- a change of control occurs under the indentures governing the Charter
The various negative covenants place limitations on the ability of Charter
Holdings, Charter Operating and their subsidiaries to, among other things:
- incur debt;
- pay dividends;
- incur liens;
- make acquisitions;
- investments or asset sales; or
- enter into transactions with affiliates.
Distributions by Charter Operating under the credit facilities to Charter
Holdings to pay interest on the Charter Holdings notes are generally permitted,
except during the existence of a default under the credit facilities. If the
8.250% Charter Holdings notes are not refinanced prior to six months before
their maturity date, the entire amount outstanding of the Charter Operating
credit facilities will become due and payable. As of June 30, 1999,
approximately $2.025 billion was outstanding and $2.075 billion was available
for borrowing under the Charter Operating credit facilities.
CREDIT FACILITIES TO BE ASSUMED IN CONNECTION WITH OUR PENDING ACQUISITIONS
FALCON CABLE COMMUNICATIONS CREDIT FACILITIES. In May 1999, Charter
Investment, Inc. entered into the Falcon acquisition agreements. The assumed
debt portion of the purchase price includes $967.0 million of senior credit
facilities of Falcon Cable Communications, LLC (the Falcon borrower). On July
21, 1999, a required percentage of the lenders under the Falcon borrower credit
agreement dated June 30, 1998 agreed to amend and restate the credit agreement,
effective on the date that we close our acquisition of Falcon. Unless otherwise
noted, the description below gives effect to this amendment and restatement,
which becomes effective at the time of the acquisition.
The Falcon credit facilities have maximum borrowings of $1.5 billion. The
current amount outstanding under the credit facilities is approximately $967.0
million, consisting of:
- A revolving facility in the amount of approximately $469.5 million;
- A term loan B in the amount of approximately $199 million; and
- A term loan C in the amount of approximately $298.5 million.
We are in the process of raising additional commitments for a permitted
supplemental revolving credit facility in the maximum amount of $350 million.
The revolving facility and the supplemental revolving facility amortize
beginning in 2001 and 2003, respectively, and ending on December 29, 2006 and