Virgin Media 2009 Annual Report Download - page 186

VIRGIN MEDIA INVESTMENT HOLDINGS LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Note 8—Long Term Debt (Continued)
February 15 and August 15 of each year. The 9.50% senior notes due 2016 mature on August 15, 2016
and are guaranteed on a senior basis by Virgin Media Inc., Virgin Media Group LLC, Virgin Media
Holdings Inc., Virgin Media (UK) Group, Inc. and Virgin Media Communications Limited and on a
senior subordinated basis by us and Virgin Media Investments Limited, or VMI. We used the net
proceeds, together with cash on hand, to make repayments totaling £608.5 million under our senior
credit facility. On July 21, 2009, Virgin Media Finance issued an additional $600 million aggregate
principal amount of 9.50% senior notes due 2016 under the same terms as the notes issued on June 3,
2009. We used the net proceeds, together with cash on hand, to make repayments totaling
£403.6 million under our senior credit facility.
On November 9, 2009, Virgin Media Finance issued $600 million aggregate principal amount of
8.375% senior notes due 2019 and £350 million aggregate principal amount of 8.875% senior notes due
2019. The senior notes due 2019 are unsecured senior obligations of Virgin Media Finance and rank
pari passu with Virgin Media Finance’s outstanding senior notes due 2014 and 2016. Interest is payable
on April 15 and October 15 of each year. The senior notes due 2019 mature on October 15, 2019 and
are guaranteed on a senior basis by Virgin Media Inc., Virgin Media Group LLC, Virgin Media
Holdings Inc., Virgin Media (UK) Group, Inc. and Virgin Media Communications Limited and on a
senior subordinated basis by us and VMI. We used the net proceeds to make repayments totaling
658.8 million on our senior notes due 2014.
Subsequent to the year end, on January 19, 2010, our wholly owned subsidiary, Virgin Media
Secured Finance PLC, issued $1.0 billion aggregate principal amount of 6.50% senior secured notes
due 2018 and £875 million aggregate principal amount of 7.00% senior secured notes due 2018. Interest
is payable on June 15 and December 15 each year, beginning on June 15, 2010. The senior secured
notes due 2018 rank pari passu with our senior credit facility and, subject to certain exceptions, share in
the same guarantees and security which has been granted in favor of our senior credit facility. We used
the net proceeds to make repayments totaling £1,453.0 million under our senior credit facility.
Senior Credit Facility
The principal amount outstanding under our senior credit facility at December 31, 2009 was
£3,112.8 million. Our senior credit facility comprises a term facility denominated in a combination of
pounds sterling, U.S. dollars and euros in aggregate principal amounts of £2,481.0 million,
$445.1 million and A402.1 million, and a revolving facility of £100.0 million. At December 31, 2009, the
sterling equivalent of £3,112.8 million of the term facility had been drawn and £11.6 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 1.25% to 3.625% and the applicable cost of complying with any reserve
requirement. The margins on £963.4 million of the term loan facilities and on the revolving credit
facility ratchet range from 1.25% to 3.125% based on leverage ratios. Interest is payable at least
semi-annually. Principal repayments in respect of £963.4 million of the term loan facilities are due
semi-annually beginning in March 2010 and ending on March 3, 2011, and the remaining term loan
facilities are repayable in full on their maturity dates, which are September 3, 2012 and March 3, 2013.
We are also required to make principal repayments out of excess cash flows if certain criteria are met.
On November 10, 2008, we amended our senior credit facility. Among other things, this
amendment allowed us to defer over 70.3% of the remaining principal payments due in 2010 and 2011
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