UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
May 4, 2015
CABLEVISION SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
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| | | |
Delaware | No. 1-14764 | No. 11-3415180 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | |
CSC HOLDINGS, LLC |
(Exact Name of Registrant as Specified in its Charter) |
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Delaware |
(State of Incorporation) |
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No. 1-9046 | No. 27-0726696 |
(Commission File Number) | (IRS Employer Identification Number) |
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1111 Stewart Avenue | |
Bethpage, New York | 11714 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (516) 803-2300
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On May 4, 2015, the Registrants announced their financial results for the quarter ended March 31, 2015. A copy of the press release containing the announcement is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statement and Exhibits
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| | | | |
(d) | Exhibits. |
| | | | |
| | | Earnings Press Release dated May 4, 2015. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | |
| CABLEVISION SYSTEMS CORPORATION |
| (Registrant) |
| |
| |
| By: | | /s/ Victoria M. Mink |
| | Name: | Victoria M. Mink |
| | Title: | Senior Vice President, Controller and Principal Accounting Officer |
| | | |
Dated: May 4, 2015 | | | |
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | |
| CSC HOLDINGS, LLC |
| (Registrant) |
| |
| |
| By: | | /s/ Victoria M. Mink |
| | Name: | Victoria M. Mink |
| | Title: | Senior Vice President, Controller and Principal Accounting Officer |
| | | |
Dated: May 4, 2015 | | | |
Exhibit 99.1
CABLEVISION SYSTEMS CORPORATION
REPORTS FIRST QUARTER 2015 RESULTS
Bethpage, NY, May 4, 2015 - Cablevision Systems Corporation (NYSE:CVC) today reported financial results for the first quarter ended March 31, 2015.
First quarter consolidated net revenues increased 2.5% to $1.615 billion, consolidated adjusted operating cash flow (“AOCF”)1 increased 4.5% to $454.0 million and consolidated operating income increased 8.0% to $223.8 million, all compared with the prior year period.
Operating highlights for the first quarter include:
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• | Average Monthly Cable Revenue per Customer ("RPC") of $155.34, an increase of $7.12 or 4.8%, compared with the prior year period. |
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• | Consolidated Free Cash Flow from Continuing Operations1 of $49.0 million. |
Cablevision CEO James L. Dolan said, "Cablevision had a solid start to 2015 with growth in net revenue, AOCF and revenue per customer. As we move through the year, we will continue to address evolving consumer demand by expanding our product offerings to provide greater value and flexibility. Connectivity is the wave of the future, and we plan to leverage our industry-leading position to be the preferred choice for consumers in our market."
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1. | See definition of AOCF and Consolidated Free Cash Flow from Continuing Operations included in the discussion of non-GAAP financial measures on page 3 of this earnings release. |
Cable
Cable includes our Optimum-branded digital cable television, high-speed Internet and voice services as well as Optimum WiFi, the nation's most robust WiFi network.
Cable net revenues for the first quarter 2015 increased 2.4% to $1.452 billion, AOCF increased 0.8% to $446.6 million and operating income increased 1.0% to $252.1 million, all compared with the prior year period. First quarter net revenue growth primarily reflects rate initiatives and continued disciplined pricing strategies, partially offset by a decline in customers. First quarter AOCF reflects the increase in revenue and lower employee and customer service-related costs, partially offset by higher programming and marketing costs, as compared to the prior year period.
The following table illustrates the change in the Cable customer base during the first quarter of 2015:
Customer Data
(rounded to nearest thousand)
|
| | | |
| Total December 31, 2014 |
Net Gain/(Loss) | Total March 31, 2015 |
| | | |
Total Customers(a) | 3,118 | (6) | 3,112 |
| |
| |
Video | 2,681 | (28) | 2,653 |
High-Speed Data | 2,760 | 7 | 2,767 |
Voice | 2,229 | (14) | 2,215 |
| |
| |
Serviceable Passings | 5,046 | 9 | 5,055 |
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(a) | Total customers are defined as the number of households/businesses that receive at least one of the Company's services. |
Lightpath
Lightpath is a premier provider of integrated business communications solutions to large and mid-sized commercial organizations across the New York metropolitan area.
For the first quarter 2015, Lightpath net revenues increased 5.0% to $91.1 million, AOCF increased 12.8% to $43.4 million and operating income increased 10.4% to $19.3 million, each as compared with the prior year period. First quarter results primarily reflect an increase in revenue from Ethernet services.
Other
Other principally consists of Newsday, News 12 Networks, Cablevision Media Sales Corporation and certain other businesses and unallocated corporate costs.
