Time Warner Cable 2012 Annual Report Download - page 103

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TIME WARNER CABLE INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
are amortized over the term of the related debt instrument and are included as a component of interest expense, net, in the
consolidated statement of operations.
Maturities
Annual maturities of debt total $1.502 billion in 2013, $1.752 billion in 2014, $502 million in 2015, $3 million in 2016,
$2.003 billion in 2017 and $20.701 billion thereafter.
9. MANDATORILY REDEEMABLE PREFERRED EQUITY
In connection with the financing of the acquisition of substantially all of the cable assets of Adelphia Communications
Corporation in 2006, TW NY Cable LLC (“TW NY Cable”), a subsidiary of TWC, issued $300 million of its Series A Preferred
Membership Units (the “TW NY Cable Preferred Membership Units”) to a limited number of third parties. The TW NY Cable
Preferred Membership Units pay cash dividends at an annual rate equal to 8.210% of the sum of the liquidation preference
thereof and any accrued but unpaid dividends thereon, on a quarterly basis. The TW NY Cable Preferred Membership Units are
subject to mandatory redemption by TW NY Cable on August 1, 2013 and are not redeemable by TW NY Cable at any time
prior to that date. The redemption price of the TW NY Cable Preferred Membership Units is equal to the respective holders’
liquidation preference plus any accrued and unpaid dividends through the redemption date. Except under limited circumstances,
holders of TW NY Cable Preferred Membership Units have no voting rights. As of December 31, 2012, the TW NY Cable
Preferred Membership Units are classified as a current liability in the consolidated balance sheet.
The terms of the TW NY Cable Preferred Membership Units require that holders owning a majority of the TW NY Cable
Preferred Membership Units must approve any agreement for a material sale or transfer by TW NY Cable and its subsidiaries of
assets at any time during which TW NY Cable and its subsidiaries maintain, collectively, cable systems serving fewer than
500,000 cable subscribers, or that would (after giving effect to such asset sale) cause TW NY Cable to maintain, directly or
indirectly, fewer than 500,000 cable subscribers, unless the net proceeds of the asset sale are applied to fund the redemption of
the TW NY Cable Preferred Membership Units and the sale occurs on or immediately prior to the redemption date.
Additionally, for so long as the TW NY Cable Preferred Membership Units remain outstanding, TW NY Cable may not merge
or consolidate with another company, or convert from a limited liability company to a corporation, partnership or other entity,
unless (i) such merger or consolidation is permitted by the asset sale covenant described above, (ii) if TW NY Cable is not the
surviving entity or is no longer a limited liability company, the then-current holders of the TW NY Cable Preferred Membership
Units have the right to receive from the surviving entity securities with terms at least as favorable as the TW NY Cable
Preferred Membership Units and (iii) if TW NY Cable is the surviving entity, the tax characterization of the TW NY Cable
Preferred Membership Units would not be affected by the merger or consolidation. Any securities received from a surviving
entity as a result of a merger or consolidation or the conversion into a corporation, partnership or other entity must rank senior to
any other securities of the surviving entity with respect to dividends and distributions or rights upon a liquidation.
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