DEBT

Credit Facility Debt

The following table provides details of the Company's outstanding credit facility debt:



		Interest Rate at	Amounts Payable on or prior to		Carrying Value at
	Maturity Date	December 31, 2015	December 31, 2016		December 31, 2015		December 31, 2014
Restricted Group:
Revolving loan facility (a)	April 17, 2018	—	$	—	$	—	$	—
Term A loan facility	April 17, 2018	2.17%	71,888		886,621		934,547
Term B loan facility (b)	April 17, 2020	2.92%	11,888		1,155,321		1,366,102
Restricted Group credit facility debt			83,776		2,041,942		2,300,649
Newsday:
Floating rate term loan facility	October 12, 2016	3.92%	480,000		480,000		480,000
Total credit facility debt			$	563,776	$	2,521,942	$	2,780,649


(a)	At December 31, 2015, $71,686 of the Restricted Group revolving loan facility was restricted for certain letters of credit issued on behalf of CSC Holdings and $1,428,314 of the Restricted Group revolving loan facility was undrawn and available, subject to covenant limitations, to be drawn to meet the net funding and investment requirements of the Restricted Group.


(b)	The unamortized discount related to the Term B loan facility amounted to $3,712 and $5,326 at December 31, 2015 and 2014, respectively.

Restricted Group Credit Facility

On April 17, 2013, CSC Holdings and certain of its subsidiaries (the "Restricted Subsidiaries") refinanced its Restricted Group credit facility. The Restricted Group credit agreement provides for (1) a revolving credit facility of $1,500,000, (2) a Term A facility of $958,510, and (3) a Term B facility of $1,200,000 (net of payments made in 2015 and 2014 discussed below), each subject to adjustment from time to time in accordance with the terms of the credit agreement (the "Credit Agreement"). The proceeds from the Term A loans and the Term B loans were used to repay all amounts outstanding under CSC Holdings' previous Restricted Group credit facility and to pay fees and expenses in connection therewith. As of December 31, 2015, no amounts were drawn under the Restricted Group revolving credit facility.

In connection with the refinancing, the Company wrote-off deferred financing costs of $6,602 related to the repaid credit facility in 2013. The Term B loans were issued at a discount of $11,750 and the Company recorded deferred financing costs of $27,080 related to the Credit Agreement. The original issue discount and the deferred financing costs are both being amortized to interest expense over the term of the respective loans.

The Credit Agreement provides for extended facilities and additional facilities, subject to an aggregate maximum facilities limit on all facilities (including the revolving credit facility, the Term A facility and the Term B facility and any extended facilities and additional facilities) equal to the greater of (1) $4,808,510 and (2) an amount such that the senior secured leverage ratio, as defined in the Credit Agreement, would not exceed 3.50 to 1.00.

Under the Credit Agreement, commitments under the revolving credit facility expire on April 17, 2018. The Term A loans are subject to quarterly repayments of $11,981 that began on September 30, 2014 and continue through June 30, 2016, $23,963 beginning on September 30, 2016 through March 31, 2018 and a final payment of $694,918 at maturity on April 17, 2018. The Term B loans are subject to quarterly repayments that began in September 2013 and are currently $2,972 per quarter through December 31, 2019 with a final repayment of $1,111,481 at maturity on April 17, 2020. Unless terminated early in accordance with the terms of the Credit Agreement, all the facilities terminate on their final maturity dates, other than any additional facilities or extended facilities that may be entered into in the future under the terms of the Credit Agreement and which will terminate on the date specified in the respective supplements or agreements establishing such facilities. The Credit Agreement provides for issuance of letters of credit in an aggregate amount of up to $150,000.

Loans under the Credit Agreement are direct obligations of CSC Holdings, guaranteed by most of the Restricted Subsidiaries (as defined in the Credit Agreement) and secured by the pledge of the stock and other security interests of most of the Restricted Subsidiaries.

Loans under the Credit Agreement bear interest as follows:


•	Revolving credit loans and Term A loans, either (i) the Eurodollar rate (as defined) plus a spread ranging from 1.50% to 2.25% based on the cash flow ratio (as defined), or (ii) the base rate (as defined) plus a spread ranging from 0.50% to 1.25% based on the cash flow ratio;


•	Term B loans, either (i) the Eurodollar rate plus a spread of 2.50% or (ii) the base rate plus a spread of 1.50%.