First quarter net revenues increased 0.4% to $81.8 million, AOCF deficit decreased 23.9% to $35.9 million and operating loss decreased 20.6% to $47.6 million, all compared with the prior year period. First quarter net revenue growth primarily reflects increased advertising revenue at News 12 Networks partially offset by lower advertising revenue at Newsday. First quarter AOCF reflects a decrease in expenses at Newsday due to lower operating costs and a distribution agreement settlement, as well as reduced expenses at corporate and certain other businesses.
Other Matters
On May 1, 2015, the Board of Directors of Cablevision declared a quarterly dividend of $0.15 per share on each outstanding share of Cablevision NY Group Class A Common Stock and Cablevision NY Group Class B Common Stock. This quarterly dividend is payable on June 12, 2015 to shareholders of record at the close of business on May 22, 2015.
There were no stock repurchases during the first quarter of 2015. As of March 31, 2015, Cablevision had approximately $455 million available under its stock repurchase authorization.
Non-GAAP Financial Measures
We define adjusted operating cash flow (“AOCF”), which is a non-GAAP financial measure, as operating income (loss) before depreciation and amortization (including impairments), excluding share-based compensation expense and restructuring charges or credits. Because it is based upon operating income (loss), AOCF also excludes interest expense (including cash interest expense) and other non-operating income and expense items. We believe that the exclusion of share-based compensation expense allows investors to better track the performance of the various operating units of our business without regard to expense associated with awards of restricted shares, restricted stock units and stock options that are not expected to be made in cash.
We present AOCF as a measure of our ability to service our debt and make continuing investments, including in our capital infrastructure. We believe AOCF is an appropriate measure for evaluating the operating performance of our business segments and the company on a consolidated basis. AOCF and similar measures with similar titles are common performance measures used by investors, analysts and peers to compare performance in our industry. Internally, we use net revenues and AOCF measures as the most important indicators of our business performance, and evaluate management’s effectiveness with specific reference to these indicators. AOCF should be viewed as a supplement to and not a substitute for operating income (loss), net income (loss), cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with U.S. generally accepted accounting principles ("GAAP"). Since AOCF is not a measure of performance calculated in accordance with GAAP, this measure may not be comparable to similar measures with similar titles used by other companies. For a reconciliation of AOCF to operating income (loss), please see page 6 of this release.
We define Consolidated Free Cash Flow from Continuing Operations (“Free Cash Flow”), which is a non-GAAP financial measure, as net cash from operating activities (continuing operations) plus any excess tax benefit related to share-based awards less capital expenditures (continuing operations), all of which are reported in our Consolidated Statement of Cash Flows. Net cash from operating activities excludes net cash from operating activities of our discontinued operations. We believe the most comparable GAAP financial measure of our liquidity is net cash from operating activities. We believe that Free Cash Flow is useful as an indicator of our overall liquidity, as the amount of Free Cash Flow generated in any period is representative of cash that is available for debt repayment and other discretionary and non-discretionary cash uses. It is also one of several indicators of our ability to make investments and/or return capital to our shareholders. We also believe that Free Cash Flow is one of several benchmarks used by analysts and investors who follow our industry for comparison of our liquidity with other companies in our industry, although our measure of Free Cash Flow may not be directly comparable to similar measures reported by other companies.
ABOUT CABLEVISION
Cablevision Systems Corporation (NYSE: CVC) is a leading media and telecommunications company, serving millions of households and businesses throughout the greater New York area. Providing quality products that keep customers connected, Cablevision offers Optimum-branded digital cable television, high-speed Internet and voice services as well as Optimum WiFi, the nation's most robust WiFi network. Cablevision’s Lightpath subsidiary is a premier provider of integrated business communications solutions for larger companies. Through its local media and programming properties – News 12 Networks and Newsday Media Group – Cablevision also delivers news and information created specifically for the communities it serves. Additional information about Cablevision is available at www.cablevision.com.
This earnings release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the company and its business, operations, financial condition and the industries in which it operates and the factors described in the company’s filings with the Securities and Exchange Commission, including the sections entitled "Risk Factors" and "Management’s Discussion and Analysis of Financial Condition and Results of Operations" contained therein. The company disclaims any obligation to update any forward-looking statements contained herein.
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| | | |
Contacts: | Charles Schueler | | Cindi Buckwalter |
| Executive Vice President | | Senior Vice President |
| Media and Community Relations | | Investor Relations |
| (516) 803-1013 | | (516) 803-2264 |
Cablevision’s website: www.cablevision.com
The conference call will be webcast live today at 10:00 a.m. ET
Conference call dial-in number is (888) 694-4641 / Conference ID Number 27267807 / Conference call replay number (855) 859-2056 / Conference ID Number 27267807 until May 11, 2015.
