Virgin Media 2007 Annual Report Download - page 174

VIRGIN MEDIA INVESTMENT HOLDINGS LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
9. Long Term Debt (Continued)
5.0%. Interest is payable quarterly on January 15, April 15, July 15 and October 15 commencing
July 15, 2004.
Senior Credit Facility
The principal amount outstanding under our senior credit facility at December 31, 2007 was
£4,804.8 million. Our senior credit facility comprises a term facility denominated in a combination of
pounds sterling, euros and U.S. dollars in aggregate principal amounts of £4,132 million, $628 million
and A485 million and a revolving facility of £100 million. At December 31, 2007, the sterling equivalent
of £4,804.8 million of the term facility had been drawn and £19.9 million of the revolving credit facility
had been utilized for bank guarantees and standby letters of credit.
The senior credit facility bears interest at LIBOR, US LIBOR or EURIBOR plus a margin
currently ranging from 1.75% to 2.75% and the applicable cost of complying with any reserve
requirement. The margins on £2,337 million of the term loan facilities and on the revolving credit
facility ratchet from 1.25% to 2.25% based on leverage ratios. Interest is payable at least semi-annually.
Principal repayments in respect of £2,337 million of the term loan facilities are due semi-annually
beginning in September 2009 and ending on March 3, 2011, and the remaining term loan facilities are
repayable in full on their maturity dates, which range from September 3, 2012 through March 3, 2013.
We are also required to make principal repayments out of excess cash flows if certain criteria are met.
The facility is secured through a guarantee from Virgin Media Finance PLC. In addition, the bulk
of the facility is secured through guarantees and first priority pledges of the shares and assets of
substantially all of our operating subsidiaries and of receivables arising under any intercompany loans
to those subsidiaries. We are subject to financial maintenance tests under the facility, including a test of
liquidity, coverage and leverage ratios applied to us and certain of our subsidiaries. As of December 31,
2007, we were in compliance with these covenants.
The agreements governing the senior notes and the senior credit facility significantly, and, in some
cases, absolutely restrict our ability and the ability of most of our subsidiaries to:
• incur or guarantee additional indebtedness;
• pay dividends or make other distributions, or redeem or repurchase equity interests or
subordinated obligations;
• make investments;
• sell assets, including the capital stock of subsidiaries;
• enter into sale and leaseback transactions or certain vendor financing arrangements;
• create liens;
• enter into agreements that restrict the restricted subsidiaries’ ability to pay dividends, transfer
assets or make intercompany loans;
• merge or consolidate or transfer all or substantially all of our assets; and
• enter into transactions with affiliates.
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