The Credit Agreement has two financial maintenance covenants applicable to the revolving credit facility and the Term A loans: (1) a maximum ratio of total net indebtedness to cash flow of 5.0 to 1 and (2) a maximum ratio of senior secured net indebtedness to cash flow of 4.0 to 1. The financial maintenance covenants do not apply to the Term B loans.

These covenants and restrictions on the permitted use of borrowed funds in the revolving loan facility may limit the Restricted Group's ability to utilize all of the undrawn revolver funds. Additional covenants include limitations on liens and the issuance of additional debt.

Under the Credit Agreement there are generally no restrictions on investments that the Restricted Group may make, provided it is not in default; however, the Restricted Group must also remain in compliance with the maximum ratio of total net indebtedness to cash flow and the maximum ratio of senior secured net indebtedness to cash flow.

There is a commitment fee of 0.30% on undrawn amounts under the revolving credit facility.

The Restricted Group was in compliance with all of its financial covenants under the Credit Agreement as of December 31, 2015.

Repayment of Restricted Group Credit Facility Debt

In May 2014, CSC Holdings used the net proceeds from the issuance of the 2024 Notes (discussed below), as well as cash on hand, to make a $750,000 repayment on its outstanding Term B loan facility. In September 2014, CSC Holdings made a repayment of $200,000 on its outstanding Term B loan facility with cash on hand. In connection with these repayments, the Company recognized a loss on extinguishment of debt of approximately $4,054 and wrote-off unamortized deferred financing costs related to this loan facility of approximately $5,564 for the year ended December 31, 2014.

In April 2015, CSC Holdings made a repayment of $200,000 on its outstanding Term B loan facility with cash on hand. In connection with the repayment, the Company recognized a loss on extinguishment of debt of $731 and wrote-off unamortized deferred financing costs related to this loan facility of $1,004 for the year ended December 31, 2015.

Newsday LLC Credit Facility

On October 12, 2012, Newsday LLC ("Newsday") entered into a new senior secured credit agreement (the "Newsday Credit Agreement" and elsewhere, the "Existing Newsday Credit Facility"), the proceeds of which were used to repay all amounts outstanding under its previous credit agreement dated as of July 29, 2008. The Newsday Credit Agreement consists of a $480,000 floating rate term loan which matures on October 12, 2016 (net of the $160,000 repayment in December 2013, discussed below). Interest under the Newsday Credit Agreement is calculated, at the election of Newsday, at either the Eurodollar rate or the base rate, plus 3.50% or 2.50%, respectively, as specified in the Newsday Credit Agreement. Borrowings by Newsday under the Newsday Credit Agreement are guaranteed by CSC Holdings on a senior unsecured basis and certain of its subsidiaries that own interests in Newsday on a senior secured basis. The Newsday Credit Agreement is secured by a lien on the assets of Newsday and Cablevision senior notes with an aggregate principal amount of $611,455 (after the sale of Cablevision senior notes in December 2013 discussed below) owned by Newsday Holdings.

On December 10, 2013, Newsday made a voluntary repayment of $160,000 on its term loan with the proceeds it received from CSC Holdings in connection with CSC Holdings' purchase of Cablevision senior notes with an aggregate principal amount of $142,262 held by Newsday Holdings. The senior notes were subsequently distributed by CSC Holdings to Cablevision and were canceled.

The principal financial covenant for the Newsday Credit Agreement is a minimum liquidity test of $25,000 which is tested bi-annually on June 30 and December 31. The Newsday Credit Agreement also contains customary affirmative and negative covenants, subject to certain exceptions, including limitations on indebtedness, investments and restricted payments. Certain of the covenants applicable to CSC Holdings under the Newsday Credit Agreement are similar to the covenants applicable to CSC Holdings under its outstanding senior notes.

Newsday was in compliance with its financial covenants under the Newsday Credit Agreement as of December 31, 2015.

Senior Notes and Debentures



The following table summarizes the Company's senior notes and debentures:
			Interest		Principal	Carrying Amount at December 31,
Issuer	Date Issued	Maturity Date	Rate		Amount	2015		2014
CSC Holdings (a)(c)	February 6, 1998	February 15, 2018	7.875	%	300,000	$	299,635	$	299,464
CSC Holdings (a)(c)	July 21, 1998	July 15, 2018	7.625	%	500,000	499,937		499,912
CSC Holdings (b)(c)	February 12, 2009	February 15, 2019	8.625	%	526,000	515,520		512,750
CSC Holdings (b)	November 15, 2011	November 15, 2021	6.750	%	1,000,000	1,000,000		1,000,000
CSC Holdings (b)	May 23, 2014	June 1, 2024	5.250	%	750,000	750,000		750,000
						3,065,092		3,062,126
Cablevision (b)(c)	September 23, 2009	September 15, 2017	8.625	%	900,000	896,526		894,717
Cablevision (b)	April 15, 2010	April 15, 2018	7.750	%	750,000	750,000		750,000
Cablevision (b)	April 15, 2010	April 15, 2020	8.000	%	500,000	500,000		500,000
Cablevision (b)	September 27, 2012	September 15, 2022	5.875	%	649,024	649,024		649,024
						$	5,860,642	$	5,855,867


(a)	The debentures are not redeemable by the Company prior to maturity.


