Virgin Media 2008 Annual Report Download - page 80

The changes to the repayment schedule under the new A tranches and new revolving facility and the
reset of the financial covenant ratios (amendments (i), (ii) and (v) above) will only become effective
after we have repaid £487.0 million of the amounts outstanding under the A tranches and the B1-B6
tranches. We have repaid £300.0 million of this amount and have until August 10, 2009 (assuming we
exercise the extension option at a cost of £1.5 million) to satisfy this repayment condition in respect of
the remaining £187.0 million. We anticipate using cash generated from operations and cash on our
balance sheet, which may be supplemented by amounts undrawn on our revolving credit facility,
proceeds from debt offerings, or other sources, to pay the outstanding amount. Although we had
£181.6 million of cash on our balance sheet as at December 31, 2008, if we do not generate additional
cash from operations or raise cash through other means, we may not be able to satisfy this prepayment
condition. If we fail to meet the prepayment condition, the current financial covenant ratios and debt
amortization schedule under our senior credit facility will remain unchanged, with significant
repayments due in 2010 and 2011. Even if we do satisfy the prepayment condition, certain amortization
payments remain due in 2010 and 2011, as described below.
Additionally, we have paid fees of £49.2 million in 2008 in connection with the amendment and
will pay additional fees of up to £13.0 million upon satisfaction of the repayment condition.
Principal Amortization
The principal payments on our senior credit facility at December 31, 2008, and after giving effect
to the amendment (assuming the repayment condition has been satisfied by repayment of 20% of the
A tranches and the B1-B6 tranches) will be scheduled as follows (in millions):
Amount after giving
Amount effect to the
Date Pre-Amendment Amendment
March 31, 2010 .......................... £ 274.2 £ 32.7
September 30, 2010 ....................... 579.5 171.6
March 3, 2011 ........................... 966.1 288.4
June 3, 2012 ............................ — 1,167.3
September 3, 2012 ........................ 2,069.6 2,042.4
March 3, 2013 ........................... 300.0 300.0
If we prepay any amounts due in 2010 and 2011 prior to their scheduled repayment, whether
voluntarily or because the terms of our senior credit facility require us to make a prepayment, we will
have to make simultaneous prepayments in respect of certain other tranches of the senior credit
facility. For example, assuming that the repayment condition has been satisfied and we subsequently
choose to prepay £100 million of the amounts due in 2010, we would be required to make a
simultaneous prepayment of £295 million in respect of outstandings otherwise payable in 2012.
Interest Margins
The annual rate of interest payable under our 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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