Cogeco 2013 Annual Report Download - page 79

78 COGECO CABLE INC. 2013 Consolidated financial statements
the Corporation and most of its subsidiaries excluding Atlantic Broadband and its subsidiaries and certain other immaterial subsidiaries
(the "unrestricted subsidiaries"), and provides for certain permitted encumbrances, including purchased money obligations, existing
funded obligations and charges granted by any subsidiary prior to the date when it becomes a subsidiary, subject to a maximum amount.
The provisions under these facilities provide for restrictions on the operations and activities of the Corporation but do not cover the
unrestricted subsidiaries. Generally, the most significant restrictions relate to permitted investments and dividends on multiple and
subordinate voting shares, as well as incurrence and maintenance of certain financial ratios primarily linked to operating income before
amortization, financial expense and total indebtedness.
On April 23, 2013, the Corporation reimbursed the Canadian Term Facility amounting to $175 million and the US Term Facility amounting
to US$225 million.
On July 5, 2013, the Corporation reduced the Revolving Facility of its Secured Credit Facilities from $240 million to $190 million.
c) On October 1, 2008, the Corporation issued US$190 million Senior Secured Notes Series A maturing October 1, 2015, and $55 million
Senior Secured Notes Series B maturing October 1, 2018. The Senior Secured Notes Series B bear interest at the coupon rate of 7.60%
per annum, payable semi-annually. The Corporation has entered into cross-currency swap agreements to fix the liability for interest and
principal payments on the Senior Secured Notes Series A in the amount of US$190 million, which bear interest at the coupon rate of
7.00% per annum, payable semi-annually. Taking into account these agreements, the effective interest rate on the Senior Secured Notes
Series A is 7.24% and the exchange rate applicable to the principal portion of the US dollar-denominated debt has been fixed at $1.0625.
The Senior Secured Notes are senior secured obligations and rank equally and rateably with all existing and future senior indebtedness.
These notes are indirectly secured by a first priority fixed and floating charge and a security interest on substantially all present and
future real and personal property and undertaking of every nature and kind of the Corporation and certain of its subsidiaries. The notes
are redeemable at the Corporation's option at any time, in whole or in part, prior to maturity, at 100% of the principal amount plus a
make-whole premium.
d) On June 27, 2013, the Corporation completed, pursuant to a private placement, the issuance of US$215 million ($225.3 million) Senior
Secured Notes net of transaction costs of $1.5 million, for net proceeds of $223.8 million. The Senior Secured Notes bear interest at
4.30% payable semi-annually and mature on June 16, 2025. The Senior Secured Notes are redeemable at the Corporation’s option at
any time, in whole or in part, at 100% of the principal amount plus a make-whole premium. These notes are indirectly secured by a first
priority fixed and floating charge and a security interest on substantially all present and future real and personal property and undertaking
of every nature and kind of the Corporation and certain of its subsidiaries.
e) On June 9, 2009, the Corporation completed, pursuant to a public debt offering, the issue of $300 million Senior Secured Debentures
Series 1. The Senior Secured Debentures Series 1 were redeemable at the Corporation's option, in whole or in part, at the greater of
par value or the Canada bond yield plus 0.875%. These debentures were to mature on June 9, 2014 and bore interest at 5.95% per
annum, payable semi-annually. These debentures were indirectly secured by a first priority fixed and floating charge and a security
interest on substantially all present and future real and personal property and undertaking of every nature and kind of the Corporation
and certain of its subsidiaries.
On July 29, 2013, Cogeco Cable repaid all the outstanding $300 million of Senior Secured Debentures Series 1 and consequently paid
a make-whole premium of $10.2 million on the early repayment of these debentures.
f) On November 16, 2010, the Corporation completed pursuant to a public debt offering, the issue of $200 million Senior Secured Debentures
Series 2. These debentures mature on November 16, 2020 and bear interest at 5.15% per annum payable semi-annually. These
debentures are indirectly secured by a first priority fixed and floating charge and a security interest on substantially all present and future
real and personal property and undertaking of every nature and kind of the Corporation and certain of its subsidiaries.
g) On February 14, 2012, the Corporation completed pursuant to a public debt offering, the issue of $200 million Senior Secured Debentures
Series 3 net of transaction costs of $1.9 million, for net proceeds of $198.1 million. These debentures mature on February 14, 2022 and
bear interest at 4.925% per annum payable semi-annually. These debentures are indirectly secured by a first priority fixed and floating
charge and a security interest on substantially all present and future real and personal property and undertaking of every nature and
kind of the Corporation and certain of its subsidiaries.
h) On May 27, 2013, Cogeco Cable completed pursuant to a public debt offering, the issue of $300 million Senior Secured Debentures
Series 4 for net proceeds of $296.9 million net of transaction costs of $3.1 million. These debentures mature on May 26, 2023 and bear
interest at 4.175% per annum payable semi-annually. These debentures are indirectly secured by a first priority fixed and floating charge
and a security interest on substantially all present and future real and personal property and undertaking of every nature and kind of the
Corporation and its subsidiaries except for the unrestricted subsidiaries. The provisions under these debentures provide for restrictions
on the operations and activities of the Corporation and its subsidiaries except for the unrestricted subsidiaries. Generally, the most
significant restrictions relate to permitted indebtedness, dispositions and maintenance of certain financial ratios.
i) On March 5, 2008, the Corporation issued a $100 million Senior Unsecured Debenture by way of a private placement. The debenture
bears interest at a fixed rate of 5.936% per annum, payable semi-annually. The debenture matures on March 5, 2018 and is redeemable
at the Corporation's option at any time, in whole or in part, prior to maturity, at 100% of the principal amount plus a make-whole premium.
j) On April 23, 2013, the Corporation completed a private placement of US$400 million ($410.4 million) aggregate principal amount of
Senior Unsecured Notes for net proceeds of $402.5 million net of transaction costs of $7.9 million. These notes mature on May 1, 2020
and bear interest at 4.875% per annum payable semi-annually. They are guaranteed on a senior unsecured basis, jointly and severally,
by its subsidiaries except for the unrestricted subsidiaries. The provisions under these notes provide for restrictions on the operations
and activities of the Corporation and its subsidiaries except for the unrestricted subsidiaries. Generally, the most significant restrictions
relate to permitted indebtedness, investments and distributions.