Cablevision 2013 Annual Report Download - page 86

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Restricted Group
CSC Holdings and those of its subsidiaries which conduct our cable television video operations, high-
speed data service, and our VoIP services operations, as well as Lightpath, our commercial data and voice
service business, comprise the "Restricted Group" as they are subject to the covenants and restrictions of
the credit facility and indentures governing the notes and debentures issued by CSC Holdings. In
addition, the Restricted Group is also subject to the covenants of the debt issued by Cablevision.
Sources of cash for the Restricted Group include primarily cash flow from the operations of the
businesses in the Restricted Group, borrowings under its credit facility and issuance of securities in the
capital markets and, from time to time, distributions or loans from its subsidiaries. The Restricted
Group's principal uses of cash include: capital spending, in particular, the capital requirements associated
with the upgrade of its digital video, high-speed data and voice services (including enhancements to its
service offerings such as a broadband wireless network (WiFi)); debt service, including distributions
made to Cablevision to service interest expense and principal repayments on its debt securities;
distributions to Cablevision to fund dividends paid to stockholders of CNYG Class A and CNYG Class B
common stock; distributions to Cablevision to fund share repurchases; other corporate expenses and
changes in working capital; and investments that it may fund from time to time. We currently expect that
the net funding and investment requirements of the Restricted Group for the next 12 months will be met
with one or more of the following: cash on hand, cash generated by operating activities and available
borrowings under the Restricted Group's revolving credit facility.
Restricted Group Credit Facility
On April 17, 2013, CSC Holdings refinanced its Restricted Group credit facility. The new Restricted
Group credit agreement provides for (1) a revolving credit facility of $1,500,000, (2) a Term A facility of
$958,510, and (3) a Term B facility of $2,350,000, each subject to adjustment from time to time in
accordance with the terms of the new credit agreement (the "Credit Agreement"). The proceeds from the
Term A loans and the Term B loans were used to repay all amounts outstanding under CSC Holdings'
previous Restricted Group credit facility and to pay fees and expenses in connection therewith. As of
December 31, 2013, no amounts were drawn under the revolving credit facility.
The Credit Agreement provides for extended facilities and additional facilities, subject to an aggregate
maximum facilities limit on all facilities (including the revolving credit facility, the Term A facility and
the Term B facility and any extended facilities and additional facilities) equal to the greater of
(1) $4,808,510 and (2) an amount such that the senior secured leverage ratio, as defined in the Credit
Agreement, would not exceed 3.50 to 1.00.
Under the Credit Agreement, commitments under the revolving credit facility expire on April 17, 2018.
The Term A loans are subject to quarterly repayments of approximately $11,981 beginning on
September 30, 2014 through June 30, 2016, approximately $23,963 beginning on September 30, 2016
through March 31, 2018 and a final payment of approximately $694,919 at maturity on April 17, 2018.
The Term B loans are subject to quarterly repayments of approximately $5,875 beginning on
September 30, 2013 through December 31, 2019 with a final repayment of approximately $2,197,250 at
maturity on April 17, 2020. Unless terminated early in accordance with the terms of the Credit
Agreement, all the facilities terminate on their final maturity dates, other than any additional facilities or
extended facilities that may be entered into in the future under the terms of the Credit Agreement and
which will terminate on the date specified in the respective supplements or agreements establishing such
facilities. The Credit Agreement provides for issuance of letters of credit in an aggregate amount of up to
$150,000.