Time Warner Cable 2009 Annual Report Download - page 85

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Credit Facility may be used for general corporate purposes, and unused credit is available to support borrowings under the CP Program
(as defined below).
In addition to the Revolving Credit Facility, TWC maintains a $6.0 billion unsecured commercial paper program (the “CP
Program”) that is also guaranteed by TW NY and TWE. Commercial paper issued under the CP Program is supported by unused
committed capacity under the Revolving Credit Facility and ranks pari passu with other unsecured senior indebtedness of TWC, TWE
and TW NY.
In December 2009, TWC used a portion of the net proceeds from its December 2009 public bond offering to repay in full all
$400 million of the borrowings outstanding under its $4.0 billion five-year term loan facility maturing February 21, 2011 (the “Term
Loan Facility”), which terminated in accordance with its terms as a result of such repayment. At the time of the termination of the Term
Loan Facility, borrowings under such facility bore interest at a rate based on the credit rating of TWC, which rate was LIBOR plus
0.625% per annum.
As of December 31, 2009, there were letters of credit totaling $149 million and no borrowings outstanding under the Revolving
Credit Facility, and borrowings of $1.261 billion outstanding under the CP Program. TWC’s available borrowing capacity under the
Revolving Credit Facility as of December 31, 2009 was $4.464 billion and TWC had $1.048 billion of cash and equivalents on hand.
Separation-related Facilities
In order to finance, in part, the Special Dividend, on June 30, 2008, the Company entered into a senior unsecured term loan facility
originally in an aggregate principal amount of $9.0 billion with an initial maturity date that would be 364 days after the borrowing date
(the “2008 Bridge Facility”). Pursuant to the terms of the 2008 Bridge Facility, the commitments of the lenders thereunder were reduced
by an amount equal to the net cash proceeds of TWC’s issuances of public debt securities in June and November 2008. On March 12,
2009, TWC borrowed $1.932 billion, the then full committed amount under the 2008 Bridge Facility, in order to fund, in part, the Special
Dividend. In March 2009, the Company used $1.934 billion of the net proceeds from its public debt issuance in March 2009 to repay all of
the borrowings outstanding and all other amounts due under the 2008 Bridge Facility. Upon repayment of the borrowings outstanding
under the 2008 Bridge Facility, such facility was terminated by the parties thereto in accordance with its terms.
On December 10, 2008, Time Warner (as lender) and TWC (as borrower) entered into a two-year $1.535 billion senior unsecured
supplemental term loan facility (the “Supplemental Credit Agreement”). The Company could have borrowed under the Supplemental
Credit Agreement only to repay amounts outstanding at the final maturity of the 2008 Bridge Facility, if any. As a result of the Company’s
public debt issuance in March 2009 and the termination of the 2008 Bridge Facility, Time Warner’s commitment under the Supplemental
Credit Agreement was terminated.
TWC Notes and Debentures
TWC notes and debentures as of December 31, 2009 and 2008 were as follows:
Issuance Maturity
Semi-annual
Interest
Payment
Principal
Amount
Interest
Rate 2009 2008
Outstanding Balance as of
December 31,
Date of
(in millions) (in millions)
5-year notes........................ Apr2007 July 2012 Jan/July $ 1,500 5.400% $ 1,502 $ 1,498
5-year notes........................ June 2008 July 2013 Jan/July 1,500 6.200% 1,500 1,497
5-year notes........................ Nov2008 Feb 2014 Feb/Aug 750 8.250% 738 749
5-year notes........................ Mar2009 Apr 2014 Apr/Oct 1,000 7.500% 1,001 —
5-year notes........................ Dec2009 Feb 2015 Feb/Aug 500 3.500% 485 —
10-year notes ....................... Apr2007 May 2017 May/Nov 2,000 5.850% 1,997 1,996
10-year notes ....................... June 2008 July 2018 Jan/July 2,000 6.750% 1,999 1,998
10-year notes ....................... Nov2008 Feb 2019 Feb/Aug 1,250 8.750% 1,233 1,231
10-year notes ....................... Mar2009 Apr 2019 Apr/Oct 2,000 8.250% 1,988 —
10-year notes ....................... Dec2009 Feb 2020 Feb/Aug 1,500 5.000% 1,469 —
30-year debentures. . . ................ Apr2007 May 2037 May/Nov 1,500 6.550% 1,491 1,491
30-year debentures. . . ................ June 2008 July 2038 Jan/July 1,500 7.300% 1,496 1,496
30-year debentures. . . ................ June 2009 June 2039 June/Dec 1,500 6.750% 1,458 —
Total ............................. $ 18,500 $ 18,357 $ 11,956
73
TIME WARNER CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)