CABLEVISION SYSTEMS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)
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| | | | | | | |
| Three Months Ended March 31, |
| 2015 | | 2014 |
| | | |
Revenues, net | $ | 1,614,771 |
| | $ | 1,575,586 |
|
| | | |
Operating expenses | | | |
Technical and operating | 795,888 |
| | 772,983 |
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Selling, general and administrative | 376,764 |
| | 380,220 |
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Restructuring expense (credits) | (532 | ) | | 1,015 |
|
Depreciation and amortization | 218,900 |
| | 214,285 |
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Operating income | 223,751 |
| | 207,083 |
|
Other income (expense): | | | |
Interest expense, net | (145,012 | ) | | (140,882 | ) |
Loss on investments, net | (33,071 | ) | | (41,775 | ) |
Gain on equity derivative contracts, net | 46,166 |
| | 38,649 |
|
Write-off of deferred financing costs, net of gain on extinguishment of debt | — |
| | (611 | ) |
Miscellaneous, net | 1,007 |
| | 731 |
|
Income from continuing operations before income taxes | 92,841 |
| | 63,195 |
|
Income tax benefit (expense) (a) | (37,940 | ) | | 26,939 |
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Income from continuing operations | 54,901 |
| | 90,134 |
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Loss from discontinued operations, net of income taxes (b) | (10,502 | ) | | (434 | ) |
Net income | 44,399 |
| | 89,700 |
|
Net loss attributable to noncontrolling interests | 234 |
| | 63 |
|
Net income attributable to Cablevision Systems Corporation stockholders | $ | 44,633 |
| | $ | 89,763 |
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| | | |
Basic income (loss) per share attributable to Cablevision Systems Corporation stockholders: | | | |
Income from continuing operations | $ | 0.21 |
| | $ | 0.34 |
|
Loss from discontinued operations | $ | (0.04 | ) | | $ | — |
|
Net income | $ | 0.17 |
| | $ | 0.34 |
|
Basic weighted average common shares (in thousands) | 267,919 |
| | 262,328 |
|
| | | |
Diluted income (loss) per share attributable to Cablevision Systems Corporation stockholders: | | | |
Income from continuing operations | $ | 0.20 |
| | $ | 0.34 |
|
Loss from discontinued operations | $ | (0.04 | ) | | $ | — |
|
Net income | $ | 0.16 |
| | $ | 0.33 |
|
Diluted weighted average common shares (in thousands) | 274,370 |
| | 268,224 |
|
| | | |
Amounts attributable to Cablevision Systems Corporation stockholders: | | | |
Income from continuing operations, net of income taxes | $ | 55,135 |
| | $ | 90,197 |
|
Loss from discontinued operations, net of income taxes | (10,502 | ) | | (434 | ) |
Net income | $ | 44,633 |
| | $ | 89,763 |
|
Cash dividends declared per share of common stock | $ | 0.15 |
| | $ | 0.15 |
|
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(a) | Income tax benefit for the three months ended March 31, 2014 includes a tax benefit of $53,132 resulting from the reversal of an uncertain tax position liability. |
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(b) | For the three months ended March 31, 2015, the Company recorded an expense of $10,502, net of income taxes, with respect to the decision in a case relating to Rainbow Media Holdings LLC, a business whose operations were previously discontinued. |
CABLEVISION SYSTEMS CORPORATION
RECONCILIATION OF OPERATING INCOME TO ADJUSTED OPERATING CASH FLOW AND CONSOLIDATED FREE CASH FLOW FROM CONTINUING OPERATIONS
(Dollars in thousands)
(Unaudited)
RECONCILIATION OF OPERATING INCOME TO ADJUSTED OPERATING CASH FLOW(a)
|
| | | | | | | |
| Three Months Ended March 31, |
| 2015 | | 2014 |
| | | |
Operating income | $ | 223,751 |
| | $ | 207,083 |
|
Share-based compensation expense | 11,911 |
| | 11,906 |
|
Restructuring expense (credits) | (532 | ) | | 1,015 |
|
Depreciation and amortization | 218,900 |
| | 214,285 |
|
Adjusted operating cash flow | $ | 454,030 |
| | $ | 434,289 |
|
CONSOLIDATED FREE CASH FLOW FROM CONTINUING OPERATIONS(a)
