenture to that base all dated November
20, 2015 (the “CCOH Safari Indentures”). The CCOH Safari Indentures provide that, with limited exceptions of covenants
regarding compliance certificates and stay, extension and usury laws, covenants restricting the activities of the note issuer and its
subsidiaries do not apply until such time as the CCOH Safari note proceeds are released from escrow. As stated previously,
substantially concurrently with the escrow release, the CCOH Safari notes will become obligations of CCO Holdings and CCO
Holdings Capital, CCOH Safari will merge with CCO Holdings and the terms and conditions of the CCOH Safari Indentures will
apply to CCO Holdings and CCO Holdings Capital.
The notes issued by CCO Holdings and CCO Holdings Capital were issued pursuant to certain indentures referred to in this section
as the “CCO Holdings Indentures.” The CCO Holdings Indentures and the CCOH Safari Indentures (following the release of
proceeds from escrow) contain covenants that restrict the ability of CCO Holdings and its subsidiaries to, among other things:
• incur indebtedness;
pay dividends or make distributions in respect of capital stock and other restricted payments;
• issue equity;
• make investments;
• create liens;
• sell assets;
consolidate, merge, or sell all or substantially all assets;
create restrictions on the ability of restricted subsidiaries to make certain payments; or
enter into transactions with affiliates.
However, such covenants are subject to a number of important qualifications and exceptions. Below we set forth a brief summary
of certain of the restrictive covenants.
Restrictions on Additional Debt
The limitations on incurrence of debt and issuance of preferred stock contained in the CCO Holdings Indentures and the CCOH
Safari Indentures permit CCO Holdings and its restricted subsidiaries to incur additional debt or issue preferred stock, so long as,
after giving pro forma effect to the incurrence, the leverage ratio would be below a specified level for CCO Holdings. The leverage
ratio under the indentures is 6.0 to 1.
In addition, regardless of whether the leverage ratio could be met, so long as no default exists or would result from the incurrence
or issuance, CCO Holdings and its restricted subsidiaries are permitted to issue among other permitted indebtedness:
up to $1.5 billion of debt under credit facilities not otherwise allocated;