LONG-TERM DEBT (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2014

Dec. 31, 2013

Long-term debt at September 30, 2014 and December 31, 2013, respectively, consisted of the following:


(In thousands)	September 30, 2014		December 31, 2013
Senior Secured Credit Facilities ⁽¹⁾	$	7,231,222	$	8,225,754
Receivables Based Facility due 2017		—		247,000
9.0% Priority Guarantee Notes due 2019		1,999,815		1,999,815
9.0% Priority Guarantee Notes due 2021		1,750,000		1,750,000
11.25% Priority Guarantee Notes due 2021		575,000		575,000
9.0% Priority Guarantee Notes due 2022		1,000,000		—
Other secured subsidiary long-term debt ⁽²⁾		18,654		21,124

Total consolidated secured debt		12,574,691		12,818,693

10.75% Senior Cash Pay Notes due 2016		—		94,304
11.0%/11.75% Senior Toggle Notes due 2016		—		127,941
14.0% Senior Notes due 2021 ⁽³⁾		1,661,697		1,404,202
iHeart Legacy Notes ⁽⁴⁾		725,000		1,436,455
10.0% Senior Notes due 2018		850,000		—
6.5% Subsidiary Senior Notes due 2022		2,725,000		2,725,000
7.625% Subsidiary Senior Subordinated Notes due 2020		2,200,000		2,200,000
Other subsidiary debt		419		10
Purchase accounting adjustments and original issue discount		(252,028)		(322,392)

		20,484,779		20,484,213
Less: current portion		3,232		453,734

Total long-term debt	$	20,481,547	$	20,030,479

⁽¹⁾

Term Loan B and Term Loan C mature in 2016. Term Loan D and Term Loan E mature in 2019.

⁽²⁾

Other secured subsidiary long-term debt matures at various dates from 2014 through 2025.

⁽³⁾

14.0% Senior Notes due 2021 are subject to required payments at various dates from 2018 through 2021.

⁽⁴⁾

iHeart’s Legacy Notes, all of which were issued prior to the acquisition by iHeartMedia, Inc. and consist of Senior Notes maturing at various dates from 2016 through 2027.

Long-term debt at December 31, 2013 and 2012 consisted of the following:


(In thousands)	December 31, 2013		December 31, 2012
Senior Secured Credit Facilities:
Term Loan A Facility Due 2014⁽¹⁾	$	-	$	846,890
Term Loan B Facility Due 2016		1,890,978		7,714,843
Term Loan C - Asset Sale Facility Due 2016⁽²⁾		34,776		513,732
Term Loan D Facility Due 2019		5,000,000		-
Term Loan E Facility Due 2019		1,300,000		-
Receivables Based Facility Due 2017		247,000		-
9% Priority Guarantee Notes Due 2019		1,999,815		1,999,815
9% Priority Guarantee Notes Due 2021		1,750,000		1,750,000
11.25% Priority Guarantee Notes Due 2021		575,000		-
Subsidiary Senior Revolving Credit Facility due 2018		-		-
Other Secured Subsidiary Debt⁽³⁾		21,124		25,507

Total Consolidated Secured Debt		12,818,693		12,850,787

Senior Cash Pay Notes Due 2016		94,304		796,250
Senior Toggle Notes Due 2016⁽⁴⁾		127,941		829,831
Senior Notes Due 2021⁽⁵⁾		1,404,202		-
iHeart Senior Notes:
5.75% Senior Notes Due 2013		-		312,109
5.5% Senior Notes Due 2014		461,455		461,455
4.9% Senior Notes Due 2015		250,000		250,000
5.5% Senior Notes Due 2016		250,000		250,000
6.875% Senior Notes Due 2018		175,000		175,000
7.25% Senior Notes Due 2027		300,000		300,000
Subsidiary Senior Notes:
6.5% Series A Senior Notes Due 2022		735,750		735,750
6.5% Series B Senior Notes Due 2022		1,989,250		1,989,250
Subsidiary Senior Subordinated Notes:
7.625% Series A Senior Notes Due 2020		275,000		275,000
7.625% Series B Senior Notes Due 2020		1,925,000		1,925,000
Other iHeart Subsidiary Debt		10		5,586
Purchase accounting adjustments and original issue discount		(322,392)		(408,921)

		20,484,213		20,747,097
Less: current portion		453,734		381,728

Total long-term debt	$	20,030,479	$	20,365,369

⁽¹⁾

Term Loan A would have matured during 2014. The outstanding balance was prepaid during the first quarter of 2013.

⁽²⁾

Term Loan C is subject to an amortization schedule with required payments at various dates from 2014 through 2016.

⁽³⁾

Other secured subsidiary long-term debt matures at various dates from 2014 through 2028.

⁽⁴⁾

Senior Toggle Notes are subject to required payments at various dates from 2015 through 2016.

⁽⁵⁾

The Senior Notes due 2021 are subject to required payments at various dates from 2018 through 2021.

Schedule of Debt Repurchases, Maturities and Other

Notes repurchased and held by CC Finco are eliminated in consolidation.


(In thousands)	Year Ended December 31, 2011
CC Finco, LLC
Principal amount of debt repurchased	$	80,000
Purchase accounting adjustments⁽¹⁾		(20,476)
Gain recorded in “Loss on extinguishment of debt”⁽²⁾		(4,274)

Cash paid for repurchases of long-term debt	$	55,250

⁽¹⁾

Represents unamortized fair value purchase accounting discounts recorded as a result of the merger.

⁽²⁾

CC Finco repurchased certain of iHeart’s senior notes at a discount, resulting in a gain on the extinguishment of debt.

Schedule of Maturities of Long-Term Debt

Future maturities of long-term debt at December 31, 2013 are as follows:


(in thousands)
2014	$	484,413
2015		256,422
2016		2,384,739
2017		247,074
2018		175,084
Thereafter		17,258,873

Total ⁽¹⁾	$	20,806,605

⁽¹⁾

Excludes purchase accounting adjustments and original issue discount of $322.4 million, which is amortized through interest expense over the life of the underlying debt obligations.