Cablevision 2011 Annual Report Download - page 89

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Bresnan Cable is also required to pay customary letter of credit fees, as well as fronting fees, to banks that
issue letters of credit pursuant to the Bresnan Credit Agreement.
All obligations under the Bresnan Credit Agreement are guaranteed by Holdings Sub (the direct parent of
Bresnan Cable) and each of Bresnan Cable's existing and future direct and indirect domestic subsidiaries
that are not designated as unrestricted subsidiaries in accordance with the Bresnan Credit Agreement (the
"Guarantors"). All obligations under the Bresnan Credit Agreement, including the guarantees of those
obligations, will be secured by certain assets of the Bresnan Cable and the Guarantors, including a pledge
of the equity interests of Bresnan Cable.
Bresnan Cable may voluntarily prepay outstanding loans under the Bresnan Credit Agreement at any
time, in whole or in part, without premium or penalty (except for customary breakage costs with respect
to Eurodollar loans, if applicable). If Bresnan Cable makes a prepayment of term loans in connection
with certain refinancing transactions, Bresnan Cable must pay a prepayment premium of 1.00% of the
amount of term loans prepaid.
With certain exceptions, Bresnan Cable is required to make mandatory prepayments in certain
circumstances, including (i) a specified percentage of excess cash flow beginning in 2012 depending on
its cash flow ratio, (ii) from the net cash proceeds of certain sales of assets (subject to reinvestment
rights), (iii) from casualty insurance and/or condemnation proceeds, and (iv) upon the incurrence of
certain indebtedness.
The term loan facility requires remaining quarterly repayments of $1,913 from 2012 through September
2017, and $713,363 on December 14, 2017, the maturity date of the term loan facility. Any amounts
outstanding under the revolving loan facility are due at maturity on December 14, 2015.
The Bresnan Credit Agreement contains customary affirmative and negative covenants and also requires
Bresnan Cable to comply with the following financial covenants: (i) a maximum ratio of total
indebtedness to operating cash flow (as defined) of 7.75:1 decreasing periodically to 5.00:1 on March 31,
2014; (ii) a minimum ratio of operating cash flow to interest expense of 2.00:1 increasing periodically to
2.75:1 on March 31, 2014, and (iii) minimum liquidity (as defined) of $25,000.
Bresnan Cable was in compliance with all of its financial covenants under its credit agreement as of
December 31, 2011.
Newsday LLC
We currently expect that net funding and investment requirements for Newsday LLC for the next
12 months will be met with one or more of the following: cash on hand, cash generated by operating
activities, interest income from the Cablevision senior notes held by Newsday Holdings LLC, capital
contributions and intercompany advances.
Newsday LLC's $650,000 senior secured loan facility is comprised of two components: a $525,000
10.50% fixed rate term loan facility and a $125,000 floating rate term loan facility. The senior secured
loan facility matures on August 1, 2013 and, subject to certain exceptions, requires mandatory
prepayments out of the proceeds of certain sales of property or assets, insurance proceeds and debt and
equity issuances. No mandatory prepayments were required prior to July 29, 2011, and the amount of
prepayments thereafter are limited to $105,000 in the aggregate prior to July 29, 2012 and $140,000 in the
aggregate prior to the maturity date. Optional prepayments are also permitted, subject to specified
prepayment premiums.