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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
Entire Document
  At the time of the initial sale of the Old Notes by the Obligors and the
Guarantor to the Placement Agent: (i) Holdings received equity contributions of
$95.1 million from the Morgan Stanley Entities and $3.9 million from the
Management Investors, which were contributed to the Company as equity
(collectively, the "Equity Contributions"); (ii) Renaissance Media, as
borrower, and Renaissance Louisiana, Renaissance Tennessee and Renaissance
Capital, as guarantors, entered into a credit agreement (the "Senior Credit
Facility"), consisting of $110.0 million of term loan facilities (the "Term
Loans") and a $40.0 million revolving credit facility (the "Revolver") with
Morgan Stanley Senior Funding, Inc. ("MSSF"), as syndication agent, and
arranger, and the other lenders party thereto; and (iii) Renaissance Media
acquired the Systems from Time Warner for $300.0 million in cash and the
issuance to Time Warner of a $9.5 million equity interest in Holdings pursuant
to an asset purchase agreement dated as of November 14, 1997, between Holdings
and Time Warner, as amended (the "Asset Purchase Agreement"). The Acquisition
(including the issuance to Time Warner of a $9.5 million equity ownership
interest in Holdings), the Equity Contributions, the establishment of the
Senior Credit Facility, borrowings under the Term Loans and the Offering are
hereinafter referred to as the "Transactions."
  The Company used the net proceeds from the Offering, together with the Equity
Contributions and borrowings under the Term Loans to consummate the
Acquisition. The Company believes that borrowings expected to be available
under the Revolver and anticipated cash flow from operations will be sufficient
to upgrade the Systems as currently contemplated and satisfy the Company's
anticipated working capital and debt service requirements. However, the actual
amount and timing of the Company's capital requirements may differ materially
from the Company's estimates as a result of, among other things, the demand for
the Company's services and regulatory, technological and competitive
developments (including additional market developments and new opportunities)
in the Company's industry. The Company also expects that it will require
additional financing if the Company's development plans or projections change
or prove to be inaccurate or the Company engages in any acquisitions. Sources
of additional financing may include commercial bank borrowings, vendor
financing or the private or public sale of equity or debt securities. There can
be no assurances that such financing will be available on terms acceptable to
the Company or at all.