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S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
Entire Document
 
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RANKING
 
  The indebtedness evidenced by the New Notes will rank pari passu in right of
payment with all existing and future unsubordinated indebtedness of the
Obligors and senior in right of payment to all existing and future
subordinated indebtedness of the Obligors.
 
  The indebtedness evidenced by the New Guaranty will rank pari passu in right
of payment will all existing and future unsubordinated indebtedness of the
Company and senior in right of payment to all subordinated indebtedness of the
Company.
 
  After giving pro forma effect to the Transactions, as of March 31, 1998, the
Company and the Obligors would have had $210.0 million of indebtedness
outstanding. In addition, all existing and future liabilities (including
indebtedness under the Credit Agreement and trade payables) of the Obligors'
subsidiaries will be effectively senior to the Notes. After giving pro forma
effect to the Transactions, as of March 31, 1998, the Obligors' subsidiaries
would have had $114.0 million of indebtedness and other liabilities
outstanding, including $110.0 million of indebtedness under the Credit
Agreement. See "Risk Factors--Holding Company Structure; Structural
Subordination."
 
CERTAIN DEFINITIONS
 
  Set forth below is a summary of certain of the defined terms used in the
covenants and other provisions of the Indenture. Reference is made to the
Indenture for the full definition of all terms as well as any other
capitalized term used herein for which no definition is provided.
 
  "Accreted Value" is defined to mean, for any Specified Date, the amount
calculated pursuant to (i), (ii), (iii) or (iv) below for each $1,000 of
principal amount at maturity of the Notes:
 
    (i) if the Specified Date occurs on one or more of the following dates
  (each a "Semi-Annual Accrual Date"), the Accreted Value will equal the
  amount set forth below for such Semi-Annual Accrual Date:
 

<TABLE>
<CAPTION>
            SEMI-ANNUAL                             ACCRETED
            ACCRUAL DATE                              VALUE
            ------------                            ---------
           <S>                                      <C>
           October 15, 1998........................ $  644.60
           April 15, 1999.......................... $  676.83
           October 15, 1999........................ $  710.68
           April 15, 2000.......................... $  746.21
           October 15, 2000........................ $  783.52
           April 15, 2001.......................... $  822.70
           October 15, 2001........................ $  863.83
           April 15, 2002.......................... $  907.02
           October 15, 2002........................ $  952.38
           April 15, 2003.......................... $1,000.00
</TABLE>

 
    (ii) if the Specified Date occurs before the first Semi-Annual Accrual
  Date, the Accreted Value will equal the sum of (a) $612.91 and (b) an
  amount equal to the product of (1) the Accreted Value for the first Semi-
  Annual Accrual Date less $612.91 multiplied by (2) a fraction, the
  numerator of which is the number of days from the Closing Date to the
  Specified Date, using a 360-day year of twelve 30-day months, and the
  denominator of which is the number of days elapsed from the Closing Date to
  the first Semi-Annual Accrual Date, using a 360-day year of twelve 30-day
  months;
 
    (iii) if the Specified Date occurs between two Semi-Annual Accrual Dates,
  the Accreted Value will equal the sum of (a) the Accreted Value for the
  Semi-Annual Accrual Date immediately preceding such Specified Date and (b)
  an amount equal to the product of (1) the Accreted Value for the
  immediately following Semi-Annual Accrual Date less the Accreted Value for
  the immediately preceding Semi-Annual
 
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