DEBT | DEBT The following details the Company's outstanding debt: Interest Rate June 30, 2020 December 31, 2019 Date Issued Maturity Date Principal Amount Carrying Amount (a) Principal Amount Carrying Amount (a) Senior Notes: November 15, 2011 November 15, 2021 6.750 % $ 1,000,000 $ 984,412 $ 1,000,000 $ 979,178 September 27, 2012 September 15, 2022 5.875 % 649,024 608,861 649,024 600,849 May 23, 2014 June 1, 2024 5.250 % 750,000 690,331 750,000 683,940 October 18, 2018 July 15, 2025 7.750 % (e) 1,740 1,698 1,740 1,695 October 9, 2015 October 15, 2025 10.875 % 1,684,221 1,666,435 1,684,221 1,665,237 October 18, 2018 April 1, 2028 7.500 % 4,118 4,112 4,118 4,112 November 27, 2018 July 15, 2025 7.750 % (e) 617,881 606,479 617,881 605,583 November 27, 2018 April 1, 2028 7.500 % 1,045,882 1,044,349 1,045,882 1,044,278 July 10 and October 7, 2019 January 15, 2030 5.750 % 2,250,000 2,287,660 2,250,000 2,289,168 June 16, 2020 December 1, 2030 4.625 % 625,000 622,176 — — Senior Guaranteed Notes: October 9, 2015 October 15, 2025 6.625 % 1,000,000 990,233 1,000,000 989,483 September 23, 2016 April 15, 2027 5.500 % 1,310,000 1,305,688 1,310,000 1,305,430 January 29, 2018 February 1, 2028 5.375 % 1,000,000 993,116 1,000,000 992,757 November 27, 2018 July 15, 2023 5.375 % (e) 1,095,825 1,083,676 1,095,825 1,081,879 November 27, 2018 May 15, 2026 5.500 % 1,498,806 1,486,760 1,498,806 1,485,911 January 24, 2019 February 1, 2029 6.500 % 1,750,000 1,747,118 1,750,000 1,746,996 June 16, 2020 December 1, 2030 4.125 % 1,100,000 1,095,311 — — 17,382,497 17,218,415 15,657,497 15,476,496 CSC Holdings Restricted Group: Revolving Credit Facility (c) (c) (b) — — — — Term Loan B July 17, 2025 2.435 % 2,910,000 2,897,887 2,925,000 2,911,729 Incremental Term Loan B-3 January 15, 2026 2.435 % 1,259,063 1,254,243 1,265,438 1,260,200 Incremental Term Loan B-5 April 15, 2027 2.685 % 2,992,500 2,970,328 3,000,000 2,976,358 7,161,563 7,122,458 7,190,438 7,148,287 Collateralized indebtedness (see Note 11) 1,699,566 1,601,107 1,699,566 1,585,088 Finance lease obligations (see Note 8) 136,049 136,049 69,420 69,420 Notes payable and supply chain financing (d) 119,889 107,658 156,519 140,994 26,499,564 26,185,687 24,773,440 24,420,285 Less: current portion of credit facility debt (72,750) (72,750) (65,250) (65,250) Less: current portion of senior guaranteed notes (1,095,825) (1,083,676) — — Less: current portion of senior notes (619,621) (608,177) — — Less: current portion of finance lease obligations (49,478) (49,478) (22,017) (22,017) Less: current portion of notes payable and supply chain financing (45,209) (45,209) (83,415) (83,415) (1,882,883) (1,859,290) (170,682) (170,682) Long-term debt $ 24,616,681 $ 24,326,397 $ 24,602,758 $ 24,249,603 (a) The carrying amount is net of the unamortized deferred financing costs and/or discounts/premiums and with respect to certain notes, a fair value adjustment resulting from the Cequel and Cablevision acquisitions. (b) At June 30, 2020, $141,949 of the revolving credit facility was restricted for certain letters of credit issued on behalf of the Company and $2,333,051 of the facility was undrawn and available, subject to covenant limitations. (c) The revolving credit facility of an aggregate principal amount of $2,275,000 matures in January 2024 and priced at LIBOR plus 2.25%. The remaining revolving credit facility of an aggregate principal amount of $200,000 matures in November 2021 and priced at LIBOR plus 3.25%. (d) Includes $37,581 related to supply chain financing agreements that is required to be repaid within one year from the date of the respective agreement. The principal amounts include $59,451 of notes payable that will be reclassified to collateralized indebtedness upon the maturity, in January 2021, of a monetization contract related to the synthetic monetization closeout transaction in November 2019. (e) These notes were repaid in July 2020 with proceeds from the issuance of new notes in June 2020. See discussion below. Accordingly, the carrying amount of these notes was reclassified to current debt in the accompanying balance sheets as of June 30, 2020. In June 2020, CSC Holdings issued $1,100,000 in aggregate principal amount of senior guaranteed notes that bear interest at a rate of 4.125% and mature on December 1, 2030 and $625,000 in aggregate principal amount of senior notes that bear interest at a rate of 4.625% and mature on December 1, 2030. The net proceeds from the sale of the these notes was used in July 2020 to early redeem the $1,095,825 aggregate principal amount of CSC Holdings' 5.375% senior notes due July 15, 2023, the $617,881 and the $1,740 aggregate principal amount of CSC Holdings' 7.750% senior notes due July 15, 2025, plus pay accrued interest and the associated premiums related to the early redemption of these notes. In connection with the early redemptions, the Company will recognize a loss on the extinguishment of debt aggregating $62,096, reflecting the early redemption premiums and the write-off of outstanding deferred financing costs on these notes. For financing purposes, the Company is structured as a restricted group (the "Restricted Group") and an unrestricted group, which includes certain designated subsidiaries and investments (the "Unrestricted Group"). The Restricted Group is comprised of CSC Holdings and substantially all of its wholly-owned operating subsidiaries. These subsidiaries are subject to the covenants and restrictions of the credit facility and indentures governing the notes issued by CSC Holdings. CSC Holdings' credit facilities agreement contains certain customary representations and warranties, affirmative covenants and events of default (including, among others, an event of default upon a change of control). If an event of default occurs, the lenders under the credit facilities will be entitled to take various actions, including the acceleration of amounts due under the credit facilities and all actions permitted to be taken by a secured creditor. As of June 30, 2020, CSC Holdings was in compliance with all of its financial covenants under its credit facilities and with all of its financial covenants under the indentures under which the senior and senior guaranteed notes were issued. The following table provides a summary of the loss on extinguishment of debt and the write-off of deferred financing costs recorded by the Company upon the redemption of senior notes and the refinancing of credit facilities: Three months ended Six months ended June 30, 2019 CSC Holdings 10.125% Senior Notes due 2023 $ — $ 154,666 Refinancing and subsequent amendment to CSC Holdings credit facility 1,194 4,430 $ 1,194 $ 159,096 Summary of Debt Maturities The future maturities of debt payable by the Company under its various debt obligations outstanding as of June 30, 2020, including notes payable and collateralized indebtedness (see Note 11), but excluding finance lease obligations (see Note 8), are as follows: 2020 (excluding the six months ended June 30, 2020) (a) $ 1,782,180 2021 1,092,181 2022 728,667 2023 1,835,383 2024 822,889 Thereafter 20,102,215 _____________________ (a) Includes the CSC Holdings notes redeemed in July 2020 discussed above. |