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SEC Filings

424B3
INSIGHT COMMUNICATIONS COMPANY L P filed this Form 424B3 on 10/25/2017
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•       you will not be entitled to any exchange or registration rights with respect to the new notes and the new notes will not provide for additional interest in connection with registration defaults.

 

The new notes of a series will evidence the same debt as the original notes of the same series. They will be entitled to the benefits of the indenture governing the original notes and will be treated under the indenture as a single class with the original notes of the same series.

Ranking

  

The new notes will be:

 

•       senior obligations of CCO and CCO Capital;

 

•       pari passu in right of payment with all existing and future senior indebtedness of the Issuers, including obligations under the CCO credit facilities, the Existing Secured Notes and the Issuers’ guarantees of the TWC LLC notes and debentures and the TWCE debentures;

 

•       secured by liens on the Collateral (as defined in the “Description of Notes”) on an equal and ratable basis with the obligations under the CCO credit facilities, the Existing Secured Notes, the TWC LLC notes and debentures, the TWCE debentures and any other first lien obligations, subject to certain permitted liens and effectively equal with such obligations to the extent of the value of the Collateral;

 

•       effectively senior to all existing and future unsecured indebtedness of CCO and CCO Capital and any future indebtedness of CCO and CCO Capital secured by a junior lien on the Collateral, in each case to the extent of the value of the Collateral securing the obligations under the Notes;

 

  

•       structurally subordinated to all existing and future indebtedness and other liabilities of each subsidiary of CCO and CCO Capital that does not guarantee the new notes; and

 

•       senior in right of payment to all existing and future subordinated obligations of the CCO and CCO Capital.

 

As of June 30, 2017, the total principal amount of debt and intercompany loans of the Parent Guarantor and its subsidiaries, on a pro forma as adjusted basis to reflect (a) the issuance and sale of (i) $1.0 billion aggregate principal amount of the Issuers’ 3.750% senior secured notes due 2028; (ii) an additional $1.25 billion aggregate principal amount of the Issuers’ 5.375% senior secured notes due 2047; (iii) $1.5 billion aggregate principal amount of CCO Holdings’ and CCO Holdings Capital’s 5.000% senior notes due 2028; (iv) $1.25 billion aggregate principal amount of the Issuers’ 4.200% senior secured notes due 2028; (v) an additional $1.0 billion aggregate principal amount of CCO Holdings’ and CCO Holdings Capital’s 5.000% senior notes due 2028; and (vi) $500 million aggregate principal amount of CCO Holdings’ and CCO Holdings Capital’s 4.000% senior notes due 2023; and (b) the consummation of the exchange offer (assuming 100% participation), would have totaled approximately $69.1 billion.

Guarantees

   The new notes will be guaranteed (the “Note Guarantees”) by (i) all of the Issuers’ subsidiaries that issue or guarantee any Equally and Ratably Secured

 



 

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