|
| | | | | | | |
| Three Months Ended March 31, |
| 2015 | | 2014 |
| | | |
| | | |
Net cash provided by operating activities(b) | $ | 215,334 |
| | $ | 283,682 |
|
Add: excess tax benefits related to share-based awards | 275 |
| | 488 |
|
Less: capital expenditures(c) | (166,631 | ) | | (186,075 | ) |
Consolidated free cash flow from continuing operations | $ | 48,978 |
| | $ | 98,095 |
|
| |
(a) | See Non-GAAP Financial Measures on page 3 of this release for a definition and discussion of AOCF and Free Cash Flow from Continuing Operations. |
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(b) | The level of net cash provided by operating activities will continue to depend on a number of variables in addition to our operating performance, including the amount and timing of our interest payments and other working capital items. |
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(c) | See page 10 of this release for additional details relating to capital expenditures. |
CABLEVISION SYSTEMS CORPORATION
CONSOLIDATED RESULTS FROM CONTINUING OPERATIONS
(Dollars in thousands)
(Unaudited)
REVENUES, NET
|
| | | | | | | | | | |
| Three Months Ended March 31, | | % |
| 2015 | | 2014 | | Change |
| | | | | |
Cable | $ | 1,451,538 |
| | $ | 1,417,148 |
| | 2.4 | % |
Lightpath | 91,124 |
| | 86,754 |
| | 5.0 | % |
Other(a) | 81,780 |
| | 81,482 |
| | 0.4 | % |
Eliminations(b) | (9,671 | ) | | (9,798 | ) | | 1.3 | % |
Total Cablevision | $ | 1,614,771 |
| | $ | 1,575,586 |
| | 2.5 | % |
ADJUSTED OPERATING CASH FLOW AND OPERATING INCOME (LOSS)
|
| | | | | | | | | | | | | | | | | | | | | |
| Adjusted Operating Cash Flow | | | | Operating Income (Loss) | | |
| Three Months Ended March 31, | | % | | Three Months Ended March 31, | | % |
| 2015 | | 2014 | | Change | | 2015 | | 2014 | | Change |
| | | | | | | | | | | |
Cable | $ | 446,555 |
| | $ | 443,032 |
| | 0.8 | % | | $ | 252,099 |
| | $ | 249,621 |
| | 1.0 | % |
Lightpath | 43,395 |
| | 38,483 |
| | 12.8 | % | | 19,275 |
| | 17,464 |
| | 10.4 | % |
Other(c) | (35,920 | ) | | (47,226 | ) | | 23.9 | % | | (47,623 | ) | | (60,002 | ) | | 20.6 | % |
Total Cablevision | $ | 454,030 |
| | $ | 434,289 |
| | 4.5 | % | | $ | 223,751 |
| | $ | 207,083 |
| | 8.0 | % |
| |
(a) | Represents revenues of Newsday, News 12 Networks, Cablevision Media Sales Corporation and certain other entities. |
| |
(b) | Represents inter-segment revenues. |
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(c) | Includes unallocated corporate general and administrative costs and the operating results of Newsday, News 12 Networks, Cablevision Media Sales Corporation, and certain other entities. |
CABLEVISION SYSTEMS CORPORATION
SUMMARY OF CABLE OPERATING STATISTICS
(Unaudited)
|
| | | | | | | | | | | |
CABLE | March 31, 2015 | | December 31, 2014 | | March 31, 2014 |
| | | | | |
(in thousands) | | | | | |
Total Customers(a) | 3,112 |
| | 3,118 |
| | 3,186 |
|
Video Customers | 2,653 |
| | 2,681 |
| | 2,799 |
|
High-Speed Data Customers | 2,767 |
| | 2,760 |
| | 2,788 |
|
Voice Customers | 2,215 |
| | 2,229 |
| | 2,280 |
|
| | | | | |
| | | | | |
Serviceable Passings (in thousands)(b) | 5,055 |
| | 5,046 |
| | 5,048 |
|
| | | | | |
Penetration | | | | | |
Total Customers to Serviceable Passings | 61.6 | % | | 61.8 | % | | 63.1 | % |
Video Customers to Serviceable Passings | 52.5 | % | | 53.1 | % | | 55.4 | % |
High-Speed Data Customers to Serviceable Passings | 54.7 | % | | 54.7 | % | | 55.2 | % |
Voice Customers to Serviceable Passings | 43.8 | % | | 44.2 | % | | 45.2 | % |
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| | | | | |
Revenues for the three months ended (dollars in millions) | | | | | |
| | | | | |
Video(c) | $ | 801 |
| | $ | 788 |
| | $ | 793 |
|
High-Speed Data | 363 |
| | 359 |
| | 347 |
|
Voice | 232 |
| | 230 |
| | 220 |
|
Advertising | 31 |
| | 48 |
| | 32 |
|
Other(d) | 25 |
| | 29 |
| | 25 |
|
Total Cable Revenue | $ | 1,452 |
| | $ | 1,454 |
| | $ | 1,417 |
|
|
| | | | | | | | | | | |