(b)	The Company may redeem some or all of the notes at any time at a specified "make-whole" price plus accrued and unpaid interest to the redemption date.


(c)	The carrying amount of the senior notes is net of the unamortized original issue discount.

The table above also excludes (i) the principal amount of Cablevision 7.75% senior notes due 2018 of $345,238 and the principal amount of Cablevision 8.00% senior notes due 2020 of $266,217 held by Newsday at December 31, 2015 and 2014 which are eliminated in the consolidated balance sheets of Cablevision and (ii) the Senior Secured Credit Facilities and the Notes which will be assumed by CSC Holdings upon the consummation of the Merger.

The indentures under which the senior notes and debentures were issued contain various covenants, which are generally less restrictive than those contained in the Credit Agreement. The Company was in compliance with all of its financial covenants under these indentures as of December 31, 2015.

Issuance of Debt Securities - CSC Holdings

In May 2014, CSC Holdings issued $750,000 aggregate principal amount of 5.25% senior notes due June 1, 2024 (the "2024 Notes"). The 2024 Notes are senior unsecured obligations and rank equally in right of payment with all of CSC Holdings' other existing and future unsecured and unsubordinated indebtedness. CSC Holdings may redeem all or a portion of the 2024 Notes at any time at a price equal to 100% of the principal amount of the 2024 Notes redeemed plus accrued and unpaid interest to the redemption date plus a "make whole" premium. CSC Holdings used the net proceeds from the issuance of the 2024 Notes, as well as cash on hand, to make a $750,000 repayment on its outstanding Term B loan facility. In connection with the issuance of the 2024 Notes, the Company incurred deferred financing costs of approximately $14,273, which are being amortized to interest expense over the term of the 2024 Notes.

Repurchases of Cablevision Senior Notes

In January 2014, Cablevision repurchased with cash on hand $27,831 aggregate principal amount of its then outstanding 5.875% senior notes due September 15, 2022 (the "2022 Notes"). In October 2014, Cablevision repurchased with cash on hand an additional $9,200 aggregate principal amount of the 2022 Notes. In connection with these repurchases, Cablevision recorded a gain from the extinguishment of debt of $934, net of fees, and a write-off of approximately $1,436 of unamortized deferred financing costs associated with these notes.

In 2013, Cablevision repurchased with cash on hand $63,945 aggregate principal amount of its outstanding 2022 Notes. In connection with these repurchases, Cablevision recorded a gain from the extinguishment of debt of $1,119 and a write-off of approximately $517 of unamortized deferred financing costs associated with these notes.

Redemptions and Repurchases of CSC Holdings Senior Notes (tender prices per note in dollars)

In 2013, CSC Holdings redeemed (i) $204,937 aggregate principal amount of its then outstanding 8.50% senior notes due April 2014 notes and (ii) $91,543 aggregate principal amount of its then outstanding 8.50% senior notes due June 2015 with cash on hand. In connection with these redemptions, the Company recorded a loss on extinguishment of debt of $12,192, primarily representing the payments in excess of the principal amount thereof and a write-off of the unamortized deferred financing costs and discounts associated with these notes of approximately $4,350 for the year ended December 31, 2013.

Summary of Debt Maturities

Total amounts payable by the Company under its various debt obligations outstanding as of December 31, 2015, including notes payable, collateralized indebtedness (see Note 10), and capital leases, during the next five years and thereafter, are as follows:



Years Ending December 31,	Cablevision (a)		CSC Holdings
2016	$	1,014,014	$	1,014,014
2017	1,797,914		897,914
2018	2,288,575		1,538,575
2019	540,141		540,141
2020	1,612,844		1,112,844
Thereafter	2,399,024		1,750,000


(a)	Excludes the Cablevision senior notes held by Newsday Holdings.

See Note 1 for a discussion regarding additional debt that will be assumed by the Company upon consummation of the Merger.