Cablevision 2014 Annual Report Download - page 126

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
(Dollars in thousands, except share and per share amounts)
F-37
• Term B loans, either (i) the Eurodollar rate plus a spread of 2.50% or (ii) the base rate plus a spread of 1.50%.
The Restricted Group credit facility has two financial maintenance covenants applicable to the revolving credit facility and the
Term A loans: (1) a maximum ratio of total net indebtedness to cash flow of 5.0 to 1 and (2) a maximum ratio of senior secured
net indebtedness to cash flow of 4.0 to 1. The financial maintenance covenants do not apply to the Term B loans.
These covenants and restrictions on the permitted use of borrowed funds in the revolving loan facility may limit the Restricted
Group's ability to utilize all of the undrawn revolver funds. Additional covenants include limitations on liens and the issuance of
additional debt.
Under the Restricted Group credit facility there are generally no restrictions on investments that the Restricted Group may make,
provided it is not in default; however, the Restricted Group must also remain in compliance with the maximum ratio of total net
indebtedness to cash flow and the maximum ratio of senior secured net indebtedness to cash flow.
There is a commitment fee of 0.30% on undrawn amounts under the revolving credit facility.
For the year ended December 31, 2013, the Company wrote-off deferred financing costs of $6,602 related to the repaid credit
facility. The Term B loans were issued at a discount of $11,750 and the Company recorded deferred financing costs of $27,080
related to the current credit facility. The original issue discount and the deferred financing costs are both being amortized to interest
expense over the term of the respective loans.
In May 2014, CSC Holdings used the net proceeds from the issuance of the 2024 Notes (discussed below), as well as cash on hand,
to make a $750,000 repayment on its outstanding Term B loan facility. In September 2014, CSC Holdings made a repayment of
$200,000 on its outstanding Term B loan facility with cash on hand. In connection with these repayments, the Company recognized
a loss on extinguishment of debt of approximately $4,054 and wrote-off unamortized deferred financing costs related to this loan
facility of approximately $5,564 for the year ended December 31, 2014.
The Restricted Group was in compliance with all of its financial covenants under the Restricted Group Credit Agreement as of
December 31, 2014.
Newsday LLC Credit Facility
On October 12, 2012, Newsday LLC ("Newsday") entered into a new senior secured credit agreement (the "Newsday Credit
Agreement"), the proceeds of which were used to repay all amounts outstanding under its previous credit agreement dated as of
July 29, 2008. The Newsday Credit Agreement consists of a $480,000 floating rate term loan which matures on October 12, 2016
(net of the $160,000 repayment in December 2013, discussed below). Interest under the Newsday Credit Agreement is calculated,
at the election of Newsday, at either the eurodollar rate or the base rate, plus 3.50% or 2.50%, respectively, as specified in the
Newsday Credit Agreement. Borrowings by Newsday under the Newsday Credit Agreement are guaranteed by CSC Holdings on
a senior unsecured basis and certain of its subsidiaries that own interests in Newsday on a senior secured basis. The Newsday
Credit Agreement is secured by a lien on the assets of Newsday and Cablevision senior notes with an aggregate principal amount
of $611,455 (after the sale of Cablevision senior notes in December 2013 discussed below) owned by Newsday Holdings. In
connection with the Newsday Credit Agreement, the Company incurred deferred financing costs of approximately $4,558, which
are being amortized to interest expense over the term of the Newsday Credit Agreement.
On December 10, 2013, Newsday made a voluntary repayment of $160,000 on its term loan with the proceeds it received from
CSC Holdings in connection with CSC Holdings' purchase of Cablevision senior notes with an aggregate principal amount of
$142,262 held by Newsday Holdings. The senior notes were subsequently distributed by CSC Holdings to Cablevision and were
canceled.
The principal financial covenant for the Newsday Credit Agreement is a minimum liquidity test of $25,000 which is tested bi-
annually on June 30 and December 31. The Newsday Credit Agreement also contains customary affirmative and negative covenants,
subject to certain exceptions, including limitations on indebtedness, investments and restricted payments. Certain of the covenants
applicable to CSC Holdings under the Newsday Credit Agreement are similar to the covenants applicable to CSC Holdings under
its outstanding senior notes.
Prior to the Newsday Credit Agreement, Newsday had a $650,000 senior secured loan facility comprised of two components: a
$525,000 10.50% fixed rate term loan facility and a $125,000 floating rate term loan facility. Unamortized deferred financing costs
related to this senior secured loan facility aggregating approximately $5,083 were written-off in 2012.
Newsday was in compliance with all of its financial covenants under its Newsday Credit Agreement as of December 31, 2014.