Average Monthly Cable Revenue per Customer (“RPC”)(e) | $ | 155.34 |
| | $ | 155.20 |
| | $ | 148.22 |
|
| |
(a) | Represents the number of households/businesses that receive at least one of the Company's services. |
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(b) | Includes residential passings, as well as commercial establishments that have connected to our cable distribution network. |
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(c) | Includes equipment rental, DVR, franchise fees, video-on-demand and pay-per-view revenue. |
| |
(d) | Includes installation revenue, advertising sales commissions, home shopping and other product offerings. |
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(e) | RPC is calculated by dividing average monthly Cable GAAP revenue for the quarter by the average number of total customers for the quarter. |
CABLEVISION SYSTEMS CORPORATION
CAPITALIZATION AND LEVERAGE
(Dollars in thousands)
(Unaudited)
CAPITALIZATION
|
| | | |
| March 31, 2015 |
| |
Cash and cash equivalents | $ | 884,422 |
|
| |
Credit facility debt | $ | 2,765,430 |
|
Senior notes and debentures | 5,857,019 |
|
Collateralized indebtedness | 1,033,040 |
|
Capital lease obligations and notes payable | 63,889 |
|
Debt | $ | 9,719,378 |
|
LEVERAGE
|
| | | |
Debt | $ | 9,719,378 |
|
Less: Collateralized indebtedness of unrestricted subsidiaries(a) | 1,033,040 |
|
Cash and cash equivalents | 884,422 |
|
Net debt | $ | 7,801,916 |
|
| |
| Leverage Ratios(b) |
Consolidated net debt to AOCF leverage ratio(a)(c) | 4.3x |
|
Restricted Group leverage ratio (Credit Facility Test)(d)(e) | 2.9x |
|
CSC Holdings notes and debentures leverage ratio(e)(f) | 3.2x |
|
Cablevision senior notes leverage ratio(e)(g) | 5.0x |
|
| |
(a) | Collateralized indebtedness is excluded from the leverage calculation because it is viewed as a forward sale of the stock of an unaffiliated company and the Company's only obligation at maturity is to deliver, at its option, the stock or its cash equivalent. |
| |
(b) | Leverage ratios are based on face amount of outstanding debt. |
| |
(c) | AOCF is annualized based on the first quarter 2015 results, as reported. |
| |
(d) | Reflects the net debt to cash flow ratio as defined in the CSC Holdings’ credit facility debt agreement (which excludes approximately $2.8 billion of Cablevision’s senior notes and the debt and cash flows related to CSC Holdings’ unrestricted subsidiaries). The annualized AOCF (as defined) used in the Restricted Group leverage ratio was $1.878 billion. |
| |
(e) | Includes CSC Holdings’ guarantee of Newsday LLC’s $480 million senior secured credit facility. |
| |
(f) | Reflects the debt to cash flow ratio applicable under CSC Holdings' senior notes and debentures indentures (which excludes approximately $2.8 billion of Cablevision’s senior notes and the debt and cash flows related to CSC Holdings’ unrestricted subsidiaries). The annualized AOCF (as defined) used in the CSC Holdings notes and debentures leverage ratio was $1.878 billion. |
| |
(g) | Adjusts the debt to cash flow ratio as calculated under the CSC Holdings notes and debentures leverage ratio to include approximately $2.8 billion of Cablevision’s senior notes plus $611 million of Cablevision’s senior notes that were contributed to Newsday Holdings LLC. |
CABLEVISION SYSTEMS CORPORATION
CAPITAL EXPENDITURES
(Dollars in thousands)
(Unaudited)
|
| | | | | | | |
| Three Months Ended March 31, |
| 2015 | | 2014 |
| | | |
| | | |
Customer premise equipment | $ | 42,593 |
| | $ | 56,804 |
|
Scalable infrastructure | 39,983 |
| | 46,829 |
|
Line extensions | 6,481 |
| | 1,236 |
|
Upgrade/rebuild | 12,141 |
| | 7,619 |
|
Support | 32,373 |
| | 32,837 |
|
Cable | 133,571 |
| | 145,325 |
|
Lightpath | 23,732 |
| | 26,870 |
|
Other(a) | 9,328 |
| | 13,880 |
|
Total Cablevision | $ | 166,631 |
| | $ | 186,075 |
|
| |
(a) | Other primarily includes Newsday, News 12 Networks, Cablevision Media Sales Corporation and Corporate. |
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