Virgin Media 2012 Annual Report Download - page 163

F-92
We used the net proceeds from the senior notes due 2022, issued in October 2012, to redeem in full the outstanding
balance of $850 million and €180 million 9.5% senior notes due 2016 and to redeem $92.9 million of the principal
amount of $600 million 8.375% senior notes due 2019 and £96.5 million of the principal amount of £350 million 8.875%
senior notes due 2019. Virgin Media Finance PLC recognized a loss on extinguishment of debt of £129.2 million as a
result of these redemptions, which represented the difference between the consideration paid to redeem the respective
notes and the carrying value of those notes, and the write-off of associated deferred finance costs.
Senior Credit Facility
The principal amount outstanding under our senior credit facility at December 31, 2012 was £750.0 million. Our senior
credit facility comprises a term facility denominated in pounds sterling of £750.0 million and a revolving facility of £450.0
million. At December 31, 2012, £750.0 million of the term facility had been drawn and £6.4 million of the revolving credit
facility had been utilized for bank guarantees and standby letters of credit.
The term credit facility bears interest at LIBOR, plus a margin currently ranging from 1.625% to 2.125% based on
leverage ratios. The margins on the revolving credit facility range from 1.325% to 2.125% based on leverage ratios.
Interest is payable at least semi-annually. The term credit facility and the revolving credit facility are repayable in full
on their maturity dates, which are June 30, 2015.
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 the operating subsidiaries
of VMIH, 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, 2012, we were in compliance with these covenants.
The agreements governing the senior secured 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 at certain levels of leverage, or make other distributions, or redeem or repurchase equity interests
or subordinated obligations;
• make investments;
• sell assets, including the capital stock of subsidiaries;
• 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.
Long term debt repayments, excluding capital leases as of December 31, 2012, are due as follows (in millions):
Year ending December 31:
2013 £ —
2014 —
2015 750.0
2016 —
2017 —
Thereafter 4,777.7
Total debt payments £ 5,527.7
Table of Contents
VIRGIN MEDIA INVESTMENT HOLDINGS LIMITED AND SUBSIDIARIES
VIRGIN MEDIA INVESTMENTS LIMITED AND SUBSIDIARIES
COMBINED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
Note 5—Long Term Debt (continued)