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SEC Filings

424B3
RENAISSANCE MEDIA GROUP LLC filed this Form 424B3 on 11/13/1998
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                          RENAISSANCE MEDIA GROUP LLC
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1998
              (ALL DOLLAR AMOUNTS IN 000'S EXCEPT WHERE INDICATED)
                                  (Unaudited)


   Annual maturities of borrowings under the Credit Agreement for the years
ending December 31 are as follows:
    


   1998 ........................................            0
   1999.........................................          776
   2000.........................................        1,035
   2001.........................................        2,701
   2002.........................................        9,506
   2003.........................................       11,590
   Thereafter...................................       76,892
                                                     --------
                                                      102,500
   Less Current Portion.........................         (518)
                                                     --------
                                                     $101,982
                                                     ======== 

   As required by the Credit Agreement, Renaissance Media purchased an interest
rate cap agreement from Morgan Stanley Capital Services Inc. an affiliate of
MSCP. The agreement effectively fixed or set a maximum LIBOR rate of 7.25% on
bank debt borrowing up to $100,000 through December 1999.

   The Credit Agreement and the Indenture pursuant to which the Notes were
issued contain restrictive covenants on the Company and subsidiaries regarding
additional indebtedness, investment guarantees, loans, acquisitions, dividends
and merger or sale of the subsidiaries and require the maintenance of certain
financial ratios.

5. TAXES

   Group and Media are limited liability companies and are not subject to
federal or state income tax. Any income earned by these entities will be taxed
to their respective members.

   Louisiana and Tennessee have elected to be treated as corporations for
federal income tax purposes and have not recorded any tax benefit for their
losses as the realization of these losses by reducing future taxable income in
the carry forward period is uncertain at this time. The provision for income
taxes reflected in the consolidated statement of operations is for Tennessee
Corporate Franchise taxes.

6. RELATED PARTY TRANSACTIONS

   (a)  Transactions with Morgan Stanley Entities

        In connection with the Acquisition, Media entered into the Credit
Agreement with Morgan Stanley Senior Funding and Morgan Stanley & Co.
Incorporated acted as the Placement Agent for the Notes. In connection with
these services the Morgan Stanley Entities received customary fees and expense
reimbursement.

   (b)  Transactions with Time Warner and Related Parties

        In connection with the Acquisition, Media entered into an agreement with
Time Warner, pursuant to which Time Warner manages the Company's programming in
exchange for providing the Company access to certain Time Warner programming
arrangements.



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