DEBT | DEBT The following table provides details of the Company's outstanding debt: Interest Rate September 30, 2022 December 31, 2021 Date Issued Maturity Date Principal Amount Carrying Amount (a) Principal Amount Carrying Amount (a) CSC Holdings Senior Notes: September 27, 2012 September 15, 2022 5.875 % $ — $ — $ 649,024 $ 635,310 May 23, 2014 June 1, 2024 5.250 % 750,000 722,401 750,000 711,137 October 18, 2018 April 1, 2028 7.500 % 4,118 4,113 4,118 4,113 November 27, 2018 April 1, 2028 7.500 % 1,045,882 1,044,707 1,045,882 1,044,582 July 10 and October 7, 2019 January 15, 2030 5.750 % 2,250,000 2,280,354 2,250,000 2,282,875 June 16 and August 17, 2020 December 1, 2030 4.625 % 2,325,000 2,364,059 2,325,000 2,366,886 May 13, 2021 November 15, 2031 5.000 % 500,000 498,340 500,000 498,234 6,875,000 6,913,974 7,524,024 7,543,137 CSC Holdings Senior Guaranteed Notes: September 23, 2016 April 15, 2027 5.500 % 1,310,000 1,306,941 1,310,000 1,306,508 January 29, 2018 February 1, 2028 5.375 % 1,000,000 994,868 1,000,000 994,262 January 24, 2019 February 1, 2029 6.500 % 1,750,000 1,747,721 1,750,000 1,747,511 June 16, 2020 December 1, 2030 4.125 % 1,100,000 1,095,973 1,100,000 1,095,672 August 17, 2020 February 15, 2031 3.375 % 1,000,000 997,185 1,000,000 996,970 May 13, 2021 November 15, 2031 4.500 % 1,500,000 1,495,033 1,500,000 1,494,710 7,660,000 7,637,721 7,660,000 7,635,633 CSC Holdings Restricted Group Credit Facility: Revolving Credit Facility (b) (c) July 13, 2027 5.171 % 1,300,000 1,295,506 900,000 893,864 Term Loan B July 17, 2025 5.068 % 2,842,500 2,835,701 2,865,000 2,856,421 Incremental Term Loan B-3 January 15, 2026 5.068 % 1,230,375 1,227,474 1,239,938 1,236,394 Incremental Term Loan B-5 April 15, 2027 5.318 % 2,925,000 2,909,628 2,947,500 2,929,813 8,297,875 8,268,309 7,952,438 7,916,492 Lightpath Senior Notes: September 29, 2020 September 15, 2028 5.625 % 415,000 407,836 415,000 407,104 Lightpath Senior Secured Notes: September 29, 2020 September 15, 2027 3.875 % 450,000 442,712 450,000 441,739 Lightpath Term Loan November 30, 2027 6.068 % 589,500 576,378 594,000 579,119 Lightpath Revolving Credit Facility November 30, 2025 (d) — — — — 1,454,500 1,426,926 1,459,000 1,427,962 Collateralized indebtedness (see Note 9) (f) 1,759,017 1,736,294 1,759,017 1,706,997 Finance lease obligations 252,430 252,430 218,735 218,735 Notes payable and supply chain financing (e) 116,644 116,644 97,804 97,804 26,415,466 26,352,298 26,671,018 26,546,760 Less: current portion of credit facility debt (78,750) (78,750) (78,750) (78,750) Less: current portion of senior notes — — (649,024) (635,310) Less: current portion of collateralized indebtedness (f) (1,759,017) (1,736,294) — — Less: current portion of finance lease obligations (131,020) (131,020) (109,204) (109,204) Less: current portion of notes payable and supply chain financing (116,231) (116,231) (94,049) (94,049) (2,085,018) (2,062,295) (931,027) (917,313) Long-term debt $ 24,330,448 $ 24,290,003 $ 25,739,991 $ 25,629,447 (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 September 30, 2022, $131,894 of the revolving credit facility was restricted for certain letters of credit issued on behalf of the Company and $1,043,106 of the facility was undrawn and available, subject to covenant limitations. (c) The revolving credit facility provides for commitments in an aggregate principal amount of $2,475,000. (d) There were no borrowings outstanding under the Lightpath Revolving Credit Facility which provides for commitments in an aggregate principal amount of $100,000. Borrowings bear interest at a rate per annum equal to the adjusted LIBOR rate or the alternate base rate, as applicable, plus the applicable margin, where the applicable margin is (i) with respect to any alternate base rate loan, 2.25% per annum and (ii) with respect to any eurodollar loan, 3.25% per annum. (e) Includes $112,546 as of September 30, 2022 and $89,898 as of December 30, 2021 related to supply chain financing agreements that are required to be repaid within one year from the date of the respective agreement. (f) This indebtedness is collateralized by shares of Comcast common stock. Our intent is to settle such indebtedness with proceeds from new monetization contracts. To the extent we do not enter into new monetization contracts, we could settle the existing collateralized indebtedness by (i) delivering shares of Comcast common stock or (ii) delivering cash. Because this collateralized debt matures in May 2023, it has been classified as current in the accompanying balance sheet as of September 30, 2022, and because there is no assurance that a financing under new monetization contracts can be completed when this debt matures, the related investments held as collateral have also been classified as current. For financing purposes, the Company has two debt silos: CSC Holdings and Lightpath. The CSC Holdings silo 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 and excludes Cablevision Lightpath LLC ("Lightpath"), a 50.01% owned subsidiary of the Company, which became an unrestricted subsidiary in September 2020. These Restricted Group subsidiaries are subject to the covenants and restrictions of the credit facility and indentures governing the notes issued by CSC Holdings. The Lightpath silo includes all of its operating subsidiaries which are subject to the covenants and restrictions of the credit facility and indentures governing the notes issued by Lightpath. Both CSC Holdings and Lightpath's credit facilities agreements contain 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 September 30, 2022, CSC Holdings and Cablevision Lightpath were in compliance with applicable financial covenants under their respective credit facilities and with applicable financial covenants under each respective indenture by which the senior guaranteed notes, senior secured notes and senior notes were issued. On July 13, 2022, CSC Holdings entered into an amendment (the "Twelfth Amendment") to its senior secured credit facility (the "Credit Agreement"). The Twelfth Amendment provides for, among other things, an extended maturity until the date that is the earlier of (i) July 13, 2027 and (ii) April 17, 2025 if, as of such date, any March 2017 Term Loans, as defined in the Credit Agreement are still outstanding, unless the March 2017 Term Loan Maturity Date (as defined in the Credit Agreement) has been extended to a date falling after July 13, 2027. Interest on borrowings under the Twelfth Amendment are calculated based on the Term Secured Overnight Financing Rate ("SOFR") or alternative base rate borrowings, at a rate per annum equal to the Term SOFR rate (plus a Term SOFR credit adjustment spread of 0.10%) or the alternate base rate, as applicable, plus the applicable margin, where the applicable margin is (i) with respect to any alternate base rate loan, 1.25% per annum and (ii) with respect to any Term SOFR loan, 2.25% per annum. Summary of Debt Maturities The future maturities of debt payable by the Company under its various debt obligations outstanding as of September 30, 2022, including notes payable and collateralized indebtedness (see Note 9), but excluding finance lease obligations, are as follows: 2022 $ 52,965 2023 1,920,994 2024 828,889 2025 2,823,750 2026 1,224,938 Thereafter 19,311,500 |