Virgin Media 2006 Annual Report Download - page 71

We are a holding company with no independent operations or significant assets other than our investments in our subsidiaries. As
a result, we will depend upon the receipt of sufficient funds from our subsidiaries to meet our obligations. In addition, the terms of our
and our subsidiaries’ existing and future indebtedness and the laws of the jurisdictions under which those subsidiaries are organized
limit the payment of dividends, loan repayments and other distributions to us under many circumstances.
Our debt agreements and the debt agreements of some of our subsidiaries contain restrictions on our ability to transfer cash
between groups of our subsidiaries. As a result of these restrictions, although our overall liquidity may be sufficient to satisfy our
obligations, we may be limited by covenants in some of our debt agreements from transferring cash to other subsidiaries that might
require funds. In addition, cross default provisions in our other indebtedness may be triggered if we default on any of these debt
agreements.
Senior Credit Facility
During the year, we entered into a new senior credit facility in an aggregate principal sterling equivalent amount of £5,275
million, comprising a £3,350 million 5 year amortizing Tranche A term loan facility, a £175 million 5 year amortizing Tranche A1
term loan facility, a £300 million 6½ year bullet Tranche B1 term loan facility, a £351 million 6½ year bullet Tranche B2 term loan
facility, a €500 million 6½ year bullet Tranche B3 term loan facility, a $650 million 6½ year bullet Tranche B4 term loan facility, a
£300 million 7 year bullet Tranche C term loan facility and a £100 million 5 year multi−currency revolving loan facility.
The senior credit facility (other than for Tranche C) has the benefit of a full and unconditional senior secured guarantee from
Virgin Media Finance PLC as well as first priority pledges of the shares and assets of substantially all of the operating subsidiaries of
Virgin Media Investment Holdings Limited (“VMIH”) and of receivables arising under any intercompany loans to those subsidiaries.
The senior secured guarantee of Virgin Media Finance PLC is secured by a first priority pledge of the entire capital stock of VMIH
and the receivables under any intercompany loans from Virgin Media Finance PLC to VMIH. The guarantee of the Tranche C of the
senior credit facility will share in the security of Virgin Media Finance PLC granted to the senior credit facility, but will receive
proceeds only after the other tranches and will not benefit from guarantees or security granted by other members of the group.
Remaining principal under Tranches A and A1 is subject to repayment each six months as follows (in millions):
Date Amount
September 28, 2007 £ 124
March 31, 2008 £ 237
September 30, 2008 £ 237
March 31, 2009 £ 265
September 30, 2009 £ 475
March 31, 2010 £ 527
September 30, 2010 £ 580
Final maturity date £ 967
The annual rate of interest payable under our new senior credit facility is the sum of (i) the London Intrabank Offer Rate
(LIBOR), US LIBOR or European Intrabank Offer Rate (EURIBOR), as applicable, plus (ii) the applicable interest margin and the
applicable cost of complying with any reserve requirement.
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Source: VIRGIN MEDIA INVESTM, 10−K, March 01, 2007