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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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                                 THE NEW NOTES
New Notes...................  $163,175,000 aggregate principal amount at
                              maturity ($100,011,589.25 initial Accreted Value)
                              of 10% Senior Discount Notes due 2008.
General.....................  The form and terms of the New Notes are the same
                              as the form and terms of the Old Notes (which
                              they replace) except that (i) the New Notes have
                              been registered under the Securities Act and,
                              therefore, will not bear legends restricting the
                              transfer thereof, and (ii) the holders of New
                              Notes will not be entitled to certain rights
                              under the Registration Rights Agreement,
                              including the provisions providing for an
                              increase in the interest rate on the Old Notes in
                              certain circumstances relating to the timing of
                              the Exchange Offer, which rights will terminate
                              when the Exchange Offer is consummated. See "The
                              Exchange Offer--Purpose and Effect of the
                              Exchange Offer." The New Notes will evidence the
                              same debt as the Old Notes and will be entitled
                              to the benefits of the Indenture. See
                              "Description of the Notes."
Maturity Date...............  April 15, 2008.
Yield and Interest..........  The Old Notes were originally sold at a
                              substantial discount from their principal amount
                              at maturity and there will not be any payment of
                              interest on the New Notes prior to October 15,
                              2003. For a discussion of the U.S. federal income
                              tax treatment of the New Notes under the original
                              issue discount rules, see "Certain United States
                              Federal Income Tax Consequences." The New Notes
                              will fully accrete to face value on April 15,
                              2003. From and after April 15, 2003, the New
                              Notes will bear interest, payable semi-annually
                              in cash, at a rate of 10% per annum on April 15
                              and October 15 of each year, commencing October
                              15, 2003.
Optional Redemption.........  The New Notes are redeemable, at the option of
                              the Obligors, in whole or in part, at any time on
                              or after April 15, 2003, initially at 105.000% of
                              their principal amount at maturity, plus accrued
                              interest, declining to 100% of their principal
                              amount at maturity, plus accrued interest, on or
                              after April 15, 2006. In addition, at any time
                              prior to April 15, 2001, the Obligors may redeem
                              up to 35% of the aggregate principal amount at
                              maturity of the Notes with the proceeds of one or
                              more sales of Capital Stock (other than
                              Disqualified Stock) of the Company or an Obligor,
                              at 110.000% of their Accreted Value on the
                              redemption date; provided, however, that after
                              any such redemption at least $106.0 million
                              aggregate principal amount at maturity of Notes
                              remains outstanding. See "Description of the
                              Notes--Optional Redemption."
Change of Control...........  Upon a Change of Control (as defined herein), the
                              Obligors will be required to make an offer to
                              purchase the New Notes at a purchase price equal
                              to 101% of their Accreted Value on the date of